HomeMy WebLinkAboutCity of Tamarac Resolution R-2022-046 HVAC Improvements Agmt with Traneis
CITY OF TAMARAC, FLORIDA
RESOLUTION NO. R-2022 - 04'
Temp. Reso. #13740
April 7, 2022
Page 1 of 5
A RESOLUTION OF THE CITY COMMISSION OF THE
CITY OF TAMARAC, FLORIDA, APPROVING A
PIGGY -BACK AGREEMENT WITH TRANS, FOR
HVAC IMPROVEMENTS AT THE TAMARAC
COMMUNITY CENTER, UTILIZING COMPETITIVE
PROCUREMENT METHODS AND CURRENT
AGREEMENT AVAILABLE FOR COOPERATIVE
PURCHASES AT THE TIME OF PURCHASE
INCLUDING OMNIA PARTNERS AGREEMENT,
THROUGH US COMMUNITIES COOPERATIVE
CONTRACT # 15-JLP-023, FOR A TOTAL AMOUNT
OF $504,965.00, A CONTINGENCY IN THE AMOUNT
OF $50,496.50 (10% OF THE CONTRACT COST) WILL
BE ADDED TO THE ACCOUNT FOR A PROJECT
TOTAL OF $555,461.50; AUTHORIZING AN
EXPENDITURE FROM THE APPROPRIATE
ACCOUNTS; PROVIDING FOR CONFLICTS;
• PROVIDING FOR SEVERABILITY; AND PROVIDING
FOR AN EFFECTIVE DATE.
WHEREAS, Florida Statutes provide that municipalities shall have the
governmental, corporate, and proprietary powers to enable them to conduct municipal
government, perform municipal functions, and render municipal service, and exercise any
power for municipal purposes, except when expressly prohibited by law; and
WHEREAS, Article IV, Section 4.07 of the City Charter of the City of Tamarac
("City") empowers the City to adopt, amend, or repeal such ordinances and resolutions
as may be required for the proper governing of the City; and
WHEREAS, the City has determined that the life expectancy of the current heating,
ventilating, and air conditioning (HVAC) units at the Tamarac Community Center have
0 133329759.1
Temp. Reso. #13740
April 7, 2022
Page 2 of 5
reached their useful life expectancy, and the timely replacement of equipment is •
necessary to ensure the effective and efficient delivery of services and prevent the
potential failure of a critical piece of equipment; and
WHEREAS, The City participates in various cooperative purchasing organizations
for public sector procurement, including OMNIA Partners (OMNIA); such cooperative
purchasing organizations reduce the cost to the City by aggregating the purchasing power
of public agencies nationwide; and
WHEREAS, OMNIA Partners Cooperative Bid, per US Communities Contract
#15-JLP-023 with Trane has favorable pricing, terms, and conditions; and
WHEREAS, the City is an eligible agency to utilize such cooperative contracts
through OMNIA; and •
WHEREAS, City of Tamarac Code, §6-148 allows the Purchasing Officer the
authority to waive purchasing procedures and purchase equipment which is the subject
of contracts with other governmental agencies; and
WHEREAS, Trane, possesses the required knowledge and experience for the
HVAC Replacement Project, and has provided a Project Cost Proposal per the OMNIA
Partners Cooperative Bid, per US Communities Contract #15-JLP-023, a copy of the
Project Cost Proposal is attached hereto as Attachment B to "Exhibit 1 "; and
WHEREAS, the Acting Public Services Director, Financial Services Director, and
Purchasing and Contracts Manager recommend that the City Commission authorize a
Piggy -back Agreement with Trane for the replacement of the HVAC units at Tamarac
133329759.1 0
Temp. Reso. #13740
April 7, 2022
Page 3 of 5
• Community Center; and
WHEREAS, the City Commission of the City of Tamarac, Florida deems it to be in
the best interest of the business owners, residents, and visitors of the City of Tamarac to
authorize a Piggy -back Agreement with Trane for the replacement of the HVAC units at
Tamarac Community Center for a total amount of $504,965.00, with a contingency in the
amount of $50,496.50 (10% of the contract cost) added to the account for a project total
of $555,461.50.
NOW, THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE
CITY OF TAMARAC, FLORIDA THAT:
SECTION 1: The foregoing whereas clauses are ratified and confirmed as being
• true and correct, are the legislative and administrative findings of the City Commission
and made a specific part of this Resolution; all exhibits attached hereto are incorporated
herein and made a specific part thereof. All exhibits attached hereto are incorporated
herein and made a specific part of this Resolution.
SECTION 2: The piggyback contract between the City and Trane using US
Communities Cooperative Contract #15-JLP-023, attached as Exhibit 1", for the
replacement of the HVAC units at Tamarac Community Center for a project total cost of
$555,461.50, is approved.
SECTION 3: The City Manager or designee is authorized to execute the Piggy-
back Agreement and expend budgeted funds on behalf of the City.
SECTION 4: Funds totaling $568,300.00 were included in the Fiscal Year 2021
133329759.1
Temp. Reso. #13740
April 7, 2022
Page 4 of 5
Adopted Budget and are available in the Capital Maintenance Fund for the TCC HVAC •
Replacement Project.
SECTION 5: The City Manager or designee is authorized to approve any Change
Orders in amounts not to exceed $65,000.00 in accordance with Section 6-1470) of the
City Code, and close the contract including, but not limited to making final payment within
the terms and conditions of the contract and within the contract price.
SECTION 6: All Resolutions or parts of Resolutions in conflict herewith are hereby
repealed to the extent of such conflict.
SECTION 7: If any clause, section, other part or application of this Resolution is
held by any court of competent jurisdiction to be unconstitutional or invalid, in part or
application, it shall not affect the validity of the remaining portions or applications of this •
Resolution.
SECTION 8: This Resolution shall become effective immediately upon its passage
and adoption.
PASSED, ADOPTED AND APPROVED this day of
MI6FitLLE J. GOME
MAYOR
ATTEST:
_4
jENAFER J HNS , CMC
CITY CLERK
133329759.1
2022.
•
Temp. Reso. #13740
April 7, 2022
Page 5 of 5
RECORD OF COMMISSION VOTE:
MAYOR GOMEZ
DIST 1: COMM. BOLTON G
DIST 2: V/M GELIN
DIST 3: COMM. VILLALOBOS
DIST 4: COMM. PLACKO P &s�iv7
APPROVED AS TO FORM AND LEGAL SUFFICIENCY FOR THE USE AND RELIANCE OF
THE CITY,OFATAMARAC ONLY.
JOHP N, JR.
CITY ATT RNEY
0 133329759.1
TAMARAC
City of Tamarac The City For Your Life Purchasing and Contracts Division
AGREEMENT
BETWEEN THE CITY OF TAMARAC
AND
TRANE U.S. INCORPORATED
THIS AGREEMENT is made and entered into this � day of Pfl' ,lam 2022-by and between
the City of Tamarac, a municipal corporation with principal offices located at 7525 N.W. 88th Ave.,
Tamarac, FL 33321 (the "CITY") and Trane U.S. Incorporated, a Delaware Corporation duly registered
as a Florida Foreign Corporation, with offices located at 800-E Beaty Street, Davidson, NC (the
"Contractor") to provide for construction services to install an HVAC system at the Tamarac
Community Center (TCC), 8601 Commercial Boulevard, Tamarac, FL 33321
Now therefore, in consideration of the mutual covenants hereinafter set forth, the City and Contractor
agree as follows:
1. THE CONTRACT DOCUMENTS
1.1 In return for valuable consideration in an amount not to exceed the Contract Sum
specified in Section 6 herein, Contractor shall comply with the terms and conditions
within the Board of Education of Harford County Contract #15-JLP-023 attached hereto
as Exhibit A. All terms and conditions of the contract documents set forth in Exhibit
A are incorporated herein as if set forth in full, except as modified by Trane Proposal
ID 3060084 dated March 27, 2022, proposal specific to the City of Tamarac as set forth
in Exhibit B attached hereto and incorporated herein as if set forth in full.
1.2 Upon execution of this Agreement, all references made to the Board of Education of
Harford County Contract #15-JLP-023 in Exhibit A and Exhibit B shall be interpreted
as pertaining to the City of Tamarac, and all terms and conditions of Exhibit A and
Exhibit B shall be deemed as having been implemented for use within the City of
Tamarac. It is understood that wherever the words "agency name" or "agency board
name" appear, they shall be read as "City of Tamarac" and "City of Tamarac City
Commission".
2. THE WORK
2.1. The Contractor shall perform all work for the City required by the contract documents
as set forth below:
2.1.1 Contractor shall furnish all labor, materials, and new equipment necessary to
complete the scope of work, at the City of Tamarac Community Center at 8601
W. Commercial Boulevard, Tamarac, Florida 33321; as outlined in Exhibit B in
the contract documents including all Addendums, Exhibits, Attachments and
Appendices to provide, install, test and start-up of the replacement of seven (7)
existing Roof Top Units and the replacement and upgrade of legacy Controls,
of the building automation system with web -based Trane "Tracer" system
controller with graphic navigation, scheduling alarm management, data trend
collection and analytics capability. Programming to bring the seven (7) rooftop
units into the building automation system, including new graphics and the
provision of a user-friendly system configuration shall be included as well.
TAMARAC
City of Tamarac The City For Your Life Purchasing and Contracts Division
Contractor's Scope of Work shall include removal and disposal of existing
equipment, subcontractor management, permit acquisitions and inspections as
required (actual permit fees to handled as a pass -through item), wind load
engineering as required by the City, project management, and supervision.
Start-up of equipment shall be by equipment manufacturer's factory technician,
and the City shall be provided by applicable factory warranties. Rigging and
hoisting of equipment shall be provided by the Contractor. Contractor shall
provide for all electrical work associated with the removal of old equipment and
the installation of new equipment.
2.1.2 Contractor shall supervise the work force to ensure that all workers conduct
themselves and perform their work in a safe and professional manner.
Contractor shall comply with all OSHA safety rules and regulations in the
operation of equipment and in the performance of the work. Contractor shall at
all times have a competent field supervisor on the job site to enforce these
policies and procedures at the Contractor's expense.
2.1.3 Contractor shall provide the City with seventy-two (72) hours written notice prior
to the beginning of work under this Agreement and prior to any schedule change
with the exception of changes caused by inclement weather.
2.1.4 Contractor shall comply with any and all Federal, State, and local laws and
regulations now in effect, or hereinafter enacted during the term of this
Agreement, which are applicable to the Contractor, its employees, agents or
subcontractors, if any, with respect to the work and services described herein.
3. INSURANCE
3.1. Contractor shall obtain at Contractor's expense all necessary insurance in such form
and amount as specified in the original bid document or as required by the City's Risk
and Safety Manager before beginning work under this Agreement including, but not
limited to, Workers' Compensation, Commercial General Liability, Builder's Risk and all
other insurance as required by the City, including Professional Liability when
appropriate. Contractor shall maintain such insurance in full force and effect during the
life of this Agreement. Contractor shall provide to the City's Risk and Safety Manager
certificates of all insurances required under this section prior to beginning any work
under this Agreement. The Contractor will ensure that all subcontractors comply with
the above guidelines and will retain all necessary insurance in force throughout the
term of this agreement.
3.2. Contractor shall indemnify and hold the City harmless for any damages resulting from
failure of the Contractor to take out and maintain such insurance. Contractor's Liability
Insurance policies shall be endorsed to add the City as an additional insured.
Contractor shall be responsible for payment of all deductibles and self-insurance
retentions on Contractor's Liability Insurance policies. The following are required types
and minimum limits of insurance coverage, which the Bidder agrees to maintain during
the term of this contract:
• General Liability - $1 M/$2M
• Automobile — $1 M/$1 M
• Workers Comp — Statutory
4. PERFORMANCE, PAYMENT AND WARRANTY BONDS
City of Tamarac The City For Your Life Purchasing and Contracts Division
4.1 Within fifteen (15) calendar days after contract award, but in any event prior to
commencing work, the Successful Bidder shall execute and furnish the CITY a
Performance Bond and Payment Bond, each written by a corporate surety, having a
resident agent in the State of Florida and having been in business with a record of
successful continuous operation for at least five (5) years. The surety shall hold a
current certificate of authority from the Secretary of Treasury of the United States as
an acceptable surety on federal bonds in accordance with United States Department of
Treasury Circular No. 570.
4.2 The Contractor shall be required to provide acceptable, separate Performance and
Payment Bonds in the amount of one hundred 100% of the bid award amount as
security for the faithful project performance and payment of all the Contractor's
obligations under the contract documents, per City Code Section 10-156. The
Performance Bond shall be conditioned that the Successful Bidder performs the
contract in the time and manner prescribed in the contract. The Payment Bond shall be
conditioned that the Successful Bidder promptly make payments to all persons who
supply the Successful Bidder in the prosecution of the work provided for in the contract
and shall provide that the surety shall pay the same in the amount not exceeding the
sum provided in such bonds, together with interest at the maximum rate allowed by law
and that they shall indemnify and hold harmless the CITY to the extent of any and all
payments in connection with the carrying out of said contract which the CITY may be
required to make under the law. Payment and Performance Bonds must be submitted
on City forms, included herein. At the completion and formal approval and acceptance
of all work associated with the project, a one-year warranty period will begin. If the
surety on any bond furnished by the Contractor is declared bankrupt or becomes
insolvent, or its right to do business is terminated in Florida, the Contractor shall, within
seven (7) days thereafter, substitute another bond meeting the requirements outlined
above, which must also be acceptable to the City.
4.3 Such bonds shall continue in effect for one (1) year after final payment becomes due
except as otherwise provided by law or regulation or by the Contract Documents with
the final sum of said bonds reduced after final payment to an amount equal to twenty
five percent (25%) of the Contract price, or an additional bond shall be conditioned that
the Contractor correct any defective of faulty work or material which appear within one
(1) year after final completion of the Contract, upon notification by CITY. The Warranty
Bond shall cover the cost of labor as well as materials
4.4 Pursuant to the requirements of Chapter 255.05 (1) (b), Florida Statutes, the Contractor
shall ensure that the Performance and Payment Bond or Bonds referenced above
shall be recorded in the Public records of Broward County at the Bidder's
expense. Proof of recording must be submitted to the City prior to issuance of
any purchase order or payment by the City. One (1) set of original Performance
and Payment Bond documents is required to be provided to the City prior to the
issuance of any Notice to Proceed by the City.
5. TIME OF COMMENCEMENT AND SUBSTANTIAL COMPLETION
5.1 The work to be performed under this Agreement shall be commenced after City
execution of the Agreement and not later than ten (10) days after the date that
Contractor receives the City's Notice to Proceed. The work shall be completed within
Three Hundred Eight Days (308) Calendar days for Final Completion from issuance
of City's Notice to Proceed, subject to any permitted extensions of time under the
Contract Documents. The work under this agreement shall be substantially complete
TAMARAC
City of Tamarac The City For Your Life Purchasing and Contracts Division
-- -- -- -------- ---- - -- ._ — ----
(i.e. Substantial Completion) within Two Hundred Ninety -Four (294) calendar days
from issuance of City's Notice to Proceed.
5.2 During the pre -construction portion of the work hereunder, the parties agree to work
diligently and in good faith in performing their obligations hereunder, so that all required
permits for the construction portion of the work may be obtained by the City in
accordance with the Schedule included in the Contract Documents. In the event that
any delays in the pre -construction or construction portion of the work occur, despite the
diligent efforts of the parties hereto, and such delays are the result of force majeure or
are otherwise outside of the control of either party hereto, then the parties shall agree
on an equitable extension of the time for substantial completion hereunder and any
resulting increase in general condition costs.
5.3 Any schedule delays because of supply chain shortages shall be documented by suppliers and
provided to the City for review in advance of the delay. The City will not unreasonably withhold
approval of delays resulting from supply chain shortages.
6. CONTRACT SUM
The Contract Sum for the above work is a "not to exceed" total of Five Hundred Four
Thousand, Nine Hundred Sixty -Five Dollars and No Cents ($504,965.00) which shall
include all labor, parts installation and performance and payment bonds.
7. PAYMENTS
Payment will be made per the schedule shown below. A retainage of five percent (5%) will be
deducted from each payment through project completion, upon City review and approval.
Retainage monies will be released upon satisfactory completion and final inspection of the
specific work order. Invoices must bear the project name, project number, and purchase order
number. The City has up to twenty-five (25) business days to review, approve and pay all
invoices after receipt. The Contractor shall invoice the City and provide a written request to the
City to commence the one-year warranty period. All necessary Release of Liens and Affidavits
shall be processed before the warranty period. All payments shall be governed by the Florida
Prompt Payment Act, F.S., Part VII, Chapter 218.
Payment requests shall be processed based on the following schedule (less five percent (5%)
retention for each payment):
Upon issuance of a Notice to Proceed by the City following contract execution: 30%
Upon documented and validated equipment/materials shipment: 50%
Upon project final completion and acceptance: 20%
B. REMEDIES
8.1 Damages: The City reserves the right to recover any ascertainable actual damages
incurred as a result of the failure of the Contractor to perform in accordance with the
requirements of this Agreement, or for losses sustained by the City resultant from the
Contractor's failure to perform in accordance with the requirements of this Agreement.
8.2 Correction of Work: If, in the judgment of the City, work provided by the Contractor does
not conform to the requirements of this Agreement, or if the work exhibits poor
workmanship, the City reserves the right to require that the Contractor correct all
deficiencies in the work to bring the work into conformance without additional cost to
the City, and / or replace any personnel who fail to perform in accordance with the
requirements of this Agreement. Correction of all deficiencies shall not relieve the
TAMARAC
City of Tamarac The City For Your Life Purchasing and Contracts Division
Contractor of its duties and obligations under this agreement, in meeting all project
requirements and objectives including but not limited to achieving project milestones
(Substantial and Final Completion) in accordance with the Contract Documents. The
City shall be the sole judge of non-conformance and the quality of workmanship, and
any impact it may have on the Project Schedule.
9. CHANGE ORDERS
9.1 All Change Orders may include a maximum Overhead and Profit, not to exceed five
percent (5%) and five percent (5%) respectively.
9.2 Without invalidating the contract, without any monetary compensation, and without
notice to any surety, the City reserves and shall have the right to make increases,
decreases or other changes to the work as may be considered necessary or desirable
to complete the proposed construction in a satisfactory manner. The Contractor shall
not start work pursuant to a change order until the change order setting forth the
adjustments is approved by the City and executed by the City and Contractor. Once
the change order is so approved, the Contractor shall promptly proceed with the work.
9.3 The Contract Price constitutes the total compensation (subject to authorized
adjustments, if applicable) payable to the Contractor for performing the work. All duties,
responsibilities and obligations assigned to or undertaken by the Contractor shall be at
Contractor's expense without change in the Contract Price or Time except as approved
in writing by the City.
9.4 The Contract Price and/or Time may only be changed by a Change Order. A fully
executed change order for any extra work must exist before such extra work is begun.
Any claim for an increase or decrease in the Contract Price shall be based on written
notice delivered by the party making the claim to the other party promptly (but in no
event later than 15 days) after the occurrence of the event giving rise to the claim and
stating the general nature of the claim. The amount of the claim with supporting data
shall be delivered (unless the City allows an additional period of time to ascertain more
accurate data in support of the claim) and shall be accompanied by claimant's written
statement that the amount claimed covers all known amounts to which the claimant is
entitled as a result of the occurrence of said event. No claim for an adjustment in the
Contract Price will be valid if not submitted in accordance with this Paragraph.
9.5 The Contract Time may only be changed by a Change Order. A fully executed change
order must exist prior to extension of the contract time.
9.6 Any claim for an extension of the Contract Time shall be based on written notice
delivered by the party making the claim to the other party no later than fifteen (15) days
after the occurrence of the event giving rise to the claim. Notice of the extent of the
claim shall be delivered with supporting data and stating the general nature of the claim.
Contractor hereby agrees to waive rights to recover any lost time or incurred costs from
delays unless Contractor has given the notice and the supporting data required by this
Paragraph.
9.7 Extensions of time shall be considered and will be based solely upon the effect of
delays to the work as a whole. Extensions of time shall not be granted for delays to the
work, unless the Contractor can clearly demonstrate that such delays did or will, in fact,
delay the progress of work as a whole. Time extensions shall not be allowed for delays
to parts of the work that are not on the critical path of the project schedule. Time
TAMARAC
City of Tamarac The City For Your Life Purchasing and Contracts Division
------
------ -- - _ -- -- - -- --------
extensions shall not be granted until all float or contingency time, at the time of delay,
available to absorb specific delays and associated impacts is used.
9.8 In the event satisfactory adjustment cannot be reached by City and Contractor for any
item requiring a change in the contract, and a change order has not been issued, City
reserves the right at its sole option to terminate the contract as it applies to these items
in question and make such arrangements as City deems necessary to complete the
work. The cost borne by the City to complete the work shall be levied against the
Contractor including applicable mark-up of ten percent (10%) for overhead and
engineering costs. The cost of any work covered by a change order for an increase or
decrease in contract price shall be determined by mutual acceptance of a Guaranteed
Maximum Price by the City and Contractor. If notice of any change in the contract or
contract time is required to be given to a surety by the provisions of the bond, the giving
of such notice shall be the Contractor's responsibility, and the amount of each
applicable bond shall be adjusted accordingly. The Contractor shall furnish proof of
such adjustment to the City. Failure of the Contractor to obtain such approval from the
Surety may be a basis for termination of this Contract by the City.
10. LIQUIDATED DAMAGES
Project Substantial completion shall be within Two Hundred and Ninety -Four (294)
calendar days from Contractor's receipt of City's Notice to Proceed. Final Completion
shall be Three Hundred and Eight (308) calendar days from date of City's Notice to
Proceed. All time limits stated in the Contract Documents are of the essence of the Agreement.
The parties acknowledge that damages arising from delay in meeting these time limits are
difficult or impossible to ascertain. Therefore, the parties hereby agree that in the event that
the Contractor fails to meet the time limits, as may be extended by the City in accordance with
the terms of the Agreement or as otherwise provided in the Agreement, liquidated damages
will be assessed against Contractor in the amount of and Three Hundred Dollars and No
Cents ($300.00) for each calendar day beyond the time imposed until such work is completed.
Any schedule delays because of supply chain shortages shall be documented by suppliers and
provided to the City for review in advance of the delay. No additional liquidated damages will
be assessed for supply chain shortage delays approved by the City of Tamarac. The City will
not unreasonably withhold approval of delays resulting from supply chain shortages.
11. NO DAMAGES FOR DELAYS
ALL TIME LIMITS STATED IN THE CONTRACT DOCUMENTS ARE OF THE ESSENCE OF
THE AGREEMENT. EXCEPT AS PROVIDED HEREIN, NO CLAIM FOR DAMAGES OR ANY
CLAIM OTHER THAN FOR AN EXTENSION OF TIME SHALL BE MADE OR ASSERTED
AGAINST CITY BY REASON OF ANY DELAYS. Contractor shall not be entitled to an increase
in the construction cost or payment or compensation of any kind from City 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 or hindrance from
any cause whatsoever, whether such delay, disruption, interference be reasonable or
unreasonable, foreseeable or unforeseeable, or avoidable or unavoidable; provided, however,
that this provision shall not preclude recovery of damages by Contractor for hindrances or delays
due solely to fraud, bad faith or active interference on the part of City or its agents. In addition, if
Contractor is delayed at any time in the progress of the Work by an act or neglect of the City's
employees, or separate contractors employed by the City, or by changes ordered in the Work, or
by delay authorized by the City pending arbitration, then the Contract Time shall be reasonably
extended by Change Order, and the Guaranteed Maximum Price shall be reasonably increased
by Change Order in order to equitably increase the general conditions component of the
Guaranteed Maximum Price. Furthermore, if Contractor is delayed at any time in the progress of
TAMARAC
City of Tamarac Purchasing and Contracts Division
The City For Your Life
the Work by labor disputes, fire, unusual delay in deliveries, adverse weather conditions not
reasonably anticipated, unavoidable casualties or other causes beyond the Contractor's control,
or by other causes which the City and Contractor agree may justify delay, then the Contract Time
shall be reasonably extended by Change Order. Otherwise, Contractor shall be entitled only to
extensions of the Contract Time as the sole and exclusive remedy for such resulting delay, in
accordance with and to that extent specifically provided above. No extension of time shall be
granted for delays resulting from normal weather conditions prevailing in the area. An extension
of time will be considered for "Excusable Inclement Weather Delays" resulting in any weather
condition, the duration of which varies in excess of the average conditions expected, which is
unusual for the particular time and place where the Work is to be performed, or which could not
have been reasonably anticipated by the Contractor, as determined by the U.S. Weather Bureau
records for the preceding 3-year period. No extension of Contract Time will be allowed for any
inclement weather that could reasonably have been predicted as determined by the U.S. Weather
Bureau records. Should the contractor prepare to begin work at the regular starting time at the
beginning of any regular work shift on any day on which excusable inclement weather, or the
conditions resulting from the weather, or the condition of the Work prevents work from beginning
at the usual starting time, and the crew is dismissed as a result thereof, the Contractor will not be
charged for a working day, whether or not conditions change thereafter during said day, and the
major portion of the day could be considered to be suitable for such construction operations. The
Contractor shall base its construction schedule upon the inclusion of the number of days of
excusable inclement weather. No extension of the Contract Time due to excusable inclement
weather will be considered until after the said number of days of excusable inclement weather
has been reached. However, no reduction in Contract Time would be made if said number of days
of excusable inclement weather is not reached.
12. WAIVER OF LIENS
Prior to final payment of Contract Sum, a final waiver of lien shall be submitted to City by
Contractor from all suppliers, subcontractors, and/or Contractors who submitted a "Notice to
Owner" and a Consent of Surety on behalf of any and all other suppliers and subcontractors
who worked on the project that is the subject of this Agreement. Payment of the invoice and
acceptance of such payment by the Contractor shall release City form all claims of liability by
Contractor in connection with the agreement.
13. WARRANTY
13.1 Warranty Against Defects: Contractor warrants the work against defect for a period
of One (1) year from the date of City approval of final payment. In the event that
defect occurs during this time, Contractor shall perform such steps as required to
remedy the defects. Contractor shall be responsible for any damages caused by
defect to affected area(s) or to interior structure. The one (1) year warranty period
does not begin until approval of final payment for the entire project, and the
subsequent release of any Performance or Payment Bonds, which may be required
by the original bid document.
13.2 Manufacturer Warranties: Manufacturer's warranties shall be as shown below, and
shall be effective at the time of substantial completion:
• One (1) Year Parts and Labor Warranty of Trane's project workmanship/proposal
scope from day of substantial completion.
• Five (5) Year Factory Warranty / Parts & Labor Whole unit for the (Qty:7) Trane
Factory Rooftop Units provided under this project
• Standard Warranty (One (1) Year Parts and Labor) included on the rooftop
equipment, Morganizer modifications only.
TAMARAC
City of Tamarac The City For Your Life Purchasing and Contracts Division
14.INDEMNIFICATION
14.1 The Contractor shall indemnify and hold harmless the City, its elected and appointed
officials, employees, and agents from any and all claims, suits, actions, damages,
liability, and expenses (including attorneys' fees) in connection with loss of life, bodily
or personal injury, or property damage, including loss of use thereof, directly or
indirectly caused by, resulting from, arising out of or occurring in connection with the
operations of the Contractor or its officers, employees, agents, subcontractors, or
independent Contractors, excepting only such loss of life, bodily or personal injury, or
property damage solely attributable to the gross negligence or willful misconduct of the
City or its elected or appointed officials and employees. The above provisions shall
survive the termination of this Agreement and shall pertain to any occurrence during
the term of this Agreement, even though the claim may be made after the termination
hereof.
14.2 Nothing contained herein is intended nor shall be construed to waive City's rights and
immunities under the common law or Florida Statutes 768.28, as amended from time
to time
15. NON-DISCRIMINATION & EQUAL OPPORTUNITY EMPLOYMENT
15.1 During the performance of the Contract, the Contractor and its subcontractors shall not
discriminate against any employee or applicant for employment because of race, color,
sex including pregnancy, religion, age, national origin, marital status, political affiliation,
familial status, sexual orientation, gender identity and expression, genetic information
or disability if qualified.
15.2 The Contractor will take affirmative action to ensure that employees and those of its
subcontractors are treated during employment, without regard to their race, color, sex
including pregnancy, religion, age, national origin, marital status, political affiliation,
familial status, sexual orientation, gender identity or expression, or disability if qualified.
Such actions must include, but not be limited to, the following: employment, promotion;
demotion or transfer; recruitment or recruitment advertising, layoff or termination; rates
of pay or other forms of compensation; and selection for training, including
apprenticeship.
15.3 The Contractor and its subcontractors shall agree to post in conspicuous places,
available to its employees and applicants for employment, notices to be provided by
the contracting officer setting forth the provisions of this nondiscrimination clause. The
Contractor further agrees that he/she will ensure that all subcontractors, if any, will be
made aware of and will comply with this nondiscrimination clause.
16.INDEPENDENT CONTRACTOR
This Agreement does not create an employee/employer relationship between the Parties. It is
the intent of the Parties that the Contractor is an independent contractor under this Agreement
and not the City's employee for any purposes, including but not limited to, the application of
the Fair Labor Standards Act minimum wage and overtime payments, Federal Insurance
Contribution Act, the Social Security Act, the Federal Unemployment Tax Act, the provisions
of the Internal Revenue Code, the State Worker's Compensation Act, and the State
Unemployment Insurance law. The Contractor shall retain sole and absolute discretion in the
judgment of the manner and means of carrying out Contractor's activities and responsibilities
TAMARAC
City of Tamarac The City For Your Life Purchasing and Contracts Division
hereunder provided, further that administrative procedures applicable to services rendered
under this Agreement shall be those of Contractor, which policies of Contractor shall not conflict
with City, State, or United States policies, rules or regulations relating to the use of Contractor's
funds provided for herein. The Contractor agrees that it is a separate and independent
enterprise from the City, that it had full opportunity to find other business, that it has made its
own investment in its business, and that it will utilize a high level of skill necessary to perform
the work. This Agreement shall not be construed as creating any joint employment relationship
between the Contractor and the City and the City will not be liable for any obligation incurred
by Contractor, including but not limited to unpaid minimum wages and/or overtime premiums.
17.ASSIGNMENT AND SUBCONTRACTING
Contractor shall not transfer or assign the performance required by this Agreement without the
prior consent of the City. This Agreement, or any portion thereof, shall not be subcontracted
without the prior written consent of the city.
18. NOTICE
Whenever either party desires or is required under this Agreement to give notice to any other
party, it must be given by written notice either delivered in person, sent by U.S. Certified Mail,
U.S. Express Mail, air or ground courier services, or by messenger service, as follows:
CITY
City Manager
City of Tamarac
7525 N.W. 88th Avenue
Tamarac, FL 33321
With a copy to the City Attorney at the following address:
Fox Rothschild LLP
2 South Biscayne Boulevard
One Biscayne Tower, Suite 2750
Miami, FL 33131
Attn: John R. Herin, Jr.
CONTRACTOR
Trane U.S. Incorporated
800-E Beaty Street
Davidson, NC 28036
ATTN: Donald E. Simmons, President
19.TERMINATION
19.1 Termination for Convenience: This Agreement may be terminated by City for
convenience, upon seven (7) days of written notice by terminating party to the other
party for such termination in which event Contractor shall be paid its compensation for
services performed to termination date, including services reasonably related to
termination. In the event that Contractor abandons this Agreement or causes it to be
terminated, Contractor shall indemnify city against loss pertaining to this termination.
TAMARAC
City of Tamarac The City For Your Life Purchasing and Contracts Division
19.2 Default by Contractor: In addition to all other remedies available to the City, this
Agreement shall be subject to cancellation by the City for cause, should the Contractor
neglect or fail to perform or observe any of the terms, provisions, conditions, or
requirements herein contained, if such neglect or failure shall continue for a period of
thirty (30) days after receipt by Contractor of written notice of such neglect or failure.
20.AGREEMENT SUBJECT TO FUNDING
This agreement shall remain in full force and effect only as long as the expenditures provided
for in the Agreement have been appropriated by the City Commission of the City of Tamarac
in the annual budget for each fiscal year of this Agreement; and is subject to termination based
on lack of funding.
21.VENUE
This Agreement shall be governed by the laws of the State of Florida as now and hereafter in
force. The venue for actions arising out of this agreement is fixed in Broward County, Florida.
22.SIGNATORY AUTHORITY
The Contractor shall provide the City with copies of requisite documentation evidencing that
the signatory for Contractor has the authority to enter into this Agreement.
23.SEVERABILITY; WAIVER OF PROVISIONS
Any provision in this Agreement that is prohibited or unenforceable in any jurisdiction shall, as
to such jurisdiction, be ineffective to the extent of such prohibition or unenforceability without
invalidating the remaining provisions hereof or affecting validity or enforceability of such
provisions in any other jurisdiction. The non -enforcement of any provision by either party shall
not constitute a waiver of that provision nor shall it affect enforceability of that provision or of
the remainder of this Agreement.
24. UNCONTROLLABLE CIRCUMSTANCES
24.1 Neither the City nor Contractor shall be considered to be in default of this Agreement if
delays in or failure of performance shall be due to Uncontrollable Forces, the effect of
which, by the exercise of reasonable diligence, the non -performing party could not avoid.
The term "Uncontrollable Forces" shall mean any event which results in the prevention
or delay of performance by a party of its obligations under this Agreement and which is
beyond the reasonable control of the nonperforming party. It includes, but is not limited
to fire, flood, earthquakes, storms, lightning, epidemic, war, riot, civil disturbance,
sabotage, and governmental actions, such as delays in permitting due to outside
agencies, which are beyond the Contractor's control.
24.2 Neither party shall, however, be excused from performance if nonperformance is due to
forces, which are preventable, removable, or remediable, and which the nonperforming
party could have, with the exercise of reasonable diligence, prevented, removed, or
remedied with reasonable dispatch. The nonperforming party shall, within a reasonable
time of being prevented or delayed from performance by an uncontrollable force, give
written notice to the other party describing the circumstances and uncontrollable forces
preventing continued performance of the obligations of this Agreement.
25. MERGER; AMENDMENT
This Agreement constitutes the entire Agreement between the Contractor and the City, and
negotiations and oral understandings between the parties are merged herein. This Agreement
ME
TAMARAC
City of Tamarac The City For Your Life Purchasing and Contracts Division
can be supplemented and/or amended only by a written document executed by both the
Contractor and the City.
26. NO CONSTRUCTION AGAINST DRAFTING PARTY
Each party to this Agreement expressly recognizes that this Agreement results from the
negotiation process in which each party was represented by counsel and contributed to the
drafting of this Agreement. Given this fact, no legal or other presumptions against the party
drafting this Agreement concerning its construction, interpretation or otherwise accrue to the
benefit of any party to the Agreement, and each party expressly waives the right to assert such
a presumption in any proceedings or disputes connected with, arising out of, or involving this
Agreement.
27. CONTINGENT FEES
The Contractor warrants that it has not employed or retained any company or person, other
than a bona fide employee working solely for the Contractor to solicit or secure this Agreement
and that it has not paid or agreed to pay any person, company, corporation, individual or firm,
other than a bona fide employee working solely for the Contractor, any fee, commission,
percentage, gift or any other consideration contingent upon or resulting from the award or
making of this Agreement.
28.SCRUTINIZED COMPANIES - 287.135 AND 215.473
28.1 By execution of this Agreement, Contractor certifies that Contractor is not participating
in a boycott of Israel. Contractor further certifies that Contractor is not on the Scrutinized
Companies that Boycott Israel list, not on the Scrutinized Companies with Activities in
Sudan List, and not on the Scrutinized Companies with Activities in the Iran Petroleum
Energy Sector List, or has Contractor been engaged in business operations in Syria.
Subject to limited exceptions provided in state law, the City will not contract for the
provision of goods or services with any scrutinized company referred to above.
28.2 Submitting a false certification shall be deemed a material breach of contract. The City
shall provide notice, in writing, to Contractor of the City's determination concerning the
false certification. Contractor shall have five (5) days from receipt of notice to refute the
false certification allegation. If such false certification is discovered during the active
contract term, Contractor shall have ninety (90) days following receipt of the notice to
respond in writing and demonstrate that the determination of false certification was
made in error. If Contractor does not demonstrate that the City's determination of false
certification was made in error then the City shall have the right to terminate the contract
and seek civil remedies pursuant to Section 287.135, Florida Statutes, as amended
from time to time.
29. PUBLIC RECORDS
29.1 The CITY is a public agency subject to Chapter 119, Florida Statutes. The
CONTRACTOR shall comply with Florida's Public Records Law. Specifically,
CONTRACTOR shall:
29.1.1 Keep and maintain public records required by the CITY in order to perform the
service.
29.1.2 Upon request from the CITY, provide the public agency with a copy of the
requested records or allow the records to be inspected or copied within a
reasonable time at no cost to the CITY.
TAMARAC
City of Tamarac Purchasing and Contracts Division
The City For Your Life
29.1.3 Ensure that public records that are exempt or confidential and exempt from public
records disclosure requirements are not disclosed except as authorized by law
for the duration of the contract term and following completion of the Agreement
and any renewals thereof if CONTRACTOR does not transfer the records to the
CITY.
29.1.4 Upon completion of the Agreement, transfer, at no cost to the CITY, all public
records in possession of CONTRACTOR, or keep and maintain public records
required by the CITY to perform the service. If CONTRACTOR transfers all public
records to the CITY upon completion of the Agreement, CONTRACTOR shall
destroy any duplicate public records that are exempt or confidential and exempt
from public records disclosure requirements. If CONTRACTOR keeps and
maintains public records upon completion of the Agreement, CONTRACTOR
shall meet all applicable requirements for retaining public records. All records
stored electronically must be provided to the CITY, upon request from the CITY's
custodian of public records in a format that is compatible with the information
technology systems of the CITY.
29.2 During the term of this Agreement and any renewals, CONTRACTOR shall maintain all
books, reports and records in accordance with generally accepted accounting practices
and standards for records directly related to this contract.
30. E-VERIFY
As a condition precedent to entering into this Agreement, and in compliance with Section 448.095,
Fla. Stat., Contractor and its subcontractors shall, register with and use the E-Verify system to
verify work authorization status of all employees hired after January 1, 2021. Contractor shall
require each of its subcontractors to provide Contractor with an affidavit stating that the
subcontractor does not employ, contract with, or subcontract with an unauthorized alien.
Contractor shall maintain a copy of the subcontractor's affidavit as part of and pursuant to the
records retention requirements of this Agreement. City, Contractor, or any
subcontractor/subconsultant who has a good faith belief that a person or entity with which it is
contracting has knowingly violated Section 448.09 (1), Fla. Stat. or the provisions of this section
shall terminate the contract with the person or entity. City, upon good faith belief that a
subcontractor knowingly violated the provisions of this section; but Contractor otherwise complied,
shall promptly notify Contractor and Contractor shall immediately terminate the contract with the
subcontractor. An agreement or contract terminated under the provisions of this section is not a
breach of contract and may not be considered such. Any agreement or contract termination under
the provisions of this section may be challenged pursuant to Section 448.095(2)(d), Fla. Stat.
Contractor acknowledges that upon termination of this Agreement by the City for a violation of this
section by Contractor, Contractor may not be awarded a public contract for at least one (1) year.
Contractor further acknowledges that Contractor is liable for any additional costs incurred by the
City as a result of termination of any contract for a violation of this section. Contractor or
subcontractor shall insert in any subcontracts the clauses set forth in this section; requiring the
subcontractors to include these clauses in any lower tier subcontracts. Contractor shall be
responsible for compliance by any subcontractor or lower tier subcontractor with the clauses set
forth in this section.
31. CUSTODIAN OF RECORDS
12
TAMARAC
City of Tamarac The City For Your Life Purchasing and Contracts Division
IF THE CONTRACTOR HAS QUESTIONS REGARDING THE
APPLICATION OF CHAPTER 119, FLORIDA STATUTES, TO THE
CONTRACTOR'S DUTY TO PROVIDE PUBLIC RECORDS RELATING
TO THIS CONTRACT, CONTACT THE CUSTODIAN OF PUBLIC
RECORDS AT:
CITY CLERK
7525 NW 88TH AVENUE
ROOM 101
TAMARAC, FL 33321
(954) 597-3505
C ITYC LERK@TAMARAC.ORG
13
City of Tamarac
TAMARAC
The City For Your Life
Purchasing and Contracts Division
IN WITNESS WHEREOF, the parties have made and executed this Agreement on the
respective dates under each signature. CITY OF TAMARAC, signing by and through its
Mayor and City Manager, and CONTRACTOR, signing by and through its duly authorized
representat(Yp dose4pcute same.
CITY OF TAMARAC
L.J.
;ESTA13LISHED : Q _ Mich Ile J. Gomez, M or
1963
0-
SEAL �Q
'��' • •'���.�� D to
COUNT
TEST:
Je ifer Jo nson, C
y Clerk
-
a-abaa-
Date
ATTEST:
Signature of Corporate Secretary
Corporate Secy. (Printed Name)
(CORPORATE SEAL)
K thleen Gunn, City Manager
qh- q / 6;1--e57
Date
Appi ovd,d as to form a
legal sufficiency:
46
hn 74�1
2
Date
CONTRACTOR
TRANE U.S.A., INC.
^— /pDiiggitally signed by: Rhett Baldwin
j_J: CN = Rhett Baldwin email = ybaldwin@tnsne.
d m C = US O = T— Technologies
is
2022.04.15 14:57,12 .0400'
Signature of Authorized Representative
Authorized Representative (Printed Name)
Date
14
TRANE U.S. INC.
Assistant Secretary Certificate
I, Sara W. Brown, Assistant Secretary of Trane U.S. Inc., a corporation organized and
existing under the laws of the State of Delaware (the "Company"), hereby certify that:
1. The following is a true and correct extract of the resolutions duly adopted by the
Board of Directors of the Company by unanimous written consent in lieu of
meeting on September 30, 2018 with respect to the election of Scott W. Smillie,
and that said resolutions are in full force and effect as set forth below:
RESOLVED, that the following individuals be, and hereby are,
elected to serve in the respective positions set
forth opposite their names below until their
successors shall have been duly elected and
shall have qualified:
Scott W. Smillie
Assistant Secretary
2. The individual listed above holds the proper corporate power and legal authority
to execute and deliver contracts on behalf of the Company.
IN WITNESS WHEREOF, I have hereunto set my hand this 2u day of May, 2019.
STATE OF NORTH CAROLINA
COUNTY OF MECKLENBURG
4arat, J; ('-'2 - �
W. Brown
Assistant Secretary
On this the 0 day of May, 2019, before me personally appeared Sara W. Brown, to
me known, who being by me duly sworn, did depose and say that she is an Assistant
Secretary of Trane U.S. Inc,, the company described in and which executed the above
instrument.
Catherine M. Stenmark
Notary Public
My Commission Expires November 2, 2019