HomeMy Public PortalAbout2022-02 Selecting Restate Construction LLC for the Village Green Interior Sidewalk Renovation Improvements ProjectRE S O L U T I O N N O . 2 0 2 2 -0 2
A C A P IT A L P R O J E C T A U T H O RI Z IN G RE S O L U T I O N O F
T H E V IL L A G E C O U N C I L O F T H E V IL L A G E O F K E Y
B I S C A Y N E , F L O RI D A , S E L E C T I N G R E S T A T E
C O N S T R U C T I O N L L C F O R T H E V IL L A G E G RE E N
I N T E RI O R S ID E W A L K R E N O V A T I O N IM P R O V E M E N T S
P R O J E C T IN A N A M O U N T N O T T O E X C E E D $6 1 ,1 7 2 ;
P R O V ID I N G F O R A U T H O RI Z A T I O N ; A N D P R O V ID IN G F O R
A N E F F E C T I V E D A T E .
W H E RE A S , the Village of K ey Biscayne ("V ill age") issued Invitation to Bid N o. 2022-01
(the "IT B") fo r the V ill age Green Interior Sidew alk Renovation Project (the "Capital Project"); and
WHEREAS, thr ee responsive bids w ere received by the 1T B deadline; and
WHEREAS, after review and evaluation of the subm itted bids, the V illage M anager
recom m ended that Restate Constru ction LL C (the "Contra ctor") be selected to perfo rm the Capital
Project as the low est responsive and responsible bidder; and
WHEREAS, the Village desires to utilize fu nds allocated to the V ill age under the Am erican
Rescue Plan A ct ("A RP A ") to cover the costs of the C apital Project; and
WHEREAS, the V illage has experienced a reduction in revenue due to the CO V ID -19
public health em ergency; and
WHEREAS, ARP A pro vides that use of A RP A fu nds fo r the "pro vision of governm ent
services to the extent of the reduction in revenue due to the CO IV D -19 public health em ergency,"
w hich includes fu nding of "pay-go fu nded building of infrastru cture," are eligible uses of ARP A
fun ds; and
WHEREAS, pur suant to Section 3.07(b) of the Vill age C harter, the V illage Council desires
to authorize the expenditur e of fu nds fo r the C apital Project, select the Contractor to perfo rm the
Capital Project, and authorize the V illage M anager to negotiate and execute an agreem ent w ith the
Contractor, in an am ount not to exceed $61,172 , in substantially the fo rm attached hereto as Exhibit
"A " (the "Constru ction C ontract"); and
WHEREAS, the V illage C ouncil finds that this Resolution is in the best interest and w elfa re
of the citizens of the V illage.
NOW, THEREFORE, BE IT RESOLVED BY THE VILLAGE COUNCIL OF THE
VILLAGE OF KEY BISCAYNE, FLORIDA, AS FOLLOWS:
Page I of 2
Section 1. Recitals. That each of the above-stated recitals are hereby adopted, confirmed,
and incorporated herein.
Section 2.
the Capital Project.
Section 3.
Selection. That the Village Council hereby selects the Contractor to perform
Authorization. That the Village Council hereby authorizes the Village
Manager to negotiate and execute an agreement with the Contractor for the Capital Project, in an
amount not to exceed $61,172, in substantially the form attached hereto as Exhibit "A," subject to the
Village Attorney's approval as to form, content, and legal sufficiency. If an agreement cannot be
reached with the Contractor, the Village Manager is authorized to negotiate and execute an agreement
with the next highest ranked bidder(s), in order of ranking based on the base bid for the second
alternate bid, until an agreement in the best interest of the Village is reached.
Section 4.
adoption.
Effective Date. That this Resolution shall be effective immediately upon
PASSED and ADOPTED this~ day of January , 2022.
MICHAEL W. DA VEY
MAYOR
ATTEST:
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JOC LYNB OCH
VILLAGE CI.: RK r
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APPROVED AS TO FORM AND LEGAL SUFFICIENCY: ..
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WEISS SEROTA HELFMAN COLE & BIERMAN, P.L.
VILLAGE ATTORNEY
Page 2 of 2
C O N T RA C T F O R C O N S T R U C T I O N
T H I S C O N T RA C T F O R C O N S T R U C T I O N (this "Contract") is made this I S "t~
day of :f ANv A~~ , 2022 (the "Effective Date") by and between the VILLAGE OF
KEY BISCAYNE,}?LORIDA, a Florida municipal corporation, (the "Village"), and RESTATE
CONSTRUCTION LLC, a Florida limited liability company (the "Contractor").
WHEREAS, in response to Invitation to Bid No. 2022-01 for the Village Green Interior
Sidewalk Renovation Improvements Project (the "Project," as further defined herein), the
Contractor submitted a bid, which Bid is incorporated herein by reference and made a part hereof,
and includes the Contractor's Bid attached hereto as Exhibit "B"; and
WHEREAS, Contractor submitted the lowest, responsive and responsible bid and was
selected and awarded this Contract for performance of the Work (as hereinafter defined); and
WHEREAS, the Work or Project consists of repairing, milling, and resurfacing of the
existing approximately 8' wide asphalt walkway located on the Village Green; and
WHEREAS, Contractor has represented to the Village that it possesses the necessary
qualifications, experience, and abilities to perform the Work for the Project and has agreed to provide
the Work on the terms and conditions set forth in this Contract.
NOW, THEREFORE, the parties hereto do hereby agree as follows:
1. SCOPE OF WORK
1.1. Contractor hereby agrees to furnish all of the labor, materials, equipment, services and
incidentals necessary to perform all of the work described in the Contract Documents (the "Work"
or the "Project") including, without limitation as described in the approved plans, drawings and/or
specifications to be prepared by the Village of Key Biscayne Department of Public Works,
attached hereto as Exhibit "A" (the "Plans"), the Contractor's Bid attached hereto as Exhibit
"B ,", and any other documents incorporated herein by reference and made a part of this Contract
for the following Project: ·
VILLAGE GREEN INTERIOR SIDEWALK RENOVATION PROJECT
Work includes the repair, milling, and resurfacing of existing 8" wide asphalt walkway located
on the Village Green in the Village of Key Biscayne, FL.
Work shall be completed in two (2) phases, with Phase One consisting of the work outlined
for the Village Green North section shown on sheet 2 of the plans attached hereto as Exhibit
"A" and Phase Two consisting of the work outlined for the Village Green South section shown
on sheet 3 of the plans attached hereto as Exhibit "A." No night/weekend work shall be
permitted unless authorized by the Village Manager. All construction activities shall be
concluded and all equipment removed from the park no later than 4:00 p.m. daily. The Village
will provide up to two (2) parking spaces for staging of Contractor equipment. The Vendor
shall provide all necessary labor, materials, and equipment to perform the Work.
V illage of K ey B iscayne, FL C ontra ct N o.: 2022- _ Page I of 30
2. CONTRA CT TIME
2.1. Contractor shall be instructed to commence the Work by written instructions in the form of a
Notice to Proceed providing a commencement date and issued by the Village Manager or
designee. The Notice to Proceed will not be issued until Contractor's submission to Village of all
required documents and after execution of this Contract.
2.2. Time is of the essence throughout this Contract. The Contractor shall prosecute the Work
with faithfulness and diligence and the Work shall be substantially completed within thirty (30)
calendar days from the date specified in the Notice to Proceed ("Contract Time"). Substantial
Completion shall be defined for this purpose as the date on which Village receives beneficial use
of the Project. The Work shall be fully completed in accordance with the Contract Documents
within sixty (60) calendar days from the date specified in the Notice to Proceed ("Final
Completion Time"). The Final Completion date is defined as the date determined by the Village
when all Work, including punch list items, has been completed in accordance with the Contract
Documents and Contractor has delivered to Village all documentation required herein.
3. CONTRA CT PRICE
3.1. Village shall pay to Contractor for the performance of the Work an amount not to exceed
$61,172.00 in accordance with the line items and unit prices included in the Contractor's Proposal,
attached hereto as Exhibit "B." This sum ("Contract Price") shall be full compensation for all
services, labor, materials, equipment and costs, including overhead and profit, associated with
completion of all the Work in full conformity with the Contract Documents and adjusted only by
written change orders signed by both patties and approved as required by local law. The Contract
Price shall include all applicable sales taxes as required by law.
3.2. Village shall make progress payments, deducting the amount from the Contract Price
above on the basis of Contractor's Applications for Payment on or before twenty (20) days
after receipt of the Pay Application. Rejection of a Pay Application by the Village shall be
within twenty (20) days after receipt of the Pay Application. Any rejection shall specify the
applicable deficiency and necessary corrective action. Any undisputed portion shall be paid as
specified above. All such payments will be made in accordance with the Schedule of Values
established in the Contract Documents or, in the event there is no Schedule of Values, as
otherwise provided in the Contract Documents. In the event the Contract Documents do not
provide a Schedule of Values or other payment schedule, Applications for Payment shall be
submitted monthly by Contractor on or before the 10th of each month for the prior month.
Progress payments shall be made in an amount equal to the percentage of Work completed as
determined by the Village or Village's Project Consultant, but, in each case, less the aggregate
of payments previously made and less such amounts as Village shall determine or Village may
withhold taking into account the aggregate of payments made and the percentage of Project
completion in accordance with the Contract Documents and Schedule of Values, if any. The
Contractor agrees that five percent (5%) of the amount due for each progress payment or Pay
Application (the "Retainage") shall be retained by Village until final completion and
acceptance of the Work by Village. In the event there is a dispute between Contractor and
Village concerning a Pay Application, dispute resolution procedures shall be conducted by
Village commencing within 45 days of receipt of the disputed Payment Application. The
Village of Key Biscayne, FL Contract No .. 2022- _ Page 2 of30
V i ll a g e s h a ll r e a c h a c o n cl u s i o n w it h in 1 5 d a y s th e r e a fte r a n d p ro m p t ly n o t ify C o n t ra c to r o f
t h e o u t c o m e , in cl u d i n g p a y m e n t , if a p p lic a b le .
3.3. Each Pay Application shall include an affidavit or partial release or waiver of lien by
Contractor indicating that partial payments received from the Village for the Work have been
applied by Contractor to discharge in full all of Contractor's obligations, including payments
to subcontractors and material suppliers.
3.4. The payment of any Application for Payment by the Village, including the final request
for payment, does not constitute approval or acceptance by the Village of any item of the Work
reflected in such Application for Payment, nor shall it be construed as a waiver of any of the
Village 's rights hereunder or at law or in equity.
3.5. Upon Final Completion of the Work by Contractor in accordance with the Contract
Documents and acceptance by the Village, and upon receipt of consent by any surety, Village
shall pay the remainder of the Contract Price (including Retainage) as recommended by the
Village's Project Consultant and Building Official. Final payment is contingent upon receipt
by Village from Contractor of at least one complete set of as-built plans, reflecting an accurate
depiction of Contractor's Work.
3.6. This Contract is subject to the conditions precedent that: (i) Village funds are available and
budgeted for the Contract Price; (ii) the Village secures and obtains any necessary grants or loans
for the accomplishment of this Project pursuant to any borrowing legislation adopted by the
Village Council relative to the Project; and (iii) Village Council enacts legislation which awards
and authorizes the execution of this Contract if such is required.
4. C O N T RA C T D O C U ME N T S
4.1. The Contract Documents, which comprise the entire agreement between the Village and the
Contractor concerning the Work, consist of this Contract for Construction (including any change
orders and amendments thereto), the Plans and Specifications, the Technical Specifications, any
Bidding Documents or procurement documents for the Project, the Contractor's Bid for the
Project (including the Schedule of Bid Items-Pricing), the Bonds (defined herein), Insurance
Certificates, the Notice of Award, and the Notice to Proceed, all of which are deemed incorporated
into and made a part of this Contract by this reference and govern this Project. In the event of any
conflict among the foregoing, the documents shall govern in the order listed herein. Contractor is
reminded and hereby recognizes that all Work under this Contract must comply with all applicable
federal, state, and local law. Any mandatory clauses which are required by applicable law shall
be deemed to be incorporated herein.
4.2. This Contract incorporates and includes all prior negotiations, correspondence,
conversations, agreements, or understandings applicable to the matters contained herein and the
parties agree that there are no commitments, agreements, or understandings concerning the
subject matter of these Contract Documents that are not contained herein. Accordingly, it is agreed
that no deviation from the terms hereof shall be predicated upon any prior representations or
agreements, whether oral or written.
/
V illage of K ey B iscayne, FL C ontra ct N o .. 2022- _ Page 3 of30
4.3. The Contract Documents shall remain the property of the Village. The Contractor shall have
the right to keep one record set of the Contract Documents upon completion of the Project;
however in no circumstances shall the Contractor use, or permit to be used, any or all of such
Contract Documents on other projects without the Village's prior written authorization.
5. INDEMNIFICATION
5.1. Contractor shall defend, indemnify, and hold harmless the Village, its officers, agents and
employees, from and against any and all demands, claims, losses, suits, liabilities, causes of
action, judgment or damages, including legal fees and costs and through appeal, arising out of
or, related to, or in any way connected with Contractor's performance or non-performance of
this Contract or with Contractor's obligations or the Work related to the Contract, including
by reason of any damage to property, or bodily injury or death incurred or sustained by any
party. Contractor shall defend, indemnify, and hold the Village harmless from all losses,
injuries or damages and wages or overtime compensation due its employees in rendering
services pursuant to this Contract, including payment of reasonable attorneys' fees and costs
in the defense of any claim made under the Fair Labor Standards Act, Title VII of the Civil
Rights Act of 1964, the Age Discrimination in Employment Act, the Americans with
Disabilities Act or any employment related litigation or worker's compensation claims under
federal or state law. The provisions of this section shall survive termination of this Contract.
6. INSURANCE AND BONDS
6.1. Insurance
6.1.1. Contractor shall secure and maintain throughout the duration of this Contract
insurance of such types and in such amounts not less than those specified below as
satisfactory to the Village, naming the Village as an Additional Insured, underwritten by a
firm rated A-X or better by Bests Rating and qualified to do business in the State of Florida.
Certificates of Insurance shall be provided to the Village, reflecting the Village as an
Additional Insured, no later than ten ( 10) days after award of this Contract and prior to the
execution of this Contract by Village and prior to commencing any Work. Each certificate
shall include no less than (30) thirty-day advance written notice to Village prior to
cancellation, termination, or material alteration of said policies or insurance. The insurance
coverage shall be primary insurance with respect to the Village, its officials, employees,
agents and volunteers naming the Village as additional insured. Any insurance maintained
by the Village shall be in excess of the Contractor's insurance and shall not contribute to
the Contractor's insurance. The insurance coverages shall include at a minimum the
amounts set forth in this Section 6.1.
6.1.1.1. Commercial General Liability coverage with limits of liability of not less
than a $1,000,000 per Occurrence combined single limit for Bodily Injury and Property
Damage. This Liability Insurance shall also include Completed Operations and Product
Liability coverages and eliminate the exclusion with respect to property under the care,
custody and control of Contractor. The General Aggregate Liability limit (except for
Products/Completed Operations) shall be in the amount of $2,000,000.
Village of Key Biscayne, FL Contract No.: 2022- _ Page 4 of30
6.1.1.2. Workers Compensation and Employer's Liability insurance, to apply for all
employees for statutory limits as required by applicable State and Federal laws. The
policy(ies) must include Employer's Liability with minimum limits of $1,000,000.00
each accident. No employee, subcontractor or agent of the Contractor shall be allowed
to provide Work pursuant to this Contract who is not covered by Worker's
Compensation insurance.
6.1.1.3. Business Automobile Liability with minimum limits of $1,000,000 per
Occurrence, combined single limit for Bodily Injury and Property Damage. Coverage
must be afforded on a form no more restrictive than the latest edition of the Business
Automobile Liability policy, without restrictive endorsements, as filed by the Insurance
Services Office, and must include Owned, Hired, and Non-Owned Vehicles.
6.1.1.4. Builder's Risk property insurance upon the entire Work to the full
replacement cost value thereof. This insurance shall include the interest of Village and
Contractor and shall provide All-Risk coverage against loss by physical damage
including, but not limited to, Fire, Extended Coverage, Theft, Vandalism and Malicious
Mischief.
6.1.1.5. Contractor acknowledges that it shall bear the full risk of loss for any
portion of the Work damaged, destroyed, lost or stolen until Final Completion has been
achieved for the Project, and all such Work shall be fully restored by the Contractor, at
its sole cost and expense, in accordance with the Contract Documents.
6.1.2. Certificate of Insurance. On or before the Effective Date of this Contract, the
Contractor shall provide the Village with Certificates of Insurance for all required policies.
The Contractor shall be responsible for assuring that the insurance certificates required by
this Section remain in full force and effect for the duration of this Contract, including any
extensions or renewals that may be granted by the Village. The Certificates of Insurance
shall not only name the types of policy(ies) provided, but also shall refer specifically to
this Contract and shall state that such insurance is as required by this Contract. The Village
reserves the right to inspect and return a certified copy of such policies, upon written
request by the Village. If a policy is due to expire prior to the completion of the Work,
renewal Certificates of Insurance shall be furnished thirty (30) calendar days prior to the
date of their policy expiration. Each policy certificate shall be endorsed with a provision
that not less than thirty (30) calendar days' written notice shall be provided to the Village
before any policy or coverage is cancelled or restricted. Acceptance of the Certificate(s) is
subject to approval of the Village.
6.1.2.1. Additional Insured. The Village is to be specifically included as an
Additional Insured for the liability of the Village resulting from Work performed by or
on behalf of the Contractor in performance of this Contract. The Contractor's
insurance, including that applicable to the Village as an Additional Insured, shall apply
on a primary basis and any other insurance maintained by the Village shall be in excess
of and shall not contribute to the Contractor's insurance. The Contractor's insurance
shall contain a severability of interest provision providing that, except with respect to
the total limits of liability, the insurance shall apply to each Insured or Additional
Village of Key Biscayne, FL Contract No.: 2022- _ Page 5 of30
In su red (fo r ap p licab le p o licies) in th e sam e m a n n er as if sep a ra te p o lic ie s h a d b e e n
issu ed to each .
6.1.2.2. Deductibles. All deductibles or self-insured retentions must be declared
to and be reasonably approved by the Village. The Contractor shall be responsible for
the payment of any deductible or self-insured retentions in the event of any claim.
6.1.3. The provisions of this section shall survive termination of this Contract.
6.2. Bonds. If required by the Village, prior to performing any portion of the Work the
Contractor shall deliver to Village the Bonds required to be provided by Contractor
hereunder (the bonds referenced in this Section are collectively referred to herein as the
"Bonds"). Pursuant to and in accordance with Section 255.05, Florida Statutes, the
Contractor shall obtain and thereafter at all times during the performance of the Work
maintain a separate performance bond and labor and material payment bond for the Work,
each in an amount equal to one hundred percent (100%) of the Contract Price and each in
the form provided in the Contract Documents or in other form satisfactory to and approved
in writing by Village and executed by a surety of recognized standing with a rating of B
plus or better for bonds up to Two Million Dollars. The surety providing such Bonds must
be licensed, authorized and admitted to do business in the State of Florida and must be
listed in the Federal Register (Dept. of Treasury, Circular 570). The cost of the premiums
for such Bonds is included in the Contract Price. If notice of any change affecting the
Scope of the Work, the Contract Price, Contract Time or any of the provisions of the
Contract Documents is required by the provisions of any bond to be given to a surety, the
giving of any such notice shall be Contractor's sole responsibility, and the amount of each
applicable bond shall be adjusted accordingly. If the surety is declared bankrupt or
becomes insolvent or its right to do business in Florida is terminated or it ceases to meet
applicable law or regulations, the Contractor shall, within five (5) days of any such event,
substitute another bond (or Bonds as applicable) and surety, all of which must be
satisfactory to Village.
7. CONTRACTOR'S REPRESENTATIONS AND WARRANTIES
7.1. In order to induce the Village to enter into this Contract, the Contractor makes the
following representations and warranties:
7.1.1. Contractor represents the following:
7.1.1.1. Contractor has examined and carefully studied the Contract Documents and
the other data identified in the bidding documents, including, without limitation, the
"technical data" and plans and specifications and the Plans.
7.1.1.2. Contractor has visited the Project site and become familiar with and is
satisfied as to the general and local conditions and site conditions that may affect cost,
progress, performance or furnishing of the Work.
7.1.1.3. Contractor is familiar with and is satisfied as to all federal, state and local
laws, regulations and permits that may affect cost, progress, performance and
Village of Key Biscayne, FL Contract No.: 2022- _ Page 6 of30
furnishing of the Work. Contractor agrees that it will at all times comply with all
requirements of the foregoing laws, regulations and permits.
7.1.1.4. Contractor has made, or caused to be made, examinations, investigations,
tests and/or studies as necessary to determine surface and subsurface conditions at or
on the site. Contractor acknowledges that the Village does not assume responsibility
for the accuracy or completeness of information and data shown or indicated in the
Contract Documents with respect to underground or ground facilities at, contiguous or
near the site or for existing improvements at or near the site. Contractor has obtained
and carefully studied ( or assumes responsibility for having done so) all such additional
supplementary examinations, investigations, explorations, tests, studies and data
concerning conditions (surface, subsurface and underground facilities and
improvements) at, contiguous or near to the site or otherwise which may affect cost,
progress, performance or furnishing of the Work or which relate to any aspect of the
means, methods, techniques, sequences and procedures of construction to be employed
by Contractor and safety precautions and programs incident thereto. Contractor does
not consider that any additional examinations, investigations, explorations, tests,
studies or data are necessary for the performance and furnishing of the Work at the
Contract Price, within the Contract Time and in accordance with the other terms and
conditions of the Contract Documents.
7.1.1.5. Contractor is aware of the general nature of Work to be performed by the
Village and others at the site that relates to the Work as indicated in the Contract
Documents.
7.1.1.6. Contractor has correlated the information known to Contractor, information
and observations obtained from visits to the site, reports and drawings identified in the
Contract Documents and all additional examinations, investigations, explorations,
tests, studies and data with the Contract Documents.
7.1.1.7. Contractor has given Village written notice of all conflicts, errors,
ambiguities or discrepancies that Contractor has discovered in the Contract Documents
and the written resolution thereof by Village is acceptable to Contactor, and the
Contract Documents are generally sufficient to indicate and convey understanding of
all terms and conditions for performance and furnishing of the Work.
7.1.1.8. The Contractor agrees and represents that it possesses the requtsite
qualifications and skills to perform the Work and that the Work shall be executed in a
good and workmanlike manner, free from defects, and that all materials shall be new
and approved by or acceptable to Village, except as otherwise expressly provided for
in the Contract Documents. The Contractor shall cause all materials and other parts of
the Work to be readily available as and when required or needed for or in connection
with the construction, furnishing and equipping of the Project.
7.1.2. Contractor warrants the following:
Village of Key Biscayne, FL Contract No.: 2022- _ Page 7 of 30
7.1.2.1. Anti-Discrimination: Contractor agrees that it will not discriminate against
any employees or applicants for employment or against persons for any other benefit
or service under this Contract because of race, color, religion, sex, national origin, or
physical or mental handicap where the handicap does not affect the ability of an
individual to perform in a position of employment, and agrees to abide by all federal
and state laws regarding non-discrimination.
7.1.2.2. Anti-Kickback: Contractor warrants that no person has been employed or
retained to solicit or secure this Contract upon an agreement or understanding for a
commission, percentage, brokerage or contingent fee, and that no employee or officer
of the Village has any interest, financially or otherwise, in the Project. For breach or
violation of this warranty, the Village shall have the right to annul this Contract without
liability or, in its discretion, to deduct from the Contract Price or consideration, the full
amount of such commission, percentage, brokerage or contingent fee.
7.1.2.3. Licensing and Permits: Contractor warrants that it shall have, prior to
commencement of Work under this Contract and at all times during said Work, all
required licenses and permits whether federal, state, County or Village. Contractor
acknowledges that it is the obligation of Contractor to obtain all licenses and permits
required for this Project, including Village building permits. Village building permit
fees are waived for this Project. If permits are required by any other governing body or
agency, the Contractor shall be obligated to pay the fees.
8. DEFAULT AND TERM INATION
8.1.If Contractor fails to timely begin the Work, or fails to perform the Work with sufficient
workers and equipment or with sufficient materials to insure the prompt completion of the Work
within the Contract Time or Final Completion Time as specified in Section 2, or shall perform the
Work unsuitably, or cause it to be rejected as defective and unsuitable, or shall discontinue the
prosecution of the Work pursuant to the accepted schedule or if the Contractor shall fail to perform
any material term set forth in the Contract Documents or if Contractor shall become insolvent or
be declared bankrupt, or commit any act of bankruptcy or insolvency, or shall make an assignment
for the benefit of creditors, or from any other cause whatsoever shall not carry on the Work in an
acceptable manner, Village may, upon seven (7) days after sending Contractor a written Notice
of Termination, terminate the services of Contractor, exclude Contractor from the Project site,
provide for alternate prosecution of the Work, appropriate or use any or all materials and
equipment on the Project site as may be suitable and acceptable, and may finish the Work by
whatever methods it may deem expedient. In such case Contractor shall not be entitled to receive
any further payment until the Project is completed. All damages, costs and charges incurred by
Village, together with the costs of completing the Project, shall be deducted from any monies due
or which may become due to Contractor. In case the damages and expenses so incurred by Village
shall exceed monies due Contractor from Village, Contractor shall be liable and shall pay to
Village the amount of said excess promptly upon demand therefore by Village. In the event it is
adjudicated that Village was not entitled to terminate the Contract as described hereunder for
default, the Contract shall automatically be deemed terminated by Village for convenience as
described below.
Village of Key Biscayne, FL Contract No.: 2022- _ Page 8 of 30
8 .2 . This Contract may be terminated by the Village for convenience upon seven (7) calendar
days' written notice to the Contractor. In the event of such a termination, the Contractor shall
incur no further obligations in connection with the Project and shall, to the extent possible,
terminate any outstanding subcontractor obligations. The Contractor shall be compensated for
all services performed to the satisfaction of the Village. In such event, the Contractor shall
promptly submit to the Village its Application for Payment for final payment which shall
comply with the provisions of the Contract Documents.
9. MISCELLANEOUS
9.1.No Assignment. Neither party shall assign the Contract or any sub-contract in whole or in
part without the written consent of the other, nor shall Contractor assign any monies due or to
become due to it hereunder, without the previous written consent of the Village Manager.
9.2. Contractor's Responsibility for Damages and Accidents.
9.2.1. Contractor shall accept full responsibility for the Work against all loss or damage of
any nature sustained until final acceptance by Village and shall promptly repair any damage
done from any cause.
9.2.2. Contractor shall be responsible for all materials, equipment and supplies pertaining to
the Project. In the event any such materials, equipment and supplies are lost, stolen, damaged
or destroyed prior to final acceptance by Village, Contractor shall replace same without cost
to Village.
9.3. Defective Work. Warranty and Guarantee.
9.3.1. Village shall have the authority to reject or disapprove Work which the Village finds to
be defective. If required by the Village, Contractor shall promptly either correct all defective
Work or remove such defective Work and replace it with non-defective Work. Contractor
shall bear all direct, indirect and consequential costs of such removal or corrections including
cost of testing laboratories and personnel.
9.3.2. Should Contractor fail or refuse to remove or correct any defective Work or to make
any necessary repairs in accordance with the requirements of the Contract Documents within
the time indicated in writing by the Village or its designee, Village shall have the authority to
cause the defective Work to be removed or corrected, or make such repairs as may be
necessary at Contractor's expense. Any expense incurred by Village in making such removals,
corrections or repairs, shall be paid for out of any monies due or which may become due to
Contractor. In the event of failure of Contractor to make all necessary repairs promptly and
fully, Village may declare Contractor in default.
9.3.3. The Contractor shall unconditionally warrant and guarantee all labor, materials and
equipment furnished and Work performed for a period of one (1) year from the date of
Substantial Completion. If, within one (1) year after the date of substantial completion, any
of the Work is found to be defective or not in accordance with the Contract Documents,
Contractor, after receipt of written notice from Village, shall promptly correct such defective
or nonconforming Work within the time specified by Village without cost to Village. Should
Village of Key Biscayne, FL Contract No.: 2022- _ Page 9 of 30
the m anufa ctu rer of any m aterials and equ ipm ent fu rn ish ed pro v id e fo r a lo n ger w arra n ty ,
then the C ontra ctor shall tra nsfe r such w arr anty to the V ill age prio r to F in al C o m p letio n .
N othing contained herein sh all be con stru ed to estab lish a period of lim itation w ith resp ect to
any other obligatio n w h ich C ontra ctor m ig ht have und er the C o ntra ct D ocum en ts incl ud in g
but not lim ited to any claim reg ardin g latent defe cts. C o ntra ctor sh all pro v id e and assig n to
V ill age all m aterial and equ ipm ent w arra nties up on com p letio n of the W ork hereun der. ·
9.3.4. Failure to reject any defective Work or material shall not in any way prevent later
rejection when such defect is discovered.
9.4. Legal Restrictions; Hours of Work; Traffic Provisions.
9.4.1. Contractor shall conform to and obey all applicable laws, regulations, or ordinances
with regard to labor employed, hours of Work and Contractor's general operations. Contractor
shall conduct its operations so as not to interfere with or close any thoroughfare, without the
written consent of the Village or governing jurisdiction. Work is anticipated to be performed
Monday through Friday in accordance with the requirements and limitations of applicable
law including, without limitation, the Village Code of Ordinances. The Contractor shall
not perform Work beyond the time and days provided above without the prior written
approval of the Village.
9.5. Examination and Retention of Contractor's Records.
9.5.1. The Village or any ofits duly authorized representatives shall, until three (3) years after
final payment under this Contract, have access to and the right to examine any of the
Contractor's books, ledgers, documents, papers, or other records involving transactions
related to this Contract for the purpose of making audit, examination, excerpts, and
transcriptions. In addition, the Contractor agrees to comply specifically with the provisions of
Section 119.0701, Florida Statutes.
9.5.2. The Contractor agrees to include in any subcontractor contracts for this Project
corresponding provisions for the benefit of Village providing for retention and audit of
records.
9.5.3. The right to access and examination of records stated herein and in any subcontracts
shall survive termination or expiration of this Contract and continue until disposition of any
mediation, claims, litigation or appeals related to this Project.
9.5.4. The Village may cancel and terminate this Contract immediately for refusal by the
Contractor to allow access by the Village Manager or designees to any Records pertaining to
work performed under this Contact that are subject to the provisions of Chapter 119, Florida
Statutes.
9.6.No Damages for Delay. No claim for damages or any claim, other than for an extension of
time shall be made or asserted against Village by reason of any delays. Contractor shall not be
entitled to an increase in the Contract Price or payment or compensation of any kind from Village
for direct, indirect, consequential, impact or other costs, expenses or damages, including but not
limited to, costs of acceleration or inefficiency, arising because of delay, disruption, interference
Village of Key Biscayne, FL Contract No.: 2022- _ Page 10 of30
or hin dra nce fr om an y cau se w h atso ev er, w h eth er su ch d elay , d isru p tio n , in terfe ren ce o r
hin dra n ce b e reaso n ab le o r u nr easo n ab le, fo reseeab le o r u n fo reseeab le, o r av o id ab le o r
un avo id able or w heth er or n o t cau sed b y V ill ag e. C o n tracto r sh all be en titled o n ly to ex ten sio n s
o f the C o n tra ct T im e as th e so le an d ex cl u siv e rem ed y fo r su ch resu ltin g delay . N o tw ith stan d in g
th e abov e C ontra cto r m ay b e g ran ted an ex ten sio n oft im e fo r an y d elay bey o n d th e co n tro l o f th e
C o n tra ctor. Sh ou ld an y delay , d isru p tio n , in terfe ren ce o r h in d ra n ce be in ten tio n a ll y cau sed by th e
V ill age, fo r a co n tin uo u s p erio d o r cu m u lativ e p erio d o f th irt y (3 0 ) day s, th e C o n tra cto r m ay
term in ate the C ontract u p o n sev en (7 ) d ay s w ritt en n o tice to th e V ill ag e.
9.7. Authorized Representative.
9.7.1. Before commencing the Work, Contractor shall designate a skilled and competent
authorized supervisor and representative ("Authorized Representative") acceptable to
Village to represent and act for Contractor and shall inform Village, in writing, of the name
and address of such representative together with a clear definition of the scope of his
authority to represent and act for Contractor. Contractor shall keep Village informed of any
subsequent changes in the foregoing. Such representative shall be present or duly
represented at the Project site at all times when Work is actually in progress. All notices,
determinations, instructions and other communications given to the authorized
representatives of Contractor shall be binding upon the Contractor.
9.7.2. The Authorized Representative, project managers, superintendents and supervisors
for the Project are all subject to prior and continuous approval of the Village. If, at any time
during the term of this Contract, any of the personnel either functionally or nominally
performing any of the positions named above, are, for any reasonable cause whatsoever,
unacceptable to the Village, Contractor shall replace the unacceptable personnel with
personnel acceptable to the Village.
9.8. Taxes. Contractor shall pay all taxes, levies, duties and assessments of every nature which
may be applicable to any Work under this Contract. The Contract Price and any agreed
variations thereof shall include all taxes imposed by law at the time of this Contract. Contractor
shall make any and all payroll deductions required by law. Contractor herein indemnifies and
holds Owner harmless from any liability on account of any and all such taxes, levies, duties
and assessments.
9.9. Utilities. Contractor shall, at its expense, arrange for, develop and maintain all utilities at
the Project to perform the Work and meet the requirements of this Contract. Such utilities shall
be furnished by Contractor at no additional cost to Village. Prior to final acceptance of the
Work, Contractor shall, at its expense, satisfactorily remove and dispose of all temporary
utilities developed to meet the requirements of this Contract.
9.10 . Safety. Contractor shall be fully and solely responsible for safety and conducting
all operations under this Contract at all times in such a manner as to avoid the risk of bodily
harm to persons and damage to property. Contractor shall continually and diligently inspect all
Work, materials and equipment to discover any conditions which might involve such risks and
shall be solely responsible for discovery and correction of any such conditions. Contractor
shall have sole responsibility for implementing its safety program. Village shall not be
Village of Key Biscayne, FL Contract No.: 2022- _ Page 11 of30
resp o n sib le fo r su p erv isin g th e im p lem e n tatio n o f C o n tra cto r's sa fe ty p ro g ra m , an d sh a ll n o t
h av e resp o n sib ility fo r th e safe ty o f C o n tra cto r's o r its su b co n tra cto r's em p lo y ee s. C o n tra cto r
sh a ll m a in tain all p o rt io n s o f th e P roje ct site an d W o rk in a n ea t, cl e a n an d sa n ita ry co n d itio n
at all tim es. C o n tra cto r sh a ll assur e th a t su b co n tra cto rs p erfo rm in g W o rk co m p ly w ith th e
fo reg o in g sa fety req u irem en ts.
9.11. Cleaning Up. Contractor shall, at all times, at its expense, keep its Work areas in a
neat, clean and safe condition. Upon completion of any portion of the Work, Contractor shall
promptly remove all of its equipment, construction materials, temporary structures and surplus
materials not to be used at or near the same location during later stages of Work. Upon
completion of the Work and before final payment is made, Contractor shall, at its expense,
satisfactorily dispose of all rubbish, unused materials and other equipment and materials
belonging to it or used in the performance of the Work and Contractor shall leave the Project
in a neat, clean and safe condition. In the event of Contractor's failure to comply with the
foregoing, the same may be accomplished by Village at Contractor's expense.
9.12. Rights and Remedies. The duties and obligations imposed by the Contract
Documents and the rights and remedies available thereunder and in accordance with this
Contract shall be in addition to and not a limitation of any duties, obligations, rights and
remedies otherwise imposed or available by law.
9.13. Public Entity Crimes Affidavit. Contractor shall comply with Section 287.133,
Florida Statutes, and (Public Entity Crimes Statute) notification of which is hereby incorporated
herein by reference,' including execution of any required affidavit.
9.14.
herein.
Capitalized Terms. Capitalized terms shall have their plain meaning as indicated
9.15. Independent Contractor. The Contractor is an independent contractor under the
Contract. This Contract does not create any partnership nor joint venture. Services provided by
the Contractor shall be by employees of the Contractor and subject to supervision by the
Contractor, and not as officers, employees, or agents of the Village. Personnel policies, tax
responsibilities, social security and health insurance, employee benefits, purchasing policies and
other similar administrative procedures, applicable to services rendered under the Contract shall
be those of the Contractor.
9.16. Payment to Sub-Contractors; Certification of Payment to Subcontractors: The
term "subcontractor", as used herein, includes persons or firms furnishing labor, materials or
equipment incorporated into or to be incorporated into the Work or Project. The Contractor is
required to pay all subcontractors for satisfactory performance of their contracts as a condition
precedent to payment to Contractor by the Village. The Contractor shall also return all retainage
withheld to the subcontractors within 30 days after the subcontractor's work is satisfactorily
complete and accepted by the Village.
9.17. Liens. Contractor shall not permit any mechanic's, laborer's or materialmen's lien to
be filed against the Project site or any part thereof by reason of any Work, labor, services or
materials supplied or claimed to have been supplied to the Project. In the event such a lien is
Village of Key Biscayne, FL Contract No.: 2022- _ Page 12 of30
found or claimed against the Project, Contractor shall within ten (10) days after notice of the
lien discharge the lien or liens and cause a satisfaction of such lien to be recorded in the public
records of Miami-Dade County, Florida, or cause such lien to be transferred to a bond, or post
a bond sufficient to cause the Clerk of the Circuit Court of Miami-Dade County, Florida, to
discharge such lien pursuant to Chapter 713.24, F.S. In the event Contractor fails to so
discharge or bond the lien or liens within such period as required above, Village shall thereafter
have the right, but not the obligation, to discharge or bond the lien or liens. Additionally,
Village shall thereafter have the right, but not the obligation, to retain out of any payment then
due or to become due Contractor, one hundred fifty percent (150%) of the amount of the lien
and to pay Village 's reasonable attorneys' fees and costs incurred in connection therewith.
9.18. Govern ing Law. This Contract shall be construed in accordance with and governed
by the laws of the State of Florida. Venue for any litigation arising out of this Contract shall
be proper exclusively in Miami-Dade County, Florida.
9.19. W aiver of Jury Trial. VILLAGE AND CONTRACTOR KNOWINGLY,
IRREVOCABLY, VOLUNTARILY AND INTENTIONALLY WAIVE ANY RIGHT
EITHER MAY HAVE TO A TRIAL BY JURY IN STATE AND OR FEDERAL COURT
PROCEEDINGS IN RESPECT TO ANY ACTION, PROCEEDING, LAWSUIT OR
COUNTERCLAIM BASED UPON THE CONTRACT FOR CONSTRUCTION, ARISING
OUT OF, UNDER, OR IN CONNECTION WITH THE CONSTRUCTION OF THE WORK,
OR ANY COURSE OF CONDUCT, COURSE OF DEALING, STATEMENTS OR
ACTIONS OR INACTIONS OF ANY PARTY.
9.20. Notices/Authorized Representatives. Any notices required by this Contract shall
be in writing and shall be deemed to have been properly given if transmitted by hand-delivery,
by registered or certified mail with postage prepaid return receipt requested, or by a private
postal service, addressed to the parties (or their successors) at the addresses listed on the
signature page of this Contract or such other address as the party may have designated by
proper notice.
9.21. Prevailing Party; Attorneys' Fees. In the event of any controversy, claim, dispute
or litigation between the parties arising from or relating to this Contract (including, but not
limited to, the enforcement of any indemnity provisions), the prevailing party shall be entitled
to recover from the non-prevailing party all reasonable costs, expenses, paralegals' fees,
experts' fees and attorneys' fees including, but not limited to, court costs and other expenses
through all appellate levels.
9.22. Ownership and Access to Records and Audits.
9.22.1. Consultant acknowledges that all inventions, innovations, improvements,
developments, methods, designs, analyses, drawings, reports, compiled information, and
all similar or related information (whether patentable or not) which relate to Services to the
Village which are conceived, developed or made by Contractor during the term of this
Contract ("Work Product") belong to the Village. Contractor shall promptly disclose such
Work Product to the Village and perform all actions reasonably requested by the Village
Village of Key Biscayne, FL Contract No.: 20 22- _ Page 13 of30
(w hether d u rin g o r after th e term o f th is C o n tra ct) to estab lish an d co n fi rm su ch ow n ersh ip
(in cl u d in g , w ithou t lim itatio n , assig n m en ts, po w ers o f atto rn ey an d o th er in stru m en ts).
9.22.2. Contractor agrees to keep and maintain public records in Contractor's possession
or control in connection with Contractor's performance under this Contract. The Village
Manager or her designee shall, during the term of this Contract and for a period of three
(3) years from the date of termination of this Contract, have access to and the right to
examine and audit any records of the Contractor involving transactions related to this
Contract. Contractor additionally agrees to comply specifically with the provisions of
Section 119.0701, Florida Statutes. Contractor shall 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, and following
completion of the Contract until the records are transferred to the Village.
9.22.3. Upon request from the Village's custodian of public records, Contractor shall
provide the Village 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 by
Chapter 119, Florida Statutes, or as otherwise provided by law.
9.22.4. Unless otherwise provided by law, any and all records, including but not limited to
reports, surveys, and other data and documents provided or created in connection with this
Contract are and shall remain the property of the Village.
9.22.5. Upon completion of this Contract or in the event of termination by either party, any
and all public records relating to the Contract in the possession of the Contractor shall be
delivered by the Contractor to the Village Manager, at no cost to the Village, within seven
(7) days. All such records stored electronically by Contractor shall be delivered to the
Village in a format that is compatible with the Village's information technology systems.
Once the public records have been delivered upon completion or termination of this
Contract, the Contractor shall destroy any and all duplicate public records that are exempt
or confidential and exempt from public records disclosure requirements.
9.22.6. Any compensation due to Contractor shall be withheld until all records are received
as provided herein.
9.22.7. Contractor's failure or refusal to comply with the provisions of this section shall
result in the immediate termination of this Contract by the Village.
9.22.8. Notice Pursuant to Section 119.0701(2)(a), Florida Statutes. IF
THE CONTRACTOR HAS QUESTIONS REGARDING THE
APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE
CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS
RELATING TO THIS AGREEMENT, CONTACT THE CUSTODIAN
OF PUBLIC RECORDS: JOCELYN B. KOCH, VILLAGE CLERK, 88
WEST MCINTYRE STREET, KEY BISCAYNE, FL 33149, 305-365-
5506, JKOCH@KEYBISCA YNE.FL.GOV.
Village of Key Biscayne, FL Contract No.: 2022- _ Page 14 of30
9.23. Conflicts; Order of Priority. This document without exhibits is referred to as the
"Base Agreement." In the event of a conflict between the terms of this Base Agreement
and any exhibits or attachments hereto, or any documents incorporated herein by
reference, the conflict shall be resolved in the following order of priorities and the more
stringent criteria for performance of the Work shall apply:
9.23.1. First Priority: Change Orders with later date taking precedence;
9.23.2. Second Priority: This Base Agreement;
9.23.3. Third Priority: "Interim Final Rule";
9.23.4. Fourth Priority: Exhibit D, "U.S. Department of the Treasury Coronavirus State and
Local Fiscal Recovery Funds Award Terms and Conditions (Assistance Listing
Number 21.019)";
9.23.5. Fifth Priority: "American Rescue Plan Act Coronavirus Local Fiscal Recovery Fund
Agreement";
9.23.6. Sixth Priority: Exhibit E, "Assurances of Compliance with Title VI of the Civil Rights
Act of 1964";
9.23.7. Eighth Priority: Exhibit A, "Village of Key Biscayne Public Works Department
Plans";
9.23.8. Ninth Priority: Exhibit C, "Notice to Proceed"; and
9.23.9. Tenth Priority: Exhibit B, "Contractor's Proposal."
10. SPECIAL CONDITIONS
10.1. The' following provisions in this Section 10 supersede any other provisrons
contained in this Contract only to the extent of any conflict with same. These provisions are
particular to a given transaction and are transaction specific:
10.2. Preliminary Steps.
10.2.1. Pre-Construction Conference. Within fourteen (14) calendar days after this Contract
is executed by both parties, and before any Work has commenced, a pre-construction
conference will be held between the Village, the Contractor, and the Project Consultant. The
Contractor must submit its project schedule and schedule of values, if applicable, prior to this
conference.
10.3. Project Schedule. Contractor must submit a proposed Project Schedule as follows:
10.3.1. Schedule must identify the schedule for each location comprising the Project. The
proposed Project schedule must be submitted within ten (10) calendar days from the date this
V illage of K ey B iscayne, FL C ontra ct N o.: 2022- _ Page 15 of30
C ontra ct is executed by both part ies fo r the rev iew and ap pro v al of the P roject C o n su ltant o r
V ill age as applicab le. T his initial sch edule sh all establish the baselin e schedu le fo r th e P roject.
10.3.2. All updates of schedules must be tracked against the baseline schedule and must be at
a minimum submitted with each pay application. An updated schedule tracked against the
baseline must also be submitted upon execution of each CO that impacts the Contract Time.
Failure to submit such schedules will result in the rejection of any submitted payment
application.
10.3.3. All Project Schedules must be prepared in Microsoft Project or approved equal by the
Village. At the time of submission of schedules, Contractor must submit a hard copy as well
as an electronic version. Electronic versions must not be submitted in a .pdf format.
10.3.4. In addition to the Project Schedule the Contractor must provide a two (2) week look-
ahead schedule that reflects the Work to be performed during the following two (2) week
period. The look-ahead schedule must be provided to the Project Consultant and Village at a
regular frequency prior to the start of the two-week period. This schedule will, at a minimum,
include the area(s) where Work is to be performed and the Work to be performed in the
area(s).
10.4. Schedule of Values. The Contractor must submit two copies of schedule of values
within ten (10) calendar days from the date this Contract is executed by both parties. The schedule
of values shall indicate a complete breakdown of labor and material of all categories of Work on
the Project. Contractor's overhead and profit must be listed as separate line items. Each line item
must be identified with the number and title of the major specification section or major
components of the items. The Project Consultant or Village as applicable may require further
breakdown after review of the Contractor's submittal. The Village reserves the right to require
such information from the Contractor as may be necessary to determine the accuracy of the
schedule of values. The combined total value for mobilization under the Schedule of Values shall
not exceed 5% of the value of the Contract. The accepted Schedule of Values must be incorporated
into the Contractor's payment application form.
10.5. Construction Photographs. Prior to commencement of the Work the Contractor
must take digital photographs and color audio-video recording to document existing conditions
and submit copies in an acceptable format to the Village. Contractor must submit with each
application for payment photographs that accurately reflect the progress of all aspects of the Work.
The number of photographs to be taken will be based on the magnitude of the Work being
performed. Contractor must submit one copy of each photograph in print and digitally. The
photographs must be printed on 8" X 1 O" high resolution glossy commercial grade and weight
color photographic print paper or in a format acceptable to the Village. Each photograph must be
imprinted on its face with the title of the Project, the date, and time the picture was taken. Digital
photographs •1;1ust be taken using .jpeg format and will be submitted through a file-sharing site
(such as Dropbox) or on a CD-ROM or flash drive clearly identifying the name of the Project, the
name of the Contractor, and the timeframe in which the pictures were taken. Initial set up prints
will be submitted in a three-ring binder with each picture protected by a clear plastic sleeve.
Subsequent prints are to be submitted in clear plastic sleeves that can be added to the binder. The
three-ring binder must be of such size to be able to hold all print pictures.
Village of Key Biscayne, FL Contract No.: 2022- _ Page 16 of30
1 0 .6 . S t a g in g S it e .
10 .6 .1. The Contractor is solely responsible for making all arrangements for any staging
site(s) that may be necessary for the performance of the Work and the Contractor is
responsible for all site security, including any fencing of the site, and any loss, damage or theft
to its equipment and materials. Any fencing of the Staging Site is subject to the prior written
approval of the Village.
10.6.2. The Village at its sole discretion may make a staging site available for use by the
Contractor. If such site is made available by the Village, the Village assumes no responsibility
or liability for the equipment or materials stored on the site, and the Contractor will be solely
responsible for any loss, damage or theft to its equipment and materials. The Contractor must
restore the site to its pre-existing condition prior to the Contractor's use of the site.
10.6.3. The Contractor may be required to provide or may choose to use an office trailer for
the duration of the Project. The Contractor must have the prior written approval of the Village
as to the use of any office trailer and the placement location for the office trailer. The
Contractor must obtain all required permits from the appropriate regulatory agencies.
10.6.4. Parking. No parking is permitted at a Village provided staging site without the prior
written approval of the Village.
10.7. Project Signage. Contractor must furnish and install two (2) Project signs at the
Project Site in accordance with the requirements provided by the Project Consultant or the
Village as applicable.
10.8. Royalties and Patents. All fees, royalties, and claims for any invention, or pretended
inventions, or patent of any article, material, arrangement, appliance, or method that may be
used upon or in any manner be connected with the Work or appurtenances, are hereby
included in the prices stipulated in the Contract for said Work.
10.9. Purchase and Delivery, Storage and Installation. All materials must be F.O.B.
delivered and included in the cost of the Work. The Contractor is solely responsible for the
purchase, delivery, off-loading and installation of all equipment and material(s). Contractor
must make all arrangement for delivery. Contractor is liable for replacing any damaged
equipment or material(s) and filing any and all claims with suppliers. All transportation must
comply with all federal, state (including FDOT), Miami-Dade County, and local laws, rules
and regulations. No materials will be stored on-site without the prior written approval of the
Village.
10.10. Substitutions. Substitution of any specified material or equipment requires the prior
written acceptance of the Project Consultant. It is the sole responsibility of the Contractor to
provide sufficient information and documentation to the Project Consultant to allow for a
thorough review and determination on the acceptability of the substitution. Approval of a
substitution does not waive or mitigate the Contractor's responsibility to meet the
requirements of the Contract Documents. The Village may require an adjustment in price
based on any proposed substitution.
Village of Key Biscayne, FL Contra ct No.: 2022- _ Page 17 of30
10 .11. U n satisfa ctory P erso n n el.
10 .11 .1. Contractor must at all times enforce strict discipline and good order among its
employees and subcontractors at the Project(s) site(s) and must not employ on any Work any
unfit person or anyone not skilled in the Work to which they are assigned.
10.11.2. The Village may make written request to the Contractor for the prompt removal and
replacement of any personnel employed or retained by the Contractor, or any or Subcontractor
engaged by the Contractor to provide and perform services or Work pursuant to the
requirements of the Contract Documents. The Contractor must respond to the Village within
five (5) calendar days of receipt of such request with either the removal and replacement of
such personnel or written justification as to why that may not occur. The Village will make
the final determination as to the removal of unsatisfactory personnel from the Work. The
Contractor agrees that the removal of any of such individual(s) does not require the
termination or demotion of said individual(s ).
10.12. Contract Modification.
10.12.1. Change Orders.
10.12.1.1. Without invalidating the Contract Documents, and without notice to any
Surety, the Village reserves the right to make increases, decreases or other changes in the
character or quantity of the Work under the Contract Documents as may be considered
necessary or desirable to complete the Work in a manner satisfactory to the Village. The
Village reserves the right to order changes, which may result in additions to or reductions
from the amount, type or value of the Work shown in the Contract, and which are within
the general scope of the Contract Documents, and all such changes will be authorized only
by a change order ("CO") approved in advance, and issued in accordance with provisions
of the Contract Documents.
10.12.1.2. For Contractor initiated change orders, the Contractor is required to provide
the Project Consultant with a detailed Request for Change Order ("RCO") in a form
approved by the Village, which must include the requested revisions to the Contract,
including, but not limited to, adjustments in the Contract Price and/or Contract Time. The
Contractor must provide sufficient supporting documentation to demonstrate the
reasonableness of the RCO. The Village may require Contractor to provide additional data
including, but not limited to, a cost breakdown of material costs, labor costs, labor rates
by trade, work classifications, and overhead rates to support the RCO. If applicable, the
RCO must include any schedule revisions accompanied by an explanation of the cost
impact of the proposed change. Failure to include schedule revisions in an RCO will be
deemed as the Contractor's acknowledgement that the changes included in an RCO will
not affect the project schedule.
10.12.1.3. Any modifications to the Contract Work, Contract Time, or Contract Price,
must be effectuated through a written CO executed by both parties.
10.12.1.4. In the event a satisfactory adjustment cannot be reached, and a CO has not
been issued, given that time is of the essence, the Village reserves the right, at its sole
Village of Key Biscayne, FL Contract No.: 2022- ------- Page 18 of30
option, to direct the Contractor to proceed on a time and materials basis or make such
arrangements as may be deemed necessary to complete the proposed additional Work at
the unit prices provided in the Contract Documents. Where the Village directs the
Contractor to proceed on a time and materials basis, the Contractor must maintain detailed
records of all labor and material costs including but not limited to payroll records and
material receipts. Contractor must demonstrate its costs with sufficient evidence to be
entitled to compensation from the Village.
10.12.2. Extension of Contract Time.
10.12.2.1. If the Contractor is delayed at any time during the progress of the Work
beyond the time frame provided for Final Completion by a delay beyond the reasonable
control of the Contractor, then the Contract Time shall be extended subject to the
following conditions:
10.12.2.1.1. The Contractor submits an RCO requesting the additional Contract
Time within five (5) calendar days after the Contractor knew or should have known
about the delay;
10.12.2.1.2. The cause of the delay arose after the issuance of the NTP and could
not have been anticipated by the Contractor through reasonable investigation before
proceeding with the Work;
10.12.2.1.3. The Contractor demonstrates that the completion of the Work will
actually be affected by the cause of the delay;
10.12.2.1.4. The delay cannot be avoided or mitigated by the exercise of all
reasonable precautions, efforts, and measures of the Contractor.
10.12.3. Continuing the Work
10.12.3.1. Contractor must continue to perform all Work under the Contract Documents
during all disputes or disagreements with Village, including disputes or disagreements
concerning an RCO. Contractor shall not delay any Work pending resolution of any
disputes or disagreements.
10.13. As-Built Drawings. During the Work, Contractor must maintain records of all
deviations from the Drawings as approved by the Project Consultant and prepare two copies of
As-Built Record Drawings showing correctly and accurately all changes and deviations made
during construction to reflect the Work as it was actually constructed. It is the responsibility of
the Contractor to check the As-Built Drawings for errors and omissions prior to submittal to the
Village and to certify in writing that the As-Built Record Drawings are correct and accurate,
including the actual location of all infrastructure, internal piping, and electrical/signal conduits in
or below the concrete floor (indicating the size, depth, and voltage in each conduit). To record
actual construction, Contractor must legibly mark on-site structures and site Work as follows:
10.13.1. Depths of various elements of foundation in relation to finish first floor datum.
Village of Key Biscayne, FL Contract No.: 2022- _ Page 19 of30
10 .13 .2. All underground piping and ductwork with elevations and dimensions and locations
of valves, pull boxes, etc. Changes in location. Horizontal and vertical locations of
underground utilities and appurtenances referenced to permanent surface improvements.
Actual installed pipe material, class, etc.
10.13.3. Location of internal utilities and appurtenances concealed in the construction,
referenced to visible and accessible features of the structure. Air conditioning ducts with
locations of dampers, access doors, fans and other items needing periodic maintenance.
10.13.4. Field changes in dimensions and details.
10.13.5. Changes made by Project Consultant's written instructions or by Change Order.
10.13.6. Details not on original Contract Drawings.
10.13.7. Equipment, conduit, electrical panel locations.
10.13.8. Project Consultant's schedule changes according to Contractor's records and shop
drawings.
10.14. Specifications and Addenda: Legibly mark each section to record:
10.14.1. Manufacturer, trade name, catalog number and Supplier of each product and item of
equipment actually installed.
10.14.2. Changes made by Project Consultant's written instructions or by Change Order.
10.15. Approved Shop Drawings: Provide record copies for each process, equipment, piping,
electrical system and instrumentation system.
10.15.1. As-built documents must be updated monthly as a condition precedent to payment.
A final survey signed and sealed by a surveyor must be provided to the Village at no additional
cost, including digital l (CAD and PDF) versions.
10.15.2. For construction of new building, or building additions, field improvements, and or
roadway improvements, as-built drawings must be signed and sealed by a Florida Licensed
Registered Land Surveyor.
10.16. Record Set. Contractor must maintain in a safe place one record copy and one permit
set of the Contract Documents, including, but not limited to, all Drawings, Specifications,
amendments, COs, RFis, and field directives, as well as all written interpretations and
clarifications issued by the Project Consultant, in good order and annotated to show all changes
made during construction. The record documents must be continuously updated by Contractor
throughout the prosecution of the Work to accurately reflect all field changes that are made to
adapt the Work to field conditions, changes resulting from COs and/or field directives as well as
all written interpretations and clarifications, and all concealed and buried installations of piping,
conduit and utility services. Contractor must certify the accuracy of the updated record
documents. The record documents must be clean, and all changes, corrections and dimensions
Village of Key Biscayne, FL Contract No.: 2022- _ Page 20 of 30
m u st b e g iven in a n eat an d leg ib le m ann er in red . U p o n F in al C o m p letio n an d as a co n d itio n
preceden t to C o ntra cto r's en titlem en t to fi n al p ay m en t, th e R eco rd Set m u st be deliv ered to th e
P roject C o n su lt an t by th e C o n tra cto r. T h e R eco rd Set o f D ra w in g m u st be su b m itt ed in b o th hard
cop y and as electro n ic p lo t fi les.
10.17. Maintenance of Traffic. Maintenance of Traffic ("MOT") must be performed in
accordance with the applicable FDOT Index Numbers (600 Series) and as further stated herein.
The manual on Uniform Traffic Control Devises for Streets and Highways (U.S. Department of
Transportation, FHW A), must be followed in the design, application, installation, maintenance
and removal of all traffic control devices, warning devices and barriers necessary to protect the
public and workmen from hazards with the Project limits. Pedestrian and vehicular traffic must
be maintained and protected at all times. Prior to commencement of the Work, Contractor must
provide the Village with a proposed MOT plan for review. The Village may require revisions to
the proposed MOT plan. The MOT plan must be updated by the Contractor every two weeks.
Failure to provide an MOT plan may result in the issuance of a stop work order. The Contractor
will not be entitled to additional Contract Time for delays resulting from its failure to provide the
required MOT plan.
10.18. Hurricane Preparedness. During such periods of time as are designated by the
United States Weather Bureau or Miami-Dade County as being a severe weather event, including
a hurricane watch or warning, the Contractor, at no cost to the Village, must take all precautions
necessary to secure any Work in response to all threatened storm events, regardless of whether
the Contractor has been given notice of same, in accordance with the Miami-Dade County Code.
Compliance with any specific severe weather event or alert precautions will not constitute
additional work. Suspension of the Work caused by a threatened or actual storm event, regardless
of whether the Village has directed such suspension, will entitle the Contractor to additional
Contract Time as non-compensable, excusable delay.
10.19. Mandated Federal Contract Conditions. In connection with the performance of
this Contract, Contractor acknowledges that compensation for the Work performed under
this Contract shall be partially funded using the Coronavirus State and Local Fiscal Recovery
Funds allocated to the Village pursuant to the American Rescue Plan Act. As such,
Contractor shall comply with all laws, rules, regulations, policies, and guidelines (including
any subsequent amendments to such laws, regulations, policies, and guidelines) required by
the American Rescue Plan Act, including, without limitation:
i.Uniform Administrative Requirements, Cost Principles, and Audit Requirements for
Federal Awards (2 CFR Part 200), as applicable;
ii.Interim Final Rule, which is incorporated by reference
iii.U.S. Department of the Treasury Coronavirus State and Local Fiscal Recovery Funds
Award Terms and Conditions (Assistance Listing Number 21.019), attached hereto as
Exhibit "D";
iv.Assurances of Compliance with Title VI of the Civil Rights Act of 1964, attached
hereto as Exhibit "E"; and
v.American Rescue Plan Act Coronavirus Local Fiscal Recovery Fund Agreement,'
which is incorporated by reference
Village of Key Biscayne, FL Contract No.: 2022- _ Page 21 of30
10.1 9.1. Title VI Requirements. Contractor acknowledges that the Village has certified or
will certify compliance with Title VI of the Civil Rights Act of 1964, in the form
attached hereto as Exhibit "E," to the U.S. Department of the Treasury. Towards that
end, Contractor shall ensure that performance of work in connection with this Contract
follows the certifications contained in Exhibit E, and shall also adhere to the following
provrsions:
10.19.1.1. The Contractor and its subcontractors, successors, transferees, and
assignees shall comply with Title VI of the Civil Rights Act of 1964, which
prohibits recipients of federal financial assistance from excluding from a
program or activity, denying benefits of, or otherwise discriminating against a
person on the basis of race, color, or national origin (42 U.S.C. § 2000d et seq.),
as implemented by the Department of the Treasury's Title VI regulations, 31
CFR Part 22, which are herein incorporated by reference and made a part of this
Contract. Title VI also includes protection to persons with "Limited English
Proficiency" in any program or activity receiving federal financial assistance, 42
U.S.C. § 2000d et seq., as implemented by the Department of the Treasury's
Title VI regulations, 31 CFR Part 22, and herein incorporated by reference and
made a part of this Contract.
10.19.1.2. Pursuant to 44 C.F.R. §§ 7 and 16, and 44 C.F.R. § 206.11, and that the
Contractor shall undertake an active program of nondiscrimination in its
administration of the Work under this Contract.
10.19.2. Americans with Disabilities Act Requirements. The Contractor agrees to comply
with the Americans with Disabilities Act (Public Law 101-336, 42 U.S.C. §§ 12101
et seq.), which prohibits discrimination by public and private entities on the basis of
disability in employment, public accommodations, transportation, State and Local
government services, and telecommunications. Additionally, Contractor agrees to
comply with Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. §§ 3601),
which prohibits discrimination against individuals on the basis of discrimination
under any program or activity under this Contract.
10.19.3. Age Discrimination Act of1975. Contractor shall comply with the requirements
of 42 U.S.C. §§ 6101 et seq., as amended, and the Treasury's implementing
regulations (31 CFR Part 23), which prohibits the discrimination on the basis of age
in programs or activities under this Contract.
Village of Key Biscayne, FL Contract No.: 2022- _ Page 22 of30
10.19.4. Protections for Whistleblowers.
10.19.4.1. In accordance with 41 U.S.C. § 4712, Contractor may not discharge,
demote, or otherwise discriminate against an employee in reprisal for
disclosing to any of the list of persons or entities provided below, information
that the employee reasonably believes is evidence of gross mismanagement of
a federal contract or grant, a gross waste of federal funds, an abuse of authority
relating to a federal contract or grant, a substantial and specific danger to
public health or safety, or a violation of law, rule, or regulation related to a
federal contract (including the competition for or negotiation of a contract) or
grant.
10.19.4.2. The list of persons and entities referenced in the paragraph above includes
the following:
1. A Member of Congress or a representative of a committee of Congress.
ii. An Inspector General.
u1. The Government Accountability Office.
iv. A Federal employee responsible for contract or grant oversight or
management at the relevant agency.
v. An authorized official of the Department of Justice or other law
enforcement agency.
v1. A court or grand jury.
vu. A management official or other employee of the contractor,
subcontractor, the State of Florida, or the Village who has the
responsibility to investigate, discover, or address misconduct.
10.19.4.3. The Contractor shall inform its employees in writing of the rights and
remedies provided under this section, in the predominant native language of
the workforce.
10.19.5. Seat Belts Required. Pursuant to Executive Order 13043, 62 FR 19217, Contractor
shall adopt and enforce policies or programs that require employees to use seat belts
while operating or traveling on vehicles owned, rented, or personally owned by the
Contractor and its employees while performing the Work.
10.19.6. Texting While Driving Ban. Pursuant to Executive Order 13513, 74 FR 51225,
Contractor shall adopt and enforce policies that ban text messaging while driving and
workplace safety policies designed to decrease accidents caused by distracted drivers.
10.19.7. Publication. Contractor shall obtain approval from the Village in writing prior to
issuing any publications in connection with this Contract. If approved by the Village, the
Contractor shall include the following language in any and all publications issued:
"This Project is funded in part by federal award number (FAIN) FLO 152
awarded to the Village of Key Biscayne by the U.S. Department of the
Treasury."
V illage of K ey B iscayne, FL C ontra ct N o.: 2022- _ Page 23 of 30
10.20. Compliance with Uniform Administrative Requirements, Cost Principles, and
Audit Requirements for Federal Awards (2 CFR Part 200). In accordance with the
Interim Final Rule and other guidelines provided in connection with the American Rescue
Plan Act, Contractor shall be subject to the federal Uniform Administrative Requirements,
Cost Principles, and Audit Requirements for Federal Awards under 2 CFR Part 200,
including, but not limited to:
10.20.1. Equal Employment Opp ortunity Compliance. During the performance of this
Contract, the Contractor agrees as follows:
(1) The Contractor will not discriminate against any employee or applicant for
employment because of race, color, religion, sex, sexual orientation, gender
identity, or national origin. The Contractor will take affirmative action to ensure
that applicants are employed, and that employees are treated during employment
without regard to their race, color, religion, sex, sexual orientation, gender
identity, or national origin. Such action shall include, but not be limited to the
following:
a. Employment, upgrading, demotion, or transfer; recruitment or recruitment
advertising;
b. layoff or termination;
c. rates of pay or other forms of compensation; and
d. selection for training, including apprenticeship
The Contractor agrees to post in conspicuous places, available to employees and
applicants for employment, notices to be provided setting forth the provisions of
this nondiscrimination clause.
(2) The Contractor will, in all solicitations or advertisements for employees placed by
or on behalf of the Contractor, state that all qualified applicants will receive
consideration for employment without regard to race, color, religion, sex, sexual
orientation, gender identity, or national origin.
(3) The Contractor will not discharge or in any other manner discriminate against any
employee or applicant for employment because such employee or applicant has
inquired about, discussed, or disclosed the compensation of the employee or
applicant or another employee or applicant. This provision shall not apply to
instances in which an employee who has access to the compensation information
of other employees or applicants as a part of such employee's essential job
functions discloses the compensation of such other employees or applicants to
individuals who do not otherwise have access to such information, unless such
disclosure is in response to a formal complaint or charge, in furtherance of an
investigation, proceeding, hearing, or action, including an investigation conducted
by the employer, or is consistent with the Contractor's legal duty to furnish
information.
(4) The Contractor will send to each labor union or representative of workers with
which he has a collective bargaining agreement or other contract or understanding,
Village of Key Biscayne, FL Contract No.: 2022- _ Page 24 of30
a notice to be pro vided advising the said labor unio n or w ork ers' representativ es
of the C ontra ctor's com m itm ents under this section , and shall post cop ies of the
notice in conspicuous places available to em ploy ees and applicants fo r
em ploym ent.
(5) T he C ontra ctor w ill com p ly w ith all pro visions of E xecutiv e O rder 1124 6 of
Septem ber 24, 19 65, and of the ru les, regulations, and relevant orders of the U .S .
Secretary of L abor.
(6) T he C ontra ctor w ill fu rn ish all info rm ation and rep ort s req u ired by E xecutive
O rder 112 46 of Septem ber 24, 19 65, and by ru les, regu lation s, and orders of the
Secreta ry of L abor, or pursuant thereto, and w ill perm it access to his boo k s,
records, and accounts by the adm inistering agency an d the U.S . S ecretary of L abor
fo r purposes of investigation to ascert ain com pliance w ith such rules, reg ulations,
and orders.
(7) In the event of the C ontra ctor's noncom p liance w ith the non discrim in atio n cl auses
of this contra ct or w ith any of the said ru les, regulation s, or orders, this contract
m ay be canceled, term inated, or suspended in w hole or in part and the C o ntra ctor
m ay be decl ared ineligible fo r fu rt her G overnm ent contra cts or fe d erally assisted
constru ction contra cts in accordance w ith pro cedures autho rized in E x ecutiv e
O rder 11246 of Septem ber 24, 19 65, and such other sanction s m ay be im p osed
and rem edies invoked as pro vided in E xecutive O rder 1124 6 of S eptem ber 24 ,
1965, or by ru le, regulation, or order of the U.S . S ecretary of L abor, or as
otherw ise pro vided by law .
(8) T he C ontra ctor w ill incl ude the port ion of the sentence im m ed iately p recedin g
para gra ph (1 ) and the pro visions of para gra phs (1) thro ugh (8) in ev ery
subcontract or purchase order unless exem pted by ru les, regu latio n s, or orders of
the U.S . Secretary of L abor issued pur suant to section 204 of E x ecutiv e O rder
11246 of Septem ber 24, 19 65, so that such pro visio n s w ill be binding upon each
subcontra ctor or vendor. T he C ontra ctor w ill take such action w ith respect to any
subcontra ct or purchase order as the adm inistering ag ency m ay direct as a m eans
of enfo rcing such pro visions, incl uding sanctions fo r non com p liance: P ro vid ed,
how ever, that in the event a C ontra ctor becom es invo lv ed in , or is threatened w ith,
litigation w ith a subcontra ctor or vendor as a result of such directio n by the
adm inistering agency, the C ontra ctor m ay request th e U n ited States to enter into
such litigation to pro tect the interests of the U nited States.
10 .20.2. Contract Work Hours and Safety Standards Act Compliance. During the
performance of this Contract, the Contractor shall comply with the provisions of the
Contract Work Hours and Safety Standards Act (40 U.S.C. 3701 through 3708),
including as follows:
10.20.2.1. Ov ertime requirements. No Contractor or subcontractor contracting
for any part of the Contract Work which may require or involve the employment
of laborers or mechanics shall require or permit any such laborer or mechanic in
Village of Key Biscayne, FL Contract No.: 2022- _ Page 25 of 30
any w orkw eek in w hich he or she is em ployed on such w ork to w ork in excess of
fo rty hours in such w orkw eek unless such laborer or m echanic receives
com pensation at a ra te not less than one and one-halftim es the basic rate of pay fo r
all hours w orked in excess of fo rt y hours in such w orkw eek.
l O .20 .2 .2. Violation; liability for unpaid wages; liquidated damages. In the event
of any violation of the clause set forth in paragraph (1) of this section the Contractor
and any subcontractor responsible therefor shall be liable for the unpaid wages. In
addition, such Contractor and subcontractor shall be liable to the United States, for
liquidated damages. Such liquidated damages shall be computed with respect to
each individual laborer or mechanic, including watchmen and guards, employed in
violation of the clause set forth in paragraph (1) of this section, in the sum of $10
for each calendar day on which such individual was required or permitted to work
in excess of the standard workweek of forty hours without payment of the overtime
wages required by the clause set forth in paragraph (1) of this section.
10.20.2.3. Withholding for unpaid wages and liquidated damages. The Village
shall upon its own action or upon written request of an authorized representative
of the U.S. Department of Labor withhold or cause to be withheld, from any
moneys payable on account of work performed by the Contractor or subcontractor
under any such contract or any other Federal contract with the same Contractor, or
any other federally-assisted contract subject to the Contract Work Hours and Safety
Standards Act, which is held by the same Contractor, such sums as may be
determined to be necessary to satisfy any liabilities of such Contractor or
subcontractor for unpaid wages and liquidated damages as provided in the clause
set forth in paragraph (2) of this section.
10.20.2.4. Subcontracts. The Contractor or subcontractor shall insert in any
subcontracts the clauses set forth in paragraph (1) through ( 4) of this section and
also a clause requiring the subcontractors to include these clauses in any lower tier
subcontracts. The Contractor shall be responsible for compliance by any
subcontractor or lower tier subcontractor with the clauses set forth in paragraphs
(1) through (4) of this section.
10.20.3. Clean Air Act Compliance. During the performance of this Contract, the Contractor
shall comply with the provisions of Clean Air Act (42 U.S.C. § 7401 et seq., as amended)
and specifically agrees as follows:
I 0.20.3 .1. The Contractor agrees to comply with all applicable standards, orders or
regulations issued pursuant to the Clean Air Act, as amended, 42 U.S.C.§ 7401 et
seq.
10.20.3 .2. The Contractor agrees to report each violation to the Village and understands
and agrees that the Village will, in turn, report each violation as required to assure
notification to the Environmental Protection Agency Region 4 (Southeast) Office.
Village of Key Biscayne, FL Contract No.: 2022- _ Page 26 of 30
1 0 .2 0 .3 .3 . T h e C o n t ra c t o r a g r e e s to in cl u d e th e s e r e q u ir e m e n ts in e a c h s u b c o n tra c t
e x c e e d in g $1 0 0 ,0 0 0 fi n a n c e d in w h o le o r in p a rt w ith F e d e ra l a s s is ta n c e in
c o n n e c t io n w it h th is C o n t ra c t.
1 0 .2 0 .4 . Federal Water Pollution Control Act Compliance. During the performance of this
Contract, the Contractor shall comply with the provisions of Federal Water Pollution
Control Act (33 U.S.C. § 1251 et seq., as amended) and specifically agrees as follows:
10.20.4.1. The Contractor agrees to comply with all applicable standards, orders or
regulations issued pursuant to the Federal Water Pollution Control Act, as
amended, 33 U.S.C. 1251 et seq.
10.20.4.2. The Contractor agrees to report each violation to the Village and understands
and agrees that the Village will, in turn, report each violation as required to assure
notification to the Environmental Protection Agency Region 4 (Southeast) Office.
10.20.4.3. The Contractor agrees to include these requirements in each subcontract
exceeding $100,000 financed in whole or in part with Federal assistance m
connection with this Contract.
10.20.5. Suspension and Debarment Compliance. During the performance of this Contract,
the Contractor warrants that Contractor or its subcontractors are not debarred, suspended
or otherwise ineligible for contract awards under Executive Orders 12549 and 12689.
Contractor shall comply with the following provisions:
10.20.5.1. This Contract is a covered transaction for purposes of 2 C.F.R. pt. 180, the
U.S. Department of the Treasury's implementing regulations at 31 CFR Part 19,
and 2 C.F.R. pt. 3000. As such the Contractor is required to verify that none of the
Contractor, its principals ( defined at 2 C.F .R. § 180.995), or its affiliates ( defined
at 2 C.F.R. § 180.905) are excluded (defined at 2 C.F.R. § 180.940) or disqualified
(defined at 2 C.F.R. § 180.935).
10.20.5.2. The Contractor must comply with 2 C.F.R. pt. 180, subpart C and 2 C.F.R. pt.
3000, subpart C and must include a requirement to comply with these regulations
in any lower tier covered transaction it enters into.
10.20.5 .3. This certification is a material representation of fact relied upon by the Village.
If it is later determined that the Contractor did not comply with 2 C.F.R. pt. 180,
subpart C and 2 C.F.R. pt. 3000, subpart C, in addition to remedies available to the
Village, the Federal Government may pursue available remedies, including but not
limited to suspension and/or debarment.
10.20.5.4. The Contractor agrees to comply with the requirements of 2 C.F.R. pt. 180,
subpart C and 2 C.F.R. pt. 3000, subpart C throughout the period of this Contract.
The Contractor further agrees to include a provision requiring such compliance in
its lower tier covered transactions.
10.20.5.5. Contractor certifies that they:
V illage of K ey B iscayne, FL Contract No.: 2022- _ Page 27 of30
1. Are not presently debarred, suspended, proposed for debarment, declared
ineligible, or voluntarily excluded from covered transactions by a Federal
department or agency;
11. Have not, within a five (5)-year period preceding this proposal, been
convicted of or had a civil judgment rendered against them for fraud or a
criminal offense in connection with obtaining, attempting to obtain, or
performing a public (Federal, State or Local) transaction or contract under
public transaction; violation of Federal or State antitrust statutes or
commission of embezzlement, theft, forgery, bribery, falsification or
destruction of records, making false statements, or receiving stolen
property.
HI. Are not presently indicted or otherwise criminally or civilly charged by a
governmental entity (Federal, State or Local); and
1v. Have not, within a five (5)-year period preceding this Contract, had one or
more public transactions (Federal, State or Local) terminated for cause or
default. If the Contractor is unable to obtain and provide such certification,
then the Contractor shall attach an explanation to this Contract as to why
not.
10.20.6. Byrd Anti-Lobbying Amendment (31 USC. § 1352. as amended). During the
performance of this Contract, the Contractor and its subcontractors shall comply with
the provisions of the Byrd Anti-Lobbying Amendment (31 U.S.C. § 1352, as amended).
Specifically, Contractor represents and warrants as follows:
10.20.6.1. No Funds received by the Contractor under this Contract have been paid or
will be paid, by or on behalf of the Contractor, to any person for influencing or
attempting to influence an officer or employee of any agency, a member of
Congress, an officer or employee of Congress, or an employee of a member of
Congress in connection with the awarding of any Federal contract, the making
of any Federal grant, the making of any Federal loan, the entering into of any
cooperative agreement, and the extension, continuation, renewal, amendment,
or modification of any Federal contract, grant, loan, or cooperative agreement.
I 0.20.6.2. If any monies, other than Funds received by Contractor under this Contract,
have been paid or will be paid to any person for influencing or attempting to
influence an officer or employee of any agency, a Member of Congress, an
officer or employee of Congress, or an employee of a Member of Congress in
connection with this Federal contract, grant, loan or cooperative agreement, the
Contractor shall complete and submit Standard Form-LLL, "Disclosure of
Lobbying Activities," in accordance with its instructions.
10.20.6.3. The Contractor shall require that this certification be included in the award
documents for all subawards at all tiers (including delay, subgrants, and
contracts under grants, loans, and cooperative agreements) and that all such sub-
recipients shall certify and disclose accordingly.
10.20.6.4. This certification is a material representation of fact upon which reliance
was placed when this transaction was made or entered into. Submission of this
certification is a prerequisite for making or entering into this transaction imposed
by the Byrd Anti-Lobbying Amendment (31 U.S.C. 1352). Any person who fails
Village of Key Biscayne, FL Contract No.: 2022- _ Page 28 of30
to fil e th e req u ired cert ifi catio n sh a ll be su bject to a civ il p en alt y o f n o t less th an
$10 ,0 0 0 an d n o t m o re th an $10 0 ,0 0 0 fo r each su ch fa ilu re.
10 .2 0 .7 . Procurement o(Recovered Materials. Contractor shall comply with the provisions
of 2 C.F.R.323, including Section 6002 of the Solid Waste Disposal Act. Towards that
end, in the performance of this Contract, the Contractor shall make maximum use of
products containing recovered materials that are EPA-designated items, unless the
product cannot be acquired: (1) competitively within a timeframe providing for
compliance with the contract performance schedule; (2) meeting contract performance
requirements; or (3) at a reasonable price.
Information about this requirement, a!Oong with the list of EPA-designated items, is
available at EPA' s Comprehensive Procurement Guidelines web site,
https://www.ecfr.gov/current/title-40/part-247
. :c ',{i:L} ;
10.20.8. Domestic Preferenee'sr,Jffof -Prox:ure,ments. To the greatest extent practicable,
Contractor and its sub~~Wt~~~tors shall):,rpvide preference forthep urchase, acquisition,
or use of goods, produV,ts, or materials pr9puced in the United States, in accordance with
2 CFR 200.322, "Doll\estic~preferences for procurements."
' l. \ .... " .~ j ' ..... '
10.20.9. 2 CFR Subpart F ,:.,:A,udit_·Requ:irements. Contractor shall assist the Village in
complying with the au'cli(f~9}!~r~h,i-ents under 2 CFR Subpart F - Audit Requirements
("Federal Audit Provisions") a~Cilthe reporting requirements of the U.S. Department of
the Treasury's Interim Final Rule, as amended, and other guidelines issued in connection
with the American Rescue Plan Act.
10.20.9.1. Contractor shall assist the Village in complying with the Federal Audit
Provisions by providing the Village, the State of Florida, the U.S. Department of
the Treasury, the Treasury Office of the Inspector General, the Government
Accountability Office, or other federal government entities, and any of their duly
authorized representatives, access to personnel, accounts, books, records,
supporting documentation, and other information relating to the performance of
the Contract or the Work ("Documentation") necessary to complete federal audits.
Contractor shall promptly assist the Village in the event Documentation must be
supplemented to address audit findings or other federal inquiries.
10.20.9.2. Contractor shall keep all Documentation up-to-date throughout the
performance of this Contract and the Work. Contractor shall provide the Village
with all Documentation for each fiscal year by October 1 of each year or within
five days of the completion of the Work, whichever occurs first. Contractor shall
assist the Village in complying with additional guidance and instructions issued by
the U.S. Department of the Treasury governing the reporting requirements for the
use of American Rescue Plan Act Coronavirus State and Local Fiscal Recovery
Funds.
[Remainder of page intentionally left blank.
Signature pages follow.]
Village of Key Biscayne, FL Contract No.: 2022- _ Page 29 of30
IN W IT N E S S W H E R E O F , the parties hereto have caused this Contract to be executed the day
and year as first stated above.
VILLAGE OF KEY BISCAYNE CONTRACTOR
s~ C w~;t,
By: _
Steven C. Williamson
Village Manager
Attest:
By: _
Name: And riw A Beruvides
Title: Manager
\
Approved as to form and legal sufficiency;
By:Chad fried man (Feb 9, 2022 22:51 EST)
Weiss Serota Reifman Cole & Bierman,
P.L.
Village Attorney
Addresses for Notice:
Village of Key Biscayne
Attn: Village Manager
88 West McIntyre Street
Key Biscayne, FL 33149
305-365-5514 (telephone)
305-365-8936 (facsimile)
swilliamson@keybiscayne.fl.gov ( email)
With a copy to:
Weiss Serota Reifman Cole & Bierman,
P.L.
Attn: Chad Friedman, Esq.
Village of Key Biscayne Attorney
2525 Ponce de Leon Boulevard, Suite 700
Coral Gables, FL 33134
cfriedman@wsh-law.com ( email)
Addresses for Notice:
Restate Construction LLC
Attn: _
407 Lincoln Road
Suite 2H
Miami Beach, FL 33139
__________ (telephone)
___________ (email)
With a copy to:
___________ (telephone)
___________ (email)
Village of Key Biscayne, FL Contract No.: 2022- ------ Page 30 of30
EXHIBIT A
Village of Key Biscayne Public Works Department Plans
Village of Key Biscayne, FL Contract No.:2022- _ Exhibit A
GENERAL NOTES
1. ALL PHASES OF SIT E WORK FOR THIS PROJECT
SHALL MEET OR EXCEED THE OWNER I DEVEL OPER
SIT E WORK SPECIFICATI ONS.
2. CONTRACTOR TO COORDINATE ALL WORK WIT H
VIL LAGE OF KEY BISCAYNE PUBLI C WORKS AND
PARKS, RECREATI ON, AND OPEN SPACES
DEPARTMENTS.
3. CONTR ACTOR SHALL VERIF Y THE EXACT LOCATI ON
OF ALL EXISTI NG TREES. STRUCTU RES, &
UTILITIES WHICH MAY OR MAY NOT BE SHOWN ON
THE PLANS.
4. THE CONTRACTOR VlllL BE HELD SOLELY
RESPONSIBLE FOR AND SHALL TAKE ALL
PRECAUTIONS NECESSARY TO AVOID PROPERTY
DAMAGE TO ADJACENT PROPERTIES DURING THE
CONSTRUCTION PHASES OF THIS PROJECT.
4. THE LOCATION & SIZE OF ALL EXISTING UTILITIES
SHOWN ON THESE DRAWINGS ARE APPROXIMATE
AND BASED ON THE AVAILABLE INFORMATION.
ADDITIONAL UTILITIES MAY EXIST WHICH ARE NOT
SHOWN ON THESE DRAWfNGS. THE CONTRACTOR
SHALL VERIFY ALL UTILITIES BY ELECTRONIC
METHODS AND I OR BY HAND EXCAVATION IN
COORDINATION WITH ALL UTILITY COMPANIES PRIOR
TO BEGINNING ANY CONSTRUCTION OPERATION.
5. THE CONTRACTOR SHALL TAKE ADEQUATE
MEASURES TO ENSURE SAFETY WHEN WORKING
VI/THIN THE VICINITY OF OVERHEAD ELECTRICAL,
TELEPHONE & OTHERLINES. PROPER COORDINATION
VI/TH JURISDICTIONAL AUTHORITIES SHALL BE
UNDERTAKEN AS APPLICABLE.
6. THE CONTRACTOR SHALL NOT LEAVE EXCAVATED
TRENCHES OPEN, UNCOVERED OR EXPOSED AT THE
END OF THE WORKING DAY, WEEKENDS, HOLIDAYS
OR OTHER TIMES WHEN CONSTRUCTION IS
STOPPED.
7. SAFETY NOTICE TO THE CONTRACTOR:
IN ACCORDANCE WITH GENERALLY ACCEPTED
CONSTRUCTION PRACTICES, THE CONTRACTOR
SHALL BE SOLELY AND COMPLETELY RESPONSIBLE
FOR CONDITIONS OF THE JOB SITE, INCLUDING
SAFETY OF ALL PERSONS AND PROPERTY DURING
PERFORMANCE OF THE WORK. THIS REQUIREMENT
VI/LL APPLY CONTINUOUSLY AND NOT BE LIMITED
TO NORMAL WORKING HOURS. ANY CONSTRUCT/ON
OBSERVATION BY THE VILLAGE STAFF OF THE
CONTRACTOR'S PERFORMANCE f5 NOT INTENDED TO
INCLUDE REVIEW OF THE ADEQUACY OF THE
CONTRACTOR'S SAFETY MEASURES IN, ON OR NEAR
THE CONSTRUCTION SITE.
8. THE CONTRACTOR SHALL EXERCISE EXTREME
CAUTION WHILE WORKING IN AREAS NEAR EXISTING
STRUCTURES AND UTILITIES. THE CONTRACTOR
SHALL REPAIR OR PAY FOR ANY DAMAGES MADE TO
EXISTING STRUCTURES AND UTILITIES. (INCLUDING
IRRIGATION LINES, ELECTRIC LINES, WATER AND
SEWER ETC.)
9. ALL DfSTURBED AREAS SHALL BE DRESSED,
GRADED, FERTILIZED, MULCHED AND MAINTAfNED
UNTIL A PERMANENT VEGETATIVE COVER IS
ESTABLISHED.
10.THE CONTRACTOR SHALL OBTAIN ALL PERMITS
NECESSARY TO COMPLETE THE CONSTRUCTION AND
ALL WORK SHALL BE DONE IN ACCORDANCE WITH
PERMIT CONDfTIONS.
I I.ANY UNSUITABLE MATERIAL ENCOUNTERED SHALL
BE REMOVED FROM THE SITE. EXCESS SUITABLE
FILL MATERIAL SHALL BE STOCKPILED ON-SITE AT
A LOCATION TO BE DETERMINED BY THE VILLAGE.
THE CONTRACTOR SHALL BE RESPONSIBLE FOR
THE REMOVAL OF ALL UNSUITABLE MATERIAL AND
REPLACEMENT VI/TH STRUCTURAL FILL OR
SUfTABLE BACKFILL MATERIAL.
12.THE CONTRACTOR JS RESPONSIBLE FOR EDGING OF
GRASS NEAR PAVEMENT WHERE NEEDED PRIOR TO
ANY WORK.
13.THE CONTRACTOR SHALL SUBMIT SHOP DRAWINGS
FOR ASPHALT AND CONCRETE PAVEMENT TO THE
ENGINEER FOR REVIEW.
14.CONTRACTOR SHALL CONTACT SUNSHINE STATE
ONE CALL 81 I AT LEAST 48 HOURS PRIOR TO
PERFORMING ANY EXCAVATION I DIGGING TO
VERIFY THE EXACT LOCATION OF EXISTING
UTILITIES.
JS.CONTRACTOR SHALL ADHERE TO THE VILLAGE OF
KEYBISCAYNE'S NOISE ORDINANCE, CHAPTER 17
WHICH PROHIBITS EXCAVATION & CONSTRUCTION
OUTSIDE OF THE FOLLOl'IING PERMITTED HOURS:
7:00 A.M. TO 6:30 P.M. ON MONDAY,
TUESDAY, WEDNESDAY,
THURSDAY AND FRIDAY.
6· LI/IE ROCK BA.SE cOnPACTEO
rOArJENSlrYOf98•l,
I?' HIN. ST/.BIUZED SUBGRADE
FULL PlfPTH PA C:E 1[& \'T HEPA TN &:rA/L ,v:s:
VILLAGE OF KEY BISCAYNE
DEPARTMENT OF PUBLIC WORKS
G.eNEHAL NOT.eS ANLJ LJ;f?;<JILS
L E G E N D
!illm FULL DEPTH PAVEMENT REPAIR
1" MILL AND RESURFACING WITH TYPE
5-111 ASPHALTIC CONCRETE
Sunshine®
ceu 811 or visit su nshlne811.com two full
busines s days before digging to ha ve
burled facllltles located an d marked.
Ctlc(;k.po$1tiverosponso«>de, before you dig/
GRAPHIC SCALE
i T T
( IN FEET )
HORIZ. 1 inch "" 100 fl.
VILLAGE OF KEY BISCAYNE
DEPARTMENT OF PUBLIC WORKS
IIOAD NO f/N/\NC/lll PROJECT ID PL.4.N
2 OF 3
LE GE ND
B!mJ FULL DEPTH PAVEMENT REPAIR
1" MILL AND RESURFACING WITH TYPE
5-111 ASPHALT/( CONCRETE
SUnshln9®
Call 811 or visit sunshlne811.com two full
busineu days before digging to have
burled tecmnes located and marked.
Ch«kpos/tJveteSpQmetodesbC!foreyoudigl
GRAPHIC SCALE
i T 'j
( IN FEET )
HORIZ. 1 inch .,, 100 ft..
VILLAGE OF KEY BISCAYNE
DEPARTMENT OF PUBLIC WORKS
IIM0/10 COU/iTr flliAliCIAf.PIIOJCCT/D PLAN
EXHIBITB
Contractor's Proposal
Village of Key Biscayne, FL Contract No.:2022- _ Exhibit B
- -- -----------------------------
November 16, 2021
To: Village of Key Biscayne.
Thank you for choosing Restate Construction LLC. for your Construction & Engineering needs.
Restate is pleased to submit this proposal to provide Construction services for the project site
listed below.
Scope of Work for VILLAGE GREEN INTERIOR SIDEWALK RENOVATION for the site
listed below as requested by The City of Key Biscayne.
(1TB NO. 2022-01 ).
This proposal is based on the information provided by The City of Key Biscayne on 10/28/21 and
per Provided Plans.
Project Includes: (Refer to Exhibit A for Details)
• General Requirements.
o Permits Fee's & Expediting.
o Project Management.
• Mobilization and Demobilization.
• Maintenance of Traffic.
• Milling and Overlay 1" of Asphalt as per provided plans.
• Full Depth Pavement Reconstruction as specified on the provided plans.
• MOT.
• AH Machinery & Personnel to properly perform this work.
Total Lump Sum Price: $61,172.00
Sixty-One Thousand One Hundred Seventy-Two.
Please contact me directly with any questions, clarifications or concerns.
Sincerely,
Andriw A. Beruvides
786-531-2987
407 Lincoln Rd Suite 2H, Miami Beach FL 33139 • Phone: 786-531-2987 • andriw@restategroup corn
FORM CD
COMPANY DECLA RATION FORM
I certify that any and all information contained in this Response is true. I certify that this Response is made
without prior understanding, agreement, or connections with any corporation, firm or person submitting a
Response for the same materials, supplies, equipment, or services and is in all respects fair and without
collusion or fraud. I agree to abide by all terms and conditions of the solicitation and certify that I am ~
authorized to sign for the Respondent's firm. Please print the following and sign your name:
FIR M N A M E
P R IN C IP A L B U S IN E S S A D D R F E S S
T EL E P H O N E FA C S IM IL E
EM A IL A D D R E S S
t./u ... 3t 23&, 30
FE D E R A L I.D . N O .
O R S O C IA L S E C U R ITY N U M B E R
MUNICIPAL BUSINESS TAX RECEIPT
OR OCCUPATIONAL LICENSE NO.
NAME
Form CD
CERTIFICATE OF AUTHORITY (IF CORPORATION)
HEREBY CERTIFY that at a meeting of the Board of Directors of
f2a.s~ ~~/Jo,,lLL
State of _.rl.......:.Z;;.,__ __ _, held on the ~ay of CJ;/p l,,tr
(Name) MrJk; ~
• a corporation organized and existing under the laws of the
adopted authorizing
• '"'l.( a resolution was duly passed and
as (Title) ~v of the
corporation to execute bids on behalf of the corporation and providing that his/her execution thereof. attested
by the secretary of the corporation. shall be the official act and deed of the corporation. I further certify that
said resolution remains in full force and effect.
IN WITNESS WHEREOF, I have hereunto set my hand this~ day of k:J"-4-/_,.,, 20 7/ .
Secretarv Pi~;
Print Name:-~~---'---=--"'-------
Pr~sldent~
Print Name:~--+-------~---~~~-
CERTIFICATE OF AUTHORITY (IF PARTNERSHIP)
HEREBY CERTIFY that at a meeting of the Partners of
________________ __, a partnership organized and existing under the laws of the
State of-----~ held on the _day of ___, a resolution was duly passed and adopted
authorizing (Name) as (Title) of the to execute bids on
behalf of the partnership and provides that his/her execution thereof. attested by a partner. shall be the official
act and deed of the partnership.
I further certify that said partnership agreement remains in full force and effect.
IN WITNESS WHEREOF. I have hereunto set my hand this__. day of 20 __ .
Partner: _
Print Name: _
Partner: -------------
Print Name: _
Form COA
C ER TIF ICA T E O F A UT H O R ITY (IF IN D IV ID U A L)
I HEREBY CERTIFY that, I (Name) __, individually and doing business as
(d/b/a) {If Applicable) have executed and am
bound by the terms of the Bid to which this attestation is attached.
IN WITNESS WHEREOF, I have hereunto set my hand this_, day of 20 __ .
Signed: _
Print: _
In the presence of:
Witness #1:
Witness#2:
Print:
Form COA
ACKNOW LEDGM ENT
State of £~CA.
County of t'.)j0w1 ; - naJ...
On this \ \t:' day of _V\c) ..._, ... ~ b,u=- ___,. 20..11, before me the undersigned.
personally appeared M.~ ~ l.tJ'tY1o.-l:, whose name(s) is/are
subscribed to the within instrument. and he/she/they acknowledge that he/she/they executed it.
Witness my hand and official seal:
Notary Public (Print, Stamp, or Type as Commissioned)
Personally known to me; or
___ Produced identification (Type of Identification: ~
___ Did take an oath; or
___ Did not take an oath
Form COA
EXHIBIT C
NOTI CE TO PROCEED
Dated:-------~ 2022
To: REST A TE CONSTRUCTION; andriw@RestateGroup.com
Project Name: VILLAGE OF KEY BISCAYNE VILLAGE GREEN INTERIOR SIDEWALK
RENOVATION PROJECT
Contract No.:
You are hereby notified that the Contract Times under the above Contract will commence to run on
_____ , 2022. By that date, you are to start performing your obligations under the Contract
Documents. In accordance with Article 2 of the Contract, the dates of Substantial Completion and
completion and readiness for final payment are , 2022 and _
2022, __ / __ days respectively.
Before you may start any Work at the site, Article 6 provides that you must deliver to the Village'----
check here if applicable, with copies to and other identified additional insureds)
Certificates of Insurance in accordance with the Contract Documents.
In addition, before you may start any Work at the site, you must: (add any additional requirements)
VILLAGE OF KEY BISCAYNE
By: _
Procurement Officer
ACCEPTANCE OF NOTI CE TO PROCEED
RESTATE CONSTRUCTION
By: _
Name: _
Title: _
Date: _
Village of Key Biscayne, FL Contract No. :2022- -------- ExhibitC
EXHIBITD
U.S. Department of the Treasury
Coronavirus State and Local Fiscal Recovery Funds
Award Terms and Conditions (Assistance Listing Number 21.019)
Village of Key Biscayne, FL Contract No.: 2022- _ ExhibitD
U.S. D EPA RTM EN T OF TH E TRE A SU R Y
C O RO N A V IR U S LO C A L FISC AL RE C O V ER Y FUN D
A W A RD TERM S A N D C O N D ITI O N S
1. Use of Funds.
a. Recipient understands and agrees that the funds disbursed under this award may only be used
in compliance with section 603(c) of the Social Security Act (the Act), Treasury's
regulations implementing that section, and guidance issued by Treasury regarding the
foregoing.
b. Recipient will determine prior to engaging in any project using this assistance that it has the
institutional, managerial, and financial capability to ensure proper planning, management,
and completion of such project.
2. Period of Performance. The period of performance for this award begins on the date hereof and
ends on December 31, 2026. As set forth in Treasury's implementing regulations, Recipient
may use award funds to cover eligible costs incurred during the period that begins on March 3,
2021, and ends on December 31, 2024.
3. Reporting. Recipient agrees to comply with any reporting obligations established by Treasury
as they relate to this award.
4. Maintenance of and Access to Records
a. Recipient shall maintain records and financial documents sufficient to evidence compliance
with section 603(c) of the Act, Treasury's regulations implementing that section, and
guidance issued by Treasury regarding the foregoing.
b. The Treasury Office of Inspector General and the Government Accountability Office, or
their authorized representatives, shall have the right of access to records ( electronic and
otherwise) of Recipient in order to conduct audits or other investigations.
c. Records shall be maintained by Recipient for a period of five (5) years after all funds have
been expended or returned to Treasury, whichever is later.
5. Pre-award Costs. Pre-award costs, as defined in 2 C.F.R. § 200.458, may not be paid with
funding from this award.
6. Administrative Costs. Recipient may use funds provided under this award to cover both direct
and indirect costs.
7. Cost Sharing. Cost sharing or matching funds are not required to be provided by Recipient.
8. Conflicts of Interest. Recipient understands and agrees it must maintain a conflict of interest
policy consistent with 2 C.F.R. § 200.31 S(c) and that such conflict of interest policy is
applicable to each activity funded under this award. Recipient and subrecipients must
disclose in writing to Treasury or the pass-through entity, as appropriate, any potential
conflict of interest affecting the awarded funds in accordance with 2 C.F.R. § 200.112.
22
9. Com pliance with Applicable Law and Regulations.
a. Recipient agrees to com ply with the requirem ents of section 603 of the Act, regulations
adopted by Treasury pursuant to section 603(f) of the Act, and guidance issued by Treasury
regarding the foregoing. Recipient also agrees to com ply with all other applicable federa l
statu tes, regulations, and executive orders, and Recipient shall provide for such com pliance
by other parties in any agreem ents it enters into with other patties relating to this award.
b. Federa l regulations applicable to this award include, without lim itation, the fo llow ing:
1. Uniform Administrative Requirements, Cost Principles, and Audit Requirements for
Federal Awards, 2 C.F.R. Part 200, other than such provisions as Treasury may
determine are inapplicable to this Award and subject to such exceptions as may be
otherwise provided by Treasury. Subpart F - Audit Requirements of the Uniform
Guidance, implementing the Single Audit Act, shall apply to this award.
11. Universal Identifier and System for Award Management (SAM), 2 C.F.R. Part 25,
pursuant to which the award term set forth in Appendix A to 2 C.F.R. Pait 25 is
hereby incorporated by reference.
m. Reporting Subaward and Executive Compensation Information, 2 C.F.R. Part 170,
pursuant to which the award term set forth in Appendix A to 2 C.F.R. Part 170 is
hereby incorporated by reference.
1v. 0MB Guidelines to Agencies on Governmentwide Debarment and Suspension
(Nonprocurement), 2 C.F.R. Part 180, including the requirement to include a term or
condition in all lower tier covered transactions ( contracts and subcontracts described
in 2 C.F.R. Part 180, subpart B) that the award is subject to 2 C.F.R. Pait 180 and
Treasury's implementing regulation at 31 C.F.R. Part 19.
v. Recipient Integrity and Performance Matters, pursuant to which the award term set
forth in 2 C.F.R. Part 200, Appendix XII to Part 200 is hereby incorporated by
reference.
v1. Governmentwide Requirements for Drug-Free Workplace, 31 C.F.R. Part 20.
vii. New Restrictions on Lobbying, 31 C.F.R. Pait 21.
v111. Uniform Relocation Assistance and Real Property Acquisitions Act of 1970 ( 42
U.S.C.
§§ 4601-4655) and implementing regulations.
1x. Generally applicable federal environmental laws and regulations.
c. Statutes and regulations prohibiting discrimination applicable to this award include,
without limitation, the following:
1. Title VI of the Civil Rights Act of 1964 (42 U.S.C. §§ 2000d et seq.) and
23
T re a s u ry 's im p le m e n tin g reg u la tio n s a t 3 1 C .F .R . P a rt 2 2 , w h ic h p ro h ib it
d is c ri m in atio n o n th e b a sis o f ra c e , co lo r, o r n a tio n a l o rig in u n d er p ro gr a m s o r
a c tiv itie s re c e iv in g fe d e ra l fi n a n c ia l a ss ista n c e ;
ii. The Fair Housing Act, Title VIII of the Civil Rights Act of 1968 (42 U.S.C. §§
3601 et seq.), which prohibits discrimination in housing on the basis of race,
color, religion, national origin, sex, familial status, or disability;
m. Section 504 of the Rehabilitation Act of 1973, as amended (29 U.S.C. § 794),
which prohibits discrimination on the basis of disability under any program or
activity receiving federal financial assistance;
1v. The Age Discrimination Act of 1975, as amended (42 U.S.C. §§ 6101 et seq.),
and Treasury's implementing regulations at 31 C.F.R. Part 23, which prohibit
discrimination on the basis of age in programs or activities receiving federal
financial assistance; and
v. Title II of the Americans with Disabilities Act of 1990, as amended (42 U.S.C.
§§ 12101 et seq.), which prohibits discrimination on the basis of disability
under programs, activities, and services provided or made available by state and
local governments or instrumentalities or agencies thereto.
10. Remedial Actions. In the event of Recipient's noncompliance with section 603 of the Act,
other applicable laws, Treasury's implementing regulations, guidance, or any reporting or
other program requirements, Treasury may impose additional conditions on the receipt of a
subsequent tranche of future award funds, if any, or take other available remedies as set
forth in 2 C.F.R. § 200.339. In the case of a violation of section 603(c) of the Act regarding
the use of funds, previous payments shall be subject to recoupment as provided in section
603(e) of the Act.
11. Hatch Act. Recipient agrees to comply, as applicable, with requirements of the Hatch Act (5
U.S.C. §§ 1501-1508 and 7324- 7328), which limit certain political activities of State or
local government employees whose principal employment is in connection with an
activity financed in whole or in part by this federal assistance.
12. False Statements. Recipient understands that making false statements or claims in connection
with this award is a violation of federal law and may result in criminal, civil, or administrative
sanctions, including fines, imprisonment, civil damages and penalties, debarment from
participating in federal awards or contracts, and/or any other remedy available by law.
13. Publications. Any publications produced with funds from this award must display the
following language: "This project [is being] [was] supported, in whole or in part, by federal
award number [enter project FAIN] awarded to [name of Recipient] by the U.S. Department
of the Treasury."
14. Debts Owed the Federal Government.
a. Any funds paid to Recipient (1) in excess of the amount to which Recipient is finally
determined to be authorized to retain under the terms of this award; (2) that are
24
determined by the Treasury Offi ce of Inspector General to have been misused; or (3)
that are determined by Treasury to be subject to a repayment obligation pursuant to
section 603(e) of the Act and have not been repaid by Recipient shall constitute a debt
to the federal government.
b. Any debts determined to be owed the federal government must be paid promptly by
Recipient. A debt is delinquent if it has not been paid by the date specified in
Treasury's initial written demand for payment, unless other satisfactory arrangements
have been made or if the Recipient knowingly or improperly retains funds that are a
debt as defined in paragraph 14(a). Treasury will take any actions available to it to
collect such a debt.
15. Disclaimer.
a. The United States expressly disclaims any and all responsibility or liability to Recipient
or third persons for the actions of Recipient or third persons resulting in death, bodily
injury, property damages, or any other losses resulting in any way from the
performance of this award or any other losses resulting in any way from the
performance of this award or any contract, or subcontract under this award.
b. The acceptance of this award by Recipient does not in any way establish an agency
relationship between the United States and Recipient.
16. Protections for Whistleblowers.
a. In accordance with 41 U.S.C. § 4712, Recipient may not discharge, demote, or otherwise
discriminate against an employee in reprisal for disclosing to any of the list of persons or
entities provided below, inform ation that the employee reasonably believes is evidence of
gross mismanagement of a federal contract or grant, a gross waste of federal funds, an
abuse of authority relating to a federal contract or grant, a substantial and specific danger
to public health or safety, or a violation of law, rule, or regulation related to a federal
contract (including the competition for or negotiation of a contract) or grant.
b. The list of persons and entities referenced in the paragraph above includes the following:
1. A member of Congress or a representative of a committee of Congress;
11. An Inspector General;
m. The Government Accountability Offi ce;
1v. A Treasury employee responsible for contract or grant oversight or management;
v. An authorized official of the Department of Justice or other law
enforcement agency;
vi. A court or grand jury; or
vn. A management offi cial or other employee of Recipient, contractor, or
subcontractor who has the responsibility to investigate, discover, or address
misconduct.
c. Recipient shall inf mm its employees in writing of the rights and remedies provided under
this section, in the predominant native language of the workforce.
17. Increasing Seat Belt Use in the United States. Pursuant to Executive Order 13043, 62 FR
25
19 2 17 (A p r. 18 , 19 9 7 ), R ecip ien t sh o u ld en co u ra g e its co n tracto rs to ad o p t an d en fo rce on -
th e- jo b seat b elt poli cies an d p ro g ra m s fo r th eir em p lo y ees w h en op era tin g co m p an y -
o w ned , ren ted o r p erso n a ll y o w n ed veh icl es.
18. R edu cin g T ex t M essag in g W h il e D riv in g . P u rsu an t to E x ecu tiv e O rd er 13 5 13 , 74 F R 5 12 2 5
(O ct. 6 , 2 0 0 9), R ecip ien t sh o u ld en co u ra g e its em p lo y ees, su b recip ien ts, an d co n tracto rs to
ad o p t an d en fo rce p olicies th at b an tex t m essag in g w h il e driv in g , an d R ecip ien t sh o u ld
establi sh w o rkp lace safe ty p o licies to d ecrease accid en ts cau sed b y d istracted d riv ers.
26
EXHIBITE
Assurances of Compliance with
Title VI of the Civil Rights Act of 1964
Village of Key Biscayne, FL Contract No.: 2022- _ Exhibit E
0 M B A p p r o v e d N o . 1 5 0 5 -0 2 7 1
E x p ir a t io n D a te : N o v e m b e r 3 0 , 2 0 2 1
ASSURANCES OF COMPLIANCE WITH CIVIL RIGHTS REQUIREMENTS
ASSURANCES OF COMPLIANCE WITH TITLE VI OF THE
CIVIL RIGHTS ACT OF 1964
As a condition of receipt of federal financial assistance from the Department of the Treasury, the
recipient named below (hereinafter referred to as the "Recipient") provides the assurances stated herein. The
federal financial assistance may include federal grants, loans and contracts to provide assistance to the
Recipient's beneficiaries, the use or rent of Federal land or property at below market value, Federal training, a
loan of Federal personnel, subsidies, and other arrangements with the intention of providing assistance. Federal
financial assistance does not encompass contracts of guarantee or insurance, regulated programs, licenses,
procurement contracts by the Federal government at market value, or programs that provide direct benefits.
The assurances apply to all federal financial assistance from or funds made available through the
Department of the Treasury, including any assistance that the Recipient may request in the future.
The Civil Rights Restoration Act of 1987 provides that the provisions of the assurances apply to all of
the operations of the Recipient's program(s) and activity(ies), so long as any portion of the Recipient's
program(s) or activity(ies) is federally assisted in the manner prescribed above.
1. Recipient ensures its current and future compliance with Title VI of the Civil Rights Act of 1964, as
amended, which prohibits exclusion from participation, denial of the benefits of, or subjection to
discrimination under programs and activities receiving federal financial assistance, of any person in the
United States on the ground of race, color, or national origin (42 U.S.C. § 2000d et seq.), as implemented by
the Department of the Treasury Title VI regulations at 31 CFR Part 22 and other pertinent executive orders
such as Executive Order 13166, directives, circulars, policies, memoranda, and/or guidance documents.
2. Recipient acknowledges that Executive Order 13166, "Improving Access to Services for Persons with
Limited English Proficiency," seeks to improve access to federally assisted programs and activities for
individuals who, because of national origin, have Limited English proficiency (LEP). Recipient
understands that denying a person access to its programs, services, and activities because of LEP is a form
of national origin discrimination prohibited under Title VI of the Civil Rights Act of 1964 and the
Department of the Treasury's implementing regulations. Accordingly, Recipient shall initiate reasonable
steps, or comply with the Department of the Treasury's directives, to ensure that LEP persons have
meaningful access to its programs, services, and activities. Recipient understands and agrees that
meaningful access may entail providing language assistance services, including oral interpretation and
written translation where necessary, to ensure effective communication in the Recipient's programs,
services, and activities.
3. Recipient agrees to consider the need for language services for LEP persons when Recipient develops
applicable budgets and conducts programs, services, and activities. As a resource, the Department of the
Treasury has published its LEP guidance at 70 FR 6067. For more information on taking reasonable steps
to provide meaningful access for LEP persons, please visit http://www.lep.gov.
17
4. Recipient acknowledges and agrees that compliance with the assurances constitutes a condition of continued
receipt of federal financial assistance and is binding upon Recipient and Recipient's successors, transferees,
and assignees for the period in which such assistance is provided.
5. Recipient acknowledges and agrees that it must require any sub-grantees, contractors, subcontractors,
successors, transferees, and assignees to comply with assurances 1-4 above, and agrees to incorporate the
following language in every contract or agreement subject to Title VI and its regulations between the
Recipient and the Recipient's sub-grantees, contractors, subcontractors, successors, transferees, and
assignees:
The sub-grantee, contractor, subcontractor, successor, transferee, and assignee shall comply with Title
VJ of the Civil Rights Act of 1964, which prohibits recipients of federal financial assistance from
excluding from a program or activity, denying benefits of, or otherwise discriminating against a person
on the basis of race, color, or national origin (42 U.S. C. § 2000d et seq.), as implemented by the
Department of the Treasury's Title VI regulations, 31 CFR Part 22, which are herein incorporated by
reference and made a part of this contract (or agreement). Title VI also includes protection to persons
with "Limited English Proficiency" in any program or activity receiving federal financial assistance, 42
U.S. C. § 2000d et seq., as implemented by the Department of the Treasury's Title VJ regulations, 31
CFR Part 22, and herein incorporated by reference and made a part of this contract or agreement.
6. Recipient understands and agrees that if any real property or structure is provided or improved with the aid
of federal financial assistance by the Department of the Treasury, this assurance obligates the Recipient, or
in the case of a subsequent transfer, the transferee, for the period during which the real property or structure
is used for a purpose for which the federal financial assistance is extended or for another purpose involving
the provision of similar services or benefits. If any personal property is provided, this assurance obligates
the Recipient for the period during which it retains ownership or possession of the property.
7. Recipient shall cooperate in any enforcement or compliance review activities by the Department of the
Treasury of the aforementioned obligations. Enforcement may include investigation, arbitration, mediation,
litigation, and monitoring of any settlement agreements that may result from these actions. The Recipient
shall comply with information requests, on-site compliance reviews and reporting requirements.
8, Recipient shall maintain a complaint log and inform the Department of the Treasury of any complaints of
discrimination on the grounds of race, color, or national origin, and limited English proficiency covered by
Title VI of the Civil Rights Act of 1964 and implementing regulations and provide, upon request, a list of all
such reviews or proceedings based on the complaint, pending or completed, including outcome. Recipient
also must inform the Department of the Treasury if Recipient has received no complaints under Title VI.
9. Recipient must provide documentation of an administrative agency's or court's findings of non-compliance
of Title VI and efforts to address the non-compliance, including any voluntary compliance or other
18
a g r e e m e n t s b e t w e e n th e R e c ip ie n t a n d th e a d m in is t ra tiv e a g e n c y th a t m a d e th e fi n d in g . If the
Recipient settles a case or matter alleging such discrimination, the Recipient must provide
documentation of the settlement. If Recipient has not been the subject of any court or
administrative agency finding of discrimination, please so state.
10. If the Recipient makes sub-awards to other agencies or other entities, the Recipient is
responsible for ensuring that sub-recipients also comply with Title VI and other
applicable authorities covered in this document State agencies that make sub-awards
must have in place standard grant assurances and review procedures to demonstrate that
that they are effectively monitoring the civil rights compliance of sub- recipients.
The United States of America has the right to seek judicial enforcement of the terms of
this assurances document and nothing in this document alters or limits the federal enforcement
measures that the United States may take in order to address violations of this document or
applicable federal law.
Under penalty of perjury, the undersigned official(s) certifies that official(s) has read and
understood the Recipient's obligations as herein described, that any information submitted in
conjunction with this assurances document is accurate and complete, and that the Recipient is in
compliance with the aforementioned nondiscrimination requirements.
Key Biscayne, Village of Date
Signature of Authorized Official
PAPERWORK REDUCTION ACTNOTTCE
The information collected will be used for the U.S. Government to process requests for support. The estimated
burden associated with this collection of information is 30 minutes per response. Comments concerning the
accuracy of this burden estimate and suggestions for reducing this burden should be directed to the Office of
Privacy, Transparency and Records, Department of the Treasury, 1500 Pennsylvania Ave., N.W., Washington, D.C.
20220. DO NOT send the form to this address. An agency may not conduct or sponsor, and a person is not required
to respond to, a collection of information unless it displays a valid control number assigned by 0MB.
19
Construction Contract - Village Green Interior
Sidewalk Renovation Project - Restate
Construction
Final Audit Report 2022-02-10
Created: 2022-02-09
By: Amanda Ashbach (aashbach@keybiscayne.fl.gov)
Status: Signed
Transaction ID: CBJCHBCAABAAp6E6Coi2LugRHvjlyYOKSZcQ0D4ktJly
"Construction Contract - Village Green Interior Sidewalk Renovat
ion Project - Restate Construction" History
f:I Document created by Amanda Ashbach (aashbach@keybiscayne.fl.gov)
2022-02-09 - 8:51 :21 PM GMT
IS?. Document emailed to Andriw A Beruvides (andriw@restategroup.com) for signature
2022-02-09 - 8:53:13 PM GMT
f:I Email viewed by Andriw A Beruvides (andriw@restategroup.com)
2022-02-09 - 9:07:32 PM GMT
0"G Document e-signed by Andriw A Beruvides (andriw@restategroup.com)
Signature Date: 2022-02-09 - 9:57:25 PM GMT - Time Source: server
l2.. Document emailed to Chad friedman (cfriedman@wsh-law.com) for signature
2022-02-09 - 9:57:27 PM GMT
f:I Email viewed by Chad friedman (cfriedman@wsh-law.com)
2022-02-10- 3:49:41 AM GMT
0"G Document e-signed by Chad friedman (cfriedman@wsh-law.com)
Signature Date: 2022-02-10 - 3:51 :09 AM GMT - Time Source: server
IS?. Document emailed to Steve Williamson (swilliamson@keybiscayne.fl.gov) for signature
2022-02-10- 3:51 :11 AM GMT
f:I Email viewed by Steve Williamson (swilliamson@keybiscayne.fl.gov)
2022-02-10- 3:51 :22 AM GMT
fJ Adobe Sign
0'G Document e-signed by Steve Williamson (swilliamson@keybiscayne.fl.gov)
Signature Date: 2022-02-10 - 5:16:04 PM GMT - Time Source: server
$ Agreement completed.
2022-02-10 - 5:16:04 PM GMT
fl Adobe Sign