Contract 2020-024A2020-24A
AGREEMENT FOR
FIRE EXTINGUISHER SERVICES — MAINTENANCE AND REPAIR
THIS AGREEMENT, is made and entered into this. I_q_ � day of /,
2020, by and between the CITY OF CLERMONT, FLORIDA, a municipal corporation
under the laws of the State of Florida whose address is: 685 W. Montrose Street, Clermont,
Florida, (hereinafter referred to as "CITY"), and DEIGER SERVICE CORPORATION,
d/b/a/ Superior Fire of Florida, whose address is: 3397 Enterprise Street, Unit C, Ocoee,
Florida 34761, (hereinafter referred to as "CONTRACTOR").
WHEREAS, Lake County through the public procurement process awarded an Agreement
for fire extinguisher services — maintenance and repair, Lake County Contract Number 20-
0413;
WHEREAS, CITY desires to utilize the above -referenced awarded bid, CONTRACTOR's
response thereto and Agreement in accordance with CITY's procurement policy; and
WHEREAS, CONTRACTOR desires to enter into a contract with CITY based on the terms
and conditions of the Lake County Contract Number 20-0413;
WITNESSETH: That the parties hereto, for the consideration hereinafter set forth,
mutually agree as follows:
ARTICLE I — SCOPE OF WORK
The CONTRACTOR shall furnish fire extinguisher services — maintenance and repair as
described in the Lake County Contract 20-0413, which is attached hereto and incorporated
herein as Exhibit "A" and shall perform everything required by this Agreement and the
other exhibits attached hereto. Provided, however, that nothing herein shall require CITY
to purchase or acquire any items or services from CONTRACTOR that is not specified in
the CITY's purchase order. To the extent of a conflict between this Agreement and Exhibit
"A", the terms and conditions of this Agreement shall prevail and govern. In all instances
the CITY purchasing policy, resolutions and ordinances shall apply.
ARTICLE II — THE CONTRACT SUM
CITY shall pay CONTRACTOR, for the faithful performance of the Agreement as set forth
in the Agreement documents and the Unit Price Schedule as set forth in Exhibit `B',
attached hereto and incorporated herein.
ARTICLE III — TERM AND TERMINATION
1. This Agreement is to become effective upon execution by both parties, and shall
remain in effect until February 13, 2021, unless terminated or renewed by Lake
County.
2. Notwithstanding any other provision of this Agreement, CITY may, upon
written notice to CONTRACTOR, terminate this Agreement: a) without cause
and for CITY's convenience upon thirty (30) days written notice to
CONTRACTOR b) if CONTRACTOR is adjudged to be bankrupt; c) if
CONTRACTOR makes a general assignment for the benefit of its creditors; d)
CONTRACTOR fails to comply with any of the conditions of provisions of this
Agreement; or e) CONTRACTOR is experiencing a labor dispute, which
threatens to have a substantial, adverse impact upon the performance of this
Agreement, without prejudice to any other right or remedy CITY may have
under this Agreement. In the event of such termination, CITY shall be liable
only for the payment of all unpaid charges, determined in accordance with the
provisions of this Agreement, for work, properly performed and accepted prior
to the effective date of termination.
3. Upon mutual Agreement of the parties, this Agreement may be renewed for
four (4) additional 1-year terms.
ARTICLE IV — COMMENCEMENT AND COMPLETION OF WORK
The CONTRACTOR shall provide all items in the timeframe as reasonably set forth in the
applicable purchase order or notice to proceed.
ARTICLE V — PAYMENTS
In accordance with the provisions fully set forth in the Contract Documents,
CONTRACTOR shall submit an invoice to CITY upon completion of the services and
delivery of products to CITY as set forth in the applicable purchase order. CITY shall
make payment to the CONTRACTOR for all accepted deliveries and undisputed product
delivered and services provided, within thirty (30) calendar days of receipt of the invoice.
ARTICLE VI — DISPUTE RESOLUTION - MEDIATION
Any claim, dispute or other matter in question arising out of or related to this
Agreement shall be subject to mediation as a condition precedent to voluntary
arbitration or the institution of legal or equitable proceedings by either party.
2. The CITY and CONTRACTOR shall endeavor to resolve claims, disputes and
other matters in question between them by mediation.
3. The parties shall share the mediator's fee and any filing fees equally. The mediation
shall be held in Clermont, Lake County, Florida, unless another location is mutually
agreed upon. Agreements reached in mediation shall be enforceable as settlement
Agreements in any court having jurisdiction thereof.
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ARTICLE VII — INSURANCE AND INDEMNIFICATION RIDER
1. Worker's Compensation Insurance - The CONTRACTOR shall take out and
maintain during the: life of this Agreement, Worker's Compensation Insurance for all its
employees connected with the work of this Project and, in case any work is sublet, the
CONTRACTOR shall require the subCONTRACTOR similarly to provide Worker's
Compensation Insurance for all of the subCONTRACTOR employees unless such
employees are covered by the protection afforded by the CONTRACTOR. Such insurance
shall comply with the Florida Worker's Compensation Law. In case any class of employees
engaged in hazardous work under this Agreement at the site of the Project is not protected
under the Worker's Compensation statute, the CONTRACTOR shall provide adequate
insurance, satisfactory to the CITY, for the protection of employees not otherwise
protected.
2. CONTRACTOR's Commercial General Liability Insurance - The
Contactor shall take out and maintain during the life of this Agreement, Commercial
General Liability and Business Automobile Liability Insurance as shall protect it from
claims for damage for personal injury, including accidental death, as well as claims for
property damages which may arise from operating under this Agreement whether such
operations are by itself or by anyone directly or indirectly employed by it, and the amount
of such insurance shall be minimum limits as follows:
(a) CONTRACTOR's Commercial General, $1,000,000 Each, ($2,000,000
aggregate). Liability Coverages, Bodily Injury Occurrence, & Property
Damage Combined Single Limit;
(b) Automobile Liability Coverages, $1,000,000 Each, Bodily Injury &
Property Damage Occurrence, Combined Single Limit;
(c) Miscellaneous Professional Liability, $1,000,000 Each Claim and
Aggregate Limit;
Insurance clause for both COMMERCIAL GENERAL AND AUTOMOBILE BODILY
INJURY AND PROPERTY DAMAGE shall be amended to provide coverage on an
occurrence basis.
3. SubCONTRACTOR's Commercial General Liability Insurance - The
CONTRACTOR shall require each of his subCONTRACTORs to procure and maintain
during the life of its subcontract, insurance of the type specified similar to above per their
scope of work and what is required with their contract with CONTRACTOR.
4. Indemnification Rider
(a) To the fullest extent permitted by law, the CONTRACTOR shall
indemnify and hold harmless the CITY its agents and its employees
from and against all claims, damages, losses and expenses, including
but not limited to reasonable attorney's fees, arising out of or resulting
from its performance of the Work, provided that any such claim,
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damage, loss or expense (1) is attributable to bodily injury, sickness,
disease or death, or to injury to or destruction of tangible property (other
than the Work itself) , and (2) is caused in whole or in part by any
negligent act or omission of the CONTRACTOR, any
subCONTRACTOR, anyone directly or indirectly employed by any of
them or anyone for whose acts any of them may be liable, regardless of
whether or not such acts are caused in part by a party indemnified
hereunder. Such obligation shall not be construed to negate, abridge, or
otherwise reduce any other right to obligation of indemnity which would
otherwise exist as to any party or person described in this Article;
however, this indemnification does not include sole acts of negligence,
damage or losses caused by the CITY and its other contractors.
(b) In any and all claims against the CITY or any of its agents or employees
by any employee of the CONTRACTOR, any subcontractor, anyone
directly or indirectly employed by any of them or anyone for whose acts
any of them may be liable, the indemnification obligations under this
Paragraph shall not be limited in any way by any limitation on the
amount or type of damages, compensation or benefits payable by or for
the CONTRACTOR or any subcontractor under workers' or workmen's
compensation acts, disability benefit acts or other employee benefit acts.
(c) The CONTRACTOR hereby acknowledges receipt of ten dollars and
other good and valuable consideration from the CITY for the
indemnification provided herein.
ARTICLE VIII — NOTICES
All notices shall be in writing and sent by United States mail, certified or registered, with
return receipt requested and postage prepaid, or by nationally recognized overnight courier
service to the address of the party set forth below. Any such notice shall be deemed given
when received by the party to whom it is intended.
CONTRACTOR: Deiger Service Corporation
d/b/a Superior Fire of Florida
697 Enterprise Street, Unit C
Ocoee, FL 34761
Attn: Antoine Azolin, Operations Manager
CITY: City of Clermont
Attn: Darren Gray, City Manager
685 W. Montrose Street
Clermont, FL 34711
0
ARTICLE IX — MISCELLANEOUS
1. Attorneys' Fees. In the event a suit or action is instituted to enforce or interpret any
provision of this Agreement, the prevailing party shall be entitled to recover such
sum as the Court may adjudge reasonable as attorneys' fees at trial or on any appeal,
in addition to all other sums provided by law.
2. Waiver. The waiver by city of breach of any provision of this Agreement shall not
be construed or operate as a waiver of any subsequent breach of such provision or
of such provision itself and shall in no way affect the enforcement of any other
provisions of this Agreement.
3. Severability. If any provision of this Agreement or the application thereof to any
person or circumstance is to any extent invalid or unenforceable, such provision, or
part thereof, shall be deleted or modified in such a manner as to make the
Agreement valid and enforceable under applicable law, the remainder of this
Agreement and the application of such a provision to other persons or
circumstances shall be unaffected, and this Agreement shall be valid and
enforceable to the fullest extent permitted by applicable law.
4. Amendment. Except for as otherwise provided herein, this Agreement may not be
modified or amended except by an Agreement in writing signed by both parties.
5. Entire Agreement. This Agreement including the documents incorporated by
reference contains the entire understanding of the parties hereto and supersedes all
prior and contemporaneous Agreements between the parties with respect to the
performance of services by CONTRACTOR.
6. Assigning ent. Except in the event of merger, consolidation, or other change of
control pursuant to the sale of all or substantially all of either party's assets, this
Agreement is personal to the parties hereto and may not be assigned by
CONTRACTOR, in whole or in part, without the prior written consent of city.
7. Venue. The parties agree that the sole and exclusive venue for any cause of action
arising out of this Agreement shall be Lake County, Florida.
8. Applicable Law. This Agreement and any amendments hereto are executed and
delivered in the State of Florida and shall be governed, interpreted, construed and
enforced in accordance with the laws of the State of Florida.
9. Public Records. Contractor expressly understands records associated with this
project are public records and agrees to comply with Florida's Public Records law,
to include, to:
6i
(a) Keep and maintain public records that ordinarily and necessarily would be
required by the CITY in order to perform the services contemplated herein.
(b) Provide the public with access to public records on the same terms and
conditions that the CITY would provide the records and at a cost that does
not exceed the cost provided in this Florida's Public Records law or as
otherwise provided by law.
(c) Ensure that public records that are exempt or confidential and exempt from
public records disclosure requirements are not disclosed except as
authorized by law.
(d) Meet all requirements for retaining public records and transfer, at no cost,
to the CITY all public records in possession of CONTRACTOR upon
termination of the contract and destroy any duplicate public records that are
exempt or confidential and exempt from public records disclosure
requirements. CONTRACTOR shall use reasonable efforts to provide all
records stored electronically to the CITY in a format that is compatible with
the information technology systems of the CITY.
(e) IF CONTRACTOR HAS QUESTIONS REGARDING THE
APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE
CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS
RELATING TO THIS CONTRACT, CONTRACTOR SHALL
CONTACT THE CITY'S CUSTODIAN OF PUBLIC RECORDS AT
CITY CLERK'S OFFICE, (352) 241-7331.
ARTICLE X — AGREEMENT DOCUMENTS
The Agreement Documents, as listed below are herein made fully a part of this Agreement
as if herein repeated.
Document Precedence:
1. This Agreement
2. Purchase Order/Notice to Proceed
3. An applicable Contractor Quote or Statement of Work
4. All documents contained in the Lake County Contract Number 20-0413
DocuSign Envelope ID: OC7C1886-3221-4186-9383-03ED4C64B637
IN WITNESS WHEREOF, the parties hereto have executed this Agreement on
thisN_day of Aorel 2020.
City of Clermont
Gail L. Ash, City Mayor
Deiger Service Corporation
d/b/a Superior Fire of Florida
DocuSigned by:
[A '�Uv' —
By
(Name Printed or Typed)
President
Title
Attest:
Corporate Secretary
(Name Printed or Typed)
7
EXHIBIT A
AGREEMENT FOR
FIRE EXTINGUISHERS -- PORTABLE AND FIXED EXTINGUISHING
SYSTEMS
ITB# 20-0413
This is an Agreement between Lake County, Florida, a political subdivision of the State of Florida,
referred to in this Agreement as COUNTY, and Deiger Service Corporation, d/b/a Superior Fire
of Florida, a Florida corporation, its successors and assigns, referred to in this Agreement as
CONTRACTOR
WITNESSETH:
WHEREAS, the COUNTY publicly submitted an Invitation to Bid (]TB) #20-0413
seeking firms or individuals qualified to provide portable and fixed fire extinguishers, accessories,
and provide for their inspection and maintenance; and
WHEREAS, CONTRACTOR desires to perform such services subject to the terms of this
Agreement; and
WHEREAS, the provision of such -services will benefit the parties and the residents of
Lake County, Florida.
NOW, THEREFORE, IN CONSIDERATION .of the mutual terms, understandings,
conditions, promises, covenants and payment hereinafter set forth, and intending to be legally
bound, the parties hereby agree as follows: -
1. The foregoing recitals are true and correct and incorporated herein.
2. The purpose of this Agreement is for CONTRACTOR to inspect all portable and fixed fire,
extinguishers within Lake County facilities and vehicles, and provide new extinguishers and
accessories as needed, hereinafter referred to as the "Project/Service."
3. Scone: On the terms and conditions set forth in this Agreement, COUNTY hereby engages
CONTRACTOR to and CONTRACTOR agrees to provide all labor, materials and equipment to
complete the project or service ("Project/Service") in accordance with the Scope of Services,
attached hereto and incorporated herein as Attachment A. It is understood that the Scope of
Services may be modified by change order as the Service progresses, but to be effective and
binding, any such change order must be in writing, executed by the parties, and in accordance with
the COUNTY'S Purchasing Policies and Procedures.
4. Term: The term of this Agreement shall be for one (1) year with the option of four (4)
subsequent one (1) year renewals. Renewals are contingent upon mutual written agreement.
Contract prices resultant from this solicitation will prevail for the fall duration of the Contract
unless otherwise indicated elsewhere. Prior to completion of each exercised term, the COUNTY
may consider are adjustment to price based on changes as published by the U.S. Department of
Labor, Bureau of Labor Statistics. It is the CONTRACTOR'S responsibility to request in writing
any pricing adjustment under this provision.
5. Licenses and Permits: CONTRACTOR will be solely responsible for obtaining all
necessary approvals and permits to complete the Project/Service. CONTRACTOR will remain
appropriately licensed throughout the course of the Project/Service. Failure to maintain all
required licenses will entitle the COUNTY to terminate this Agreement.
6. Conditions: CONTRACTOR acknowledges that it has sufficient understanding of the
nature and conditions of the work, including but not limited to, those bearing upon transportation,
disposal, handling and storage of materials, availability of water, electric power, and roads,
uncertainties of weather, physical conditions, character of equipment and facilities, quality and
quantity of surface and subsurface materials, obstacles or conditions of the site. Any failure by
CONTRACTOR to acquaint itself with any aspect of the work or with any of the applicable
conditions will not relieve CONTRACTOR from responsibility for adequately evaluating the
difficulty or cost of successfully performing the work required, nor will it be considered a basis
for any claim for additional time or compensation.
7. Payment: COUNTY will pay and CONTRACTOR will accept as full and complete
payment for the timely and complete performance of its obligations hereunder as provided in the
Pricing Sheet which is attached as Attachment B to this Agreement and which is made a part of
this Agreement by reference. The COUNTY will make payment on all undisputed invoices in
accordance with the Florida Prompt Payment Act, Part VII, Chapter 218, Florida Statutes.
8. Rates: All incidental parts and materials that have a cost of $25.00 or less, needed to
complete the work as specified within the Scope of Service, will be considered part of overhead
and will be included in CONTRACTOR'S hourly labor rate. At no time will there be a charge
less than $25.00 showing on an invoice.
9. Rental: In the event that the CONTRACTOR needs to rent a piece of equipment to
complete the work being assigned, prior approval from the Project Manager will be required. The
cost of the rental will be indicated on the estimate and the invoice. A copy of the invoice for the
rental equipment will be included with the invoice. CONTRACTOR will be allowed to assess a
percentage of up to fifteen percent (15%) over the cost of the rental. A copy of the rental invoice
to CONTRACTOR will accompany the invoice being submitted to the COUNTY. There will be
no allowance for rental if it is reasonably ascertained that the equipment is needed to complete the
work as outlined in the scope of work.
10, Invoice: CONTRACTOR will submit an original invoice to the COUNTY after each
service has been completed. Submittal of these invoices will not exceed ten (10) calendar days
beyond the date the service was completed. Under no circumstances will the invoices be submitted
to the COUNTY in advance of the delivery and acceptance of the service. All invoices will be
accompanied by the PDF documentation required in the record keeping portion of this Scope of
Services. The pricing section will include the hours of labor, labor rate (based on the bid price),
and total cost for the hours worked. CONTRACTOR will be allowed to charge a minimum of one
(1) hour of labor time whether or not the technician is on site for the entire first hour. Time after
the first hour will be calculated into fifteen (15) minutes increments. The invoice will also include
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the price of the part to the CONTRACTOR, the percentage of markup, the total percentage markup
cost, and the total of the part.
11. Reports: CONTRACTOR will submit progress invoice no later than the 15a' of each month
to the Office of Facilities Management, 32400 C.R. 473, Leesburg, Florida 34788. All invoices
will contain the bid number, date and location of delivery or service, purchase order number,
confirmation of acceptance of the goods or services by the COUNTY, and a detailed description
of services provided. if parts or materials of a value of more than the $25.00 minimum allowable
charge are used as part of the Project/SeMee and are shown on the invoice, they will be
accompanied with a copy of the invoice to CONTRACTOR from its supplier. A service ticket
will be included showing the name ofthe technician(s), the date the work was completed, the start
and completion time of the service, the service rendered, the parts or materials (if any) installed.
CONTRACTOR will also submit with their invoice a completed "Certification of Payment to
Subcontractors and Suppliers" form. Failure to submit invoices in the prescribed manner will delay
payment, and CONTRACTOR may be considered in default of contract and this Agreement may
be terminated. Final invoices will include an original, completed "Certification of Payment to
Subcontractors and Suppliers" form, if applicable.
A. ProjectlService $25,000 and Under. The COUNTY will provide a lump sum payment
when all Project/Service tasks are completed by the CONTRACTOR and approved by the
COUNTY. In order for the COUNTY to provide payment, the CONTRACTOR will submit a
fully documented invoice that provides the basic information set forth herein. If requested, the
COUNTY may allow progress payments, but is under no obligation to do so and the specifics of
the progress payments will be at the sole discretion of the COUNTY; or
B. ProjectlService Greater than $25,000: The CONTRACTOR may receive periodic
payments on a thirty (30) day interval for Project/Service tasks completed during that period by
the CONTRACTOR and approved by the COUNTY'S Project Manager. Retention of funds will
be held in accordance with Florida Prompt Payment Act. In order for the COUNTY to provide
payment, the CONTRACTOR will submit a fully documented invoice that provides the basic
information set forth below.
12. Funding: In the event any part of this Agreement or the Project/Service, is to be funded by
federal, state, or other local agency monies, the CONTRACTOR hereby agrees to cooperate with
the COUNTY in order to assure compliance with all requirements of the funding entity applicable
to the use of the monies, including providing access to and the right to examine relevant documents
related to the Project/Service and as specifically required by the Federal or state granting agency,
and receiving no payment until all required forms are completed and submitted. A copy of the
requirements will be supplied to the CONTRACTOR by the COUNTY upon request.
13. Price Redeterminations: CONTRACTOR may, but is not obligated to, petition for one or
more price redeterminations where such price redetermination are necessitated by documented
increases in the cost of wages or fuel. Petitions for price redetermination will be made within
thirty (30) calendar days of the anniversary date of the Agreement and only after the Agreement
has been in effect for at least one (1) year. Unless otherwise expressly set forth in the Agreement,
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no other price redetermination will be allowed. All price redeterminations, once issued, will be
prospective from the date of approval unless otherwise approved by a duly executed amendment
to the Agreement. The following apply:
A. Basis for Price Redetermination. The Contractor may petition for price
redetermination based on the increased costs of wages, fuel, or materials. Price redetermination
will be based solely upon changes in pricing or costs documented by the Employment Cost Index
(ECI) as published by the Bureau of Labor Statistics. The base index number for the ECI will be
for the quarter in which the ITB opens. Any subsequent price redeterminations will use the last
price redetermination approved for that price redetermination category as the "base index
number." The County will have the right to audit the CONTRACTOR'S records, including, but
not limited to, payroll, materials, and fuel cost records, to verify or otherwise investigate the
validity of any price redetermination request.
B. Ware Price Redetermination. When requesting a price redetermination based upon an
increase in wage costs, the Contractor will refer to and utilize the Employment Cost Index, Total
Compensation, Private Industry, Index Number and Occupational Group at as prepared by the
Bureau of Labor Statistics in the U.S. Department of Labor located on the Statistics Site. The base
figure will be tied to Trade, transportation, and utilities under the heading Service Providing
Industries. Wage price redetermination increases will be granted only by reason of wage increases
associated with the CONTRACTOR'S employees or subcontractors performing work or services
pursuant to the Agreement.
C. Fuel Price Redetermination. If the price of fuel increases by a minimum of ten (10%)
percent, the Contractor may petition for a fuel price redetermination. As a condition ofpetitioning
for a fuel price increase, the Contractor will be required to petition for a fuel price redetermination
decrease if/when the price of fuel decreases by a minimum of ten (10%) percent. Failure to make
such petition may be grounds for Agreement termination and will entitle the County to a refund of
the. cumulative increase in pay to the Contractor due to any prior fuel price redetermination
increases. Fuel price redetermination must be based solely upon changes as documented by the
Producer Price Index (PPI) for the commodities "Unleaded Gasoline - WPU057104" or "#2 diesel
fuel - WPU057303," as such may be applicable to the CONTRACTOR'S operation in connection
with the CONTRACTOR'S performance of the Agreement.
D. All Price Redetermination will be calculated as demonstrated in this example:
Contractor indicated on the Submittal Form that thirty percent (30%) of the cost to provide the
product/service is directly attributed to the redetermination category (wage or fuel).
Current applicable PPI $200.50
Base index PPI - $179,20
PPI increase dollars $21.30
PPI increase percentage ($21.30 , $179.20 = .1189) 11.9%
Unit cost of the service is: $100.00
30% of $100.00 is directly attributed to the redetermination category $30.00
$30.00 x 11.9% = $3.57
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New unit price is
($100 + $3.57) $103.57
E. Expiration Upon Failure to Ag_M to Price Redetermination. If the County and the
Contractor cannot agree to a price redetermination, then the Agreement will automatically expire
without penalty or further expense to either party after a period of six (6) months following the
CONTRACTOR'S initial request for such price redetermination. Requests for price
redetermination not made in accordance with the provisions of this Section will be deemed null
and void and will not be a valid reason or pretext for expiration or termination of the Agreement. If
the Agreement expires pursuant to the terms and conditions of this Section, the County reserves
the right, at no expense, penalty, or consequence to the County, to award any remaining tasks
thereunder to the next available most responsive and responsible Contractor.
14. Count�� Res )onsibilities.
A. Proi ect Manager: The COUNTY will designate a COUNTY staff member to act as
COUNTY'S Project Manager. It is agreed to by the parties that the COUNTY'S Project Manager
will decide all questions, difficulties, or disputes, of whatever nature, which may arise relative to
the interpretation of the plans, construction, prosecution and fulfilhnent of the Scope of Services,
and as to the character, quality, amount and value of any work done, and materials furnished, under
or by reason of this Agreement. The COUNTY'S Project Manager may appoint representatives
as desired that will be authorized to inspect all work done and all materials furnished.
B. The COUNTY will pay in accordance with the provisions set forth in this Agreement.
The COUNTY retains the right to inspect all work to verify compliance with the contract
documents. Such inspection may extend to all or any part of the work and to the manufacture,
preparation or fabrication of the materials to be used.
15. Contract Documents.
A. Definitions: For purposes of this Agreement, the term "contract documents" includes
all bid documents, drawings; the Scope of Services, attachments to this Agreement, and provisions
within this Agreement, along with any changeorders or amendments to this Agreement. It is the
intent of the contract documents to describe a fimctionally complete Project/Service which defines
the scope of work. Any work, materials, or equipment that may reasonably be inferred from the
contract documents as being required to produce the intended result will be supplied whether or
not specifically called for. When words which have a well-known technical or trade meaning are
used to describe world material or equipment, such words will be interpreted in accordance with.
that meaning. Reference to standard specifications, manuals or codes of any technical society,
organization or association or to the laws or regulations of any governmental authority having
jurisdiction over the Project/Service, whether such reference be specified or by implication, will
mean the latest standard specification, manual, code, law or regulation in effect at the time the
work performed, unless specifically stated otherwise herein.
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B. Contract Documents: The contract documents and all referenced standards cited therein
are essential parts of the contract requirements. A requirement occurring in one is binding as
though occurring in all. Drawings and specifications are intended to agree and be mutually
complete. Any item not contained within the drawings, but contained in the specifications, or vice -
versa, will be provided and/or executed as shown in either the drawing or specification at no extra
costs to the COUNTY. Should anything not included in either the drawing and/or the specifications
be necessary for the proper construction and/or operation of the Project/Service as herein specified,
or should any error or disagreement between the specifications and drawings exist or appear to
exist, CONTRACTOR will not derive unjust benefit thereby, or use such disagreement counter to
the best interests of the COUNTY. CONTRACTOR will immediately notify the COUNTY'S
Project Manager of any discrepancy and await the Project Manager's direction before proceeding
with the work in question.
C. Com lletion of the Scope of Services: CONTRACTOR will give the work the attention
necessary to assure the scheduled progress and will cooperate fully with the COUNTY and with
other contractors on the j ob site. All work will be done in accordance with the contract documents.
When not specifically identified in the technical specifications, such materials and equipment will
be of a suitable type and grade for the purpose. All material, workmanship, and equipment will
be subject to the inspection and approval of the COUNTY.
D. Errors and Omissions: CONTRACTOR will not take advantage of any apparent error
or omission in the contract documents. If any error or omission appears in the contract documents,
CONTRACTOR will immediately notify the COUNTY in writing of such errors or omissions. In
the event CONTRACTOR knows or should have known of any error or omission and failed to
provide such notification, CONTRACTOR will be deemed to have waived any claim for increased
time or compensation CONTRACTOR may have had and CONTRACTOR will be responsible for
the results and the costs of rectifying any such error or omission.
16. Contractor Personnel
A. Personnel: CONTRACTOR will assure that all personnel are competent, careful and
reliable. All personnel must have sufficient skill and experience to perform their assigned task
properly and satisfactorily, to operate any equipment involved, and will make due and proper effort
to execute the work in the manner prescribed in the contract documents. When the COUNTY
determines that any person is incompetent, unfaithful, intemperate, disorderly or insubordinate,
such person will be immediately discharged from the Project/Service and will not again be
employed on the Project/Service without the written consent of the COUNTY. Should the
CONTRACTOR fail to remove such person or persons, the COUNTY may withhold all payments
which are or may become due or may suspend the work with approval of the COUNTY until such
orders are complied with. No alcoholic beverages or drugs are permitted on any COUNTY
properties, Evidence of alcoholic beverages or drug use by an individual will result in immediate
termination from the job site.
13. E-Verily: CONTRACTOR will utilize the U.S. Department of Homeland Security's
E-Verify system to verify the employment eligibility of all new employees hired by the
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CONTRACTOR during the term of this Agreement; and will expressly require any contractor and
subcontractors performing work or providing services pursuant to this Agreement to likewise
utilize the U.S. Department of Homeland Security's E-Verify system to verify the employment
eligibility of all new employees hired by the subcontractor during the contract term.
C. Employment: CONTRACTOR acknowledges and agrees that, in accordance with
Section 255.099, Florida Statutes, if the Project/Service assigned to CONTRACTOR is being
supported in whole or in part by State funding CONTRACTOR will give preference to the
employment of state residents in the performance of the work on the Project/Service if state
residents have substantially equal qualifications to those of non-residents. If CONTRACTOR is
required to employ state residents, CONTRACTOR will contact the Department of Economic
Opportunity to post the employment needs in the State's job bank system. However, in work
involving the expenditure of federal aid funds, this section may not be enforced in such a manner
as to conflict with or be contrary to federal law prescribing a labor preference to honorably
discharged soldiers, sailors, or marines, or prohibiting as unlawful any other preference or
discrimination among the citizens of the United States.
D. Superintendent: CONTRACTOR will at all times have at the Project/Service site as its
agent a competent superintendent capable and thoroughly experienced in the type of work being
performed, who will receive instructions from the COUNTY. The superintendent will supervise
all trades, direct all Project/Service activities, establish and maintain installation schedules, and
provide the COUNTY' S Project Manager with progress reports as requested. The superintendent
will have full authority to execute the orders or directions of the COUNTY, and if applicable to
supply promptly any materials, tools, equipment, labor and incidentals which may be required.
Such superintendent will be furnished regardless of the amount of work sublet. The
CONTRACTOR'S superintendent will speak, write, and understand English and will be on the job
site during all working hours.
E. Dress Code: CONTRACTOR will maintain a dress code for its employees with a
minimum of shirts, pants, and work shoes/boots, in decent condition, at all times while the work
is being performed. In the event the COUNTY determines ID badges are necessary, the COUNTY
will provide CONTRACTOR with ID badges and CONTRACTOR agrees to enforce that its
employees, whether employed by CONTRACTOR or a subcontractor, wear such ID badge while
working on site for the Project/Service.
F. EmI)loyee Documentation: If required by the COUNTY for a Project and/or
Service, CONTRACTOR will provide the COUNTY'S Project Manager with all requested
documentation for all personnel, subcontractors, and representatives of CONTRACTOR that will
be utilized for the Project and/or Service. Documentation will be provided within five working
days of request and will be submitted electronically in PDF format. This information will also be
provided when new personnel, subcontractors, and representatives of CONTRACTOR are hired
at any time during the contract period for the Project and/or Service. The information supplied will
be used to run background checks and to provide identification badging, proximity cards, and keys.
All required documentation will be supplied in one (1) PDF attachment that will be titled with the
Company's name, the person's name, and the person's birthdate.
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Example: ACME Plumbing - John H. Smith - 10/10/96. The documentation will include
the following: Full name, Address, Email address, Telephone number, Copy of driver's
license/state of Florida identification card/valid passport/valid work visa, current color
photo (head shot) taken with a plain background, Building name(s) and address(s) of the
facilities where the individual will be working, and any additional information that may be
requested by the Lake County Sheriff's Office.
G. Criminal Justice Information Services (CJIS]: When advised by the COUNTY'S
Project Manager, CONTRACTOR'S personnel, subcontractors, and representatives will be
required to complete an online training class that includes testing in order to have access to some
secure areas of COUNTY facilities. Finger printing may also be required and will be performed
by the Lake County Sheriffs Office at no expense to the CONTRACTOR.
H. Background Check: Background checks may be performed by the Lake County
Sheriffs Office for projects and/or services being done at the Lake County Courthouse at no
expense to CONTRACTOR. On sites other than the Lake County Courthouse, all personnel,
subcontractors, and representatives of the Contractor will be required to submit to the Florida
Department of Law Enforcement (1-850-410-8109) for a "Certified Background Check".
CONTRACTOR will be responsible for all costs associated with the "Certified Background
Check". A copy of the "Certified Background Check" will be supplied to the COUNTY'S Project
Manager prior to any work starting. The COUNTY'S Project Manager will notify the
CONTRACTOR electronically of approved and/or denied background checks. Reasons for
denials will not be provided.
I, Identification Badg / Proximity Cards / Keys: CONTRACTOR'S personnel,
subcontractors, and representatives that are approved to work in restricted areas will receive an
identification badge which will also' act as a proximity card. All approved personnel,
subcontractors, and representatives of CONTRACTOR will be issued identification badge(s) and
will be required to wear them at all times while on COUNTY property. At no time will personnel,
subcontractors, and representatives of the CONTRACTOR be allowed to work on COUNTY
property prior to being given approval by the Office of Facilities Management and the assignment
of a CONTRACTOR identification badge. For facilities that do not have proximity card readers,
keys will be.issued to approvedpersonnel, subcontractors, and representatives of CONTRACTOR.
The Office of Facilities Management will notify CONTRACTOR that identification badges,
proximity cards, and/or keys are ready for pickup, and will have CONTRACTOR complete a
release form(s) and then distribute them to CONTRACTOR for disbursement to their personnel,
subcontractors, and representatives.
J. Lost/Stolen/Damaged Identification Badges / Proximity Cards / Keys; In the event that
an identification badge, proximity card or key is lost, stolen or damaged, CONTRACTOR will
immediately notify the COUNTY'S Project Manager. Personnel, subcontractors, and
representatives of the CONTRACTOR will be temporarily substituted by CONTRACTOR until a
new identification badge/proximity card is provided. CONTRACTOR will be assessed a $25.00
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fee for each lost, stolen, or damaged card and/or key. All fees due will be deducted from the
CONTRACTOR'S next invoice.
K. Reports: CONTRACTOR will provide an initial report within 30 business days of the
start date and then a quarterly report due the first week of the month in January, April, July, and
October for all employees currently being utilized for Projects and/or Services for the COUNTY.
All additions and/or changes will be highlighted in yellow. The COUNTY'S Project Manager
will provide a standardized excel form at contract initiation that will be used. Reports will he
provided for the duration of the Project and/or Service. The report will be delivered electronically
in PDF format to the Lake County Sheriff's Office Representative, the Facilities Maintenance
Division Manager, and the COUNTY'S Project Manager. Reports will include the following
information Individual's name, birthdate, and driver's license number, Identification
badge/proximity card number, All facilities where the employee works, All facilities accessible by
proximity card or key, The date the identification badge/proximity card was issued, Dates of
subsequently issued identification badges/proximity cards due to loss, theft, or damage, and The
date that the individual left employment of the contractor and the identification badge/proximity
card was returned.
L. Leave Reppftg and Project Com l�n: CONTRACTOR will immediately contact
the COUNTY'S Project Manager upon the dismissal or permanent leave of any personnel,
subcontractors, and/or representatives of CONTRACTOR that are utilized for Project/Service for
the COUNTY. CONTRACTOR will contact the COUNTY'S Project Manager to arrange to drop
off identification badge(s), proximity card(s), and key(s) of a dismissed worker(s) within three (3)
business days of dismissal or leave. At the completion of the Project and/or Service the
CONTRACTOR will, within three (3) business days, arrange to meek with the Facilities
Maintenance Division Manager to return all identification badges, proximity cards, and keys.
M. Subcontractors:
i. In the event that CONTRACTOR needs to hire a subcontractor to complete the
work being assigned, prior approval from the Project Manager will be required.
The cost of the subcontractor will be indicated on the estimate and the invoice.
CONTRACTOR will be allowed to assess a percentage of up to fifteen percent
(15%) above the actual cost of the subcontractor. A copy of the subcontractor's
invoice to CONTRACTOR will accompany the invoice being submitted to the
COUNTY. Within five (5) calendar days after the award of any subcontract,
CONTRACTOR will deliver to the COUNTY a statement setting forth the name
and address of the subcontractor, a summary description of the work subcontracted
and a copy of the subcontract.
I CONTRACTOR will be fully responsible to the COUNTY for the acts and
omissions of CONTRACTOR'S subcontractors and of persons either directly or
indirectly employed by them.
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iii. All subcontractors, for as long as the subcontractor is working on the job site, will
have at least one supervisor/foreman on the job site that will speak and understand
English.
iv. CONTRACTOR will cause its subcontractors and suppliers to comply with the
Project/Service schedule and applicable sub -schedules.
V. CONTRACTOR will include with the final invoice a completed
CONTRACTOR'S FINAL PAYMENT AFFIDAVIT, which will be provided by
the COUNTY to the CONTRACTOR. A copy of the Affidavit may be provided
by request to the COUNTY.
N. Emergence Contact: CONTRACTOR will have a responsible person available at, or
reasonably near, the Project/Service on a twenty-four (24) hour basis, seven (7) days a week, who
may be contacted in emergencies and in cases where immediate action must be taken to handle
any problem that Haight arise. CONTRACTOR will submit to the COUNTY' S Project Manager,
the phone numbers and names of personnel designated to be contacted in cases of emergencies.
This list will contain the name of their supervisors responsible for work pertaining to this
Agreement.
O. Notification of Emergency: In the event of an emergency affecting the safety or
protection of persons, or the work or property at the Project/Service site or adjacent thereto, the
CONTRACTOR, without special instruction or authorization from the COUNTY, is obligated to
act to prevent threatened damage, injury or loss. CONTRACTOR will contact the COUNTY as
soon as possible by telephone and with written notice as soon as feasible thereafter, but no later
than twenty-four (24) hours after the occurrence of the emergency, if CONTRACTOR believes
that any significant changes in the work or variations from the contract documents has occurred.
If the COUNTY determines that a change in the contract documents is required because of the
action taken in response to an emergency, a change order request will be issued to document the
consequences of the changes .or variations. If CONTRACTOR fails to provide written notice
within the twenty-four (24) hour limitation noted above, CONTRACTOR will be deemed to have
waived any right it otherwise may have had to seek an adjustment to the contract amount or an
extension to the contract time.
17. Safety:
A. CONTRACTOR will be responsible for initiating, maintaining and supervising all
safety precautions and programs in connection with the work and for complying with -all
requirements of the Occupational Safety and Health Administration (OSHA) and any other
industry, federal, state or local government standards, including the National Institute of
Occupational Safety Hazards (NIOSH), and the National Fire Protection Association (NFPA).
CONTRACTOR will take all necessary precautions for the safety of, and will provide the
necessary protection to prevent damage, injury or loss to persons or property. CONTRACTOR
will be aware that while working for the COUNTY, representatives from agencies such as OSHA
are invitees and need not have warrants or permission to enter the work site. Any fines levied by
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the above -mentioned authorities for failure to comply with these requirements will be borne solely
by CONTRACTOR.
B. CONTRACTOR certifies that all material, equipment, etc. to be used in an individual
Project/Service meets all Occupational Safety and Health Administration (OSHA) requirements.
CONTRACTOR. further certifies that if any of the material, equipment, etc. is found to be deficient
in any OSHA requirement in effect on the date of delivery, all costs necessary to bring the material,
equipment, etc. into compliance with the aforementioned requirements will be borne by
CONTRACTOR. All standard equipment, work operations, safety equipment, personal protective
equipment, and lighting required or mandated by State, Federal, OSHA, or Americans with
Disabilities Act (ADA) regulations must be provided and used by CONTRACTOR and its
employees.
C. All safety devices installed by the manufacturer on equipment utilized by
CONTRACTOR on the jobsite will be in place and in proper working order at all times. If
COUNTY determines that the equipment is deficient in safety devices, CONTRACTOR will be
notified immediately. CONTRACTOR will immediately repair or remove the equipment from
service until the deficiency is corrected to the satisfaction of the COUNTY.
D. The COUNTY may periodically monitor the work site for safety. Should there be
safety and/or health violations, the COUNTY will have the authority, but not the duty, to require
CONTRACTOR to correct the violation in an expeditious manner. If there is any situation that is
deemed unsafe by the COUNTY, the Project/Service will be shut down immediately upon notice
and will not resume work until the unsafe condition has been remedied.
E. Should the work site be in a hazardous area, the COUNTY will take reasonable actions
to furnish CONTRACTOR with information concerning hazards such as the types or the
identification of known toxic material, machine hazards, Material Safety Data Sheets, or any other
information that would assist CONTRACTOR in the planning of a safe work site.
F. CONTRACTOR retains the ultimate responsibility to ensure all work is performed in a
manner consistent with all applicable safety standards and directives.
G, CONTRACTOR will erect and maintain, as required by existing conditions and
contract performance, safeguards for safety and protection such as barricades, danger signs, a
construction fence, and other warnings against hazardous conditions.
H. CONTRACTOR will be responsible for the removal of all surplus material and debris
from the Project/Service site at the end of each workday. All costs associated with clean-up and
debris removal will be included in the lump sum price stated elsewhere herein. CONTRACTOR
will leave the site clean and neat. All work must be cleaned up prior to the next day of business.
At no time will the specified work interfere with the regular operating hours of Lake County.
I. CONTRACTOR must have ample cleaning supplies and a minimum of two (2) vacuum
cleaners on -site for clean-up. At no time will CONTRACTOR use.COUNTY cleaning supplies or
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equipment. Upon final completion, CONTRACTOR will thoroughly clean-up all areas where
work has been involved as mutually agreed with the COUNTY' S Project Manager. PLEASE
NOTE: ,Tf at any time the CONTRACTOR fails to clean up the work area to acceptable Ievels
the COUNTY will retain outside cleaning services and the actual costs for this service will he
deducted from the COATRACTOR'S'ffinal payment with the minimum cost of $50.00 to offset
COUNTY time for securing services to properly clean and inspect the site.
J. CONTRACTOR will confine all equipment, materials and operations to the
Project/Service site and areas identified in the contract documents. CONTRACTOR will assume
all responsibility for any damage to any such area resulting from the performance of the work.
K. CONTRACTOR is responsible for notifying the COUNTY of any hazardous materials
used on the work site and providing the COUNTY a copy of the Material Safety Data Sheets
(MSDS). Any spillage of hazardous chemicals and/or wastes by the CONTRACTOR will be
reported immediately to the COUNTY and cleaned up in accordance with all State and Federal
Regulations, The cost of cleanup of any spillage of hazardous chemicals and/or wastes caused by
CONTRACTOR will be the sole responsibility of CONTRACTOR and the COUNTY will share
no responsibility of these costs. A copy of the complete report showing compliance with local,
state, and federal agencies will be given to the COUNTY. If any hazardous chemicals or
conditions are discovered during the normal operation, it is the responsibility of CONTRACTOR
to immediately contact the COUNTY with a description and location of the condition. The MSDS
will include the following information:
i. The chemical name and the common name of the toxic substance
I The hazards or other risks in the use of the toxic substance, including the potential
for fie, explosion, corrosiveness, and reactivity.
iii. The known acute and chronic health effects of risks from exposure, including the
medical conditions which are generally recognized as being aggravated by the
exposure to the toxic substances.
iv. The primary route of entry and symptoms of exposure.
V. The proper precautions, handling practices, necessary personal protective
equipment, and other safety precautions in the use of or exposure to the toxic
substances, including appropriate emergency treatment in case of overexposure;
vi. The emergency procedure for spills, fire, disposal and first aid.
vii. A description in lay terms of the known specified potential health risks posed by
the toxic substance intended to alert any person reading this information.
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viii. The year and month, if available, that the information was compiled, and the name,
address and emergency telephone number of the manufacturer responsible for
preparing the information
18. Facilities Provisions.
A. Underground Utilities: Any required ground digging or subsurface work will be done
in accordance with Chapter 556, Florida Statutes. It will be the responsibility of CONTRACTOR
to have all underground utilities located before any work begins (Sunshine State One Call 1-800-
432-4770). The repairs of any damaged underground utilities as a result of the work being
performed by CONTRACTOR will be the responsibility of CONTRACTOR The proper utility
company will be contacted immediately to expedite the repairs, if damage has occurred.
CONTRACTOR will notify the COUNTY and provide a written explanation of the incident within
two (2) days of the damage to any underground utilities.
B. General Inspection Requirements:
L CONTRACTOR will furnish the COUNTY with every reasonable accommodation for
finding out whether the work performed and materials used are in accordance with the
requirements and intent of the contract documents. If the COUNTY so requests, the
CONTRACTOR will, at any time before final acceptance of the work, remove or uncover such
portions of the finished work as may be directed. After examination, CONTRACTOR will restore
the uncovered portions of the work to the standard required by the specifications. Should the work
so exposed or examined prove unacceptable to the COUNTY, the uncovering or removal, and the
replacing of the covering or making good of the parts removed, will be at CONTRACTOR'S
expense. However, should the work exposed or examined prove acceptable in the opinion of the
COUNTY, the uncovering or removing and the replacing or the covering or making good of the
parts removed, will be paid for as unforeseen work.
ii. If the COUNTY fails to reject defective work or materials, whether from lack of
discovery of such defect or for any other reason, such initial failure to reject will in no way prevent
the COUNTY'S later rejection when such defect is discovered, nor obligate the COUNTY to final
acceptance or payment, and CONTRACTOR will make no claim for losses suffered due to any
necessary removals or repairs of such defects.
iii. If, during or prior to construction operations, the COUNTY rejects any portion of the
work on the " grounds that the work or materials are defective, the COUNTY will give
CONTRACTOR notice of the defect, which notice may be confirmed in writing. The
CONTRACTOR will then have seven (7) calendar days from the date the notice is given to correct
the defective condition. If CONTRACTOR fails to correct the deficiency within the seven (7)
calendar days, the COUNTY may take any action necessary, including correcting the deficient
work utilizing another contractor, returning any non -compliant goods to CONTRACTOR at
CONTRACTOR'S expense or terminating this Agreement. CONTRACTOR will not assess any
additional charges for any conforming action taken by the COUNTY. The COUNTY will not be
responsible to pay for any product or service that does not conform to the contract documents.
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iv. Should CONTRACTOR fail to remove and renew any defective materials used or work
performed, or to make any necessary corrections in an acceptable manner and in accordance with
the contract documents, within the time indicated in writing, the COUNTY may direct
CONTRACTOR to correct the unacceptable or defective materials or work at CONTRACTOR'S
expense. Any expense incurred by the COUNTY, whether direct, indirect or consequential, in
making said repairs, removals, or renewals will be paid for out of any monies due or which may
become due to CONTRACTOR. A change order will be issued, incorporating the necessary
revisions to the contract documents, including an appropriate decrease to the contract amount.
Such costs will include, but not be limited to, costs of repair and replacement of work destroyed
or damaged by correction, removal or replacement of CONTRACTOR'S defective work and
additional compensation due the COUNTY. CONTRACTOR will not be allowed an extension of
the term of this Agreement because of any delay in performance of the Project/Service attributable
to the exercise by the COUNTY of the COUNTY'S rights and remedies hereunder.
v. If CONTRACTOR fails to honor the change order, the COUNTY may terminate this
Agreement.
In the event the COUNTY'S Project Manager finds the materials or the finished product in which
the materials are used and not within reasonably close conformity to the specifications, the
COUNTY'S Project Manager will then make a determination if the work will be accepted and
remain in place. In this event, the COUNTY'S Project Manager will document the basis of
acceptance by a change order that will provide for an appropriate deduction -as needed in the
contract price for such work or materials necessary to conform to the determination based on the
COUNTY'S Project Manager's professional judgment.
vi. When all or a portion of the cost of Project/Services is to be paid by federal, state or
another governmental agency, the work will be subject to such inspection by federal, state, or other
governmental agency representative, but such inspections will not make the government or agency
a party to this Agreement.
19. Project/Service Materials and Storm,=e:
A. Unless otherwise specified within the contract documents, all materials to be used to
complete the Project/Service, except where recycled content is specifically requested, will be new,
unused, of recent manufacture, and suitable for its intended purpose. All goods will be assembled,
fully serviced and ready for operation when delivered. in the event any of the materials supplied
by CONTRACTOR are found to be defective or do not conform to specifications: (1) the materials
may be returned to CONTRACTOR at CONTRACTOR'S expense and this Agreement may be
terminated or (2) the COUNTY may require CONTRACTOR to replace the materials at
CONTRACTOR'S expense.
B. Materials will be placed to permit easy access for proper inspection and identification
of each shipment. Any material which has deteriorated, become damaged, or is otherwise unfit
for use, as determined by the COUNTY, will not be used in the work, and will be removed from
the site by CONTRACTOR at CONTRACTOR'S expense. Until incorporated into the work,
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materials will be the sole responsibility of CONTRACTOR and CONTRACTOR will not be paid
for such materials until incorporated into the work. If any chemicals, materials or products
containing toxic substances are to be used at any time, CONTRACTOR will furnish a Material
Safety Data Sheet to the COUNTY prior to commencing such use.
C. When not specifically identified in the technical specifications, such materials and
equipment will be of a suitable type and grade for the purpose.
D. All unusable materials and debris will be removed from the premises at the end of each
workday and disposed of in an appropriate manner.
20. _t Ime for ComAetion and Extensions:
A. Purchase orders will be issued for Project/Services to CONTRACTOR. Issuance of a
purchase order is not a directive to begin work unless otherwise specified. A written notice to
proceed is required for the CONTRACTOR to schedule or begin work. CONTRACTOR will
diligently pursue the completion of the work and coordinate the work being done on the
Project/Service by its subcontractors and material suppliers, as well as coordinate
CONTRACTOR'S work with the work of other contractors so that CONTRACTOR'S work or
the work of others will not be delayed or impaired. CONTRACTOR will be solely responsible for
all means, methods, techniques, sequences and procedures, as well as coordination of all portions
of the work under the contract documents.
B. Should CONTRACTOR be obstructed or delayed in the completion of the work as a
result of unforeseeable causes beyond the control of CONTRACTOR, and not due to
CONTRACTOR'S fault or neglect, CONTRACTOR will notify the COUNTY in writing within
twenty-four (24) hours after the commencement of such delay, stating the cause or causes thereof,
or be deemed to have waived any right which CONTRACTOR may have had to request a time
extension.
C. If CONTRACTOR complies with the twenty-four (24) hour notice requirement, the
COUNTY will ascertain the facts and the extent of the delay being claimed and recommend an
extension to the contract time when, in the COUNTY'S sole judgment, the findings of fact justify
such an extension. CONTRACTOR will cooperate with the COUNTY'S investigation of the
delays by providing any schedules, correspondence or other data that may be required to complete
the findings of fact. Extensions to the contract time may be granted only for those delays which
impact CONTRACTOR'S construction schedule. Extensions of contract time, if approved by the
COUNTY, must be authorized by written change order.
21. Changes in the Sco to of Services:
A. The COUNTY may at any time, by written change order, in accordance with the
COUNTY'S Purchasing Policy and Procedures, modify the Scope of Services. For changes
requested by CONTRACTOR, CONTRACTOR will prepare and submit change order requests for
COUNTY approval. Each change order will include time and monetary impacts of the change,
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whether the change order is considered alone or with all other changes during the course of the
Project/Service. Both the COUNTY and CONTRACTOR will execute the change order.
The value of such extra work or change will be determined by the contract unit values, if applicable
unit values are set forth in this Agreement. The amount of the change will be computed from such
values and added to or deducted from the contract price.
B. If the COUNTY and CONTRACTOR are unable to agree on the change order for a
requested change, CONTRACTOR agrees to promptly perform the change as directed in writing
by the COUNTY. If CONTRACTOR disagrees with the COUNTY' S adjustment determination,
CONTRACTOR must make a claim pursuant to the Claims and Disputes section herein, or else
be deemed to have waived any claim on this matter CONTRACTOR might have otherwise had.
For work not contemplated by the original Agreement, the amount of an increase will be limited
to CONTRACTOR'S reasonable direct labor and material costs and reasonable actual equipment
costs as a result of the change (including allowance for labor burden costs) plus a maximum ten
percent (10%) markup for all overhead and profit, unless otherwise agreed to in writing by the
COUNTY. In such case, CONTRACTOR will keep and present to the COUNTY an itemized
accounting together with appropriate supporting data. In the event such changed work is performed
by a subcontractor, a maximum ten percent (10%) markup for all overhead and profit for all
subcontractors' direct, labor and material costs and actual equipment costs will be permitted, with
a maximum five percent (5%) markup thereon by CONTRACTOR for all of its overhead and
profit, for a total overall maximum markup of fifteen percent (15%) of the amount of changed
work. All compensation due CONTRACTOR and any subcontractor or sub -subcontractor for field
and home office overhead is included in the markups listed above. —
C. The COUNTY will not be liable to CONTRACTOR for any increased compensation
in the absence of a written change order executed in accordance with COUNTY policy. The
payment authorized by such a change order will represent full and complete compensation to
CONTRACTOR for labor, materials, incidental expenses, overhead, profit, costs and time
associated with the work authorizedby such change order.
D. Execution by CONTRACTOR of a properly authorized change order will be considered
a waiver of all claims or requests for additional time or compensation for any activities prior to the
time of execution related to items included in the change order.
E. Upon receipt of an approved change order, changes in the Scope of Services will be
promptly performed. All changes in work will be performed under the terms and conditions of
this Agreement.
- F. Change orders will not be issued for incidental items or tasks that should have been
reasonably construed to be part of the project by the CONTRACTOR.
22. Claims and Disimtes:
A. Claims by CONTRACTOR will be made in writing to the COUNTY within two (2)
business days after the commencement of the event giving rise to such claim or CONTRACTOR
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will be deemed to have waived the claim. All dlaims will be priced in accordance with the section
in this document entitled "Changes in Work".
B. CONTRACTOR will proceed diligently with its performance as directed by the
COUNTY, regardless of any pending claim, action, suit, or administrative proceeding, unless
otherwise agreed to by the COUNTY in writing. The COUNTY will continue to make payments
on the undisputed portion of the contract in accordance with the contract documents during the
pendency of any claim.
C. Claims by CONTRACTOR will be resolved in the following manner:
i. Upon receiving the claim and supporting data, the COUNTY will within fifteen
(15) calendar days respond to the claim in writing stating that the claim is either
approved or denied. If denied, the COUNTY will specify the grounds for denial.
The CONTRACTOR will then have fifteen (15) calendar days in which to provide
additional supporting documentation, or to notify the COUNTY that the original
claim stands as is.
ii. If the claim is not resolved, the COUNTY may, at its option, choose to submit the
matter to mediation. A mediator will be mutually selected by the parties and each
party will pay one-half (1l2) the expense of mediation. If the COUNTY declines
to mediate the dispute, CONTRACTOR may bring an action in a court of
competent jurisdiction in and for Lake County, Florida.
iii. Claims by the COUNTY against CONTRACTOR will be made in writing to the
CONTRACTOR as soon as the event leading to the claim is discovered by the
COUNTY. CONTRACTOR will respond in writing within fifteen (15) calendar
days of receipt of the claim. If the claim cannot be resolved, the COUNTY will
have the option to submit the matter to mediation as set forth in (C)(ii) above.
iv. Arbitration will not be considered as a means of dispute resolution.
V. NO CLAIM FOR DAMAGES OR ANY CLAIM OTHER THAN FOR AN
EXTENSION OF TIME WILL BE MADE OR ASSERTED AGAINST THE
COUNTY BY REASON OF ANY DELAYS. No interruption, interference,
inefficiency, suspension or delay in the commencement or progress of the work will
relieve CONTRACTOR of its duty to perform or give rise to any right to damages
or additional compensation from the COUNTY. CONTRACTOR expressly
acknowledges and agrees that CONTRACTOR will receive no damages for delay.
This provision will not preclude recovery or damages by CONTRACTOR for
hindrances or delays due solely to fraud, bad faith or active interference on the part
of the COUNTY. Otherwise, CONTRACTOR will be entitled to extensions of the
contract time as the sole and exclusive remedy for such resulting delay, in
accordance with and to the extent specifically provided above.
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23. Acceptance of. the Work and Final Payment: The work and services rendered under this
Agreement will remain the property of the CONTRACTOR and will not be deemed complete until
a physical inspection and actual usage of the product(s) and/or service(s) is (are) accepted by the
COUNTY and will be in compliance with the terms herein, fully in accord with the specifications
and of the highest quality. Any goods and/or services purchased under this Agreement may be
tested/inspected for compliance with the specifications listed.
24. Final Inspection: When all materials have been furnished, all work has been performed, and
the construction contemplated by this Agreement has been satisfactorily completed, the COUNTY
will make the final inspection. The final inspection will be completed within five (5) business days
of receipt of notification from the CONTRACTOR that the Project/Service is ready. The
COUNTY will notify CONTRACTOR, if necessary, of any deficiencies with the Project/Service,
and CONTRACTOR will correct all deficiencies before final acceptance and payment is made.
25. Maintenance of Work: CONTRACTOR will maintain all work in as -new condition until the
final inspection is completed and the work is accepted by the COUNTY. All insurance will be
maintained until final acceptance by the COUNTY.
26. Final Acceptance: When the Project/Service or any portion thereof, as designated by the
COUNTY, is ready for its intended use, the COUNTY and any other invited parties will make an
inspection of the Project/Service, to verify its completeness and develop a punch list of items
needing completion or correction before final payment will be made. CONTRACTOR will have
ten (10) calendar days to correct all deficiencies. An eighty -dollar ($80.00) re -inspection fee will
be applied for the third inspection and any required re -inspection thereafter. The COUNTY will
have the right to exclude CONTRACTOR from those portions of the work designated as complete
after the inspection; provided, however, that CONTRACTOR will have reasonable access for the
time allotted by the COUNTY to complete or correct items on the punch list. When the work
provided for under this Agreement has been completely performed by CONTRACTOR, and the
final inspection has been made by the COUNTY, a final invoice will be prepared by the
CONTRACTOR. The amount of this invoice, less any sums that may have been deducted or
retained under the provisions of this Agreement, will be paid to CONTRACTOR in accordance
with this Agreement, and after CONTRACTOR has agreed in writing to accept the balance due,
as determined by the COUNTY, as full settlement of the account under the contract and of all
claims in connection therewith Occupancy by the COUNTY alone does not constitute final
acceptance.
27. Waiver of Claims: CONTRACTOR'S acceptance of final payment will constitute a full
waiver of any and all claims by the CONTRACTOR against the COUNTY arising out of the
contract or otherwise related to the Project/Service, except those previously made in writing and
identified by CONTRACTOR as unsettled at the time the final estimate is prepared. Neither the
acceptance of the work nor payment by the COUNTY will be deemed a waiver of the COUNTY'S
rights to enforce any continuing obligations of CONTRACTOR or to the recovery of damages for
defective work not discovered by the COUNTY at the time of final inspection.
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28. Termination of CONTRACTOR'S Resoonsibilities: This Agreement will be considered
complete when all work has been completed and accepted by the COUNTY and all warranty
periods have expired. CONTRACTOR will then be released from further obligation except as set
forth in this Agreement.
29. Recovery Rights Subsequent to Final Payment: The COUNTY reserves the right, should an
error be discovered in the invoice, or should proof of defective work or materials used by or on
the part of CONTRACTOR be discovered after the final payment has been made, to claim and
recover from CONTRACTOR by process of law, such sums as may be sufficient to correct the
error or make good the defects in the work and materials, including any fees or costs associated
with the additional services of the COUNTY.
30, Warranties:
A. All warranties will begin on the date of the COUNTY' S acceptance and will last for a
period of twelve (12) months unless otherwise specified in the Scope of Services, plans or
specifications. CONTRACTOR will obtain and assign to the COUNTY all express warranties
given to CONTRACTOR or any subcontractors by any material suppliers, equipment or fixtures
to be incorporated into the Project/Service.
B. CONTRACTOR warrants to the COUNTY that any materials and equipment furnished
under the contract documents will be new unless otherwise specified, and that all work will be of
good quality, free from defects and in conformance with the contract documents. CONTRACTOR
further warrants to the COUNTY that all materials and equipment furnished under the contract
documents will be applied, installed, connected, erected, used, cleaned and conditioned in
accordance with the instructions of the applicable manufacturers, fabricators, suppliers or
processors except as otherwise provided for the contract documents. This warranty requirement
will remain in force for the full period identified above, regardless of whether CONTRACTOR is
still under contract at the time of the defect. These warranties are in addition to those implied
warranties to which the COUNTY is entitled as a matter of law.
C. If sod is used as part of an individual Project/Service, it will be warranted to be free of
noxious and invasive weeds, disease, and insects. If pests and/or noxious weeds manifest
themselves within sixty (60) days ofplacement of the sod, CONTRACTOR will treat the affected
areas. The process for treating these areas will be approved by the COUNTY. If the sod does not
meet any of the required specifications, CONTRACTOR will be responsible to replace it at no
expense to the COUNTY. It will be the responsibility of CONTRACTOR to ensure the sod is
sufficiently established as described as specified in the scope of services, plans, or specifications.
This will include watering the sod on a regular basis as needed to keep it alive until established.
Established will be considered as being sufficiently rooted, as determined by the Project Manager,
into the surface that it was installed. If the sod dies or does not become established
CONTRACTOR will be responsible for the replacement at no cost to the COUNTY.
D. CONTRACTOR will be responsible for promptly correcting any deficiency, at no cost
to the COUNTY, within five (5) calendar days after the COUNTY notifies CONTRACTOR of
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such deficiency in writing. If CONTRACTOR fails to honor the warranty and/or fails to correct
or replace the defective work or items within the period specified, the COUNTY may, at its
discretion, notify CONTRACTOR in writing that CONTRACTOR may be debarred as a
COUNTY vendor, and/or become subject to contractual default if the corrections or replacements
are not completed to the satisfaction of the COUNTY within five (5) calendar days of receipt of
the notice. If CONTRACTOR fails to satisfy the warranty within the period specified in the notice,
the COUNTY may (a) place CONTRACTOR in default of its contract and/or (b) procure the
products or services from another source and charge CONTRACTOR for any additional costs that
are incurred by the COUNTY for this work or items, either through a credit memorandum or
through invoicing.
E. Liquidated Damages: If the deficiencies have been noted and the remedies have
not been completed within the contracted time, the COUNTY may send out a notification notifying
CONTRACTOR of an assessment of Liquidated Damages. The COUNTY and CONTRACTOR
recognize that, since time is of the essence for this Agreement, the COUNTY will suffer financial
loss if the work is not completed within the time specified. The COUNTY will be entitled to assess
Liquidated Damages, not a penalty, for each calendar day. The Prcject/Service will be deemed to
be completed on the date the work is considered complete to the satisfaction of the COUNTY.
CONTRACTOR hereby expressly waives and relinquishes any right which it may have to seek to
characterize the Liquidated Damages as a penalty. The parties agree that the Liquidated Damages
sum represents a fair and reasonable estimate of the COUNTY'S actual damages at the time of
contracting if CONTRACTOR fails to complete the work in a timely manner. The Liquidated
Damages will be as set forth in the following table:
Service/Project Amount
Daily Charge(Per Calendar Da
$5 000 and under
$25
Over $5,000 but less than $10,000
$65
$10,000 or more but less than $20,000
$91
$20 000 or more but less than $30 000
$121
$30,000 or more but less than $40,000
$166
$228
$40 000 or more but less than $50 000
$50 001 or more
$250
F. The COUNTY will retain from the compensation to be paid to the CONTRACTOR the
above described sum. If CONTRACTOR is in default for not completing the Project/Service
within the time specified, the COUNTY may require CONTRACTOR to stop work on any other
project or service to the COUNTY until the Project/Service specific in this Agreement is complete
and the Liquidated damages Sum is satisfied.
31. Sanitation: If the Project/Service does not involve interior work, CONTRACTOR will be
required to provide and maintain adequate sanitary conveniences for the use of persons employed
for the Project/Service. These conveniences will be maintained at all times without nuisance, and
their use will be strictly enforced. The location of these conveniences will be subject to the
COUNTY'S Project Manager's approval. All such facilities will be installed and maintained by
CONTRACTOR in accordance with applicable federal, state, and local laws.
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32. Submittals and Equal Products:
A. Submittals of products required for the Project/Service assigned to CONTRACTOR
hereunder, will be supplied to the COUNTY for pre -approval prior to the start of the work. These
documents will be provided to the COUNTY at least one (1) week before the installation.
B. If a product or service requested by the COUNTY for the Project/Service has been
identified in the specifications by a brand name and has not been notated as a "No Substitute" item,
such identification is intended to be descriptive and not restrictive, and is to indicate the quality
and characteristics of product or service that will be acceptable. If CONTRACTOR offers an
alternate product or service for consideration, such product must be clearly identified by
CONTRACTOR to the COUNTY. The COUNTY will make a determination whether the alternate
meets the salient characteristics of the specifications. An alternate product will not be considered
for any item notated "No Substitute."
C. Unless CONTRACTOR clearly indicates in its response that it is proposing an aitemate
product, the response will be considered as offering the same brand name referenced in the
specifications. If CONTRACTOR proposes to famish an alternate product or service, the brand
name of the product or service to be famished will be clearly identified. A formal submittal for
the altemate/shop drawings will be submitted. The evaluation of the alternate and the
determination as to acceptability of the alternate product or, service will be the responsibility of the
COUNTY and will be based upon information furnished by CONTRACTOR. The COUNTY will
not be responsible for locating or securing. any information which is not included in
CONTRACTOR'S response. To ensure that sufficient information is available, CONTRACTOR
will furnish as part of the bid or proposal all descriptive material by providing the manufacturer
specification sheets so the COUNTY can make an informed determination whether the product
offered meets the salient characteristics required by the specifications. Failure to do so will require
the use of the specified products.
33. Fees: The following is a list of fees that may be assessed to CONTRACTOR during the term
of this Agreement. These fees are assessed to help offset the additional costs associated with the
COUNTY' S labor and vehicle usage required for unnecessary inspections or missed appointments.
The eighty -dollar ($80.00) fee shown below is a re -inspection fee for uncorrected workmanship.
The fee will be applied to the third inspection and for any subsequent inspections. Any re -
inspection fee charged to the COUNTY by other agencies having jurisdiction over the
Project/Service, will additionally be charged back to CONTRACTOR. The fees, if any, will be
deducted from the final invoices.
scheduled
Failure to respond to err
Late to emergency calls
calls
Inspected unacceptable_workmunship
Failure to provide any and all required documentation or
$70.00 each occurrence
$250.00 per d�y
$36.00 per hour
$80.00 each insRection
$75.00 per day
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Failure to pass all inspecting authority $250.00 per day
re-' ections within 30 days of initial inspection)
34. Termination: This Agreement may be terminated by the COUNTY upon ten (10) calendar
days advance written notice to the other parry; but if any work, service or task hereunder is in
progress but not completed on the date of termination, then this Agreement may be extended upon
written approval of the COUNTY until said work, service or task is completed and accepted.
A. Termination for Convenience: In the event this Agreement is terminated or cancelled
upon the request and for the convenience of the COUNTY with the required ten (10) calendar day
advance written notice, the COUNTY will reimburse CONTRACTOR for actual work
satisfactorily completed.
B. Termination for Caine: Termination by the COUNTY for cause, default, or negligence
on the part of CONTRACTOR will be excluded from the foregoing provision. Termination costs,
if any, will not apply. The ten (10) calendar day advance notice requirement is waived in the event
of termination for cause.
C: Termination Due to Unavailability of Funds in Succeeding Fiscal Years: When funds
are not appropriated or otherwise made available to support continuation of performanice in a
subsequent fiscal year, this Agreement will be canceled, and CONTRACTOR will be reimbursed
for the reasonable value of any non -recurring costs incurred but not amortized in the price of the
supplies or services/Tasks delivered under this Agreement.
35. Assimment of Agreement: This Agreement will not be assigned except with. the written
consent of the COUNTY'S Procurement Services Director. No such consent will be construed as
making the COUNTY a party to the assignment or subjecting the COUNTY to liability of any kind
to any assignee. No assignment will under any circumstances relieve CONTRACTOR of liability
and obligations under this Agreement and all transactions with the COUNTY must be through
CONTRACTOR. Additionally, unless otherwise stipulated herein, CONTRACTOR will notify
and obtains prior written consent from the COUNTY prior to being acquired or subject to a hostile
takeover. Any acquisition or hostile takeover without the prior consent of the COUNTY may
result in termination of this Agreement for default.
36. Insurance:
A. CONTRACTOR will purchase and maintain at all times during the term of this Agreement,
without cost or expense to the COUNTY, policies of insurance as indicated below, with a company
or companies authorized to do business in the State of Florida, and which are acceptable to the
COUNTY, insuring the CONTRACTOR against any and all claims, demands, or causes of action
whatsoever, for injuries received or damage to property relating to the performance of duties,
services, or obligations of the CONTRACTOR under the terms and provisions of the Agreement.
An original certificate of insurance, indicating that CONTRACTOR has coverage in accordance
with the requirements of this section, will be furnished by CONTRACTOR to the COUNTY'S
Project Manager and Procurement Services Director within five (5) working days of such request
Page 22 of 32
S:1D0CL111ffiV M19TRGCURHMN a0-0413 Fire hktingu ers120-0413 Agteement 12.27.19.do=
and must be received and accepted by the COUNTY prior to contract execution or23 before any
work begins. The parties agree that the policies of insurance and confirming certificates of
insurance will insure the CONTRACTOR in accordance with the following minimum limits:
i. General Liability insurance on forms no more restrictive than the latest edition of the
Occurrence Form Commercial General Liability policy (CG 00 01) of the Insurance
Services Office or equivalent without restrictive endorsements, with the following
minimum limits and coverage:
Each Occurrenc&General Aggregate $1,000,000/2,000,000
Products -Completed Operations $2,000,000
Personal & Adv. Injury $1,000,000
Fire Damage $50,000
Medical Expense $5,000
Contractual Liability Included
ii. Automobile liability insurance, including owned, non -owned, and hired autos with the
minimum Combined Single Limit of $1,000,000
iii. Workers' compensation insurance based on proper reporting of classification codes and
payroll amounts in accordance with Chapter 440, Florida Statutes, and any other applicable
law requiring workers' compensation (Federal, maritime, etc.). If not required by law to
maintain workers compensation insurance, the CONTRACTOR must provide a notarized
statement that if he or she is injured, he or she will not hold the COUNTY responsible for
any payment or compensation.
iv. Employers Liability with the following minimum limits and coverage:
Each Accident $1,000,000
Disease -Each Employer $1,000,000
Disease -Policy Limit $1,000,000
V. Professional liability and specialty insurance (medical malpractice, engineers, architect,
consultant, environmental, pollution, errors and omissions, etc.) as applicable, with
minimum limits of $1,000,000 and annual aggregate of $2,000,000.
B. Lake County, a Political Subdivision of the State of Florida, and the Board of County
Commissioners, will be named as additional insured as their interest may appear all applicable
policies. Certificates of insurance must identify the RFP or ITB number in the Description of
Operations section on the Certificate.
C. Certificates of insurance must provide for a minimum of thirty (30) days prior written notice
to the County of any change, cancellation, or nonrenewal of the required insurance. It is
CONTRACTOR'S specific responsibility to ensure that any such notice is provided within the
stated timeframe to the certificate holder.
Page 23 of 32
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D. Certificates of insurance must evidence a waiver of subrogation in favor of the COUNTY,
that coverage must be primary and noncontributory, and that each evidenced policy includes a
Cross Liability or Severability of Interests provision, with no requirement of premium by the
COUNTY.
E. CONTRACTOR must provide a copy of all policy endorsements, reflecting the required
coverage, with Lake County listed as an additional insured along with all required provisions to
include waiver of subrogation. Contracts cannot be completed without this required insurance
documentation. (Note: A simple COI WILL NOT be accepted in lieu of the policy
endorsements).
F. Certificate holder must be:
LAKE COUNTY, A POLITICAL SUBDIVISION OF THE STATE OF FLORIDA, AND
THE BOARD OF COUNTY COMMISSIONERS.
P.O. BOX 7800
TAVARES, FL 32778-7800
G. All self -insured retentions will appear on the certificates and will be subject to approval
by the COUNTY. At the option of the COUNTY, the insurer will reduce or eliminate such self -
insured retentions; or CONTRACTOR will be required to procure a bond guaranteeing payment
of losses and related claims expenses.
H. The COUNTY will be exempt from, and in no way liable for, any earns of money,
which may represent a deductible or self -insured retention in any insurance policy. The payment
of such deductible or self -insured retention will be the sole responsibility of the CONTRACTOR
and/or subcontractor providing such insurance.
I. CONTRACTOR will be responsible for subcontractors and their insurance.
Subcontractors are to provide Certificates of Insurance to the COUNTY evidencing coverage and
terms in accordance with the CONTRACTOR'S requirements.
J. Failure to obtain and maintain such insurance as set out above will be considered a
breach of contract and may result in termination of the contract for default.
K. Neither approval by the COUNTY of any insurance supplied by CONTRACTOR, nor
a failure to disapprove that insurance, will relieve CONTRACTOR of full responsibility of
liability, damages, and accidents as set forth herein.
37. Indennliiv: The CONTRACTOR will indemnify and hold the COUNTY and its agents,
officers, commissioners or employees harmless for any damages resulting from failure of
CONTRACTOR to take out and maintain, the above insurance. Additionally, CONTRACTOR
agrees for good and valuable consideration in the amount of ten dollars ($10.00) to indemnify, and
hold the Board of County Commissioners, Lake County, Florida, and its officers, commissioners,
employees and agents free and harmless from and against any and all losses, penalties, damages,
settlements, costs, charges, professional fees or other expenses or liabilities resulting from the
Page 24 of 32
S:IDOCUM Ni120191PROCURFNEN %20-0413 Fire Extingushem\20-0413 Agcemen 12.27.19.docx
negligent act, error or omission of CONTRACTOR, its agents, employees or representative, in the
performance of CONTRACTOR'S duties set forth in this Agreement.
38. Independent Contractor: CONTRACTOR, and all its employees, agree that they will be acting
as an independent contractor and will not be considered or deemed to be an agent, employee, joint
venturer, or partner of the COUNTY. CONTRACTOR will have no authority to contract for or
bind the COUNTY in any manner and will not represent itself as an agent of the COUNTY or as
otherwise authorized to act for or on behalf of the COUNTY. Additionally, CONTRACTOR
warrants that it has not employed or retained any company or person, other than a bona fide
employee working solely for CONTRACTOR to solicit or secure this Agreement and that it has
not paid or agreed to pay any person, company, corporation, individual, or firm other than a bona
fide employee working solely for CONTRACTOR any fee, commission, percentage, gift, or other
consideration contingent upon on resulting from the award or making of this Agreement.
39. Return of Materials: Upon the request of the COUNTY, but in any event upon termination of
this Agreement, CONTRACTOR will surrender to the COUNTY all memoranda, notes, records,
drawings, manuals, computer software, and other documents or materials pertaining to the services
hereunder, that were furnished to CONTRACTOR by the COUNTY pursuant to this Agreement.
40. Public Entity Crimes: A person or affiliate who has been placed on the convicted vendor list
following a conviction of a public entity crime may not be awarded or perform work as a
contractor, supplier, subcontractor, or consultant under a contract with any public entity in excess
of the threshold amount provided in Florida Statutes, Section 287.017 for Category Two for a
period of thirty-six (36) months from the date of being placed on the convicted vendor list.
41. Conflict of Interest: CONTRACTOR agrees that it will not engage in any action that would
create a conflict of interest in the performance of its obligations pursuant to this Agreement, or
which would violate or cause others to violate the provisions of Part III, Chapter 112, Florida
Statutes, relating to ethics in government. Further, CONTRACTOR hereby certifies that no
officer, agent, or employee of the COUNTY has any material interest either directly or indirectly
in the business of CONTRACTOR conducted here and that no such person will have any such
interest at any time during the term of this Agreement unless approved by the COUNTY.
42. Retaining_ Other Contractors: Nothing herein will be deemed to preclude the COUNTY from
retaining the services of other persons or entities undertaking the same or similar services as those
undertaken by CONTRACTOR or from independently developing or acquiring materials or
programs that are similar to, or competitive with, the services provided under this Agreement.
While the COUNTY has listed all major items which are utilized by the COUNTY'S offices and
departments in conjunction with their operations, there may be similar or ancillary items that must
be purchased by the COUNTY during the term of this Agreement. Under these circumstances, a
County representative will contact CONTRACTOR to obtain a price quote for the similar or
ancillary items. The COUNTY reserves the right to award these ancillary items to
CONTRACTOR, another vendor or to acquire the items through a separate solicitation.
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43. Accuracy: CONTRACTOR is responsible for the professional quality, technical accuracy,
timely completion and coordination of all the services furnished hereunder. CONTRACTOR will,
without additional compensation, correct or revise any errors, omissions or other deficiencies in
resulting from the services provided herein.
44, Right to Audit:
A. The COUNTY reserves the right to require the CONTRACTOR to submit to an audit,
by any auditor of the COUNTY' S choosing. The CONTRACTOR will provide access to all of its
records, which relate directly or indirectly to this Agreement at its place of business during regular
business hours. The CONTRACTOR will retain all records pertaining to this Agreement and upon
request make them available to the COUNTY for three (3) complete calendar years following
expiration of the Agreement. The CONTRACTOR agrees to provide such assistance as may be
necessary to facilitate the review or audit by the COUNTY to ensure compliance with applicable
accounting and financial standards,
B. If the CONTRACTOR provides technology services, the CONTRACTOR must
provide Statement of Standards for Attestations Engagements (SSAE) 16 or 18 and System and
.Service Organization Control (SOC) reports upon request by the County. The SOC reports must
be full Type II reports that include the CONTRACTOR'S description of control processes, and
the independent auditor's evaluation of the design and operating effectiveness of controls. The cost
of the reports will be paid by the CONTRACTOR.
C. if an audit inspection or examination pursuant to this section discloses overpricing or
overcharges of any nature by the CONTRACTOR to the COUNTY in excess of one percent (1 %)
of the total contract billings, in addition to making adjustments for the overcharges, the reasonable
actual cost of the COUNTY' S audit must be reimbursed to the COUNTY by the CONTRACTOR.
Any adjustments or payments which must be made as a result of any such audit or inspection of
the CONTRACTOR'S invoices or records must be made within a reasonable amount of time, but
in no event may the time exceed. ninety (90) calendar days, from presentation of the COUNTY'S
audit findings to the CONTRACTOR
D. This provision is hereby considered to be included within, and applicable to, any
subcontractor agreement entered into by the CONTRACTOR in performance of any work under
this Agreement.
45. Force Maieure: The parties will exercise every reasonable effort to meet their respective
obligations hereunder, but will not be liable for delays resulting from force majeure or other causes
beyond their reasonable control, including, but not limited to, compliance with any Government
law or regulation, acts of nature, acts or omissions of the other party, Govermnent acts or
omissions, fires, strikes, national disasters, wars, riots, transportation problems and/or any
other cause whatsoever beyond the reasonable control of the parties. Any such cause will
extend the performance of the delayed obligation to the extent of the delay so incurred.
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46, Business Hours of O;)eration: Unless otherwise specified in the technical specifications, all
work performed will be accomplished between the hours of 8:00 A.M. and 5:00 P.M., Monday
through Friday, and no work will be performed on Saturdays, Sundays, or County Holidays, unless
permission to work has been requested in writing by the CONTRACTOR and approval, in writing,
has been granted by the COUNTY. Request for permission to work must be received by the
COUNTY no less than two (2) days prior to the requested workday. The exception to this pre -
approval requirement would be in the case of an emergency in which the emergency specification
as outlined in General Terms and Conditions, Section 3, Emergencies, would apply. County
Holidays are as follows: New Year's Day; Martin Luther King, Jr. Day; Presidents' Day; Memorial
Day; Independence Day; Labor Day; Veteran's Day; Thanksgiving Day; Day after Thanksgiving;
and Christmas Day. Special schedules may be established if necessary because of problems with
noise or similar difficulties affecting other County facilities, County operations, or citizens in
homes or buildings/rooms adjacent to the work being completed. When the CONTRACTOR
requests and is approved for Saturday, Sunday or Holiday work, the COUNTY may assess the
CONTRACTOR the sum of Two Hundred Fifty Dollars ($250.00) per man per day for each
Saturday, Sunday or recognized Holiday worked or planned to work. These fees will be deducted
from the final invoice.
47. Minimum e: The wage rate paid to all laborers, mechanics and apprentices employed by
the CONTRACTOR for the work under the Agreement will not be less than the prevailing wage
rates for similar classifications of work as established by the federal government and enforced by
the U.S. Department of Labor, Wages and Hours Division, and Florida's Minimum Wage
requirements in Article X, Section 24(f) of the Florida Constitution and enforced by the Florida
Legislature by statute or the State Agency for Workforce Innovation by rule, whichever is higher.
48. Protection of Property:
A. All existing structures, utilities, services, roads, trees, shrubbery and property in which
the COUNTY has an interest will be protected against damage or interrupted services at all times
by the CONTRACTOR during the term of this contract, and CONTRACTOR will be held
responsible for repairing or replacing damaged property to the satisfaction of the COUNTY which
is damaged by reason of the CONTRACTOR'S operation on the property. In the event the
CONTRACTOR fails to comply with these requirements, the COUNTY reserves the right to
secure the required services and charge the costs of such services back to the CONTRACTOR.
All items damaged as a result of CONTRACTOR or subcontractor operations belonging to third
parties, such as but not limited to: sidewalks, irrigation, curbs, pipes, drains, water mains,
pavement, mail boxes, turf, signs, or other property will either be repaired or replaced by the
CONTRACTOR, at the CONTRACTOR'S expense, in a manner prescribed by, and at the sole
satisfaction of the COUNTY.
B. Furthermore, if the Project/Service is to be completed within COUNTY facilities,
CONTRACTOR will be responsible for repairing or replacing any portion of any COUNTY
facility, whether interior or exterior, damaged by reason of CONTRACTOR'S operation within
the property. In the event the CONTRACTOR fails to comply with these requirements, the
COUNTY reserves the right to secure the required services and charge the costs of such services
Page 27 of 32
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back to CONTRACTOR All items within a facility belonging to third parties, or to
commissioners, officers, employees, lessees, invitees, or agents of the COUNTY, including but
not limited to personal items and/or furniture will either be repaired or replaced by
CONTRACTOR, at CONTRACTOR'S expense, in a manner prescribed by, and at the sole
satisfaction of the COUNTY.
C. CONTRACTOR will be responsible for re -grading and re -sodding any areas that are
disturbed by CONTRACTOR while the work is completed.
49. Risk of Loss: CONTRACTOR assumes the risk of loss of damage to the COUNTY'S property
during possession of such property by CONTRACTOR, and until delivery to and acceptance of
that property to the COUNTY. CONTRACTOR will immediately repair, replace or make good
on the loss or damage without cost to the COUNTY, whether the loss or damage results from acts
or omissions, negligent or otherwise, of CONTRACTOR or a third party.
50. Accident Notification: If in the course of completing work as part of this Agreement there is
an accident that involves the public, CONTRACTOR will as soon as possible inform the
COUNTY of the incident by telephone. CONTRACTOR will follow up in writing within two (2)
business days of the incident. If Law Enforcement was involved and has written a report,
CONTRACTOR will forward a copy of the report to the COUNTY.
51. Public Records:
A.. All electronic files, audio and video recordings, and all papers pertaining to any activity
♦ performed by the contractor for or on behalf of the COUNTY will be the property of the COUNTY
and will be turned over to the COUNTY upon request. In accordance with Chapter 119, Florida
Statutes, each file and all papers pertaining to any activities performed for or on behalf of the
COUNTY are public records available for inspection by any person even if the file or paper resides
in the CONTRACTOR'S office or facility. The CONTRACTOR will maintain the files and papers
for not less than three (3) complete calendar years after the Service has been completed or
terminated, or in accordance with any grant requirements, whichever is longer. Prior to the close
out of the contract, the CONTRACTOR will appoint a records custodian to handle any records
request and provide the custodian's name and telephone numbers to the COUNTY'S Project
Manager.
B. Pursuant to Section 119.0701, Florida Statutes, CONTRACTOR will comply with the
Florida Public Records' laws, and will:
i. Keep and maintain public records required by the COUNTY to perform the services
identified herein.
ii: Upon request from the COUNTY'S custodian of public records, provide the
COUNTY 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
for by law.
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iii. Ensure that public records that are exempt or confidential and exempt from public
records disclosure requirements are not disclosed except as authorized by law for
the duration of the contract term and following completion of the contract if the
CONTRACTOR does not transfer the records to the COUNTY.
iv. Upon completion of the contract, transfer, at no cost, to the COUNTY all public
records in possession of the CONTRACTOR or keep and maintain public records
required by the COUNTY to perform the service. If CONTRACTOR transfers all
public records to the COUNTY upon completion of the contract, CONTRACTOR
will destroy any duplicate public records that are exempt, or confidential and
exempt, from public records disclosure requirements. If CONTRACTOR keeps
and maintains public records upon completion of the contract, CONTRACTOR
will meet all applicable requirements for retaining public records. All records
stored electronically must be provided to the COUNTY, upon request from the
COUNTY'S custodian of public records, in a format that is compatible with the
information technology systems of the COUNTY.
C. IF CONTRACTOR HAS QUESTIONS REGARDING THE
APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO
CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING
TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC
RECORDS AT LAKE COUNTY PROCUREMENT, 315 WEST MAIN
STREET, P.O. BOX 7800, TAVARES, FL 32778 OR AT 352-343-9424 OR VIA
EMAIL AT purchasingalakecount-Maov.
D. Failure to comply with this subsection will be deemed a breach of the contract and
enforceable as set forth in Section 119.0701, Florida Statutes.
52. This Agreement is made under, and in all respects will be interpreted, construed, and governed
by and in accordance with, the laws of the State of Florida. Venue for any legal action resulting
from this Agreement will lie in Lake County, Florida.
53. Neither party may assign any rights or obligations under this Agreement to any other party
unless specific written permission from the other party is obtained.
54. The captions utilized in this Agreement are for the purposes of identification only and do not
control or affect the meaning or construction of any of the provisions hereof.
55. This Agreement will be binding upon and will inure to the benefit of each of the parties and
of their respective successors and permitted assigns.
56. This Agreement may not be amended, released, discharged, rescinded or abandoned, except
by a written instrument duly executed by each of the parties hereto.
Page 29 of 32
S:IDOCUMEN ,20191PROCUR> MENt120-0413 Fire ExUnguahe VA-M13 Agrmnent 12.27.19Aocx
57. The failure of any party hereto at any time to enforce any of the provisions of this Agreement
will in no way constitute or be construed as a waiver of such provision or of any other provision
hereof, nor in any way affect the validity of, or the right thereafter to enforce, each and every
provision of this Agreement.
58. During the term of this Agreement the CONTRACTOR assures the COUNTY that it is in
compliance with Title VH of the 1964 Civil Rights Act, as amended, and the Florida Civil Rights
Act of 1992, in that the CONTRACTOR does not on the grounds of race, color, national origin,
religion, sex, age, disability or marital status, discrimination in any form or manna against the
CONTRACTOR. employees or applicants for employment. The CONTRACTOR understands and
agrees that this Agreement is conditioned upon the veracity of this statement of assurance.
59. The CONTRACTOR will at all times comply with all Federal, State and local laws, rules and
regulations.
60. Any individual, corporation, or other entity that attempts to meet its contractual obligations
with the COUNTY through fraud, misrepresentation or material misstatement, maybe debarred
for up to five (5) years. The COUNTY as a further sanction may terminate or cancel any other
contracts with such individual, corporation, or entity. Such individual or entity will be responsible
for all direct or indirect costs associated with termination or cancellation, including attorney's fees.
61. With the consent of the CONTRACTOR,, other agencies may make purchases in accordance
with the contract. Any such purchases will be governed by the same terms and conditions as stated
herein with the exception of the change in agency name. In addition, although this Agreement is
specific to a COUNTY Department, it is agreed and understood that any COUNTY department
may avail itself of this Agreement and purchase any and all items specified herein at the contract
price(s) established herein. A contract modification will be issued by the COUNTY identifying
the requirements of the additional COUNTY department(s).
62. The CONTRACTOR will act as the prime contractor for all required items and services and
will assume fall responsibility for the procurement and maintenance of such items and services.
The CONTRACTOR will be considered the sole point of contact with regards to all stipulations,
including payment of all charges and meeting all requirements of this Agreement. All
subcontractors will be subject to advance review by the COUNTY in terms of competency and
security concerns. No change in subcontractors will be made without consent of the COUNTY.
Even if the subcontractor is self -insured, the COUNTY may require the CONTRACTOR to
provide any insurance certificates required by the work to be performed.
63. The invalidity or unenforceability of any particular provision of this Agreement will not affect
the other provisions hereof, and this Agreement will be construed in all respects as if such invalid
or unenforceable provisions were omitted.
64. This Agreement is intended by the parties hereto to be the final expression of their Agreement,
and it constitutes the full and entire understanding between the parties with respect to the subject
Page 30 of 32
S:WMIEIV'i12U191PROCUREME?NMO-0413 Fhe ]3xWWushemM-0413_Agm meat 12.27.19AOCX
hereof, notwithstanding any representations, statements, or agreements to the contrary heretofore
made. Any items not covered under this contract will need to be added via written addendum, and
pricing negotiated based on final specifications.
65. Wherever provision is made in this Agreement for the giving. service or delivery of any notice,
statement or other instrument, such notice will be in writing and will be deemed to have been duly
given, served and delivered, if delivered by hand or mailed by United States registered or certified
mail or sent by facsimile, addressed as follows:
If to CONTRACTOR:
Deiger Service Corporation
d/b/a Superior Fire of Florida
Antoine Azolin
397 Enterprise Street, Unit C
Ocoee, FL 34761
If to COUNTY:
Lake County Manager
315 West Main Street
P.O. Box 7800
Tavares, Florida 32778
Each party hereto may change its mailing address by giving to the other party hereto, by hand delivery,
United States registered or certified mail notice of election to change such address.
IN WITNESS WHEREOF, the parties hereto have made and executed this Agreement on the
respective dates under each signature: COUNTY through its Board of County Commissioners, signing
by and through its Chairman and by CONTRACTOR through its duly authorized representative.
CONTRACTOR
DEIGER SERVICE CORPORATION
d/b/a Superior Fi'Florida
Signed: _ ;, �'- -) -
Antoine Azol
License #: A Z 4-S -o l D ~ �'. ► ,g— a
This 13 day of!! , 20_aO
Page 31 of 32
S:AXXIJMENT019TROCAIREM FNT'220 913 Fire Eatingushcrs�2U-(W13_Aorec-iuenl_12.27.19.Limx
Agreement for Fire Extinguishers — Portable and Fixed Extinguishing Systems; RFP #20-0413
COUNTY
BOARD OF COUNTY COMMISSIONERS
OF LAKE COUNTY, FLORIDA
_ �k4 CX�Gy--
Leslie Catl}pione, Cha' an
This day of ,C� , 2020.
ATTEST:
g� tpuWTV
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ary JVunty
, C
Board Co rl sionersF� F`�r
of Lake bounty, Florida
Approved as to form and legality:
Melanie Marsh, County Attorney
Page 32 of 32
S:IDOCUMEN71201%PROCUREMENTi2o-0413 Fire ExtingushersUD-0413_AgFe mmt 1227.19.docx
ATTACHMENT A SCOPE OF WORKISERVICES
20-0413
FIRE EXTINGUISHERS - PORTABLE AND FIXED EXTINGUISHING SYSTEMS:
Lake County is seeking a company that is properly trained, certified, and licensed to inspect all
portable and fixed fire extinguishers within Lake County facilities and vehicles. All County -
owned fire extinguishers shall be inspected and maintained in accordance with the current adopted
National Fire Protection Association (NFPA) standards, along with any regulations of national,
state, and local authorities. Each individual performing the work of servicing, recharging,
repairing, hydrotesting, installing, testing, or inspecting fire extinguishers must be licensed in
accordance with current requirements of Chapter 633, Florida Statutes. The contract derived from
this solicitation shall allow the County to purchase new extinguishers and accessories as needed.
The Contractor shall make a minimum of one annual inspection of all fire extinguishers including
those within County facilities, County vehicles, Office of Parks and Trails locations, Office of
Emergency Medical Services (EMS) vehicles, and Office of Fire Rescue vehicles. The Contractor
will coordinate through the Office of Fleet Management for inspections of those vehicles utilized
by the Office of EMS, and Office of Fire Rescue. The Office of Parks and Trails will coordinate
with the Contractor to schedule the inspection of their extinguishers, as needed. The inspection
by the Contractor of the fire extinguishers within the County facilities will be coordinated through
the Office of Facilities Management. These are five (5) different entities with five (5) different
operating budgets that shall be treated independently when inspections are being conducted. For
example, when completing inspections on a building such as a Fire Station, no fire extinguishers
attached to a fire vehicle shall be recorded on the same report that is being created for the building.
Lake County has several facilities located around the County. It will be the Contractor's
responsibility to drive to each of the facilities to complete the inspections. There will be no
additional compensation for the cost of travel time. This should be taken into consideration when
the Contractor is considering per unit cost of the inspection. The Contractor shall provide the
County's Project Manager with an anticipated schedule a minimum of ten (10) calendar days prior
to the date of the inspection. Once a week, an updated schedule shall be provided to the County's
Project Manager. It shall show all facilities completed that week and those anticipated to be
completed in the upcoming week.
The Contractor shall supply the inspection forms that are needed. The Contractor shall supply to
the County's Project Manager a copy of all inspection forms for review and approval before any
inspections commence.
The Contractor must ensure that at no time a County facility or vehicle is left without the proper
fire extinguishing equipment.
Although Lake County will make every effort to have multiple extinguishers for the Contractor to
service when called out or when doing the annual inspections, there is no guarantee as to the
:number that will need to be serviced during a service call. There shall be no minimum ordering
requirement. The County will not pay a minimum order charge or handling change.
Page 1 of 7
ATTACHMENT A — SCOPE OF WORK/SERVICES
20-0413
Barcode System:
The County is interested in initiating a bar code system for the fire extinguishers. As part of this
solicitation the Contractor shall provide an additional price per extinguisher to provide a bar code
system designed for this type of equipment. Some examples of acceptable barcode programs are
provided by General Data, Diversified Fire & Safety, MSS Software, My Asset Tag. The awarded
Contractor shall work closely with the County's Information Technology (IT) Department to
insure compatibility with new system.
General Requirements:
The Contractor shall perform any necessary maintenance, repairs, testing, and recharging in
accordance with all current applicable NFPA requirements and all state, federal and local fire rules,
laws, regulations, and ordinances.
1. ANNUAL MAINTENANCE AND CERTIFICATION
The Contractor shall provide annual inspection services for the prices set forth in the
pricing sheet. The services listed below shall included at a minimum:
a) All work is to be performed to NFPA standards and state and local codes.
b) All portable fire extinguishers service shall comply with NFPA 10 (Standard for
portable fire extinguisher 2018 edition).
c) Visual inspection of all extinguishers annually on site
d) Perform hydrostatic/ six -year maintenance tests if needed
e) Weighing the extinguishers
f) Visual inspection of pressure gauges
g) Removal or replacement of tamper seals and safety pull pins (tamper seals are to be
included in the inspection fee).
h) Removal of discharge hoses and check for continuity
i) Inspection of valve assemblies
j) Cleaning and re -hanging of all extinguishers
k) Review of extinguisher placement, sizes and types
1) Each fire extinguisher shall have a tag or label securely attached that indicates that
maintenance was performed. The information on the tag or label, as a minimum, shall
be shall identify the following:
° a. Month and year the maintenance was performed
b. An easily determined date that the maintenance will expire.
c. Person performing the work
d. Name of the agency performing the work
e. Serial number.
2. SIX (6) YEAR INSPECTION
When required, a six (6) year inspection of the fire extinguishers shall be completed. This
inspection includes but is not limited to:
Page 2 of 7
ATTACHMENT A — SCOPE OF WORK/SERVICES
20-0413
a) The bottle is to be emptied
b) An internal and external corrosion examination must be completed per the procedures
as detailed in the manufacturer's service manual and NFPA standards.
c) The valve assembly must be dismantled, cleaned, inspected, lubricated, and
reassembled with a new O-ring. Any parts of the valve assembly that show wear or are
defective must be replaced as part of the inspection. A properly stamped verification
and service collar must be installed.
d) The information concerning this inspection shall be recorded on a metallic label, or
similar durable material, affixed to each extinguisher. The information recorded on
this label shall include as a minimum:
i. the month and year the maintenance was performed
I the initials or name of the person performing the service
iii. the name of the service company
e) Old maintenance labels must be removed at the time any new labels are affixed to the
extinguisher.
f) The price provided on the pricing sheet shall be all inclusive and include but not be
limited to, all labor, any extinguishing agent, and any parts that are needed to properly
complete a six (6) year inspection.
g) If the Contractor chooses to exchange a fire extinguisher within a Lake County facility
in lieu of completing the six (6) year or hydrostatic inspection on the one in place, the
replacement fire extinguisher shall be of the compatible age and condition. At no time
shall an older extinguisher or one that is not in the same condition or appearance be
allowed to be used as a replacement.
The cost associated with the six (6) inspection shall be for all costs to complete the
inspection, No additional charges shall be included.
3. TWELVE (12) YEAR HYDROSTATIC INSPECTION/TEST
The hydrostatic inspection shall include all of the items of a six (6) year inspection and
include the following:
a) Hydrostatic testing shall be performed by persons who are trained in pressure testing
procedures and safeguards complying with NFPA 7.1.2 and who have testing
equipment, facilities, and an appropriate manufacturer's service manual(s) available.
b) Pressure gauges used on hydrostatic test equipment shall be calibrated at least
semiannually. A copy of a calibration report shall be supplied to the county after each
calibration.
c) Personnel performing hydrostatic testing shall be certified by an organization with a
certification program acceptable to the authority having jurisdiction.
d) A hydrostatic test shall always include both an internal and an external visual
examination of the cylinder. If the cylinder shows evidence of dents, mechanical
injury, or corrosion, it is to be condemned.
Page 3 of 7
ATTACHMENT A — SCOPE OF WORK/SERVICES
20-0413
e) Hydrostatic testing shall be conducted using water or another compatible non -
compressible fluid as the test medium and shall be tested at a pressure three (3) times
the extinguishers operating pressure.
The cost associated with the hydrostatic inspection shall be for all costs to complete the
inspection. No additional charges shall be included.
4. INSPECTION REPORTS
A complete, legible, and accurate report of all compliant and non -compliant extinguishers
will be supplied to Lake County via e-mail upon completion of an inspection. A copy of
the report shall also be included with the invoice. Recorded on this inspection report shall
be a minimum of the following information:
a) The Company name and license number
b) The inspectors name and permit number
c) Date
d) Building location
e) Fire extinguisher location
f) Type and size of fire extinguisher
g) Fire extinguisher serial number
h) Last date of six (6) year and hydrostatic inspection if applicable,
5. RECHARGING
The Contractor shall recharge any rechargeable -type extinguisher after any use or as
indicated by an inspection or when performing maintenance. When performing the
recharging, the recommendation of the manufacturer shall be followed. The cost shown
on the pricing sheet shall be for all needed materials and supplies to provide a fully
functional extinguisher.
6. REMOVAL OF OLD UNITS
The Contractor shall, at no charge to the
extinguishers at all situ. The Contractor
authorized by the County's Project Manager.
by Lake County.
7. FOWD FXTINGCJISHMG SYSTEMS
County, remove and dispose of old fire
shall also install new extinguishers when
New fire extinguishers may also be provided
All NFPA, local, state, and national guidelines and codes shall be followed. At an interval
of two (2) times a year the Contractor shall be responsible that all hoods, grease removal
devices, fans, ducts, and other appurtenances are cleaned to bare metal. After the proper
cleaning has taken place, a properly trained, qualified, and certified company or person
Page 4 of 7
ATTACHMENT A — SCOPE OF WORIUSERVICES
20-0413
shall inspect the entire exhaust system.. The Detention Center hood system shall be
pressure washed as required in NFPA.
As a minimum, the Contractor shall complete the following:
a) Visually inspect appliance location and layout for nozzle coverage
b) Visually inspect all surface, duct and plenum nozzles
c) Verify there are no signs the system has been activated or tampered with
d) Check pressure gauges for proper PSI
e) Take system out of service to avoid discharge of agent
f) Test the detection line by cutting a fusible link
g) Change fusible links twice a year (cost included in inspection price)
h) Replace protective blow off caps as needed
i) Test proper operation of gas shutoff valve(s)
j) Test proper operation of micro switch(s)
k) Test proper operation of the remote pull station
1) Verify activation of system activates fire alarm system
m) Check for system 12 Year test dates
n} Document any discrepancies and need for repairs
o) Verify distributor emergency contact information is on system
p) Inspection and service tag properly completed and attached to system
q) Put the cooking system back into service
r) Verify the fire alarm system is placed back into operation
s) Inspect for any, changes in the hazard area that may affect the performance and
reliability of the fire Suppression system
A complete report from the pressure washing and system inspection shall be forwarded to
the County's Project Manager via email and a copy shall be included with the invoice
submitted.
PRICE REDETERM NATIONS
The Contractor may, but is not obligated to, petition for one or more price redeterminations where
such price redeterminations are necessitated by documented increases in the cost of wages or fuel.
Petitions for price redetermination shall be made within thirty (30) calendar days of the
anniversary date of the Contract and only after the Contract has been in effect for at least one (1)
year. Unless otherwise expressly set forth in the Agreement, no other price redetermination shall
be allowed. All price redeterminations, once issued, shall be prospective from the date of approval
unless otherwise approved by a duly executed amendment to the Agreement.
A. Basis for Price Redetermination. The Contractor may petition for price redetemunation
based on the increased costs of wages or fuel. Price redetermination will be based solely upon
changes in pricing or costs documented by the Employment Cost Index (ECI) as published by
the Bureau of Labor Statistics. The base index number for the ECI will be for the quarter in
which the ITB opens. The base index number for the PPI will be for the month the ITB opens,
Any subsequent price redeterminations will use the last price redetermination approved for that
price redetermination category as the "base index number." The County shall have the right
Page 5 of 7
ATTACHMENT A — SCOPE OF WORK/SERVICES
20-0413
to audit the Contractor's records, including, but not limited to, payroll, materials, and fuel cost
records, to verify or otherwise investigate the validity of any price redetermination request.
B. Wage Price Redetermination. When requesting a price redetermination based upon an increase
in wage costs, the Contractor shall refer to and utilize the Employment Cost Index, Total
Compensation, Private Industry, Index Number and Occupational Group at as prepared by the
Bureau of Labor Statistics in the U.S. Department of Labor located on the Statistics Site. The
base figure will be tied to Trade, transportation, and utilities under the heading Service
Providing Industries. Wage price redetermination increases shall be granted only by reason of
wage increases associated with the Contractor's employees or subcontractors performing work
or services pursuant to the Agreement.
C. Minimum Wage Price Redetermination. If the minimum wage increases during the term of
the Agreement, including any renewal or extension period thereunder, the Contractor may
petition for price redetermination for those job categories where the pay to the Contractor's
employees is the current minimum wage. Upon verification of the information provided, the
County will grant an increase of exactly the amount of the minimum wage increase (not the
percentage increase). The Contractor must increase the pay to the employees by the amount
the Contractor has requested, which shall not exceed the amount of the minimum wage
increase. The amount paid to the Contractor will be the increase plus any written and
documented increase in FICA, Medicare, and Workers' Compensation insurance. The
Contractor must supply written documentation of any other increase that is beyond the scope
and control of the Contractor. All written documentation must satisfy the reasonable
expectations of the Procurement Services Director and Internal Auditor.
D. Fuel Price Redetermination. If/when the price of fuel increases by a minimum of ten (10%)
percent, the Contractor may petition for a fuel price redetermination. As a condition of
petitioning for a fuel price increase, the Contractor shall be required to petition for a fuel price
redetermination decrease if/when the price of fuel decreases by a minimum of ten (10%)
percent. Failure to make such petition may be grounds for Agreement termination and shall
entitle the County to a refund of the cumulative increase in pay to the Contractor due to any
prior fuel price redetermination increases. Fuel price redetermination must be based solely
upon changes as documented by the Producer Price Index (PPI) for the commodities "Unleaded
Gasoline - WPU057104" or "#2 diesel fuel - WPU057303," as such may be applicable to the
Contractor's operations in connection with the Contractor's performance of the Agreement.
Page 6 of 7
ATTACHMENT A — SCOPE OF WORK/SERVICES
20-0413
All Price Redeterminations shall be calculated as demonstrated in this example:
Contractor indicated on the Submittal Form that thirty percent (30%) of the cost to provide the
product/service is directly attributed to the redetermination category (wage, fuel, or material).
Current applicable PPI $200.50
Base index PPI - U79.20
PPI increase dollars $21.30
PPI increase percentage 11.9%
($21.30 _ $179.20 = .1189)
Unit cost of the service is: $100.00
30% of $100.00 is directly $30.00
attributed to the
redetermination category
$30.00 x 11.9% = $3.57
New unit price is $103.57
($100 + $3.57)
E. Expiration Upon Failure to Agree to Price Redetermination. If the County and the Contractor
cannot agree to a price redetermination, then the Agreement will automatically expire without
penalty or further expense to either party after a period of six (6) months following the
Contractor's initial request for such price redetermination. Requests for price redetermination
not made in accordance with the provisions of this Section shall be deemed null and void and
shall not be a valid reason or pretext for expiration or termination of the Agreement. If the
Agreement expires pursuant to the terms and conditions of this Section, the County reserves
the right, at no expense, penalty, or consequence to the County, to award any remaining tasks
thereunder to the next available most responsive and responsible Contractor.
Page 7 of 7
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