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HomeMy WebLinkAboutPACKET - Agenda 4.22.19 2006 HERITAGE WALK, MILTON, GA 30004 ǀ 678.242.2500 ǀ WWW.CITYOFMILTONGA.US Persons needing special accommodations in order to participate in any City meeting should call 678.242.2500. Joe Lockwood, Mayor CITY COUNCIL Peyton Jamison Matt Kunz Laura Bentley Carol Cookerly Joe Longoria Rick Mohrig CITY COUNCIL CHAMBERS City Hall Monday, April 22, 2019 Regular Council Meeting Agenda 6:00 PM INVOCATION – Tass Welch, Community of Christ Church, Milton, Georgia 1) CALL TO ORDER 2) ROLL CALL 3) PLEDGE OF ALLEGIANCE (Led by Mayor Joe Lockwood) 4) APPROVAL OF MEETING AGENDA (Add or remove items from the agenda) (Agenda Item No. 19-081) 5) PUBLIC COMMENT (General) MILTON CITY COUNCIL REGULAR COUNCIL MEETING APRIL 22, 2019 Page 2 of 5 6) CONSENT AGENDA 1. Approval of the April 8, 2019 City Council Meeting Minutes. (Agenda Item No. 19-082) (Sudie Gordon, City Clerk) 2. Approval of the Financial Statements and Investment Report for the Period Ending March 2019. (Agenda Item No. 19-083) (Bernadette Harvill, Finance Director) 3. Approval of a Professional Services Agreement between the City of Milton and United Consulting Group, LTD - Subsurface Exploration, Restroom Project at Providence Park. (Agenda Item No. 19-084) (Jim Cregge, Parks and Recreation Director) 4. Approval of a Professional Services Agreement between the City of Milton and Kimley-Horn and Associates, Inc. for Modeling and Visualization Services – Crabapple Village and Lakeside at Crabapple Passive Park. (Agenda Item No. 19-085) (Parag Agrawal, Community Development Director) 5. Approval of a Professional Services Agreement between the City of Milton and Designated Clippers Landscape Services, Inc. - Bell Memorial Park Lacrosse Wall Project. (Agenda Item No. 19-086) (Sara Leaders, Interim Public Works Director) 6. Approval of a Professional Services Agreement between the City of Milton and Tople Construction and Engineering, Inc. – Miscellaneous Road Projects. (Agenda Item No. 19-087) (Sara Leaders, Interim Public Works Director) 7. Approval of a Task Order to Provide Construction Inspection Services for the Northeast Crabapple Connector Project. (Agenda Item No. 19-088) (Sara Leaders, Interim Public Works Director) 8. Approval of a Task Order to Provide Pre-construction and Right of Way Acquisition Services for Hopewell Road Corridor Intersection Projects. (Agenda Item No. 19-089) (Sara Leaders, Interim Public Works Director) MILTON CITY COUNCIL REGULAR COUNCIL MEETING APRIL 22, 2019 Page 3 of 5 9. Approval of a Task Order to Provide Construction Inspection Services for the Birmingham Road West Bridge Project. (Agenda Item No. 19-090) (Sara Leaders, Interim Public Works Director) 10. Approval of the following Subdivision Plats and Revisions: Name of Development / Location Action Comments / # lots Total Acres Density 1. Manor Phase 5B – King Preserve LL 396 & 397 Kings Close Final Plat Revision Add 3 lots / 5 (Fulton) lots total in Phase 5B 6.431 .77 Lots / acre 2. Wolff Property/1000 Lackey LL 1014, 1015, 1016, 1017, & 1075 Lackey Road Minor Plat Combine 4 parcels / create 2 lots 109.1 .018 Lots / acre (Agenda Item No. 19-091) (Parag Agrawal, Community Development Director) 7) REPORTS AND PRESENTATIONS 1. Proclamation Recognizing Autism Awareness Month. (Presented by Mayor Joe Lockwood) 2. Presentation of the City of Milton FY 2018 Annual Audit. (Bernadette Harvill, Finance Director) 8) FIRST PRESENTATION 1. Consideration of an Ordinance of the Mayor and Council of the City of Milton, Georgia, to Adopt Amendments to the Fiscal 2019 Budget for Each Fund of the City of Milton, Georgia, Amending the Amounts Shown in Each Budget as Expenditures, Amending the Several Items of Revenue Anticipations, Prohibiting Expenditures to Exceed Appropriations, and Prohibiting Expenditures to Exceed Actual Funding Available. (Agenda Item No. 19-092) (Bernadette Harvill, Finance Director) 9) PUBLIC HEARING (None) MILTON CITY COUNCIL REGULAR COUNCIL MEETING APRIL 22, 2019 Page 4 of 5 10) ZONING AGENDA 1. Consideration of RZ18-14/VC18-09- 3475, 3485, 3495, 3499, & 3501 Bethany Bend by Bajun American Properties to rezone from TR and AG-1 to TR to develop 54 residential units (condominium) at a density of 6.38 units per acre and a 3 part concurrent variance to 1) delete the 75 foot undisturbed buffer and 10 foot improvement setback and replace with a 20 foot landscape buffer or 50 foot undisturbed stream buffer adjacent to all property lines abutting property zoned Townhouse Residential (TR) (Sec 64-1091 (b)) 2) to delete requirement for 75% per vertical wall plane of brick or natural stone (Sec. 64-1095 (o)) and 3) to delete requirement for 25% brick, tile, and remaining materials listed (Sec 64-1095 (p)). (Agenda Item No. 19-006) (First Presentation at January 7, 2019 City Council Meeting) (Deferred back to Planning Commission at January 23, 2019 City Counci l Meeting) (Second First Presentation at April 8, 2019 City Council Meeting) (Parag Agrawal, Community Development Director) 11) UNFINISHED BUSINESS 1. Consideration of an Ordinance to Revise Division 6 – Cell Phones and Other Electronic Devices. (Agenda Item No. 19-075) (First Presentation at April 8, 2019 City Council Meeting) (Stacey Inglis, Assistant City Manager) 2. Consideration of an Ordinance to Revise Chapter 46, Article III, Division 4, Section 46-123 (“Acceptance by Company”) to Make Minor Administrative Changes Including Updating the Address of City Hall. (Agenda Item No. 19-076) (First Presentation at April 8, 2019 City Council Meeting) (Teresa Stickels, Conservation Projects Manager) 12) NEW BUSINESS 1. Agreement for Sale of Realty between the City of Milton and Cogburn Road Investments, L.P., a Georgia limited partnership, for 4.82 acres, more or less, located in Land Lots 1041 and 1048, 2nd District, 2nd Section, in the City of Milton, Fulton County, Georgia, on Webb Road (and being a portion of Fulton Tax Parcel No. 22 527010470116), for a purchase price of $1,600,000. (Agenda Item No. 19-093) (Ken Jarrard, City Attorney) MILTON CITY COUNCIL REGULAR COUNCIL MEETING APRIL 22, 2019 Page 5 of 5 2. Agreement for Sale of Realty between City of Milton and Red Bull Holdings, LLC, a Georgia limited liability company, for 28.20 acres, more or less, located in Land Lots 399, 465 and 466, 2nd District, 2nd Section, in the City of Milton, Fulton County, Georgia, on Hamby Road (Fulton Tax Parcel No. 22-518003990285 and 22-519004660398), for a purchase price of $1,050,000. (Agenda Item No. 19-094) (Ken Jarrard, City Attorney) 3. Consideration of a Resolution of the City of Milton Authorizing the Submission of Application to Georgia Institute of Technology (GATECH) for the 2019 Georgia Smart Communities Challenge (Georgia Smart) Program for Funding in the Amount of One Hundred Thousand Dollars ($100,000). (Agenda Item No. 19-095) (Parag Agrawal, Community Development Director) 13) MAYOR AND COUNCIL REPORTS STAFF REPORTS Department Updates 1. Community Development 2. Finance 14) EXECUTIVE SESSION (if needed) 15) ADJOURNMENT (Agenda Item No. 19-096) MILTON \t ESTABLISHED 2006 C ITY COUNCIL AGENDA ITEM TO: City Council DATE: April 16, 2019 FROM: Steven Krokoff, City ManageQ) AGENDA ITEM: Approval of the Financial Statements and Investment Report for the Period Ending March 2019. MEETING DATE: Monday, April 22, 2019 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: ( -)APPROVED CITY ATTORNEY APPROVAL REQUIRED: CITY ATTORNEY REVIEW REQUIRED: (~ES ( V(ES APPROVAL BY CITY ATTORNEY: (~PP ROVED PLACED ON AGENDA FOR: () NOT APPROVED () NO () NO () NOT APPROVED 2006 Heritage Walk Milton, GA P: 678.242.2500 IF: 678.242.2499 info @cityofmiltonga.usIwww.cityofmiltonga.us 0 800 To: Honorable Mayor and City Council Members From: Bernadette Harvill, Finance Director Date: Submitted on April 16, 2019 for the April 22, 2019 Regular Council Meeting Agenda Item: Financial Statements & Investment Report for Period 6 – March 2019 Overview and Financial Highlights: General Fund Revenue collections for the General Fund are 6.35% over what is anticipated for the sixth period of the fiscal year. Total expenditures to-date are $14,349,440 and are 6.14% less than expected for this period of the fiscal year. Capital Project Fund Expenditures within this fund continue to occur on a project-by-project basis. With a total project expenditure budget of $13,160,603, capital expenditures-to-date total $3,035,535. Please note that the financial statements for capital related funds now include current encumbrances. This will provide a clear picture of future commitments of resources prior to an actual payment being made. City of Milton STATEMENT OF REVENUES & EXPENDITURES General Fund For the Period Ending March 2019 Actual Budgeted Variance over/(under)Actual Budgeted Variance over/(under) Property Tax 11,850,115 162,884 166,752 (3,867) 11,648,554 11,087,095 561,459 Motor Vehicle Tax 462,045 34,963 38,187 (3,224) 229,720 190,935 38,784 Intangible Tax 215,000 15,899 17,917 (2,018) 81,215 89,583 (8,368) Real Estate Transfer Tax 100,000 4,688 8,333 (3,645) 33,942 41,667 (7,725) Franchise Fees 2,039,340 87,198 - 87,198 840,271 695,685 144,586 Local Option Sales Tax 9,100,000 764,115 758,333 5,781 4,065,921 3,791,667 274,254 Alcohol Beverage Excise Tax 310,000 23,397 25,833 (2,437) 128,250 129,167 (916) Business & Occupation Tax 810,000 293,684 526,500 (232,816) 574,716 769,500 (194,784) Insurance Premium Tax 2,000,000 - - - - - - Financial Institution Tax 40,000 38,823 3,332 35,491 45,738 19,992 25,746 Penalties & Interest 22,000 4,310 975 3,336 16,665 7,850 8,815 Alcohol Beverage Licenses 155,000 2,062 1,550 512 166,144 150,350 15,794 Other Non-Business Permits/Licenses 24,900 5,286 1,949 3,337 20,587 12,197 8,390 Zoning & Land Disturbance Permits 15,350 3,178 1,279 1,899 58,740 7,672 51,068 Building Permits 335,000 38,352 26,800 11,552 180,953 154,100 26,853 Intergovernmental Revenue - - - - - - - Other Charges for Service 505,800 40,614 49,684 (9,069) 255,600 275,854 (20,253) Municipal Court Fines 350,000 - 29,155 (29,155) 185,618 174,930 10,688 Interest Earnings 76,000 46,008 6,331 39,677 204,059 37,985 166,074 Contributions & Donations - - - - 7,244 - 7,244 Other Revenue 79,750 7,980 2,965 5,015 32,246 18,562 13,684 Other Financing Sources 37,000 5,251 - 5,251 5,251 5,000 251 Total Revenues 28,527,300 1,578,693 1,665,875 (87,182)18,781,433 17,659,790 1,121,644 Actual Budgeted Variance over/(under)Actual Budgeted Variance over/(under) Mayor and Council 178,229 12,401 31,295 (18,893) 68,292 94,036 (25,745) City Clerk 231,569 10,310 22,539 (12,229) 92,296 116,087 (23,790) City Manager 748,114 55,813 79,748 (23,935) 365,798 383,794 (17,996) General Administration 65,899 6,626 5,351 1,275 23,702 33,175 (9,473) Finance 551,705 49,360 66,333 (16,974) 280,608 317,264 (36,656) Legal 295,000 (18,537) (18,537) - 138,509 122,917 15,592 Information Technology 970,225 52,375 82,418 (30,043) 448,946 480,510 (31,564) Human Resources 332,177 25,055 27,988 (2,933) 138,067 147,068 (9,000) Risk Management 272,707 - 1,083 (1,083) 131,862 162,322 (30,459) General Government Buildings 222,928 14,894 18,570 (3,676) 95,977 111,419 (15,442) Communications 286,891 23,376 28,550 (5,174) 88,906 144,733 (55,827) Community Outreach & Engagement 128,746 11,556 12,967 (1,412) 59,447 65,181 (5,734) Municipal Court 457,531 42,972 45,729 (2,757) 216,000 229,946 (13,946) Police 5,115,625 496,970 541,030 (44,060) 2,421,555 2,701,434 (279,879) Fire 7,214,381 692,667 700,766 (8,099) 3,669,785 3,807,416 (137,631) Public Works 2,602,407 182,016 230,459 (48,443) 1,138,317 1,272,587 (134,270) Parks & Recreation 1,411,493 85,167 94,505 (9,338) 827,585 871,967 (44,383) Community Development 1,217,865 106,596 115,208 (8,612) 466,637 530,697 (64,060) Economic Development 220,859 13,984 13,699 284 117,360 135,432 (18,072) Debt Service 852,436 - - - 743,600 743,600 - Operating Transfers to Other Funds 5,632,380 469,365 469,365 - 2,816,190 2,816,190 - Operating Reserve 233,768 - - - - - - Total expenditures 29,242,935 2,332,965 2,569,067 (236,103)14,349,440 15,287,776 (938,335) Net Income/(Loss)(715,635)(754,272)4,431,993 Fund Balance - Beginning 10,271,476 10,271,476 Fund Balance - Ending 9,555,841 14,703,469 Revenues Annual Budget Current Month Year-to-Date Operating Expenditures Annual Budget Current Month Year-to-Date Original Budgeted Amounts Current Period Actuals Year-to-Date Actuals Variance with Final Budget - Positive (Negative) REVENUES Rock for Rescues Vendor Fee -$ 1,161$ 2,153$ 2,153$ Summer Event Vendor Fee - - - - Interest Revenues - 4 12 12 Crabapple Fest Sponsor 15,000 - 13,375 (1,625) Earth Day Sponsor - - - - Summer Event Sponsor 2,000 - - (2,000) Private Entity Contributions - - - - Gas South Partnership - 109 855 855 Total revenues 17,000$ 1,274$ 16,395$ (605)$ EXPENDITURES Current: Special Events 104,348$ -$ 41,256$ 63,092$ Total Expenditures 104,348$ -$ 41,256$ 63,092$ OTHER FINANCING SOURCES (USES) Transfers in from Hotel/Motel Tax Fund 75,000 6,564$ 31,663 (43,337) Total other financing sources and uses 75,000$ 6,564$ 31,663$ (43,337)$ Net change in fund balances (12,348)$ 6,802$ Fund balances - beginning 57,600 57,600 Fund balances - ending 45,252$ 64,402$ City of Milton Special Events Fund Statement of Revenues, Expenditures, and Changes in Fund Balances - Budget and Actual For the Period Ended March 31, 2019 Original Budgeted Amounts Current Period Actuals Year-to-Date Actuals Variance with Final Budget - Positive (Negative) REVENUES Cash Confiscations/State Funds -$ -$ -$ -$ Cash Confiscations/Fed Funds - - 9,019 9,019 Interest Revenues/State Funds - - - - Interest Revenues/Federal Funds - 3 17 17 Realized Gain on Investments/State Funds - - - - Proceeds of Sale of Assets - - 3,500 3,500 Total revenues -$ 3$ 12,536$ 12,536$ EXPENDITURES Current: Police 83,815$ -$ 8,150$ 75,665$ Total Expenditures 83,815$ -$ 8,150$ 75,665$ OTHER FINANCING SOURCES (USES) Transfers in from General Fund -$ -$ -$ -$ Total other financing sources and uses -$ -$ -$ -$ Net change in fund balances (83,815)$ 4,386$ Fund balances - beginning 83,820 83,820 Fund balances - ending 5$ 88,206$ City of Milton Confiscated Assets Fund Statement of Revenues, Expenditures, and Changes in Fund Balances - Budget and Actual For the Period Ended March 31, 2019 Original Budgeted Amounts Current Period Actuals Year-to-Date Actuals Variance with Final Budget - Positive (Negative) REVENUES Wireless 911 Fees 950,000$ 108,408$ 335,336$ (614,664)$ Total revenues 950,000$ 108,408$ 335,336$ (614,664)$ EXPENDITURES Current: Public Safety 950,000$ 264,019$ 335,388$ 614,612$ Total Expenditures 950,000$ 264,019$ 335,388$ 614,612$ OTHER FINANCING SOURCES (USES) Unallocated -$ -$ -$ -$ Transfers out to Capital Projects - - - - Net change in fund balances -$ (53)$ Fund balances - beginning 0 0 Fund balances - ending 0$ (52)$ City of Milton E-911 Fund Statement of Revenues, Expenditures, and Changes in Fund Balances - Budget and Actual For the Period Ended March 31, 2019 Original Budgeted Amounts Current Period Actuals Year-to-Date Actuals Variance with Final Budget - Positive (Negative) REVENUES Taxes Hotel/Motel Taxes 75,000$ 6,564$ 31,663$ (43,337)$ Total revenues 75,000$ 6,564$ 31,663$ (43,337)$ OTHER FINANCING SOURCES (USES) Transfers out to Special Events Fund 75,000$ 6,564$ 31,663$ (43,337)$ Total other financing sources and uses 75,000$ 6,564$ 31,663$ (43,337)$ Net change in fund balances -$ -$ Fund balances - beginning - - Fund balances - ending -$ -$ City of Milton Hotel/Motel Tax Fund Statement of Revenues, Expenditures, and Changes in Fund Balances - Budget and Actual For the Period Ended March 31, 2019 Original Budgeted Amounts Amended Budgeted Amounts Current Period Actuals Year-to-Date Actuals Year-to-Date Actuals + Encumbrances Variance with Final Budget - Positive (Negative) REVENUES Charges for Service Infrastructure Maintenance Fee 110,000$ 110,000$ -$ 39,220$ 39,220$ (70,780)$ Infrastructure Maint Penalty & Interest - - - 366 366 366 Sidewalk Replacement Account - - - - - - Paving Fund - - - - - - Traffic Calming - - - 8,700 8,700 8,700 Tree Recompense - - 333 3,661 3,661 3,661 Landfill Host Fees 150,000 150,000 - 11,657 11,657 (138,343) Interest Revenue - - - 211 211 211 Realized Gain or Loss on Investments - - - - - - Cell Tower Lease 79,404 79,404 6,704 40,052 40,052 (39,352) Insurance Proceeds/Public Safety - - - 8,175 8,175 8,175 Total revenues 339,404$ 339,404$ 7,038$ 112,042$ 112,042$ (227,362)$ EXPENDITURES Capital Outlay City Council 909,494$ 909,494$ -$ -$ -$ 909,494$ General Admin 13,762 13,762 - - - 13,762 Finance 250,000 250,000 - - - 250,000 IT 462,824 462,824 - 372,465 430,774 32,049 General Govt Bldg 482,739 482,739 6,485 240,392 437,393 45,347 Police 250,644 250,644 131,320 239,911 239,911 10,733 Fire 1,684,088 1,747,965 1,120,999 1,708,668 1,775,129 (27,163) Public Works 7,081,087 7,081,087 30,079 330,935 3,527,374 3,553,713 Parks & Recreation 1,350,420 1,350,420 575 111,434 182,233 1,168,187 Community Development 611,668 611,668 474 31,730 442,832 168,836 Total Capital Outlay 13,096,726$ 13,160,603$ 1,289,931$ 3,035,535$ 7,035,645$ 6,124,957$ Excess of revenues over expenditures (12,757,322)$ (12,821,199)$ (1,282,894)$ (2,923,493)$ (6,923,603)$ (6,352,319)$ OTHER FINANCING SOURCES (USES) Transfers in from General Fund 5,332,380$ 5,332,380$ 444,365$ 2,666,190$ 2,666,190$ (2,666,190)$ Contingencies (164,048) (100,171) - - - 100,171 Total other financing sources and uses 5,168,332$ 5,232,209$ 444,365$ 2,666,190$ 2,666,190$ (2,566,019)$ Net change in fund balances (7,588,990)$ (7,588,990) (257,303)$ (4,257,413)$ Fund balances - beginning 7,587,016 7,587,016 7,587,016 7,587,016 Fund balances - ending (1,974)$ (1,974)$ 7,329,713$ 3,329,603$ City of Milton Capital Project Fund Statement of Revenues, Expenditures, and Changes in Fund Balances - Budget and Actual For the Period Ended March 31, 2019 Original Budgeted Amounts Current Period Actuals Year-to-Date Actuals Year-to-Date Actuals + Encumbrances Variance with Final Budget - Positive (Negative) REVENUES Real Property Tax-Current Year 1,671,839$ 16,384$ 1,741,084$ 1,741,084$ 69,245$ Real Property Tax-Prior Year - 17 9 9 9 Public Utility Tax-Current Year - 7,833 11,864 11,864 11,864 Personal Property Tax-Current Year 28,684 529 27,821 27,821 (863) Personal Property Tax-Prior Year - 34 36 36 36 Motor Vehicle Tax 8,903 855 4,816 4,816 (4,087) Penalties & Interest - Real Property - 559 1,822 1,822 1,822 Penalties & Interest - Personal Property - 46 97 97 97 Intergovernmental Revenues - - - - - Interest Revenue (Regions)100,000 29,883 167,015 167,015 67,015 Interest Revenue (SunTrust)- - 161 161 161 Bond Proceeds - - - - - Total revenues 1,809,426$ 56,139$ 1,954,724$ 1,954,724$ 145,298$ EXPENDITURES Capital Outlay Parks & Recreation 20,359,167$ 20,690$ 3,834,734$ 3,850,521$ 16,508,646$ Bond Principal 810,000 - - - 810,000 Bond Interest 899,375 - 449,688 449,688 449,688 Total Capital Outlay 22,068,542$ 20,690$ 4,284,422$ 4,300,209$ 17,784,120$ Excess of revenues over expenditures (20,259,116)$ 35,449$ (2,329,698)$ (2,345,485)$ 17,929,419$ Net change in fund balances (20,259,116)$ (2,329,698)$ (2,345,485)$ Fund balances - beginning 20,860,987 20,860,987 20,860,987 Fund balances - ending 601,871$ 18,531,289$ 18,515,502$ City of Milton Greenspace Bond Fund Statement of Revenues, Expenditures, and Changes in Fund Balances - Budget and Actual For the Period Ended March 31, 2019 Original Budgeted Amounts Current Period Actuals Year-to-Date Actuals Year-to-Date Actuals + Encumbrances Variance with Final Budget - Positive (Negative) REVENUES Transportation Local Option Sales Tax 6,000,000$ 501,783$ 2,802,950$ 2,802,950$ (3,197,050) Interest Revenues - 60 304 304 304 Realized Gain or Loss (GA Fund 1)10,800 18,840 94,990 94,990 84,190 Total revenues 6,010,800$ 520,683$ 2,898,245$ 2,898,245$ (3,112,555)$ EXPENDITURES Capital Outlay Public Works 12,369,842$ 32,668$ 285,675$ 3,418,164$ 8,951,678 Total Capital Outlay 12,369,842$ 32,668$ 285,675$ 3,418,164$ 8,951,678$ Excess of revenues over expenditures (6,359,042)$ 488,015$ 2,612,570$ (519,919)$ 5,839,123$ OTHER FINANCING SOURCES (USES) Transfers in from General Fund -$ -$ -$ -$ -$ Transfers out to General Fund - - - - - Total other financing sources and uses -$ -$ -$ -$ -$ Net change in fund balances (6,359,042)$ 2,612,570$ (519,919)$ Fund balances - beginning 8,631,592 8,631,592 8,631,592 Fund balances - ending 2,272,551$ 11,244,162$ 8,111,673$ City of Milton Transportation Local Option Sales Tax (TSPLOST) Fund Statement of Revenues, Expenditures, and Changes in Fund Balances - Budget and Actual For the Period Ended March 31, 2019 Original Budgeted Amounts Current Period Actuals Year-to-Date Actuals Year-to-Date Actuals + Encumbrances Variance with Final Budget - Positive (Negative) REVENUES Intergovernmental Revenues GDOT Crabapple Streetscape 162,350$ -$ -$ -$ (162,350)$ GDOT TAP (Big Creek Greenway)- - - - - LMIG Funds 405,528 - 405,528 405,528 0 GDOT HPP Funds - - - - - GDOT-Signage/Landscaping - - - - - Interest Revenues - 45 123 123 123 Total revenues 567,878$ 45$ 405,651$ 405,651$ (162,226)$ EXPENDITURES Capital Outlay Public Works 1,116,514$ -$ 36,062$ 107,389$ 1,009,124$ Total Capital Outlay 1,116,514$ -$ 36,062$ 107,389$ 1,009,124$ Excess of revenues over expenditures (548,636)$ 45$ 369,590$ 298,262$ 846,898$ OTHER FINANCING SOURCES (USES) Transfers in from General Fund 300,000$ 25,000$ 150,000$ 150,000$ (150,000)$ Total other financing sources and uses 300,000$ 25,000$ 150,000$ 150,000$ (150,000)$ Net change in fund balances (248,636)$ 519,590$ 448,262$ Fund balances - beginning 248,602 248,602 248,602 Fund balances - ending (34)$ 768,191$ 696,863$ City of Milton Capital Grant Fund Statement of Revenues, Expenditures, and Changes in Fund Balances - Budget and Actual For the Period Ended March 31, 2019 Original Budgeted Amounts Current Period Actuals Year-to-Date Actuals Year-to-Date Actuals + Encumbrances Variance with Final Budget - Positive (Negative) REVENUES Admin Fund 27,000$ 3,615$ 17,625$ 17,625$ (9,375)$ Law Enforcement Fund 13,000 1,518 7,399 7,399 (5,601) Fire Fund 72,500 8,697 42,398 42,398 (30,102) Road Fund 120,000 10,854 52,912 52,912 (67,088) Park Fund 650,000 99,442 484,778 484,778 (165,222) Interest Revenues/Admin Fund - 5 15 15 15 Interest Revenues/Law Enforcement Fund - 2 6 6 6 Interest Revenues/Fire Fund - 12 36 36 36 Interest Revenues/Road Fund - 14 45 45 45 Interest Revenues/Park Fund - 133 414 414 414 Total revenues 882,500$ 124,291$ 605,630$ 605,630$ (276,870)$ EXPENDITURES General Government Buildings 57,967$ -$ -$ -$ 57,967$ Police - - - - - Fire 237,926 - - 40,252 197,674 Public Works 208,778 - - - 208,778 Parks & Recreation 2,081,985 - 12,760 12,760 2,069,225 Total Capital Outlay 2,586,655$ -$ 12,760$ 53,012$ 2,533,644$ Excess of revenues over expenditures (1,704,155)$ 124,291$ 592,870$ 552,618$ 2,256,773$ OTHER FINANCING SOURCES (USES) Transfer Out to General Fund/Admin (27,000) - - - 27,000 Total other financing sources and uses (27,000)$ -$ -$ -$ 27,000$ Net change in fund balances (1,731,155)$ 592,870$ 552,618$ Fund balances - beginning 1,877,503 1,877,503 1,877,503 Fund balances - ending 146,348$ 2,470,373$ 2,430,121$ City of Milton Capital Projects Fund - Impact Fees Statement of Revenues, Expenditures, and Changes in Fund Balances - Budget and Actual For the Period Ended March 31, 2019 Original Budgeted Amounts Current Period Actuals Year-to-Date Actuals Variance with Final Budget - Positive (Negative) REVENUES Intergovernmental Revenues -$ -$ -$ -$ Interest Revenues - - - Contributions & Donations - - - - Total revenues -$ -$ -$ -$ EXPENDITURES Capital Outlay General Government Buildings 15,000,000$ -$ -$ 15,000,000$ Fire 2,000,000 - - 2,000,000 Bond Principal - - - - Bond Interest - - - - Total Capital Outlay 17,000,000$ -$ -$ 17,000,000$ Excess of revenues over expenditures (17,000,000)$ -$ -$ 17,000,000$ OTHER FINANCING SOURCES (USES) Transfers in from General Fund -$ -$ -$ -$ Transfers out to General Fund - - - - Revenue Bond Proceeds 17,000,000 - - (17,000,000) Total other financing sources and uses 17,000,000$ -$ -$ (17,000,000)$ Net change in fund balances -$ -$ Fund balances - beginning 0 0 Fund balances - ending 0$ 0$ City of Milton Capital Projects Fund - Revenue Bond Statement of Revenues, Expenditures, and Changes in Fund Balances - Budget and Actual For the Period Ended March 31, 2019 Amount Percent Yield Money Market - Quantum Bank 7,248,103 23%2.51% GA Fund 1 15,733,990 49%2.44% GA Fund 1 (TSPLOST)9,124,603 28%2.44% Grand Total Investment Portfolio 32,106,696 100% Current Month YTD Current Month YTD Interest earned 45,990 203,104 18,840 94,990 Budgeted interest 6,250 37,500 900 5,400 Variance over/(under)39,740 165,604 17,940 89,590 General Fund TSPLOST Fund City of Milton Investment Portfolio Month Ending March 31, 2019 MILTON "' ESTABLISHED 2006 CITY COUNCIL AGENDA ITEM TO: City Council DATE: April 16, 2019 FROM: Steven Krokoff, City Manager {2:) AGENDA ITEM: Approval of a Professional Services Agreement between the City of Milton and United Consu lting Group, LTD -Subsurface Exploration, Restroom Project at Providence Park. MEETING DATE: Monday, April 22, 2019 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: ff APPROVED CITY ATTORNEY APPROVAL REQUIRED: CITY ATTORNEY REVIEW REQUIRED: (J/(ES ('1'YES APPROVAL BY CITY ATTORNEY: ( ,l,APPROVED PLACED ON AGENDA FOR: () NOT APPROVED () NO () NO () NOT APPROVED 2006 Heritage Walk Milton, GA P: 678.242.2500 IF: 678.242.2499 info@cityofmiltonga.usIwww.cityofmiltonga.us 0 800 To: Honorable Mayor and City Council Members From: Jim Cregge, Parks and Recreation Director Date: Submitted on April 12, 2019 for the April 22, 2019 Regular City Council Meeting Agenda Item: Approval of a Professional Services Agreement between The City of Milton and United Consulting Group, LTD. – Subsurface Exploration, Restroom Project at Providence Park _____________________________________________________________________________________ Project Description: The Parks and Recreation Department is requesting the approval of a contract for the subsurface exploration services at Providence Park. The project includes one 30-foot boring at the proposed restroom location, a percolation test for an adjoining leach field and a report of the findings. Procurement Summary: Purchasing method used: Professional Services Account Number: 340-6110-541300100 Requisition Total: $ 4,550.00 Vendor DBA: United Consulting Group, LTD. Other quotes or bids submitted (vendor/$): N/A Financial Review: Bernadette Harvill, April 12, 2019 Legal Review: Sam VanVolkenburgh, April 8, 2019 Attachment(s): Professional Services Agreement ESTABLISHED 2006 PROFESSIONAL SERVICES AGREEMENT — SHORT FORM Subsurface Exploration — Providence Park This Professional Services Agreement ("Agreement") is made and entered into this day of 20_ (the "Effective Date"), by and between the CITY OF MILTON, GEORGIA, a municipal corporation of the State of Georgia, acting by and through its governing authority, the Mayor and City Council, located at 2006 Heritage Walk, Milton, Georgia 30004 (hereinafter referred to as the "City"), and UNITED CONSULTING GROUP, LTD, a GEORGIA CORPORATION, having its principal place of business at 625 Holcomb Bridge Rd, Norcross, Georgia 30071 (hereinafter referred to as the "Consultant"), collectively referred to herein as the "Parties." WITNESSETH: WHEREAS, City desires to retain a consultant to provide services in the completion of a Project (defined below); and WHEREAS, Consultant has represented that it is qualified by training and experience to perform the Work (defined below) and desires to perform the Work under the terms and conditions provided in this Agreement; and NOW, THEREFORE, for and in consideration of the mutual promises, the public purposes, and the acknowledgements and agreements contained herein, and other good and adequate consideration, the sufficiency of which is hereby acknowledged, the Parties do mutually agree as follows: Section 1. Agreement. The Agreement shall consist of this Professional Services Agreement and each of the Exhibits hereto, which are incorporated herein by reference, including: Exhibit "A" — Scope of Work Exhibit °1B" — Insurance Certificate Exhibit "C" — Contractor Affidavit Exhibit °`D" — Subcontractor Affidavit In the event of any discrepancy in or among the terms of the Agreement and the Exhibits hereto, the provision most beneficial to the City, as determined by the City in its sole discretion, shall govern. Section 2. The Work. A general description of the Project is as follows: subsurface exploration services at Providence Park, in particular one 30 -foot -deep boring at the proposed restroom building and a percolation test for an adjoining leach field along with a report of the findings (the "Project'). The Work to be completed under this Agreement (the "Work") includes, but shall not be limited to, the work described in the Scope of Work provided in Exhibit "A", attached hereto and incorporated herein by reference. Unless otherwise stated in Exhibit "A", the Work includes all material, labor, insurance, tools, equipment, machinery, water, heat, utilities, transportation, facilities, services and any other miscellaneous items and work necessary to complete the Work. Some details necessary for proper execution and completion of the Work may not be specifically described in the Scope of Work, but they are a requirement of the Work if they are a usual and customary component of the contemplated services or are otherwise necessary for proper completion of the Work. Section 3. Contract Term; Termination. Consultant understands that time is of the essence of this Agreement and warrants and represents that it will perform the Work in a prompt and timely manner, which shall not impose delays on the progress of the Work. The term of this Agreement ("Term") shall commence as of the Effective Date, and the Work shall be completed, and the Agreement shall terminate, on or before fifteen (15) business days after the Notice to Proceed (provided that certain obligations will survive termination/expiration of this Agreement). City may terminate this Agreement for convenience at any time upon providing written notice thereof to Consultant. Provided that no damages are due to City for Consultant's breach of this Agreement, City shall pay Consultant for Work performed to date in accordance with Section 5 herein. Section 4. Work Changes. Any changes to the Work requiring an increase in the Maximum Contract Price (defined below) shall require a written change order executed by the City in accordance with its purchasing regulations. Section 5. Compensation and Method of Payment. The total amount paid under this Agreement as compensation for Work performed and reimbursement for costs incurred shall not, in any case, exceed $4,550.00 (the "Maximum Contract Price"), except as outlined in Section 4 above, and Consultant represents that this amount is sufficient to perform all of the Work set forth in and contemplated by this Agreement. The compensation for Work performed shall be based upon a flat fee. Consultant shall take no calculated risk in the performance of the Work. Specifically, Consultant agrees that, in the event it cannot perform the Work within the budgetary limitations established without disregarding sound principles of Consultant's profession and industry, Consultant will give written notice immediately to City. City agrees to pay Consultant for the Work performed and costs incurred by Consultant upon certification by City that the Work was actually performed and costs actually incurred in accordance with the Agreement. No payments will be made for unauthorized work. Compensation for Work performed and, if applicable; reimbursement for costs incurred shall be paid to Consultant upon City's receipt and approval of invoices, setting forth in detail the services performed and costs incurred, along with all supporting documents required by the Agreement or requested by City to process the invoice. A single invoice shall be submitted upon completion of the project, and such invoice shall reflect costs incurred versus costs budgeted. Section 6. Covenants of Consultant. A. Licenses. Certification and Permits. Consultant covenants and declares that it has obtained all diplomas, certificates, licenses, permits or the like required of Consultant by any and all national, state, regional, county, or local boards, agencies, commissions, committees or other regulatory bodies in order to perform the Work contracted for under this Agreement. Consultant shall employ only persons duly qualified in the appropriate area of expertise to perform the Work described in this Agreement. B. Expertise of Consultant; City's Reliance on the Work. Consultant acknowledges and agrees that City does not undertake to approve or pass upon matters of expertise of Consultant and that, therefore, City bears no responsibility for Consultant's Work performed under this Agreement. City will not, and need not, inquire into adequacy, fitness, suitability or correctness of Consultant's performance. Consultant acknowledges and agrees that the acceptance or approval of Work by City is limited to the function of determining whether there has been compliance with what is required to be produced under this Agreement and shall not relieve Consultant of the responsibility for adequacy, fitness, suitability, and correctness of Consultant's Work under professional and industry standards. C. Consultant's Reliance on Submissions by City. Consultant must have timely information and input from City in order to perform the Work required under this Agreement. Consultant is entitled to rely upon information provided by City, but Consultant shall provide immediate written notice to City if Consultant knows or reasonably should know that any information provided by City is erroneous, inconsistent, or otherwise problematic. D. Consultant's lie resentative: Meetings. [INSERT NAME] shall be authorized to act on Consultant's behalf with respect to the Work as Consultant's designated representative, provided that this designation shall not relieve either Party of any written notice requirements set forth elsewhere in this Agreement. Consultant shall meet with City's personnel or designated representatives to resolve technical or contractual problems that may occur during the Term of this Agreement at no additional cost to the City. B. Assignment of Agreement. Consultant covenants and agrees not to assign or transfer any interest in, or delegate any duties of, this Agreement, without the prior express written consent of the City. P. Responsibility of Consultant and indemnification of City. Consultant covenants and agrees to take and assume all responsibility for the Work rendered in connection with this Agreement. Consultant shall bear all losses and damages directly or indirectly resulting to it and/or City on account of -the- er€crr}trneet�itc-r-ofilre Work rendered pursuant 1- 2Cr i' .,�/ ray, �� 5rev� to this Agreement. Consultant shall indeify and hold harmless City and City's elected and appointed officials, officers,, boards, commissions, employees, repres tatives, consultants, servants,.agets-, attorneys and-veltrnteers (individually an "Indemnified Party" and collectively "19acm.nified Parties") from and against any and all claims, suits, actions, judgments, injuries, damages, losses, costs, expen/es and liability cf-an -k-m# 3vm, including but not limited to attorney's fees and costs of defense ('Liabilities"), ich-rry=be=emrsed by or result from the negligence, recklessness,.ar-it�tetrtianally% t of the Consultant or other persons employed or utilized by the Consultant in the performance of this Agreement. This obligation shall not be construed to negate, abridge, or otherwise reduce any other right or obligation of indemnity which would otherwise exist as to any party or person described in this provision. This obligation to indemnify, t�.-• defend, and hold harmless the Indemnified Party(ies) shall survive expiration or termination of this Agreement, provided that the claims are based upon or arise out of actions or omissions that occurred during the performance of this Agreement. G. Inde2endent Contractor. Consultant hereby covenants and declares that it engaged in an independent business and agrees to perform the Work as an independent contractor and not as the agent or employee of City. Consultant agrees to be solely responsible for its own matters relating to the time and place the Work is performed and the method used to perform such Work; the instrumentalities, tools, supplies and/or materials necessary to complete the Work; hiring and payment of consultants, agents or employees to complete the Work, including benefits and compliance with Social Security, withholding and all other regulations governing such matters. Any provisions of this Agreement that may appear to give City the right to direct Consultant as to the details of the services to be performed by Consultant or to exercise a measure of control over such services will be deemed to mean that Consultant shall follow the directions of City with regard to the results of such services only. Inasmuch as City and Consultant are independent of each other, neither has the authority to bind the other to any third person or otherwise to act in any way as the representative of the other, unless otherwise expressly agreed to in writing signed by both Parties. Consultant agrees not to represent itself as City's agent for any purpose to any party or to allow any employee of Consultant to do so, unless specifically authorized, in advance and in writing, to do so, and then only for the limited purpose stated in such authorization. Consultant shall assume full liability for any contracts or agreements Consultant enters into on behalf of City without the express knowledge and prior written consent of City. H. Insurance. Consultant shall have and maintain in full force and effect for the duration of this Agreement, insurance of the types and amounts approved by the City, as shown on Exhibit "1B", attached hereto and incorporated herein by reference. Consultant shall also ensure that any subcontractors are covered by insurance policies meeting the requirements specified herein and provide proof of such coverage. As it relates to any general liability, automobile liability or umbrella policies, and except where such requirement is specifically waived in writing by the City, Consultant shall ensure that its insurer waives all rights of subrogation against the City for losses arising from Consultant's Work and that the City and its officials, employees or agents are named as additional insureds. I. Employment of Unauthorized Aliens Prohibited -E-Verify Affidavit, Pursuant to O.C.G.A. § 13-10-91, City shall not enter into a contract for the physical performance of services unless; (1) Consultant shall provide evidence on City -provided forms, attached hereto as Exhibits "C" and f'D" (affidavits regarding compliance with the E -Verify program to be sworn under oath under criminal penalty of false swearing pursuant to O.C.G.A. § 16-10-71), that it and Consultant's subcontractors have registered with, are authorized to use and use the federal work authorization program commonly known as E -Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O:CG,A. § 13-10-91, and that they will continue to use the federal work authorization program throughout the contract period, or (2) Consultant provides evidence that it is not required to provide an affidavit because it is an individual (not a company) licensed pursuant to Title 26 or Title 43 or by the State Bar of Georgia and is in good standing. Consultant hereby verifies that it has, prior to executing this Agreement, executed a notarized affidavit, the form of which is provided in Exhibit "C", and submitted such affidavit to City or provided City with evidence that it is an individual not required to provide such an affidavit because it is licensed and in good standing as noted in sub -subsection (2) above. Further, Consultant hereby agrees to comply with the requirements of the federal Immigration Reform and Control Act of 1986 (IBCA), P.L. 99-603, O.C.G.A. § 13-10-91 and Georgia Department of Labor Rule 300-10-1-.02. In the event Consultant employs or contracts with any subcontractor(s) in connection with the covered contract, Consultant agrees to secure from such subcontractor(s) attestation of the subcontractor's compliance with O.C.G.A. § 13-10-91 and Rule 300-10-1-.02 by the subcontractor's execution of the subcontractor affidavit, the form of which is attached hereto as Exhibit "D", which subcontractor affidavit shall become part of the Consultant/subcontractor agreement, or evidence that the subcontractor is not required to provide such an affidavit because it is an individual licensed and in good standing as noted in sub -subsection (2) above. If a subcontractor affidavit is obtained, Consultant agrees to provide a completed copy 3 to City within five (5) business days of receipt from any subcontractor. Consultant and Consultant's subcontractors shall retain all documents and records of their respective verification process for a period of five (5) years following completion of the contract. Consultant agrees that the employee -number category designated below is applicable to Consultant. (Information only required if a contractor affidavit is required pursuant to O.C.G.A. § 13-10-91.] f CHECK ONE) 500 or more employees. 100 or more employees. Fewer than 100 employees. Consultant hereby agrees that, in the event Consultant employs or contracts with any subcontractor(s) in connection with this Agreement and where the subcontractor is required to provide an affidavit pursuant to O.C.G.A. § 13-10-91, Consultant will secure from the subcontractor(s) such subcontractor(s') indication of the above employee -number category that is applicable to the subcontractor. The above requirements shall be in addition to the requirements of state and federal law, and shall be construed to be in conformity with those laws. I Ethics Code, Conflict of Interest Consultant agrees that it shall not engage in any activity or conduct that would result in a violation of the City of Milton Code of Ethics or any other similar law or regulation. Consultant certifies that to the best of its knowledge no circumstances exist which will cause a conflict of interest in performing the Work. Consultant and City acknowledge that it is prohibited for any person to offer, give, or agree to give any City employee or official, or for any City employee or official to solicit, demand, accept, or agree to accept from another person, a gratuity of more than nominal value or rebate or an offer of employment in connection with any decision, approval, disapproval, recommendation, or preparation of any part of a program requirement or a purchase request, influencing the content of any specification or procurement standard, rendering of advice, investigation, auditing, or in any other advisory capacity in any proceeding or application, request for ruling, determination, claim or controversy, or other particular matter, pertaining to any program requirement or a contractor subcontract, or to any solicitation or proposal therefor. Consultant and City further acknowledge that it is prohibited for any payment, gratuity, or offer of employment to be made by or on behalf of a sub -consultant under a contract to the prime Consultant or higher tier sub -consultant, or any person associated therewith, as an inducement for the award of a subcontract or order. K. Confidentiality. Consultant acknowledges that it may receive confidential information of City and that it will protect the confidentiality of any such confidential information and will require any of its subcontractors, consultants, and/or staff to likewise protect such confidential information. L. Authority to Contract. The individual executing this Agreement on behalf of Consultant covenants and declares that it has obtained all necessary approvals of Consultant's board of directors, stockholders, general partners, limited partners or similar authorities to simultaneously execute and bind Consultant to the terms of this Agreement, if applicable. M. Ownershiv of Work. All reports, designs, drawings, plans, specifications, schedules, work product and other materials, including, but not limited to, those in electronic form, prepared or in the process of being prepared for the Work to be performed by Consultant ("Materials") shall be the property of City, and City shall be entitled to full access and copies of all Materials in the form prescribed by City. Any and all copyrightable subject matter in all Materials is hereby assigned to City, and Consultant agrees to execute any additional documents that may be necessary to evidence such assignment. N. Nondiscrimination. In accordance with Title VI of the Civil Rights Act of 1964, as amended, 42 U.S.C. § 2000d, section 303 of the Age Discrimination Act of 1975, as amended, 42 U.S.C. § 6102, section 202 of the Americans with Disabilities Act of 1990, 42 U.S.C. § 12132, and all other provisions of Federal law, Consultant agrees that, during performance of this Agreement, Consultant, for itself, its assignees and successors in interest, will not discriminate against any employee or applicant for employment, any subcontractor, or any supplier because of race, color, creed, national origin, gender, age or disability. In addition, Consultant agrees to comply with all applicable implementing regulations and shall include the provisions of this paragraph in every subcontract for services contemplated under this Agreement. 4 Section 7. Miscellaneous. A. Entire Agreement; Counterparts; Third -Party Rights. This Agreement, including any exhibits hereto, constitutes the complete agreement between the Parties and supersedes any and all other agreements, either oral or in writing, between the Parties with respect to the subject matter of this Agreement. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which taken together shall constitute one and the same instrument. This Agreement shall be exclusively for the benefit of the Parties and shall not provide any third parties with any remedy, claim, liability, reimbursement, cause of action or other right. B. Governing Law; Business License; Proper Execution. This Agreement shall be governed by and construed in accordance with the laws of the State of Georgia without regard to choice of law principles. Any action or suit related to this Agreement shall be brought in the Superior Court of Fulton County, Georgia, or the U.S. District Court for the Northern District of Georgia — Atlanta Division, and Consultant submits to the jurisdiction and venue of such court. During the Term of this Agreement, Consultant shall maintain a business license with the City, unless Consultant provides evidence that no such license is required. Consultant agrees that it will perform all Work in accordance with the standard of care and quality ordinarily expected of competent professionals and in compliance with all federal, state, and local laws, regulations, codes, ordinances, or orders applicable to the Project, including, but not limited to, any applicable records retention requirements and Georgia's Open Records Act (O.C.G.A. § 50-18-71, et seq.). C. Captions and Severability. All headings herein are intended for convenience and ease of reference purposes only and in no way define, limit or describe the scope or intent thereof, or of this Agreement, or in any way affect this Agreement. D. Notices. All notices, requests, demands, writings, or correspondence, as required by this Agreement, shall be in writing and shall be deemed received, and shall be effective, when: (1) personally delivered, or (2) on the third day after the postmark date when mailed by certified mail, postage prepaid, return receipt requested, or (3) upon actual delivery when sent via national overnight commercial carrier to the Party at the address first given above or at a substitute address previously furnished to the other Party by written notice in accordance herewith. E. Waiver; Sovereign Immunity. No express or implied waiver shall affect any term or condition other than the one specified in such waiver, and that one only for the time and manner specifically stated. Nothing contained in this Agreement shall be construed to be a waiver of City's sovereign immunity or any individual's qualified, good faith or official immunities. F. Agreement Construction and Interpretation; Invalidity of Provisions; Severability. Consultant represents that it has reviewed and become familiar with this Agreement and has notified City of any discrepancies, conflicts or errors herein. The Parties agree that, if an ambiguity or question of intent or interpretation arises, this Agreement is to be construed as if the Parties had drafted it jointly, as opposed to being construed against a Party because it was responsible for drafting one or more provisions of the Agreement. In the interest of brevity, the Agreement may omit modifying words such as "all" and "any" and articles such as "the" and "an," but the fact that a modifier or an article is absent from one statement and appears in another is not intended to affect the interpretation of either statement. Should any article(s) or section(s) of this Agreement, or any part thereof, later be deemed illegal, invalid or unenforceable by a court of competent jurisdiction, the offending portion of the Agreement should be severed, and the remainder of this Agreement shall remain in full force and effect to the extent possible as if this Agreement had been executed with the invalid portion hereof eliminated, it being the intention of the Parties that they would have executed the remaining portion of this Agreement without including any such part, parts, or portions that may for any reason be hereafter declared invalid. Ratification of this Agreement by a majority of the Mayor and City Council shall authorize the Mayor to execute this Agreement on behalf of City. IN WITNESS WHEREOF, City and Consultant have executed this Agreement, effective as of the Effective Date first above written. ...................... BY• ... !115 1 ' .11 5 Attest/Witness: Signature: Print'Name: Scot melter CONSULTANT: U�iteo Consulting Group, Ltd. Signature: Print Name: Title: ICIRCLE ONE] Presiders ice President (Corporation) r�0".SULT hie [CORP�O- oF�6 ;Q 0G': (requirfj�ii'co%oor oa) GFnPL Title: Corporate Secretary (Assistant) orporate Secretary required if corporation) CITY OF MILTON, GEORGIA By: Steven Krokoff, City Manager Attest: Signature: Print Name: Title: City Clerk Approved as to form: City Attorney RATIFIED BY COUNCIL: By: Joe Lockwood, Mayor 0 [CITY SEAL] OMAN UNITED CONSULTING March 21, 2019 Jim Cregge, CPRP, CYSA Director, Parks and Recreation City of Milton Via Email: Jim.Cregge(a)cityofmiltonga.us RE: Proposal for Subsurface Exploration Providence Park Milton, Georgia Proposal No.: P2019.2615.01 Dear Mr. Cregge: United Consulting is pleased to propose Subsurface Exploration services for this project. This proposal is based on your request via e-mail and subsequent communications. Briefly, you requested one 30 - foot -deep boring to be located at a proposed restroom building and a percolation test for an adjoining leach field. The proposed restroom is located in a wooded area across from an existing parking lot, as shown on the attached plan you provided. SCOPE OF SUBSURFACE INVESTIGATION We will mobilize a drill rig to advance a Standard Penetration Test boring to 30 feet or auger refusal, whichever occurs first. We have budgeted up to one hour of hand clearing for drill rig access. The boring will be located by our Engineering representative using a global positioning system (GPS). A log of the boring will be prepared by our representative, which will show visual soil classifications, depth to groundwater if encountered and depth to rock, if encountered. No laboratory testing is planned. We understand that the design team is requesting soil permeability/infiltration rate in order to assist in design of the leaching field. Therefore, we propose to conduct a field infiltration test at the approximate location indicated on the attached plan. The test will be run in accordance with the Modified Taft method and we will test the infiltration rate at approximately 3 feet below existing grade. Our field engineer will supervise the drilling and the infiltration testing. Although many of our competitors don't do this, we have found that having an engineer on the drill rig is in the client's best interest. A report will be provided which will include our field methodology, the infiltration test results, a discussion of subsurface conditions including depth to rock and partially weathered rock if encountered, recommendations for excavation and earthwork and general recommendations for foundation design. 625 Holcomb Bridge Road, Norcross, GA 30071 • 770-209-0029 • unitedconsulting.com We're here for you. UNITED CONSULTING Proposal No.: P2019.2615.01 Page 3 of 3 COMPENSATION AND SCHEDULE Our compensation will be fixed at $4,550.00. This includes up to one hour of hand clearing. The report can be completed within 15 business days after Notice to Proceed. Our receipt of one signed copy of this proposal will serve as the official Notice to Proceed. We have attached a copy of our Contract Conditions, which is an integral part of this proposal. Our receipt of one signed copy of this proposal will serve as the official Notice to Proceed. We look forward to assisting your organization on this project. If you have any questions, please contact us at your convenience. Sincerely, UNITED CONSULTING ehPMoazzami.�P, Executive Vice President Scott D. Smelter Principal MM/SDS/rg H. Market ProposaA20191P2019.2615.01.doc 625 Holcomb Bridge Road, Norcross, GA 30071 • 770-209-0029 unitedconsulting.com We're here for you. �' { 77. y �� ` ,�� ��"���s •, � - y.� �« �': h '"�", i^. tom, � . t - '. mo6 �_ : J cx- No Text ® DATE (MMDD/YYYY) CERTIFICATE LIABILITY I 03/25/2019 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY4MEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT. If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTE:ACT Mimi Kim NAM Partners Risk Services, LLC PHONE (770) 609-2700FAx 770 609-2749 AIC No ExtI: AIC, No : 10692 Medlock Bridge Road E-MAIL coi@partnersrs.com ADDRESS: Suite 200 INSURER(S) AFFORDING COVERAGE NAIC # Johns Creek GA 30097 INSURERA: Citizens Insurance Company ofAmerica 31534 INSURED INSURER B: United Consulting Group, LTD INSURERS: 625 Holcomb Bridge Road INSURER D : INSURER E: Norcross GA 30071 INSURER F: c:UVERAGES CERTIFICATE NIIMRFR: master GUI 201 t5-2019 Rp1n6tn&I Mitn®ll:119:0. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. TEFF R TYPE OF INSURANCE INSD WVD POLICYNUMBER MMDDPOLIC)YYYY POLICY EXP MMDD/YYYY LIMITS X COMMERCIAL GENERAL LIABILITY CLAIMS -MADE ® OCCUR EACH OCCURRENCE $ 1,000,000 A f'E 100,000 PREMISES Eaoccurrence $ MED EXP (Any one person) $ 10,000. PERSONAL&ADV INJURY $ 1,000,000 A Y ZBA-D414616-01 11/01/2018 11/01/2019 GEN'LAGGREGATE LIMIT APPLIES PER: POLICY � JECT PRO ® LOC GENERAL AGGREGATE $ 2,000,000 PRODUCTS-COMP/OP AGG $ 2.000,000 Employment Related $ 1,000,000 OTHER: AUTOMOBILE LIABILITYCOMrB4NEB SINGLE LIMIT $ 1,000,000 Ea accident X ANYAUTO BODILY INJURY (Per person) $ A OWNED SCHEDULED AUTOS ONLY AUTOS ADA -D391339-00 11/01/2018 11/01/2019 BODILY INJURY (Per accident) $ HIRED NON -OWNED AUTOS ONLY AUTOS ONLY PROPERTY DAMAGE $ Perraccident Uninsured motorist s 1,000,000 UMBRELLA LIA6 v /� OCCUR EACH OCCURRENCE $ 15,000,000 A EXCESS LIAB CLAIMS -MADE U.HA-D414620-.01 11/01/201.8 11/01/2019 AGGREGATE $ 15,000,000 DED I I RETENTION $ $ WORKERS COMPENSATION PER O TH- AND EMPLOYERS' LIABILITY YlN ANY PROPRIETOR/PARTNER/EXECUTIVE❑ OFFICER/MEMBER EXCLUDED? .NIA STATUTE ER' E.L. EACH ACCIDENT $. E.L. DISEASE - EA EMPLOYEE $ (Mandatory in NH) F If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE- POLICY LIMIT $ A Leased/Rented Equipment ZBA-D414616-01 11/01/2018 11/01/2019 Limit $150,000 Deductible $1;000 DESCRIPTION OF OPERATIONS/ LOCATIONS /VEHICLES (ACORD 101, Additional Remarks. Schedule, may be attached if morespace is required) RE: Providence Park SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Milton City Hall ACCORDANCE WITH THE POLICY PROVISIONS. 2006 Heritage Walk AUTHORIZED REPRESENTATIVE Milton GA 30004 ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD United Consulting Group, LTD Policy #ADA D391339 00 11/1/18 - 11/1/19 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the following; BUSINESS AUTO COVERAGE FORM A. The following is added to SECTION 11 — LIABILITY COVERAGE, Paragraph A.I. Who Is An Insured: If you agree in a written contract, written agreement or written permit that a person or organization be added as an additional "insured' under this Coverage Part, such person or organization is an "insured'; but only to the extent that such person or organization qualifies as an "insured" under paragraph A.1.c. of this Section. If you agree in a written contract, written agreement or written permit that a person or organization be added as an additional "insured" under this Coverage Part, the most we will pay on behalf of such additional "insured" is the lesser of: (1) The Limits of Insurance for liability coverage specified in the written contract, written agreement or written permit; or (2) The Limits of Insurance for Liability Coverage shown in the Declarations applicable to this Coverage Part. Such amount shall be part of and not in addition to the Limits of Insurance shown in the Declarations applicable to this Coverage Part. Regardless of the number of covered "autos", "insureds", premiums paid, claims made or vehicles involved in the "accident", the most we will pay for the total of all damages and "covered pollution cost or expense" combined resulting from any one "accident" is the Limit of Insurance for Liability Coverage shown in the Declarations. B. The following is added to SECTION IV — USINESS AUTO CONDITIONS, Paragraph B. General Conditions, subparagraph 5. Other Insurance: If you agree in a written contract, written agreement or written permit that the insurance provided to a person or organization who qualifies as an additional "insured' under SECTION II — LIABILITY COVERAGE, Paragraph A.I. Who Is An Insured, subparagraph Additional Insured if Required by Contract is primary and non- contributory, the following applies: The liability coverage provided by this Coverage Part is primary to any other insurance available to the additional "insured" as a Named Insured. We will not seek contribution from any other insurance available to the additional "insured" except: (1) For the sole negligence of the additional "insured"; or (2) For negligence arising out of the ownership, maintenance or use of any "auto" not owned by the additional "insured' or by you, unless that "auto is a "trailer' connected to an "auto" owned by the additional "insured" or by you; or (3) When the additional "insured" is also an additional "insured' under another liability policy. C. This endorsement will apply only if the "accident' occurs: 1. During the policy period; 2. Subsequent to the execution of the written contract or written agreement or the issuance of the written permit; and 3. Prior to the expiration of the period of time that the written contract, written agreement or written permit requires such insurance to be provided to the additional "insured'. D. Coverage provided to an additional "insured' will not be broader than coverage provided to any other "insured" under this Coverage Part. ALL OTHER TERMS, CONDITIONS, AND EXCLUSIONS REMAIN UNCHANGED. 461-0478 12 12 Includes copyrighted material of ISO Insurance Services Office, Inc., with its permission THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the following: y With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. Paragraph A. CANCELLATION 2. b. of the COMMON POLICY CONDITIONS is replaced with the following: b. 60 days before the effective date of cancellation if we cancel for any other reason. 2. EMPLOYEE HIRED "AUTOS" Description Of Covered Auto Designation Symbols; Symbol 8 is replaced by the following: 8 = Hired "Autos" Only - Only those "autos" you lease, hire, rent or borrow; including "autos" your employee hires at your direction, for the purpose of conducting your business. This does not include any "auto" you lease, hire, rent, or borrow from any of your "employees" or partners or members of their households. The following is added to the SECTION II - LIARILITY COVERAGE, Paragraph 1. Who Is An Insured provision: Any business entity for which you have a financial interest greater than 50% of the voting stock or otherwise have a controlling interest after the effective date of this policy or that is newly acquired or formed by you during the term of this policy. The coverage provided by this provision is afforded until expiration or termination of this policy, whichever occurs earlier. The coverage provided by this provision does not apply to any business entity described in d. above that qualifies as an insured under any other automobile liability policy issued to that business entity as a named insured or would have been an insured except for the exhaustion of the policy limits or the insolvency of the insurer. The coverage provided by this provision does not apply to "bodily injury" nor "property damage" arising from an accident that occurred prior to your acquiring or forming the business entity described in d. above. Includes copyrighted material of Insurance Services Office, Inc. with its permission. Copyright, Insurance Services Office, Inc., 1996 461-0155 (9-97) The following is added to the SECTION II - LIABILITY COVERAGE, Paragraph 1. Who Is An Insured provision: e. Any employee of yours is an "insured" while using a covered "auto" you do not own, hire or borrow in your business or your personal affairs. 5. SUPPLEMENTARY PAYMENTS The following amends SECTION II - LIABILITY COVERAGE, Paragraph 2. Coverage Extensions provision: Paragraph (2) is replaced by the following: (2) Up to $2500 for cost of bail bonds (including bonds for related traffic law violations) required because of an "accident' we cover. We do not have to furnish these bonds. Paragraph (4) is replaced by the following: (4) All reasonable expenses incurred by the "insured" at our request, including actual loss of earnings up to $500 a day because of time off from work. •, , The following is added to the SECTION 11 - LIABILITY COVERAGE, B. Exclusions Paragraph 5. Fellow Employee exclusion: This exclusion does not apply if the "bodily injury" arises from the use of a covered "auto' you own or hire. This coverage is excess over any other collectible insurance COVERAGE. •� a The following is added to SECTION III - PHYSICAL DAMAGE COVERAGE, A.I. COVERAGE: • Expense Of .: We will pay for the expense of returning a covered "auto to you. e. Sign Coverage We will pay for loss to signs, murals, paintings or graphics, as part of equipment, which are displayed on a covered "auto'. The most we will pay for "loss" in any one "accident' is the lesser of: 1. The actual cash value of the property as of the time of the 'loss"; or 2. The cost of repairing or replacing the damaged or stolen property with other property of like kind and quality; or 3. $2,000. The following is added to SECTION III - PHYSICAL DAMAGE COVERAGE A. COVERAGE paragraph 3. Glass Breakage - Hitting a Bird or Animal - Falling Objects or Missiles: Any deductible shown in the Declarations as applicable to the Includes copyrighted material of Insurance Services Office, Inc. with its permission. Copyright, Insurance Services Office, Inc., 1996 461-0155 (9-97) covered "auto" will not apply to glass breakage if such glass is repaired, rather than replaced. Paragraph 4. Coverage Extension. of SECTION III - PHYSICAL DAMAGE COVERAGE, A. COVERAGE is replaced with the following: We will pay up to $50 per day to a maximum of $1500 for temporary transportation expense incurred by you because of the total theft of a covered "auto" of the private passenger type. We will pay only for those covered "autos" for which you carry either Comprehensive or Specified Causes of Loss Coverage. We will pay for temporary transportation expenses incurred during the period beginning 24 hours after the theft and ending, regardless of the policy's expiration, when the covered "auto" is returned to use or we pay for its "loss". 1 1 • - e ffiz The following is added to SECTION Ill - PHYSICL DAMAGE COVERAGE, A. COVERAGE: 5. Y If hired "autos" are covered "autos" for Liability Coverage and if Physical Damage Coverage of Comprehensive, Specified Causes of Loss, or Collision is provided under this Coverage Form for any "auto" you own, then the Physical Damage Coverage(s) provided is extended to "autos" you hire without a driver or your employee hires, without a driver, at your direction, for the purpose of conducting your business, for a period of 30 days or less, of like kind and use as the "autos" you own, subject to the following: The most we will pay for any one loss is the lesser of the following: a. $50,000 per accident, or b. cash value, or c. the cost of repair, minus the deductible equal to the lowest deductible applicable to any owned "auto" for that coverage. Any deductible shown in the Declarations does not apply to "loss" caused by fire or lightning. Subject to the limit and deductible stated above, we will provide coverage equal to the broadest coverage provided to any covered "auto" you own, that is applicable to the loss. If the loss arises from an accident for which you are legally liable and the lessor incurs an actual financial loss from that accident, we will cover the lessor's actual financial loss of use of the hired "auto" for a period of up to seven consecutive days from the date of the accident, subject to a limit of $1,000 per accident. The following is added to SECTION III - PHYSICAL DAMAGE COVERAGE, A. COVERAGE i. Audio, Visual and Data Electronic Equipment Coverage We will pay for "loss" to any electronic equipment that receives Includes copyrighted material of Insurance Services Office, Inc. with its permission. Copyright, Insurance Services Office, Inc., 1996 (9-97) or transmits audio, visual or data signals and that is not designed solely for the reproduction of sound. This coverage applies only if the equipment is permanently installed in the covered "auto at the time of the "loss" or the equipment is removable from a housing unit which is permanently installed in the covered "auto' at the time of the "loss", and such equipment is designed to be solely operated by use of the power from the "auto's" electrical system, in or upon the covered "auto", including its antennas and other accessories. However, this does not include tapes, records or discs. The exclusions that apply to PHYSICAL DAMAGE COVERAGE, except for the exclusion relating to Audio, Visual and Data Electronic Equipment, also apply to coverage provided herein. In addition, the following exclusions apply: We will not pay, under this coverage, for either any electronic equipment or accessories used with such electronic equipment that is; 1. Necessary for the normal operation of the covered "auto" or the monitoring of the covered "auto's" operating system; or 2. Both: An integral part of the same unit housing any sound reproducing equipment designed solely for the reproduction of sound if the sound reproducing equipment is permanently installed in the covered "auto", and b. Permanently installed in the opening of the dash or console normally used by the manufacturer for the installation of a radio. With respect to coverage herein, the LIMIT OF INSURANCE provision of PHYSICAL DAMAGE COVERAGE is replaced by the following: 1. The most we will pay for all "loss" to audio, visual or data electronic equipment and any accessories used with this equipment as a result of any one "accident" is the lesser of a. The actual cash value of the damaged or stolen property as of the time of the "loss'; or b. The cost of repairing or replacing the damaged or stolen property with other property of like kind and quality; or c. $500. 2. An adjustment for depreciation and physical condition will be made in determining actual cash value at the time of the "loss". 3. Deductibles applicable to PHYSICAL DAMAGE COVERAGE, do not apply to this Audio, Visual and Data Electronic Equipment Coverage. If there is other coverage provided by this policy for audio, visual and data electronic equipment, the coverage provided herein is Includes copyrighted material of Insurance Services Office, Inc. with its permission. Copyright, Insurance Services Office, Inc., 1996 461-0155 (9-97) excess. However, you may elect to apply the limit or any portion thereof of coverage provided herein to pay any deductible that is applicable under the provisions of the other coverage. 12. RENTAL REIMBURSEMENT and MATERIAL TRANSFER EXPENSE The following is added to SECTION 111 - PHYSICAL DAMAGE COVERAGE, A. COVERAGE: 7. Rental Reimbursement and Material Transfer Expense This coverage provides only those Physical Damage Coverages where a premium is shown in the Declarations. It applies only to a covered "auto" described or designated to which the Physical Damage Coverages apply. We will pay for auto rental expenses and the expenses, incurred by you because of 'loss" to a covered "auto", to remove and transfer your materials and equipment from the covered "auto" . Payment applies in addition to the otherwise applicable amount of each coverage you have on a covered "auto". No deductibles apply to this coverage. We will pay only for those auto rental expenses incurred during the policy period beginning 24 hours after the "loss" and ending, regardless of the policy's expiration, with the lesser of the following number of days: 1. The number of days reasonably required to repair or replace the covered "auto". If `loss" is caused by theft, this number of days is added to the number of days it takes to locate the covered "auto" and transport it to a repair shop. 2. 60 days. Our payment is limited to the lesser of the following amounts: 1. Necessary and actual expenses incurred, including loss of use. 2. $3000. This auto rental expense coverage does not apply while there are spare or reserve "autos" available to you for your operations. If "loss" results from the total theft of a covered "auto" of the private passenger type, we will pay under this coverage only that amount of your rental reimbursement expenses which is not already provided for under the SECTION III - PHYSICAL DAMAGE COVERAGE, A. 4. Coverage Extension. 13. AIRBAG COVERAGE The following is added to SECTION III - PHYSICAL DAMAGE COVERAGE, S. Exclusions, paragraph 3. The portion of this exclusion relating to mechanical or electrical breakdown does not apply to the accidental discharge of an airbag. This coverage is excess of other collectible insurance or warranty. No deductible applies to this Airbag Coverage. Includes copyrighted material of Insurance Services Office, Inc. with its permission. Copyright, Insurance Services Office, Inc., 1996 461-0155 (9-97) EXTENSION The following is added to SECTION III - PHYSICAL DAMAGE COVERAGE, C. Limit Of Insurance provision: When a "loss" results in a total loss to a covered auto you own for which a Loss Payee is designated in this policy, the most we will pay for "loss" in any one "accident" is the greater of: 1. The actual cash value of the damaged or stolen property as of the time of the 'loss'; or 2. The outstanding balance of the initial loan, less any amounts for taxes, overdue payments, overdue payment charges, penalties, interest any charges for early termination of the loan, costs for Credit Life Insurance, Health, Accident or Disability Insurance purchased with the loan, and carry-over balances from previous loans. • j � The following is added to SECTION III - PHYSICAL DAMAGE COVERAGE, C. Limit Of Insurance provision: If, because of damage, destruction or theft of a covered "auto", which is a long-term leased "auto", the lease agreement between you and the lessor is terminated, "we" will pay the difference between the amount paid under paragraph C. LIMIT OF INSURANCE 1. or 2. and the amount due at the time of "loss" under the terms of the lease agreement applicable to the leased "auto which you are required to pay: less any fees to dispose of the auto; any overdue payments; financial penalties imposed under a lease for excessive use, abnormal wear and tear or high mileage; security deposits not refunded by the lessor; cost for extended warranties, Credit Life Insurance, Health, Accident or Disability Insurance purchased with the loan; and carry over balances from previous leases. This coverage applies only to the initial lease for the covered "auto" which has not previously been leased. This coverage is excess over all other collectible insurance. W-11 .. (• r • The following is added to SECTION IV BUSINESS AUTO CONDITIONS, A. Loss Conditions, 2. Duties In The Event Of Accident, Claim, Suit Or Loss: d. Knowledge of any "accident", claim, "suit" or "loss" will be deemed knowledge by you when notice of such "accident", claim, "suit" or "loss" has been received by: (1) You, if you are an individual; (2) Any partner or insurance manager if you are a partnership; or (3) An executive officer or insurance manager if you are a corporation. 111111111111111111�411 :I e Paragraph 5. Transfer Of Rights Of Recovery Against Others To Us, SECTION IV - BUSINESS AUTO CONDITIONS, A. Loss Conditions is replaced by the following: Includes copyrighted material of Insurance Services Office, Inc. with its permission. Copyright, Insurance Services Office, Inc., 1996 461-0155 (9-97) 5. Transfer Of Rights Of Recovery Against Others To Us If any person or organization to or for whom we make payment under this Coverage Form has rights to recover damages from another, which have not been waived through the execution of an "insured contract", written agreement, or permit, prior to the "accident" or "loss" giving rise to the payment, those rights to recover damages from another are transferred to us. That person or organization must do everything necessary to secure our rights and must do nothing after the "accident" or "loss" to impair them. The following is added to SECTION IV BUSINESS AUTO CONDITIONS. B. General Conditions, paragraph 2. Concealment, Misrepresentation Or Fraud: Your unintentional error in disclosing, or failure to disclose, any material fact existing after the effective date of this Coverage Form shall not prejudice your rights under this Coverage Form. However, this provision does not affect our right to collect additional premium or exercise our right of cancellation or nonrenewal. • HIRED AUTO - WORLDWID COVERAGE The following is added to SECTION IV - Business Auto Conditions, B. General Conditions, paragraph 7. Policy Period, Coverage Territory provision: e. Outside the coverage territory described in a., b., c., and d. above for an "accident" or "loss" resulting from the use of a covered "auto" you hire, without a driver, or your employee hires without a driver, at your direction, for the purpose of conducting your business, for a period of 30 days or less, provided the suit is brought within The United States of America or its territories or possessions. SECTION V DEFINITIONS 20. MENTAL ANGUISH Paragraph C. "Bodily injury", SECTION V DEFINITIONS is replaced by the following: C. "Bodily injury" means bodily injury, sickness or disease sustained by a person including death or mental anguish resulting from any of these. Includes copyrighted material of Insurance Services Office, Inc. with its permission. Copyright, Insurance Services Office, Inc., 1996 461-0155 (9-97) United Consulting Group, LTD Policy # ZBA D414616 01 11/l/18 - 11/1/19 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. • This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART 1. Additional Insured by Contract, Agreement or Permit Included 2. Additional Insured — Primary and Non -Contributory Included 3. Blanket Waiver of Subrogation Included 4. Bodily Injury Redefined Included 5. Broad Form Property Damage — Borrowed Equipment, Customers Goods & Use of Elevators Included 6. Knowledge of Occurrence Included 7, Liberalization Clause Included 8. Medical Payments Included 9. Newly Acquired or Formed Organizations - Covered until end of policy period Included 10. Non -owned Watercraft 51 ft. 11. Supplementary Payments Increased Limits - Bail Bonds $2,500 - Loss of Earnings $1000 12. Unintentional Failure to Disclose Hazards Included 13. Unintentional Failure to Notify Included This endorsement amends coverages provided under the Commercial General Liability Coverage Part through new coverages, higher limits and broader coverage grants. 1. Additional Insured by Contract, Agreement or Permit The following is added to SECTION II — WHO IS A INSURED: Additional Insured by Contract, Agreement or Permit a. Any person or organization with whom you agreed in a written contract, written agreement or permit that such person or organization to add an additional insured on your policy is an additional insured only with respect to liability for "bodily injury", "property damage", or "personal and advertising injury" caused, in whole or in part, by your acts or omissions, or the acts or omissions of those acting on your behalf, but only with respect to: (1) "Your work" for the additional insured(s) designated in the contract, agreement or permit; (2) Premises you own, rent, lease or occupy; or (3) Your maintenance, operation or use of equipment leased to you. b. The insurance afforded to such additional insured described above: (1) Only applies to the extent permitted by law; and (2) Will not be broader than the insurance which you are required by the contract, agreement or permit to provide for such additional insured. 421-2915 12 14 Includes copyrighted material of Insurance Services Office, Inc.; with its permission. Page 1 of 4 (3) Applies on a primary basis if that is required by the written contract, written agreement or permit. (4) Will not be broader than coverage provided to any other insured. (5) Does not apply if the "bodily injury", "property damage" or "personal and advertising injury" is otherwise excluded from coverage under this Coverage Part, including any endorsements thereto. c. This provision does not apply: (1) Unless the written contract or written agreement was executed or permit was issued prior to the "bodily injury', "property damage", or "personal , injury and advertising injury". (2) To any person or organization included as an insured by another endorsement issued by us and made part of this Coverage Part. (3) To any lessor of equipment: (a) After the equipment lease expires; or (b) If the "bodily injury", "property damage", "personal and advertising injury" arises out of sole negligence of the lessor (4) To any: (a) Owners or other interests from. whom land has been leased which takes place 'after the lease for the land ex- pires; or (b) Managers or lessors of premises if: (i) The occurrence takes place after you cease to be a tenant in that premises; or (ii) The "bodily injury", "property damage", "personal injury" or "advertising injury" arises out of structural alterations, new con- struction or demolition operations performed by or on behalf of the manager or lessor. (5) To "bodily injury", "property damage" or "personal and advertising injury" arising out of the rendering of or the failure to render any professional services. This exclusion applies even if the claims against any insured allege negligence or other wrongdoing in the supervision, hiring, employment, training or monitoring of others by that insured, if the "occurrence" which caused the "bodily injury" or "property damage" or the offense which caused the "personal and advertising injury" involved the rendering of or failure to render any professional services by or for you. d. With respect to the insurance afforded to these additional insureds, the following is added to SECTION III — LIMITS OF INSURANCE: The most we will pay on behalf of the additional insured for a covered claim is the lesser of the amount of insurance 1. Required by the contract, agreement or permit described in Paragraph a.; or 2. Available under the applicable Limits of Insurance shown in the Declarations. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. 2. Additional Insured — Primary and Non - Contributory The following is added to SECTION IV COMMERCIAL GENERAL LIABILITY CONDITIONS, Paragraph 4. Other insurance: Additional Insured — Primary and Non - Contributory If you agree in a written contract, written agreement or permit that the insurance provided to any person or organization included as an Additional Insured under SECTION II — WHO IS AN INSURED, is primary and non-contributory, the following applies: If other valid and collectible insurance is available to the Additional Insured for a loss covered under Coverages A or B of this Coverage Part, our obligations are limited as follows: a. Primary Insurance This insurance is primary to other insurance that is available to the Additional Insured which covers the Additional Insured as a Named Insured. We will not seek contribution from any other insurance available to the Additional Insured except: (1) For the sole negligence of the Additional Insured; (2) When the Additional Insured is an Additional Insured under another primary liability policy; or (3) when b. below applies. If this insurance is primary, our obligations are not affected unless any of the other insurance is also primary. Then, we will share with all that other insurance by the method described in c. below. 421-2915 12 14 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 2 of 4 b. Excess Insurance (1) This insurance is excess over any of the other insurance, whether primary, excess, contingent or on any other basis: (a) That is Fire, Extended Coverage, Builder's Risk, Installation Risk or similar coverage for "your work"; (b) That is Fire insurance for premises rented to the Additional Insured or temporarily occupied by the Additional Insured with permission of the owner; (c) That is insurance purchased by the Additional Insured to cover the Additional Insured's liability as a tenant for "property damage" to premises rented to the Additional Insured or temporarily occupied by the Additional with permission of the owner; or (d) If the loss arises out of the maintenance or use of aircraft, "autos" or watercraft to the extent not subject to Exclusion g. of SECTION I — COVERAGE A — BODILY INURY AND PROPERTY DAMAGE LIABILITY. (2) When this insurance is excess, we will have no duty under Coverages A or B to defend the insured against any "suit" if any other insurer has a duty to defend the insured against that "suit". If no other insurer defends, we will undertake to do so, but we will be entitled to the insured's rights against all those other insurers, (3) When this insurance is excess over other Insurance, we will pay only our share of the amount of the loss, if any, that exceeds the sum of: (a) The total amount that all such other insurance would pay for the loss in the absence of this insurance; and (b) The total of all deductible and self insured amounts under all that other insurance. insurer contributes equal amounts until it has paid its applicable limit of insurance or none of the doss remains, whichever comes first. If any of the other insurance does not permit contribution by equal shares, we will contribute by limits. Under this method, each insurer's share is based on the ratio of its applicable limit of insurance to the total applicable limits of insurance of all insurers The following is added to SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS, Paragraph 8. Transfer Of Rights Of Recovery Against Others To Us: We waive any right of recovery we may have against any person or organization with whom you have a written contract that requires such waiver because of payments we make for damage under this coverage form. The damage must arise out of your activities under a written contract with that person or organization. This waiver applies only to the extent that subrogation is waived under a written contract executed prior to the "occurrence" or offense giving rise to such payments. 4. Bodily Injury Redefined SECTION V — DEFINITIONS, Definition 3. "bodily injury" is replaced by the following: 3. "Bodily injury" means bodily injury, sickness or disease sustained by a person including death resulting from any of these at any time. "Bodily injury" includes mental anguish or other mental injury resulting from "bodily injury". 5. Broad Form! Property Damage — Borrowed Equipment, Customers Goods, Use of Elevators a. SECTION I — COVERAGES, COVERAGE A — BODILIY INJURY AND PROPERTY DAMAGE LIABILITY, Paragraph 2_ Exclusions subparagraph j, is amended as follows: Paragraph (4) does not apply to "property damage" to borrowed equipment while at a jobsite and not being used to perform operations. We will share the remaining loss, if any, Paragraphs (3), (4) and (6) do not apply to with any other insurance that is not "property damage" to "customers goods" while described in this Excess Insurance on your premises nor do they apply to the use provision and was not bought specifically of elevators at premises you own, rent, lease to apply in excess of the Limits of or occupy. Insurance shown in the Declarations of b. The following is added to SECTION V — this Coverage Part. DEFINTIONS: c. Method Of Sharing 24. "Customers goods" means property of If all of the other insurance permits your customer on your premises for the contribution by equal shares, we will follow this purpose of being: method also. Under this approach each 421-2915'12 14 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 3 of 4 a. worked on; or b. used in your manufacturing process. c. The insurance afforded under this provision is excess over any other valid and collectible property insurance (including deductible) available to the insured whether primary, excess, contingent The following is added to SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS, Paragraph 2. Duties in the Event of Occurrence, Offense, Claim or Suit: e. Notice of an "occurrence", offense, claim or "suit" will be considered knowledge of the insured if reported to an individual named insured, partner, executive officer or an "employee" designated by you to give us such a notice. The following is added to SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS: Liberalization Clause If we adopt any revision that would broaden the coverage under this Coverage Form without additional premium, within 45 days prior to or during the policy period, the broadened coverage will immediately apply to this Coverage Part. 8. Medical Payments a. SECTION 1 COVERAGES, COVERAGE C MEDICAL PAYMENTS, Paragraph 1. Insuring Agreement, subparagraph a.(3)(b) is replaced by the following: (b) The expenses are incurred and reported to us within three years of the date of the accident; and b. This coverage does not apply if COVERAGE C — MEDICAL PAYMENTS is excluded either by the provisions of the Coverage Part or by endorsement. �.. SECTION 11 WHO IS AN INSURED, Paragraph 3.a. is replaced by the following: a. Coverage under this provision is afforded until the end of the policy period. SECTION I — COVERAGES, COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIABILITY, Paragraph 2. Exclusions, subparagraph g.(2) is replaced by the following: g. Aircraft, Auto Or Watercraft (2) A watercraft you do not own that is: (a) Less than 51 feet long; and (b) Not being used to carry persons or property for a charge; This provision applies to any person who, with your consent, either uses or is responsible for the use of a watercraft. 11. Supplementary Payments Increased Limits SECTION 1 — SUPPLEMENTARY PAYMENTS COVERAGES A AND B, Paragraphs 1.b. and 1.d. are replaced by the following: 1.b. Up to $2,500 for cost of bail bonds required because of accidents or traffic law violations arising out of the use of any vehicle to which the Bodily Injury Liability Coverage applies. We do not have to furnish these bonds. 1A.All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the claim or "suit", including actual loss of earnings up to $1000 a day because of time off from work. The following is added to SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS, Paragraph 6. Representations: We will not disclaim coverage under this Coverage Part if you fail to disclose all hazards existing as of the inception date of the policy provided such failure is not intentional. 13. Unintentional Failure to Notify The following is added to SECTION IV — COMMERCIAL GENERAL LIABILITY CONDITIONS, Paragraph 2. Duties in the Event of Occurrence, Offense, Claim or Suit: Your rights afforded under this policy shall not be prejudiced if you fail to give us notice of an "occurrence", offense, claim or "suit', solely due to your reasonable and documented belief that the "bodily injury" or "property damage" is not covered under this policy. ALL OTHER TERMS, CONDITIONS, AND EXCLUSIONS REMAIN UNCHANGED. 421-291512 14 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 4 of 4 C' r F CERTIFICATE LIABILITY INSURANCE ATE:(MMIDDIYYYY) P3/25/2019 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s), PRODUCER SUNZ Insurance Solutions, LLC ID:(InSource) c/o InSource Employer Solutions, Inc. 195 West Pike Street, Suite 103C Lawrenceville, GA 30045 NAME: Rick Noss PHONE FAX 470-891-4147 I A/C, No): E-MAIL rickn `insourcees.com ___ INSURERSS� AFFORDING COVERAGE _ NAIC # INSURER A: United Wisconsin InsuranceCompany _ 29157 INSURED InSource Employer Solutions, Inc 195 West Pike Street INSURER B.:_ _ - INSURERC: INSURERD:.. Suite 103 Lawrenceville GA 30045 INSURER E: INSURER F: GOVERAGES CFRTIFICATF Al1IMRFR• ArIQ n'�' LOICvrclnAl o.uraaecc. THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. -INS LTR TYPE OF INSURANCE ADDL INSD SUBR WVD POLICY NUMBER .POLICY EFF MMIDDIYYYY POLICY EXP MMIDDIYYYY LIMITS COMMERCIAL GENERAL LIABILITY r� EACH OCCURRENCE $ DAMAGE TO RENTED CLAIMS -MADE OCCUR PREMISES Ea occurrence $ MED EXP (Anyone person) $ _ PERSONAL & ADV INJURY $ AGGREGATE LIMIT APPLIES PER: PRO - POLICY 1:1 JECT LOC GENERAL AGGREGATE $ GENT PRODUCTS - COMP/OP AGG $ $ OTHER: AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ J Ea accident BODILY INJURY (Per person) $ ANY AUTO OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY (Per accident) $ HIRED NON -OWNED AUTOS ONLY AUTOS ONLY PROPERTYDAMAGE $ Per accident) _ $ UMBRELLA LIAB I OCCUR EACH OCCURRENCE $ AGGREGATE $ LEXCESS LIAB _ CLAIMS -MADE DED RETENTION $ $ A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY Y / N ANYPROPRIETORIPARTNER/EXECUTIVEE.L, OF FICER/MEMBEREXCLUDED?' ❑ NIA ✓ WC526-00001-018 6/30/2018 6/1/2019 PER OTH- ✓ STATUTE ER EACH ACCIDENT $1 000,000 .._.._�_ E.L`DISEASE - EA EMPLOYEE $1 OQQ,QQ�__.__ _ _ (Mandatory in NH) If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE POLICY LIMIT $ 1,000,000 DESCRIPTION OF OPERATIONS VOCATIONS 1 VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Coverage Provided for all leased employees but not subcontractors of: United Consulting Group LTD Effective: 11/1/2018 Milton City Hall 2006 Heritage Walk Milton, GA 30004 ue SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE Glen J Distefano ©1988-2015 ACORD CORPORATION. All riohts ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD DATE (MMIDDIYYYY) 03/22/2019 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THECERTIFICATEHOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. Astatement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT- - - -- NAME: Andrea VItCh Risk Strategies Company PHONE 678-690-5998 FAX A/C No Ext: A/C No): 1745 N. Brown Road E -MAL ADDRESS: avitctt@risk-strategies.com Suite 250 INSURER(S) AFFORDING COVERAGE NAIC # Lawrenceville GA 30043 INSURERA: Berkley Insurance Company 32603 INSURED. INSURER B: United Consulting Group, Ltd INSURER C: 625 Holcomb Bridge Road INSURER D : INSURER E Norcross GA 30071-2045 INSURERF: COVERAGES CFBTIFIC®TF MIIMRRR• CL18102384711 t?CenelnRl evnnact:o• THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT; TERM OR CONDITION OF ANY CONTRACT OR OTHERDOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. TR TYPE OF INSURANCE INSD WVD POLICYNUMBER MMDI/Y DEYYY MM/DD1YY Y LIMITS COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ E. PREMISES ence $ aoccurr CLAIMS -MADE D OCCURAC�E"TiS MED EXP (Any one person) $ PERSONAL&ADV INJURY $ GEN'LAGGREGATE LIMITAPPLIES PER: POLICY ❑ PRC LOC JECT GENERALAGGREGATE $ PRODUCTS -COMP/OPAGG $ $ OTHER: AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT $ Ea accident BODILY INJURY (Per person) $ ANYAUTO OWNED SCHEDULED AUTOS ONLY AUTOS BODILY INJURY (Per accident) $ HIRED NON -OWNED AUTOS ONLY AUTOS ONLY PROPERTY DAMAGE $ Per accident $ UMBRELLA LIAR HCLAIMS-MADE OCCUR EACH OCCURRENCE $ AGGREGATE S EXCESSLIA6 DED I I RETENTION $ $ WORKERS COMPENSATIONPER OTH- AND EMPLOYERS' LIABILITY YIN STATUTE ER E.L. EACH ACCIDENT $ ANY PROPRIETOR/PARTNER/EXECUTIVE ❑ OFFICER/MEMBER EXCLUDED? NIA E.L. DISEASE - EA EMPLOYEE S (Mandatory in NH) If yes, describe under E.L. DISEASE- POLICY LIMIT $ DESCRIPTION OF OPERATIONS. below A Professional Liability Pollution Liability Included AEC -9024690-03 11/01/2018 11/01/2019 Each Claim $5,000,000 AnnualA re Aggregate $5,000,000 9 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) Re: Subsurface Exploration Work at Providence Park. SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN Milton City Hall Attn: Honor Motes ACCORDANCE WITH THE POLICY PROVISIONS. 2006 Heritage Walk AUTHORIZED REPRESENTATIVE Milton GA 30004yr� fI� ©1988-2015 ACORD CORPORATION. All rights reserved. ACORD 25 (2016/03) The ACORD name and logo are registered marks of ACORD EXHIBIT "C" STATE. OF��,°>„^,:L4i�COUNTY OF By executing this affidavit, the undersigned contractor verifies its compliance with O.C.G.A. § 13-10-91, stating affirmatively that the individual, firm, or corporation which is engaged in the physical performance of services on behalf of the City of Milton, Georgia has registered with, is authorized to use and uses the federal work authorization program commonly known as E -Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91. Furthermore, the undersigned contractor will continue to use the federal work authorization program throughout the contract period and the undersigned contractor will contract for the physical performance of services in satisfaction of such contract only with subcontractors who present an affidavit to the contractor with the information required by O.C.G.A. § 13-10-91(b). Contractor hereby attests that its federal work authorization user identification number and date of authorization are as follows: '.;- = =' I hereby declare under penalty of perjury that the Federal Work Authorization User Identification foregoing is true and correct. Number Executed on �7c -ua'j, 20 t 1 in (city), C-�, •f (state). 1-�- Date of Authorization United Consulting Group, Ltd Signature of Authorized Officer or Agent Name of Contractor Subsurface Exploration — Providence Park Name of Project City of Milton. Georgia Name of Public Employer Printed Name and Title of Authorized Officer or Agent SUBSCRIBED AND SWORN BEFORE ME ON THIS THE Zq” DAY OF MarC,h , 20 19 . Nwl 111111/ NO' RYA' 0'9 5 2QT.. 0 My Commis"N. co /1 `''' � t� STATE OF &� a� �-' EXHIBIT "D" COUNTY OF i,U n SUBCONTRACTOR AFFIDAVIT By executing this affidavit, the undersigned subcontractor verifies its compliance with O.C.G.A. § 13-10- 91, stating affirmatively that the individual, firm or corporation which is engaged in the physical performance of services under a contract with United Consulting Group, Ltd. (name of contractor) on behalf of the City of Milton, Georgia has registered with, is authorized to use and uses the federal work authorization program commonly laiown as E -Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O,C.G.A. § 13-10-91. Furthermore. the undersigned subcontractor will continue to use the federal work authorization program throughout the contract period, and the undersigned subcontractor will contract for the physical performance of services in satisfaction of such contract only with sub -subcontractors who present an affidavit to the subcontractor with the information required by O.C.G.A. § 13-10-91(b). Additionally, the undersigned subcontractor will forward notice of the receipt of an affidavit from a sub -subcontractor to the contractor within five (5) business days of receipt. If the undersigned subcontractor receives notice that a sub -subcontractor has received an affidavit from any other contracted sub -subcontractor, the undersigned subcontractor must forward, within five (5) business days of receipt, a copy of the notice to the contractor. Subcontractor hereby attests that its authorization are as follows: Federal Work Authorization User Identification Number Ii�31Ze } G federal work authorization user identification number and date of Date of Authorization frame of Subcontractor Subsurface Exploration — Providence Park Name of Project City of Milton, Georgia Name of Public Employer I hereby declare under penalty of perjury that the foregoing is true and correct. Q F,xe^cut Mou�1t tri 2 2011'r �l� l lcity),- (state). VA C) Signature of Authorized Officer or Agent Printed Name and Title of Authorized Officer or Agent SUBSCRIBED AND SWORN BEFORE ME ON THIS THE 2nd DAY OF NOTt#V I1 ,sslo�' C'3;0 Ff.92 CV 'AL My Com i ion xpires:o;•`G . c MILTON ~ ESTABLISHED 2006 CITY COUNCIL AGENDA ITEM TO: City Council DATE: April 16, 2019 FROM: Steven Krokoff, City Manager AGENDA ITEM: Approval of a Professional Services Agreement between the City of Milton and Kimley-Horn and Associates, Inc. for Modeling and Visualization Services -Crabapple Village and Lakeside at Crabapple Passive Park. MEETING DATE: Monday, April 22, 2019 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: (.YAPPROVED CITY ATTORNEY APPROVAL REQUIRED: CITY ATTORNEY REVIEW REQUIRED: (yY'ES (i,f'YES APPROVAL BY CITY ATTORNEY: (~PPROVED PLACED ON AGENDA FOR: () NOT APPROVED () NO () NO () NOT APPROVED 2006 Heritage Walk Milton , GA P: 678.242.2500 IF: 678.242.2499 info@cityofmiltonga.usIwww.cityofmiltonga.us 0900 To: Honorable Mayor and City Council Members From: Parag Agrawal, Community Development Director Date: Submitted April 17, 2019 for the April 22, 2019 Regular City Council Meeting Agenda Item: Consideration of a Professional Services Agreement for Modeling and Visualization Services- Crabapple Village and Lakeside at Crabapple Passive Park Between the City of Milton and Kimley- Horn and Associates, Inc. Department Recommendation: Approval Executive Summary: It has been determined that the best opportunity to explain to the public the development of the Crabapple Village and Crabapple Lake Park was to develop a 3D model and rendering to illustrate the collective impact of approved development within the Crabapple Village; and the future character of the passive park to be located as part of the “Lakeside at Crabapple “master planned residential development Procurement Summary: Purchasing method used: Professional Services Account Number: 100-7410-521200000 Requisition Total: $10,000 Financial Review: Bernadette Harvill, April 18, 2019 Legal Review: Sam VanVolkenburgh March 13, 2019 Concurrent Review: Steve Krokoff Attachment: Professional Services Agreement HOME OF THE BEST QUAL" OF LIFE IN GEORGIA' AILTON'Itl ESTABLIs11ED 2006 PROFESSIONAL SERVICES AGREEMENT —SHORT FORM AGREEMENTS $109000 OR LESS Modeling and Visualization Services — Crabapple Village and Lakeside at Crabapple Passive Park This Professional Services Agreement ("Agreement") is made and entered into this day (the "Effective Date"), by and between the CITY OF MILTON, GEORGIA, a municipal corporation of the State of Georgia, acting by and through its governing authority, the Mayor and City Council, located at 2006 Heritage Walk, Milton Georgia 30004 (hereinafter referred to as the "City"), and Kimley-Horn and Associates, Inc, a North Carolina Corporation, having its principal place of business at 421 Fayette Street, Suite 600, Raleigh, NC 27601 (herein after referred to as the "Consultant"), collectively referred to herein as the "Parties." WITNESSETH: WHEREAS, City desires to retain a consultant to provide services in the completion of a Project (defined below); and WHEREAS, Consultant has represented that it is qualified by training and experience to perform the Work (defined below) and desires to perform the Work under the terms and conditions provided in this Agreement; and NOW, THEREFORE, for and in consideration of the mutual promises, the public purposes, and the acknowledgements and agreements contained herein, and other good and adequate consideration, the sufficiency of which is hereby acknowledged, the Parties do mutually agree as follows: Section 1. Agreement. The Agreement shall consist of this Professional Services Agreement and each of the Exhibits hereto, which are incorporated herein by reference, including: Exhibit "A" — Scope of Work Exhibit "B" — Insurance Certificate Exhibit "C" — Contractor Affidavit Exhibit "D" — Subcontractor Affidavit In the event of any discrepancy in or among the terms of the Agreement and the Exhibits hereto, the provision most beneficial to the City, as determined by the City in its sole discretion, shall govern. Section 2. The Work. A general description of the Project is as follows: the provision of 3D modeling and visualization services to illustrate the collective impact of approved development within the Crabapple Village and the future character of the passive park to be located as part of "Lakeside at Crabapple", a master planned residential development (the "Project"). The Work to be completed under this Agreement (the "Work") includes, but shall not be limited to, the work described in the Scope of Work provided in Exhibit "A", attached hereto and incorporated herein by reference. Unless otherwise stated in Exhibit "A", the Work includes all material, labor, insurance, tools, equipment, machinery, water, heat, utilities, transportation, facilities, services and any other miscellaneous items and work necessary to complete the Work. Some details necessary for proper execution and completion of the Work may not be specifically described in the Scope of Work, but they are a requirement of the Work if they are a usual and customary component of the contemplated services or are otherwise necessary for proper completion of the Work. Section 3. Contract Term; Termination. Consultant understands that time is of the essence of this Agreement and warrants and represents that it will perform the Work in a prompt and timely manner, which shall not impose delays on the progress of the Work. The term of this Agreement ("Term") shall commence as of the Effective Date, and end upon completion of and payment for all Work, provided that certain obligations will survive termination/expiration of this Agreement. The Work shall be completed, on or before April 7, 2019 City may terminate this Agreement for convenience at any time upon providing written notice thereof to Consultant. Provided that no damages are due to City for Consultant's breach of this Agreement, City shall pay Consultant for Work performed to date in accordance with Section 5 herein. Section 4. Work Changes. Any changes to the Work requiring an increase in the Maximum Contract Price (defined )elow) shall require a written change order executed by the City in accordance with its purchasing regulations. Section 5. Compensation and Method of Payment. The total amount paid under this Agreement as compensation for Work performed and reimbursement for costs incurred shall not, in any case, exceed $10,000.00 (the "Maximum Contract Price"), except as outlined in Section 4 above, and Consultant represents that this amount is sufficient to perform all of the Work set forth in and contemplated by this Agreement. The compensation for Work performed shall be based upon a lump sum fee. Consultant shall take no calculated risk in the performance of the Work. Specifically, Consultant agrees that, in the event it cannot perform the Work within the budgetary limitations established without disregarding sound principles of Consultant's profession and industry, Consultant will give written notice immediately to City. City agrees to pay Consultant for the Work performed and costs incurred by Consultant upon certification by City that the Work was actually performed and costs actually incurred in accordance with the Agreement. No payments will be made for unauthorized work. Compensation for Work performed and, if applicable, reimbursement for costs incurred shall be paid to Consultant upon City's receipt and approval of invoices, setting forth in detail the services performed and costs incurred, along with all supporting documents required by the Agreement or requested by City to process the invoice. Invoices shall be submitted either on a monthly basis or in one invoice upon completion of the Work, and such invoices shall reflect costs incurred versus costs budgeted. Section 6. Covenants of Consultant. A. Licenses. Certification and Permits. Consultant covenants and declares that it has obtained all diplomas, certificates, licenses, permits or the like required of Consultant by any and all national, state, regional, county, or local boards, agencies, commissions, committees or other regulatory bodies in order to perform the Work contracted for under this Agreement. Consultant shall employ only persons duly qualified in the appropriate area of expertise to perform the Work described in this Agreement. B. Expertise of Consultant; City's Reliance on the Work. Consultant acknowledges and agrees that the acceptance or approval of Work by City is limited to the function of determining whether there has been compliance with what is required to be produced under this Agreement and shall not relieve Consultant of the responsibility for adequacy, fitness, suitability, and correctness of Consultant's Work under professional and industry standards. C. Consultant's Reliance on Submissions by City. Consultant must have timely information and input from City in order to perform the Work required under this Agreement. Consultant is entitled to rely upon information provided by City, but Consultant shall provide immediate written notice to City if Consultant knows or reasonably should know that any information provided by City is erroneous, inconsistent, or otherwise problematic. D. Consultant's Representative; Meetings. MG OCFiffi iN [INSERT NAME] shall be authorized to act on Consultant's behalf with respect to the Work as Consultant's designated representative, provided that this designation shall not relieve either Party of any written notice requirements set forth elsewhere in this Agreement. Consultant shall meet with City's personnel or designated representatives to resolve technical or contractual problems that may occur during the Term of this Agreement at no additional cost to the City. E. Assignment of Agreement. Consultant covenants and agrees not to assign or transfer any interest in, or delegate any duties of, this Agreement, without the prior express written consent of the City. F. Responsibility of Consultant and Indemnification of City. Consultant covenants and agrees to take and assume all responsibility for the Work rendered in connection with this Agreement. Consultant shall bear all losses and damages directly or indirectly resulting to it and/or City on account of the performance or character of the Work rendered pursuant to this Agreement. Consultant shall indemnify and hold harmless City and City's elected and appointed officials, officers, boards, commissions, employees, servants, agents, attorneys and volunteers (individually an "Indemnified Party" and collectively "Indemnified Parties") from and against any and all claims, suits, actions, judgments, injuries, damages, losses, costs, expenses and liability of any kind whatsoever, including but not limited to attorney's fees and costs of defense ("Liabilities"), which may arise from or be the result of an alleged willful misconduct, negligent or tortious act or omission arising out of the Work, performance of contracted services, or operations by Consultant, any subcontractor, anyone directly or indirectly employed by Consultant or subcontractor or anyone for whose acts or omissions Consultant or subcontractor 2 may be liable, regardless of whether or not the act or omission is caused in part by a party indemnified hereunder subject to the limitations in O.C.G.A. 13-8-2. This obligation shall not be construed to negate, abridge, or otherwise reduce any other right or obligation of indemnity which would otherwise exist as to any party or person described in this provision. This obligation to indemnify and hold harmless the Indemnified Party(ies) shall survive expiration or termination of this Agreement, provided that the claims are based upon or arise out of actions or omissions that occurred during the performance of this Agreement. G. Independent Contractor. Consultant hereby covenants and declares that it is engaged in an independent business and agrees to perform the Work as an independent contractor and not as the agent or employee of City. Consultant agrees to be solely responsible for its own matters relating to the time and place the Work is performed and the method used to perform such Work; the instrumentalities, tools, supplies and/or materials necessary to complete the Work; hiring and payment of consultants, agents or employees to complete the Work, including benefits and compliance with Social Security, withholding and all other regulations governing such matters. Any provisions of this Agreement that may appear to give City the right to direct Consultant as to the details of the services to be performed by Consultant or to exercise a measure of control over such services will be deemed to mean that Consultant shall follow the directions of City with regard to the results of such services only. Inasmuch as City and Consultant are independent of each other, neither has the authority to bind the other to any third person or otherwise to act in any way as the representative of the other, unless otherwise expressly agreed to in writing signed by both Parties. Consultant agrees not to represent itself as City's agent for any purpose to any party or to allow any employee of Consultant to do so, unless specifically authorized, in advance and in writing, to do so, and then only for the limited purpose stated in such authorization. Consultant shall assume full liability for any contracts or agreements Consultant enters into on behalf of City without the express knowledge and prior written consent of City. H. Insurance. Consultant shall have and maintain in full force and effect for the duration of this Agreement, insurance of the types and amounts approved by the City, as shown on Exhibit "B", attached hereto and incorporated herein by reference. Consultant shall also ensure that any subcontractors are covered by insurance policies meeting the requirements specified herein and provide proof of such coverage. As it relates to any general liability, automobile liability or umbrella policies, and except where such requirement is specifically waived in writing by the City, Consultant shall ensure that its insurer waives all rights of subrogation against the City for losses arising from Consultant's Work and that the City and its officials, employees or agents are named as additional insureds. I. Employment of Unauthorized Aliens Prohibited — E -Verify Affidavit. Pursuant to O.C.G.A. § 13-10-91, City shall not enter into a contract for the physical performance of services unless: (1) Consultant shall provide evidence on City -provided forms, attached hereto as Exhibits "C" and "D" (affidavits regarding compliance with the E -Verify program to be sworn under oath under criminal penalty of false swearing pursuant to O.C.G.A. § 1640-71), that it and Consultant's subcontractors have registered with, are authorized to use and use the federal work authorization program commonly known as E -Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91, and that they will continue to use the federal work authorization program throughout the contract period, or (2) Consultant provides evidence that it is not required to provide an affidavit because it is an individual (not a company) licensed pursuant to Title 26 or Title 43 or by the State Bar of Georgia and is in good standing. Consultant hereby verifies that it has, prior to executing this Agreement, executed a notarized affidavit, the form of which is provided in Exhibit "C", and submitted such affidavit to City or provided City with evidence that it is an individual not required to provide such an affidavit because it is licensed and in good standing as noted in sub -subsection (2) above. Further, Consultant hereby agrees to comply with the requirements of the federal Immigration Reform and Control Act of 1986 (IBCA), P.L. 99-603, O.C.G.A. § 1340-91 and Georgia Department of Labor Rule 30040-1-.02. In the event Consultant employs or contracts with any subcontractor(s) in connection with the covered contract, Consultant agrees to secure from such subcontractor(s) attestation of the subcontractor's compliance with O.C.G.A. § 1340-91 and Rule 300-10-1-.02 by the subcontractor's execution of the subcontractor affidavit, the form of which is attached hereto as Exhibit "D", which subcontractor affidavit shall become part of the Consultant/subcontractor agreement, or evidence that the subcontractor is not required to provide such an affidavit because it is an individual licensed and in good standing as noted in sub -subsection (2) above. If a subcontractor affidavit is obtained, Consultant agrees to provide a completed copy to City within five (5) business days of receipt from any subcontractor. Consultant and Consultant's subcontractors shall retain all documents and records of their respective verification process for a period of five (5) years following completion of the contract. 3 Consultant agrees that the employee -number category designated below is applicable to Consultant. [Information only required if a contractor affidavit is required pursuant to O.C.G.A. § 1340-91.1 [CHECK ONE] 500 or more employees. 100 or more employees. Fewer than 100 employees. Consultant hereby agrees that, in the event Consultant employs or contracts with any subcontractor(s) in connection with this Agreement and where the subcontractor is required to provide an affidavit pursuant to O.C.G.A. § 1340-91, Consultant will secure from the subcontractor(s) such subcontractor(s') indication of the above employee -number category that is applicable to the subcontractor. The above requirements shall be in addition to the requirements of state and federal law, and shall be construed to be in conformity with those laws. J. Ethics Code; Conflict of Interest. Consultant agrees that it shall not engage in any activity or conduct that would result in a violation of the City of Milton Code of Ethics or any other similar law or regulation. Consultant certifies that to the best of its knowledge no circumstances exist which will cause a conflict of interest in performing the Work. Consultant and City acknowledge that it is prohibited for any person to offer, give, or agree to give any City employee or official, or for any City employee or official to solicit, demand, accept, or agree to accept from another person, a gratuity of more than nominal value or rebate or an offer of employment in connection with any decision, approval, disapproval, recommendation, or preparation of any part of a program requirement or a purchase request, influencing the content of any specification or procurement standard, rendering of advice, investigation, auditing, or in any other advisory capacity in any proceeding or application, request for ruling, determination, claim or controversy, or other particular matter, pertaining to any program requirement or a contract or subcontract, or to any solicitation or proposal therefor. Consultant and City further acknowledge that it is prohibited for any payment, gratuity, or offer of employment to be made by or on behalf of a sub -consultant under a contract to the prime Consultant or higher tier sub -consultant, or any person associated therewith, as an inducement for the award of a subcontract or order. K. Confidentiality. Consultant acknowledges that it may receive confidential information of City and that it will protect the confidentiality of any such confidential information and will require any of its subcontractors, consultants, and/or staff to likewise protect such confidential information. L. Authority to Contract. The individual executing this Agreement on behalf of Consultant covenants and declares that it has obtained all necessary approvals of Consultant's board of directors, stockholders, general partners, limited partners or similar authorities to simultaneously execute and bind Consultant to the terms of this Agreement, if applicable. M. Ownership of Work. All reports, designs, drawings, plans, specifications, schedules, work product and other materials, including, but not limited to, those in electronic form, prepared or in the process of being prepared for the Work to be performed by Consultant ("Materials") shall be the property of City, and City shall be entitled to full access and copies of all Materials in the form prescribed by City. Any and all copyrightable subject matter in all Materials is hereby assigned to City, and Consultant agrees to execute any additional documents that may be necessary to evidence such assignment. Any modifications made by the City to any of Consultant's documents, or any use, partial use or reuse of the document without written authorization or adaptation by the Consultant will be at the City's sole risk, and the City waives any claim against Consultant resulting from such modifications. N. Nondiscrimination. In accordance with Title VI of the Civil Rights Act of 1964, as amended, 42 U.S.C. § 2000d, section 303 of the Age Discrimination Act of 1975, as amended, 42 U.S.C. § 6102, section 202 of the Americans with Disabilities Act of 1990, 42 U.S.C. § 12132, and all other provisions of Federal law, Consultant agrees that, during performance of this Agreement, Consultant, for itself, its assignees and successors in interest, will not discriminate against any employee or applicant for employment, any subcontractor, or any supplier because of race, color, creed, national origin, gender, age or disability. In addition, Consultant agrees to comply with all applicable implementing regulations and shall include the provisions of this paragraph in every subcontract for services contemplated under this Agreement. Section 7. Miscellaneous. A. Entire Agreement; Counterparts; Third Party Rights. This Agreement, including any exhibits hereto, constitutes the complete agreement between the Parties and supersedes any and all other agreements, either oral or in writing, between the Parties with respect to the subject matter of this Agreement. This Agreement may be executed in any number of counterparts, each of which shall be deemed an original, but all of which taken together shall constitute one and the same instrument. This Agreement shall be exclusively for the benefit of the Parties and shall not provide any third parties with any remedy, claim, liability, reimbursement, cause of action or other right. B. Governing Law; Business License; Proper Execution. This Agreement shall be governed by and construed in accordance with the laws of the State of Georgia without regard to choice of law principles. Any action or suit related to this Agreement shall be brought in the Superior Court of Fulton County, Georgia, or the U.S. District Court for the Northern District of Georgia— Atlanta Division, and Consultant submits to the jurisdiction and venue of such court. During the Term of this Agreement, Consultant shall maintain a business license with the City, unless Consultant provides evidence that no such license is required. Consultant agrees that it will perform all Work in accordance with the standard of care and quality ordinarily expected of competent professionals and in compliance with all federal, state, and local laws, regulations, codes, ordinances, or orders applicable to the Project, including, but not limited to, any applicable records retention requirements and Georgia's Open Records Act (O.C.G.A. § 50-18-71, et seq.). C. Captions and Severability. All headings herein are intended for convenience and ease of reference purposes only and in no way define, limit or describe the scope or intent thereof, or of this Agreement, or in any way affect this Agreement. D. Notices. All notices, requests, demands, writings, or correspondence, as required by this Agreement, shall be in writing and shall be deemed received, and shall be effective, when: (1) personally delivered, or (2) on the third day after the postmark date when mailed by certified mail, postage prepaid, return receipt requested, or (3) upon actual delivery when sent via national overnight commercial carrier to the Party at the address first given above or at a substitute address previously furnished to the other Party by written notice in accordance herewith. E. Waiver; Sovereign Immunity. No express or implied waiver shall affect any term or condition other than the one specified in such waiver, and that one only for the time and manner specifically stated. Nothing contained in this Agreement shall be construed to be a waiver of City's sovereign immunity or any individual's qualified, good faith or official immunities. F. Agreement Construction and Interpretation; Invalidity of Provisions; Severability. Consultant represents that it has reviewed and become familiar with this Agreement and has notified City of any discrepancies, conflicts or errors herein. The Parties agree that, if an ambiguity or question of intent or interpretation arises, this Agreement is to be construed as if the Parties had drafted it jointly, as opposed to being construed against a Party because it was responsible for drafting one or more provisions of the Agreement. In the interest of brevity, the Agreement may omit modifying words such as "all" and "any" and articles such as "the" and "an," but the fact that a modifier or an article is absent from one statement and appears in another is not intended to affect the interpretation of either statement. Should any article(s) or section(s) of this Agreement, or any part thereof, later be deemed illegal, invalid or unenforceable by a court of competent jurisdiction, the offending portion of the Agreement should be severed, and the remainder of this Agreement shall remain in full force and effect to the extent possible as if this Agreement had been executed with the invalid portion hereof eliminated, it being the intention of the Parties that they would have executed the remaining portion of this Agreement without including any such part, parts, or portions that may for any reason be hereafter declared invalid. Ratification of this Agreement by a majority of the Mayor and City Council shall authorize the Mayor to execute this Agreement on behalf of City. IN WITNESS WHEREOF, City and Consultant have executed this Agr eement, effective as of the Effective Date first above written. [SIGNATURES ON FOLLOWIN G PAGE] CONSULTANT: Kimley-Horn and Associates, Inc. Signature: Print Name Title: [CIRCLE O President/ce Presiden (Corporation) [CORPORATE SEAL] (required if corporation) Attest/Witness Signature: / I Dona �- V Print Name: L n o n a �1 � Da ni e Is Title: AcImyiskiyc A551slal1l (Assistant) Corporate Secretary (required if corporation) CITY OF MILTON, GEORGIA Signature: Steven Krokoff, City Manager [CITY SEAL] Attest: Signature: Print Name: _ Title: City Clerk Approved as to form: City Attorney C� N•M••1�/.I� s 000 #0 00000 0 000 " A 7: V m Im } SEAL 1' NC RATIFIED BY COUNCIL: Signature: Joe Lockwood, Mayor EXHIBIT "A" (imley>»Horn March 11, 2019 Mr. Parag Agrawal, AICP Community Development Director CITY OF MILTON 2006 Heritage Walk Milton, Georgia, 30004 Re: Professional Services Agreement: Modelingand Visualization Dear Mr. Agrawal: Kimley-Horn and Associates, Inc. ("Kimley-Horn" or "Consultant") is pleased to submit this letter egfeerne"e"AgFeement") to the City of Milton ("Client") for modeling and visualization services. PROJECT UNDERSTANDING Kimley-Horn and Associates, Inc. will provide 3D modeling and visualization services to illustrate the collective impact of approved development within the Crabapple Village and the future character of the passive park to be located as part of"Lakeside at Crabapple," a master planned residential development. SCOPE OF SERVICES UNDERSTANDING Kimley-Horn will provide the services specifically set forth below. Task 1—Crabapple Village 3D Model Kimley-Horn will create a 3D model of general building massing to illustrate the collective impact of approved by -right developments within Milton's Crabapple Community. The 3D model will include up to eight projects (approximately 2-3 stories each) using SketchUp and assuming "flat earth" topography. Existing buildings within the Crabapple Village will be rendered as white massing boxes to provide context. The Client will provide Kimley-Horn with all available data, along with any existing digital 3D models, for each approved project. The Consultant will provide up to two (2) rounds of revisions. Deliverables: • 3D massing model and all original digital source files • Up to ten (10) "snapshot views" from the 3D model in .jpeg and .tiff format (specific locations of snapshot views to be determined in consultation with client) Task2—Passive Park Sketch -style Visualization Kimley-Horn will create one at -grade "hand sketch -style" visualization to illustrate the future conditions, character, and design features of the passive park created as part "Lakeside at Crabapple," a master planned residential development. The "hand sketch -style" illustration shall focus the park's future lake and include sufficient detail of other features of the approved Land Disturbance Permit, including landscaping, tree save areas, pathways, the stone bridge, and lake pier. Kimley>»Horn Page 2 Kimley-Horn and the Client will discuss the project by phone to identify and mutually agree upon the location and perspective needed to best highlight all desired park features. The Consultant will provide up to two (2) rounds of revisions, including: • Round 1 Revisions: Client review and feedback regarding baseline/uncolored visualization • Round 2 Revisions: Client review and feedback regarding draft final visualization Upon completion ofthe final 3D model and sketch visualization for presentation by City staffat the April 8th Council Meeting, Tasks 1 and 2 will be complete. Deliverable: • One (1) "hand sketch -style" full-color visualization provided in digital format (specific format to be determined in consultation with client) ADDITIONAL SERVICES Additional services, including design and engineering services, may be performed at the request of the City and will be performed at the Consultant's then current hourly rates. INFORMATION PROVIDED BY CLIENT Kimley-Horn shall be entitled to rely on the completeness and accuracy of all information provided by the Client or the Client's Consultants or representatives. The Client shall provide all information requested by Kimley-Horn during the project. SCHEDULE We will provide our services as expeditiously as practicable with the goal of delivering a draft model and visualization within two (2) weeks of Notice to Proceed. Final deliverables will be prepared for presentation at the April 8th City Council meeting. FEE AND EXPENSES Kimley-Horn will complete Tasks 1 and 2 for a lump sum fee of $10,000 including expenses. • Task 1 -Crabapple Village 3D Model $6,000 • Task 2 -Passive Park Sketch -style Visualization $4,000 Total Lump Sum Labor Fee $10,000 Fees will be invoiced monthly based upon the amount of services performed. Payment is due within 30 days of receipt ofthe invoice and should include invoice number and Kimley-Horn project number. Pd7n WT" :rUM=:qMIWm Kimley-Horn, to expedite invoices and reduce paperwaste, submits invoices via email in an Adobe PDF format. We can also provide a paper copy via regular mail if requested. Please include the invoice numberand Kimley-Horn project numberwith all payments. Kimiey>Morn Page 3 Please provide the following information: Please email all invoices to: See page 4. Please copy: See page 4. MIT=IVE Sm - - - _ - -c• _ - -MWA- - _ - - HIM WrA To ensure proper set up of your projects so that we can get started, please complete and return with the signed copy of this Agreement the attached Request for Information. Failure to supply this information could result in delay in starting work on your project. We appreciate the opportunity to provide these services to you. Please contact me with questions. Very truly yours, Eric Bosman, AICP Project Manager KIMLEY-HORN AND ASSOCIATES, INCo Rob Ross Vice President CITYOF MILTON, GEORGIA Parag Agrawl Community Development Director Client's Federal Tax ID: Client's Business License No.: Client's Street Address: Attachment— Request for Information A-t�ac-�ie�e Kimley»>Horn REQUEST FOR INFORMATION Please return this information with your signed contract failure to provide this information could result in delay in starting yourproject Page 4 lill@Ill IUCnln wauvn Parcell Full, Legal Name of Client Parcell Mailing Address for Invoices Parcel4 Contact for Billing Inquiries Contact's Phone and e-mail Client is (check one) Owner Agent for Owner Unrelated to Owner rIV Gll Il��il1 �111Vwwn Parcell Owner 2 Parcell Parcel3 Parcel4 Street Address Owner(s) Mailing County in which Address Property is Located Owner's Phone No. Tax Assessor's Owner of Which Number(s) Parcel #? rry en VWlltll IUG11 L1111.GN VII Owner 1 Owner 2 Owner 3 Owner 4 Owner(s) Name Owner(s) Mailing Address Owner's Phone No. Owner of Which Parcel #? 1 :..ac....d:....C...�rnecinr4hn Prninr4 Attach additional sheets if there are more than 4 parcels or more than 4 owners Kimley-horn.com EXHIBIT "B" `• •. • •,.• . ••• . 0.•_0 _ --- -. _ _ ACORD,,, CERTIFICATE OF LIABILITYINSURANCE DATE (MM/DD/YYYY) 1 4/09/2019 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer any rights to the certificate holder in lieu of such endorsement(s). PRODUCER Greyling Ins. Brokerage/EPIC CONTACT Noyola PH ONE A/C Nd FAX Ext : 770-552-4225 ac No ; 866-550-4082 3780 Mansell Road, Suite 370 Alpharetta, GA 30022 E-MAIL ADDRESS: _-jerry.noyola@greyling.com INSURER(S) AFFORDING COVERAGE NAIC # INSURER A: National Union Fire Ins. Co. 19445 5268169 INSURED Kimley-Horn and Associates, Inc. 421 Fayetteville Street, Suite 600 Raleigh, NC 27601 INSURER B: Aspen American Insurance Company 43460 INSURER C; New Hampshire Ins. Co. 23541 INSURER D: Lloyds of London 085202 INSURER E INSURER F X Contractual Llab. COVERAGES CERTIFICATE NUMBER: 19-20 REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS, INSR LTR TYPE OF ADDL INSR SUBR WVD POLICY NUMBER POLICY EFF MMIDD/YYYY POLICY EXP MM/DDNYYY LIMITS A X COMMERCIAL GENERAL LIABILITY CLAIMS -.MADE ® OCCUR X X 5268169 4/01/2019 04101/2020 EACH OCCURRENCE $110001000 _ DAMASE TO RENTED PREMISES E. occurrence $500,000 MED; EXP (Any one person) s25,000 X Contractual Llab. _ PERSONAL &ADV INJURY $1,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: POLICY ®JECT � LOC GENERAL AGGREGATE $2,000,000 PRODUCTS - COMP/OP AGG $2,000,000 $ OTHER: A AUTOMOBILE LIABILITY X X 4489663 4/01/2019 04/01/202 COMBINEa accident D SINGLE LIMIT $1,000,000 E X BODILY INJURY (Per person) $ ANY AUTO X OWNED SCHEDULED AUTOS ONLY AUTOS AUTOS ONLY X NON -OWNED AUTOS ONLY BODILY INJURYPer accident $ ) _ PROPERTY DAMAGE $ Per accident IS UMBRELLALIAB X OCCUR X X CX005FT19 4/01/2019 04/0112020 EACH OCCURRENCE $5000000 AGGREGATE $5,000,000 X EXCESS LIAB CLAIMS -MADE DED I X RETENTION $O. $ C A WORKERSCOMPENSATIONX AND EMPLOYERS' LIABILITY YIN ANY PROPRIETOR/PARTNER/EXECUTIVE ❑ OFFICER/MEMBER EXCLUDED? N N / A 015893685 OS (ACIS) ) 015893686 (CA) 4/01/201.9 4/01/2019 04/01/202 04/01/202 X PER OTH- E.L. EACH ACCIDENT $1,000,000 E.L.DISEASE EA EMPLOYEE $1,000,000 (Mandatory in NH) If yas, tlusurlbe -d ­ DESCRIPTION OF OPERATIONS below E.L. DISEASE POLICY LIMIT $1,000,000 D Professional Liab B0146LDUSA1904949 4/01/2099 04/01/2020 Per Claim $2,000,000 Aggregate $2,000,000 DESCRIPTION OF OPERATIONS / LOCATIONS /VEHICLES (ACORD 101, Additional Remarks Schedule, maybe attached If more space is required) Re: Modeling & Visualization Services Agreement. The City of Milton, Georgia, its elected and appointed officials, officers, boards, commissioners, employees, representatives, agents & volunteers are named as Additional Insureds on the above referenced liability policies with the exception of workers compensation & professional liability where required by written contract. The above referenced liability policies with the exception of Workers compensation and professional liability are primary & non-contributory where required (See Attached Descriptions) City of Milton, Georgia Procurement Manager 2006 Heritage Walk Milton, GA 30004-0000 ACORD 25 (2016/03) 1 of 2 #S 1556180/IV11513917 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. AUTHORIZED REPRESENTATIVE ©1988-2015 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD KKRE1 DESCRIPTIONS (Continued from Page 1) by written contract. Waiver of Subrogation is applicable where required by written contract & allowed by law. Should any of the above described policies be cancelled by the issuing insurer before the expiration date thereof, we will endeavor to provide 30 days'written notice (except 10 days for nonpayment of premium) to the Certificate Holder. Umbrella Follows Form with respects to General, Automobile & Employers Liability Policies. SAGITTA 25.3 (2016/03) 2 of 2 #SI556180/MI513917 POLICY NUMBER 5268169 COMMERCIAL GENERAL LIABILITY CG 20 10 04 13 This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART Name Of Additional Insured Person(s) Or Organizations) Location(s) Of Covered Operations ANY PERSON OR ORGANIZATION WHOM YOU PER THE CONTRACT OR AGREEMENT. BECOME OBLIGATED TO INCLUDE AS AN ADDITIONAL INSURED AS A RESULT OF ANY CONTRACT OR AGREEMENT YOU HAVE ENTERED INTO. Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section it - Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury", "property damage" or "personal and advertising injury" caused, in whole or in part, by: 1_ Your acts or omissions: or 2. The acts or omissions of those acting on your behalf; in the performance of your ongoing operations for the additional insured(s) at the location(s) designated above.. However: 1. The insurance afforded to such additional insured only applies to the Extent permitted by law; and R. If coverage provided t insured is required by agreement, the insurance additional insured will nol the additional a contract or afforded to such be broader than that which you are required by the contract or agreement to provide for such additional insured. B. With respect to the insurance afforded to these additional insureds, the following additional exclusions apply: This insurance does not apply to "bodily injury" or "property damage" occurring after: 1. All work, including materials, parts or equipment furnished in connection with such work, on the project (other than service, maintenance or repairs) to be performed by or on behalf of the additional insured(s) at the location of the covered operations has been completed; or 2. That portion of "your work" out of which the injury or damage arises has been put to its intended use by any person or organization other than another contractor or subcontractor engaged in performing operations for a principal as a part of the same project. CG 20 10 04 13 0 Insurance Services Office, Inc., 2012 Page 1 of 2 Cl C. With respect to the insurance afforded to these additional insureds, the following is added to Section III - Limits Of Insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insurance shown in the Declarations; whichever is less. This endorsement shall not increase the applicable Limits of Insurance shown in the Declarations. Page 2 of 2 0 Insurance Services Office, Inc., 2012 CG 20 10 04 13 0 POLICY NUMBER: 5268169 COMMERCIAL GENERAL LIABILITY CG 20 37 04 13 This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART SCHEDULE erne 0f Additional Insured Person(s) Or Organization(s) Location And Description Of Completed Operations ANY PERSON OR ORGANIZATI"ON WHOM YOU BECOME OBLiGATED TO INCLUDE AS AN ADDITIONAL INSURED AS A RESULT OF ANY CONTRACT OR AGREEMENT YOU HAVE ENTERED INTO. PER THE CONTRACT OR AGREEMENT. —� Information required to complete this Schedule, if not shown above, will be shown in the Declarations. A. Section 11 - Who Is An Insured is amended to include as an additional insured the person(s) or organization(s) shown in the Schedule, but only with respect to liability for "bodily injury" or "'property damage" caused, in whole or in part, by "your work" at the location designated and described in the Schedule of this endorsement performed for that additional insured and included in the "products -completed operations hazard". However: 1. The insurance afforded to such additional insured only applies to the extent permitted by law: and 2, if coverage provided to the additional insured is required by a contract or agree- ment, the insurance afforded to such addi- tional insured will not be broader than that which you are required by the contract or agreement to provide for such additional insured. B. With respect to the insurance afforded to these additional insureds, the following is added to Section III - Limits Of insurance: If coverage provided to the additional insured is required by a contract or agreement, the most we will pay on behalf of the additional insured is the amount of insurance: 1. Required by the contract or agreement; or 2. Available under the applicable Limits of Insu- rance shown in the Declarations; whichever is less. This endorsement shall not increase the appli- cable Limits of Insurance shown in the Decla- rations. CG 20 37 04 13 0 insurance Services Office, inc., 2012 Page 1 of 1 0 This page has been left blank intentionally. STATE OF C�G[ti� EXHIBIT "C COUNTY OF U b CONTRACTOR AFFIDAVIT AND AGREEMENT By executing this affidavit, the undersigned contractor verifies its compliance with O.C.G.A. § 13-10-91, stating affirmatively that the individual, firm, or corporation which is engaged in the physical performance of services on behalf of the City of Milton, Georgia has registered with, is authorized to use and uses the federal work authorization program commonly known as E -Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91. Furthermore, the undersigned contractor will continue to use the federal work authorization program throughout the contract period and the undersigned contractor will contract for the physical performance of services in satisfaction of such contract only with subcontractors who present an affidavit to the contractor with the information required by O.C.G.A. § 13-10-91(b). Contractor hereby attests that its federal work authorization user identification number and date of authorization are as follows: Federal Work Authorization User Identification Number Date of Authorization Kimley-Horn and Associates, Inc. Name of Contractor Modeling and Visualization Crabapple Village Village Name of Project City of Milton, Georgia Name of Public Employer [hereby declare under penalty of perjury that the foregoing is true and correct. Executed on PkKku `1 2019 in _ TlirtSTOr (city), GGA _ (state). Signature of Authorized Officer or Agent QoF�-T k. R.o56 Printed Name and Title of Authorized Officer or nt Age SUBSCRIBED AND SWORN BEFORE ME ON THIS THE 9i" DAY OF vA VLKt 1 201 . 00M 4 NOTARY PUBLIC [NOTARY SEAL] My Commission Expires: Sot, b� �r2s� •00 01i • 0 '1�r�/f,C�U tv� ®ep40� STATE OF _ COUNTY OF EXHIBIT "D" SUBCONTRACTOR AFFIDAVIT By executing this affidavit, the undersigned subcontractor verifies its compliance with O.C.G.A. § 13-10- 91, stating affirmatively that the individual, firm or corporation which is engaged in the physical performance of services under a contract with Kimley-Horn and Associates, Inc. (name of contractor) on behalf of the City of Milton, Georgia has registered with, is authorized to use and uses the federal work authorization program commonly known as &Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. § 1340-91. Furthermore, the undersigned subcontractor will continue to use the federal work authorization program throughout the contract period, and the undersigned subcontractor will contract for the physical performance of services in satisfaction of such contract only with sub -subcontractors who present an affidavit to the subcontractor with the information required by O.C.G.A. § 13-10-91(b). Additionally, the undersigned subcontractor will forward notice of the receipt of an affidavit from a sub -subcontractor to the contractor within five (5) business days of receipt. If the undersigned subcontractor receives notice that a sub -subcontractor has received an affidavit from any other contracted sub -subcontractor, the undersigned subcontractor must forward, within five (5) business days of receipt, a copy of the notice to the contractor. Subcontractor hereby attests that its federal work authorization user identification number and date of authorization are as follows: Federal Work Authorization User Identification f that the Number Date of Authorization Name of Subcontractor Modeli� and Visualization Services — Crabapple Village Name of Project City of Milton, Georgia Name of Public Employer I hereby declare under penalty operjury foregoing is true and correct. Executed on 20_ in (city), (state). Signature of Authorized Officer or Agent Printed Name and Title of Authorized Officer or Agent SUBSCRIBED AND SWORN BEFORE ME ON THIS THE DAY OF 20_ NOTARY PUBLIC [NOTARY SEAL] My Commission Expires: MILTON "' TO: FROM: AGENDA ITEM: MEETING DATE: ESTABLISHED 2006 CITY COUNCIL AGENDA ITEM City Council DATE: April 16, 2019 Steven Krokoff, City Manager 0 Approval of a Professional Services Agreement between the City of Milton and Designated Clippers Landscape Services, Inc. -Bell Memoria l Park Lacrosse Wall Project. Monday, April 22 , 2019 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary} See attached memorandum APPROVAL BY CITY MANAGER: ( /4PPROVED () NOT APPROVED CITY ATTORNEY APPROVAL REQUIRED: ({YES (} NO CITY ATTORNEY REVIEW REQUIRED : (} NO APPROVAL BY CITY ATTORNEY: {,,YAPP ROVED () NOT APPROVED PLACED ON AGENDA FOR : 2006 Heritage Walk Milton, G A P: 678 .242 .2500 IF: 678.242 .249 9 info@ci tyofmiltonga.usIwww.cityofmilt onga.us OGOO To: Honorable Mayor and City Council Members From: Matthew Fallstrom, Capital Projects Manager Date: Submitted on April 12th, 2019 for the April 22nd, 2019 Regular City Council Meeting Agenda Item: Approval of a Construction Services Agreement between The City of Milton and Designated Clippers Landscape Services, LLC. – Bell Memorial Park Lacrosse Wall Project _____________________________________________________________________________________ Project Description: The Public Works Department is requesting the approval of a contract for the construction of a lacrosse wall used for warmup and practice for lacrosse players. An Invitation to Bid (ITB) was issued for the construction of the lacrosse wall. The cost of this wall will be offset by a 50% contribution from the Lacrosse provider. . Procurement Summary: Purchasing method used: Bid Award-ITB (Over $50,000) Account Number: 300-6110-541401500 Requisition Total: $ 34,079.12 Vendor DBA: Designated Clippers Landscape Services, LLC Other quotes or bids submitted (vendor/$): Vendor/Firm Quote/Bid Triscapes Inc. $34,917.30 Ashford Gardens Inc $46,675.00 Financial Review: Bernadette Harvill, April 12, 2019 Legal Review: Sam VanVolkenburgh, March 26, 2018 Attachment(s): Construction Services Agreement MILTON'*k ESTABLISHED 2006 CONSTRUCTION SERVICES AGREEMENT Bell Memorial Park Lacrosse Wall Project This Construction Services Agreement (the "Agreement") is made and entered into this _ day of , 20 (the "Effective Date"), by and between the CITY OF MILTON, GEORGIA, a municipal corporation of the State of Georgia, acting by and through its governing authority, the Mayor and Milton City Council (hereinafter referred to as the "City"), and Designated Clippers Landscape Services, LLC, a Georgia limited liability company (hereinafter referred to as the "Contractor"), collectively referred to herein as the "Parties". WITNESSETH: WHEREAS, the City desires to retain a contractor to perform services for the construction of a Project, as defined below; and WHEREAS, the City solicited bids for construction of the Project pursuant to the Request for Bids, dated February 19, 2019, attached hereto as "Exhibit A" and incorporated herein by reference; and WHEREAS, the Contractor submitted a complete and timely bid, attached hereto as "Exhibit B" and incorporated herein by reference, and met all bid requirements such that the City awarded Project Number ITB 19-PR02 to the Contractor; and WHEREAS, the City finds that specialized knowledge, skills, and training are necessary to perform the Work (defined below) contemplated under this Agreement; and WHEREAS, the Contractor has represented that it is qualified by training and experience to perform the Work; and WHEREAS, based upon Contractor's bid, the City has selected Contractor as the successful bidder, and WHEREAS, Contractor desires to perform the Work as set forth in this Agreement under the terms and conditions provided in this Agreement; and WHEREAS, the public interest will be served by this Agreement; and WHEREAS, Contractor has familiarized itself with the nature and extent of the Contract Documents, the Project, and the Work, and with all local conditions and federal, state and local C'onstruCtiun Services Agi-cement Version 1 .0 laws, ordinances, rules and regulations that may in any manner affect cost, progress or performance of Work, and Contractor is aware that it must be licensed to do business in the State of Georgia. NOW THEREFORE, for and in consideration of the mutual promises, the public purposes, and the acknowledgements and agreements contained herein and other good and adequate consideration, the sufficiency of which is hereby acknowledged, the Parties hereto do mutually agree as follows: This Agreement along with the following documents, attached hereto (except as expressly noted otherwise below) and incorporated herein by reference, constitute the "Contract Documents": A. Request for Bids, attached hereto as "Exhibit All; B. Bid Documents from Contractor, dated March 5, 2019, attached hereto as "Exhibit B99. iD � C. Scope of Work, attached hereto as "Exhibit C"; D. Any required Performance Bond,Payment Bond, and Maintenance Bond attached hereto collectively as "Exhibits D.1, D.2, and D.311; E. Noncollusion Affidavit of Prime Bidder, attached hereto as "Exhibit E"; F. Final Affidavit, attached hereto as "Exhibit F"; G. Alien Employment affidavits, attached hereto as "Exhibits G.1 and G.2"; H. RESERVED. 1. Additional Payment/Retainage Requirements, attached hereto as "Exhibit I"; J. City of Milton Code of Ethics (codified in the official Code of the City of Milton); K. The following, which may be delivered or issued after the Effective Date of the Agreement and are not attached hereto: All Change Orders (defined in Section 6 below), other written amendments, and other documents amending, modifying, or supplementing the Contract Docurnents if properly adopted in writing and executed by the Parties. Section 2. Project Description; Architect, Engineer; Contract Administrator A. Project. A general description of the Project is as follows: grading and constructing a concrete wall according to the plans and specifications as defined for the Lacrosse Wall at Bell Memorial Park (the "Project"). V rsio lit w, B. Contract Administrator. The Contract Administrator for this Agreement shall be: Matthew Fallstrom, Capital Projects Manager. A. The Work. The Work to be completed under this Agreement (the "Work") includes, but shall not be limited to, the work described in the Scope of Work provided in "Exhibit C", attached hereto and incorporated herein by reference. The Work includes all material, labor, insurance, tools, equipment, machinery, water, heat, utilities, transportation, facilities, services and any other miscellaneous items and work reasonably inferable from the Contract Documents. The term "reasonably inferable" takes into consideration the understanding of the Parties that some details necessary for proper execution and completion of the Work may not be shown on the drawings or included in the specifications or Scope of Work, but they are a requirement of the Work if they are a usual and customary component of the Work or are otherwise necessary for proper and complete installation and operation of the Work. Contractor shall complete the Work in strict accordance with the Contract Documents. In the event of any discrepancy among the terms of the various Contract Documents, the provision most beneficial to the City, as determined by the City in its sole discretion, shall govern. B. Notice to Proceed. The City will issue a Notice to Proceed, which Notice to Proceed shall state the dates for beginning Work ("Commencement Date") and the expected date of final completion. Unless otherwise approved, the Contractor shall perform its obligations under this Agreement as expeditiously as is consistent with reasonable skill and care and the orderly progress of the Work. C. RESERVED. D. Shop Drawings Product Data and Samples Shop Drawings, Product Data, Samples and similar submittals are not Contract Documents, but must be in conformity therewith. The purpose of their submittal is to demonstrate, for those portions of the Work for which submittals are required by the Contract Documents, the way by which the Contractor proposes to conform to the information given and the design concept expressed in the Contract Documents. (i) "Shop Drawings" are drawings, diagrams, schedules and other data specifically prepared for the Work by the Contractor or a subcontractor, sub -subcontractor, manufacturer, supplier or distributor to illustrate some portion of the Work. (ii) "Product Data" are illustrations, standard schedules, performance charts, instructions, brochures, diagrams and other information furnished by the Contractor to illustrate materials or equipment for some portion of the Work. (iii) "Samples are physical examples that illustrate materials, equipment or workmanship and establish standards by which the Work will be judged. The Contractor shall review for compliance with the Contract Documents and shall approve and submit to the Contract Administrator Shop Drawings, Product Data, Samples, and similar submittals required by the Contract Documents with reasonable promptness and in such sequence as to cause no delay in the Work or in the activities of the City or of separate contractors. By approving and submitting Shop Drawings, Product Data, Samples and similar submittals, the Contractor represents that the Contractor has determined and verified materials, field measurements and field construction criteria related thereto, or will do so, and has checked and coordinated the information contained within such submittals with the requirements of the Work and of the Contract Documents. Submittals which are not marked as reviewed for compliance with the Contract Documents and approved by the Contractor may be returned by the Contract Administrator without action. The Contractor shall perform no portion of the Work for which the Contract Documents require submittal and review of Shop Drawings, Product Data, Samples or similar submittals until the respective submittal has been approved in writing by the Contract Administrator, provided that submittals that are not required by the Contract Documents may be returned without action. The Work shall be completed in accordance with approved submittals, provided that the Contractor shall not be relieved of responsibility for deviations from requirements of the Contract Documents by the Contract Administrator's approval of Shop Drawings, Product Data, Samples or similar submittals, unless the Contractor has specifically informed the Contract Administrator in writing of such deviation at the time of submittal and (1) the Contract Administrator has given written approval to the specific deviation as a minor change in the Work, or (2) a written Change Order has been issued and approved to authorize the deviation. The Contract Administrator's approval of the Shop Drawings, Product Data, Samples or similar submittals shall not relieve the Contractor of responsibility for errors or omissions therein. The Contractor shall, in writing or on resubmitted Shop Drawings, Product Data, Samples or similar submittals, direct the Contract Administrator's attention to any additional revisions included other than those requested by the Contract Administrator on previous submittals. In the absence of such written notice drawing the Contract Administrator's attention to such additional revisions, the Contract Administrator's approval of a resubmission shall not apply to such additional revisions. The Contractor shall maintain at the Project site(s) one record copy of the Contract Documents in good order and marked currently to record field changes and selections made during construction and one record copy of approved Shop Drawings, Product Data, Samples and similar required submittals. These documents shall be available to the City and Contract Administrator and shall be delivered to the Contract Administrator or City upon completion of the Work. Section 40 Contract Tern, Liquidated Damages; Expedited Completion; Partial Occupancy or Use A. Contract Term. The term of this Agreement ("Term") shall commence on the Effective Date and continue until the earlier of completion of the Work or the proper termination and non -renewal of this Agreement (provided that certain obligations, including but not limited to Warranty obligations, will survive termination/expiration of this Agreement). Contractor warrants and represents that it will perform its Work in a prompt and timely manner, which shall not impose delays on the progress of the Work. The Contractor shall commence Work pursuant to this Agreement within five (5) business days of the Commencement Date provided by the City, and the Parties intend that all Work shall be completed within ten (10) business days of the start date specified in the "Notice to Proceed". Every effort will be made by Contractor to shorten this period. If the Term of this Agreement continues beyond the calendar year in which this Agreement is executed, the Parties agree that this Agreement, as required by O.C.G.A. § 36-60- 13, shall terminate absolutely and without further obligation on the part of the City on September 30 each fiscal year of the, and further, that this Agreement shall automatically renew on October 1 of each subsequent fiscal year absent the City's provision of written notice of non -renewal to Contractor at least five (5) calendar days prior to the end of the then current fiscal year.. Title to any supplies, materials, equipment, or other personal property shall remain in Contractor until fully paid for by the City. B. Time is of the Essence; Liquidated Damages, Contractor specifically acknowledges that TIME IS OF THE ESSENCE of this Agreement and that City will suffer financial loss if the Work is not completed in accordance with the deadlines specified in Section 4(A) above and within the Contract Documents. C. RESERVED. D. Partial Occupancy or Use. The City may occupy or use any completed or partially completed portion of the Work at any stage when such portion is designated by separate agreement between the City and Contractor, provided such occupancy or use is consented to by the insurer and authorized by public authorities having jurisdiction over the Work. Such partial occupancy or use may commence whether or not the portion is substantially complete, provided the City and Contractor have accepted in writing the responsibilities assigned to each of them for payments, retainage, if any, security, maintenance, heat, utilities, damage to the Work and insurance, and have agreed in writing concerning the period for correction of the Work and commencement of warranties required by the Contract Documents. Consent of the Contractor to partial occupancy or use shall not be unreasonably withheld. Immediately prior to such partial occupancy or use, the City, Contractor and Contract Administrator shall jointly inspect the area to be occupied, or portion of the Work to be used, in order to deterinine and record the condition of the Work. Unless otherwise agreed upon, partial occupancy or use of a portion or portions of the Work shall not constitute acceptance of Work not complying with the � , tit"e,t:RIC11,011 ` el, is s . a'1`x..»' 1:'g3 > I4 i? .' requirements of the Contract Documents. Section 5. Contractor's Compensation; Time and Method of Payment A. Maximum Contract Price. The total amount paid under this Agreement as compensation for Work performed and reimbursement for costs incurred shall not, in any case, exceed $34,079.12 (the "Maximum Contract Price"), except as outlined in Section 6 below. The compensation for Work performed shall be based upon a flat fee, and Contractor represents that the Maximum Contract Price is sufficient to perform all of the Work set forth in and contemplated by this Agreement. B. Additional Payment Requirements. Additional payment requirements are included as "Exhibit I", attached hereto and incorporated herein by reference. C. Material Deviations. Any material deviations in tests or inspections performed, or times or locations required to complete such tests or inspections, and like deviations from the Work described in this Agreement shall be clearly communicated to the City before charges are incurred and ,shall be handled through written Change Orders, as described in Section 6 below. Whenever the Contract Administrator considers it necessary or advisable, it shall have authority to require inspection or testing of the Work. However, neither this authority of the Contract Administrator nor a decision made in good faith either to exercise or not to exercise such authority shall give rise to a duty or responsibility of the Contract Administrator to the Contractor, subcontractors, material and equipment suppliers, thea agents or employees, or other persons or entities performing portions of the Work. D. Taxes. The City is a governmental tax-exempt entity and shall not be responsible for paying any taxes on any materials or services provided for herein. At Contractor's request, City shall provide evidence of its tax-exempt status. To the extent, if any, that the City furnishes tangible personal property to Contractor for incorporation into the Project, Contractor shall be responsible for paying the amount of tax owed for such tangible personal property. A. Change Order Defined. A "Change Order" means a written modification of the Contract Documents, signed by representatives of the City and the Contractor with appropriate authorization. B. Right to Order Changes. The City reserves the right to order changes in the Work to be performed under this Agreement by altering, adding to, or deducting from the Work. All such changes shall be incorporated in written Change Orders and executed by the Contractor and the City. Such Change Orders shall specify the changes ordered and any necessary adjustment of compensation and completion time. If the Parties cannot reach an agreement on the terms for performing the changed work within a reasonable time to avoid delay or other unfavorable impacts as determined by the City in its sole discretion, the City shall have the right to determine reasonable terms, and the Contractor shall proceed with the changed work. C. Change Order requirement. Any work added to the scope of this Agreement by a Change Order shall be executed under all the applicable conditions of this Agreement. No claim for additional compensation or extension of time shall be recognized, unless contained in a written Change Order duly executed on behalf of the City and the Contractor. D. Authority to Execute Change Order. The City Manager has authority to execute, without further action of the Milton City Council, any number of Change Orders so long as their total effect does not materially alter the terms of this Agreement or materially increase the Maximum Contract Price, as set forth in Section 5(A) above. Any such Change Orders materially altering the terms of this Agreement, or ay Change Order affecting the price where the Maximum Contract Price (as amended) is in excess of $50,000, must be approved by resolution of the Milton City Council. E. Minor Changes in the Work. The Contract Administrator will have the authority to order minor changes in the Work not involving adjustment in the Maximum Contract Price or extension of the Term and not inconsistent with the intent of the Contract Documents. Such changes shall be effected by written order signed by the Contract Administrator. The Contractor shall carry out such written orders promptly. If the minor changes subsequently may affect adjustments in the Maximum Contract Price or the Term, the changes shall then be converted to a written Change Order by the requesting Party. Section 7. Covenants of Contractor A. Ethics Code; Conflict of Interest. (i) Contractor agrees that it shall not engage in any activity or conduct that would result in a violation of the City of Milton Code of Ethics or any other similar law or regulation. Contractor certifies that to the best of his knowledge no circumstances exist which will cause a conflict of interest in performing the Work. Should Contractor become aware of any circumstances that may cause a conflict of interest during the Term of this Agreement, Contractor shall immediately notify the City. If the City determines that a conflict of interest exists, the City may require that Contractor take action to remedy the conflict of interest or terminate the Agreement without liability. The City shall have the right to recover any fees paid for services rendered by Contractor when such services were performed while a conflict of interest existed if Contractor had knowledge of the conflict of interest and did not notify the City within five (5) business days of becoming aware of the existence of the conflict of interest. (ii) Contractor and the City acknowledge that it is prohibited for any person to offer, give, or agree to give any City employee or official, or for any City employee or official to solicit, demand, accept, or agree to accept from another person, a gratuity of more than nominal value or rebate or an offer of employment in connection with any decision, approval, disapproval, recommendation, or preparation of any part of a program requirement or a purchase request, influencing the content of any specification or procurement standard, rendering of advice, investigation, auditing, or in any other advisory capacity in any proceeding or application, request for ruling, determination, claim or controversy, or other particular matter, pertaining to any program requirement or a contract or subcontract, or to any solicitation or proposal therefor.. The Contractor and the City further acknowledge that it is prohibited for any payment, gratuity, or offer of employment to be made by or on behalf of a sub -consultant under a contract to the prime Contractor or higher tier sub - consultant, or any person associated therewith, as an inducement for the award of a subcontract or order. B. Meetings. The Contractor is required to meet with the City's personnel, or designated representatives, to resolve technical or contractual problems that may occur during the Term of this Agreement at no additional cost to the City. Meetings will occur as problems arise and will be coordinated by the City or the Contract Administrator. The Contractor will be given a minimum of three (3) full business days' notice of meeting date, time, and location. Face-to-face meetings are desired. However, at the Contractor's option and expense, a conference call meeting may be substituted. Consistent failure to participate in problem resolution meetings, two consecutive missed or rescheduled meetings, or failure to make a good faith effort to resolve problems, may result in termination of the contract for cause. C. Expertise of Contractor. Contractor accepts the relationship of trust and confidence established between it and the City, recognizing that the City's intention and purpose in entering into this Agreement is to engage an entity with the requisite capacity, experience, and professional skill and judgment to provide the Work in pursuit of the timely and competent completion of the Work undertaken by Contractor under this Agreement_ The Contractor agrees to use its best efforts, skill, judgment, and abilities to perform its obligations and to further the interests of City and the Project in accordance with City's requirements and procedures, and Contractor shall employ only persons duly qualified in the appropriate area of expertise to perform the Work described in this Agreement. D. Proper Execution by Contractor. Contractor agrees that it will perform its services in accordance with the usual and customary standards of the Contractor's profession or 'business and in compliance with all federal, state, and local laws, regulations, codes, ordinances, or orders applicable to the Project, including, but not limited to, O.C.G.A. § 50-5-63, any applicable records retention requirements, and Georgia's Open Records Act (O.C.G.A. § 50-18-70, et seq.). Any additional work or costs incurred as a result of error and/or omission by Contractor as a result of not complying with the Contract Documents or not meeting the applicable standard of care or quality, including but not limited to those of repeated procedures and compensation for the Contract Administrator's services or expenses, will be provided at Contractor's expense and at no additional cost to the City. This provision shall survive termination of this Agreement.. It is the Contractor's responsibility to be reasonably aware of all applicable laws, statutes, ordinances, building codes, and rules and regulations. If the Contractor observes that portions of the Contract Documents are at variance therewith, the Contractor shall promptly notify the Contract Administrator and the City in writing of any portions of the Contract Documents that are at variance with the applicable laws, statutes, ordinances, building codes, and rules and regulations. The Contractor's duties shall not be diminished by any approval by the City or Contract Administrator of Work completed or produced; nor shall any approval by the City or Contract Administrator of Work completed or produced release the Contractor from any liability therefor, it being understood that the City is ultimately relying upon the Contractor's skill and knowledge in performing the Work required under the Contract Documents. Organization of the specifications into divisions, sections and articles, and arrangement of drawings shall not control the Contractor in dividing the Work among subcontractors or in establishing the extent of Work to be performed by any trade. F. Familiarity with the Work. (i) Contractor Familiarity with Work. Contractor represents that it has familiarized itself with the nature and extent of the Contract Documents, the Work, work site(s), locality, and all local conditions, laws and regulations that in any manner may affect cost, progress, performance, or furnishing of the Work. Since the Contract Documents are complementary, before starting each portion of the Work, the Contractor shall carefully study and compare the various Contract Documents, site conditions, authorities, tests, reports and studies relative to that portion of the Work, as well as the information furnished by the City, shall take field measurements of any existing conditions related to that portion of the Work, and shall observe any conditions at the Project site(s) affectingit. Contractor represents and agrees that it has correlated the results of all such observations, examinations, investigations, explorations, tests, reports, and studies with the terms and conditions of the Contract Documents. These obligations are for the purpose of facilitating construction by the Contractor and are not for the purpose of discovering errors, omissions, inconsistencies, or ambiguities in the Contract Documents; however, any errors, inconsistencies, omissions, or ambiguities discovered by the Contractor shall be reported promptly to the Contract Administrator and City in writing. Contractor represents that it has given the City written notice of all errors, omissions, inconsistencies, or ambiguities that the Contractor has discovered in the Contract Documents so far, and the written resolution thereof by the City is acceptable to the Contractor. Further, 4 V a Contractor acknowledges that its obligation to give notice of all such errors, omissions, inconsistencies, or ambiguities shall be continuing during the Term of this Agreement. Any failure on the part of the Contractor to notify the Contract Administrator and City in writing of any errors, omissions, inconsistencies, or ambiguities in the Contract Documents that Contractor discovered or reasonably should have discovered shall result in a waiver and full release by the Contractor of any future arguments or defenses based on such errors, omissions, inconsistencies, or ambiguities against the City. Further, if the Contractor fails to perform its obligations pursuant to this paragraph, the Contractor shall pay such costs and damages to the City as would have been avoided if the Contractor had performed such obligations. (ii) Inspection of Prior Work If part of the Contractor's Work depends for proper execution or results upon construction or operations by a separate contractor, the Contractor shall, prior to proceeding with that portion of the Work, promptly report to the Contract Administrator apparent discrepancies or defects in such other construction that would render it unsuitable for such proper execution and results. Failure of the Contractor so to report shall constitute an acknowledgment that the City's or separate contractor's completed or partially completed construction is fit and proper to receive the Contractor's Work, except as to defects not then reasonably discoverable, and Contractor shall be responsible for all costs and damages resulting from its failure to report reasonably discoverable defects. (iii) Contractor Requests for Information. If, with undue frequency (as determined by the City in its sole discretion), the Contractor requests information that is obtainable through reasonable examination and comparison of the Contract Documents, site conditions, and previous correspondence, interpretations or clarifications, the Contractor shall be liable to the City for reasonable charges from the Contract Administrator for the additional services required to review, research and respond to such requests for information. F. Supervision, Inspection and Construction Procedures. The Contractor shall supervise and direct the Work, using the Contractor's best skill and attention. The Contractor shall be solely responsible for and have control over construction means, methods, techniques, sequences and procedures and for coordinating all portions of the Work under the Agreement, unless the Contract Documents give other specific instructions concerning these matters. If the Contract Documents give specific instructions concerning construction means, methods, techniques, sequences or procedures, the Contractor shall evaluate the jobsite safety therefor and, except as stated below, shall be fully and solely responsible for the jobsite safety for such means, methods, techniques, sequences, or procedures. If the Contractor determines that such means, methods, techniques, sequences or procedures may not be safe, the Contractor shall give timely written notice to the City and Contract Administrator and shall not proceed with that portion of the Work without further written instructions from the City or Contract Administrator as approved in writing >6 kI t ta.=4`4 §. �.i.3 by the City. The Contractor shall be responsible for initiating, maintaining and supervising all safety precautions and programs in connection with the performance of this Agreement. The Contractor shall take reasonable precautions for the safety of, and shall provide reasonable protection to prevent damage, injury or loss to: (a) employees and other persons who may be affected, (b) the Work and materials and equipment to be incorporated therein, whether in storage on or off the Project site(s), under care, custody or control of the Contractor or Contractor's subcontractors or sub -subcontractors, and (c) other property at the Project site(s) or adjacent thereto, such as trees, shrubs, lawns, walks, pavements, roadways, structures and utilities not designated for removal, relocation or replacement in the course of construction. The Contractor shall give notices and comply with applicable laws, ordinances, rules, regulations and lawful orders of public authorities bearing on safety of persons or property or their protection from damage, injury or loss. When use or storage of explosives or other hazardous materials or equipment or unusual methods are necessary for execution of the Work, the Contractor shall exercise utmost care and carry on such activities under supervision of properly qualified personnel. If reasonable precautions will be inadequate to prevent foreseeable bodily injury or death to persons resulting from a material or substance, including but not limited to asbestos or polychlorinated biphenyl (PCB), encountered on the Project site(s) by the Contractor, the Contractor shall, upon recognizing the condition, immediately stop Work in the affected area and report the condition to the City and Contract Administrator in writing. G. Tests and Inspections Tests, inspections and approvals of portions of the Work required by the Contract Documents or by laws, or ordinances, rules, regulations or orders of public authorities having jurisdiction shall be made promptly at an appropriate time to avoid unreasonable delay in the Work. Unless otherwise provided, the Contractor shall make arrangements for such tests, inspections and approvals with an independent testing laboratory or entity acceptable to the City, or with the appropriate public authority, and shall bear all related costs of tests, inspections and approvals. The Contractor shall give the Contract Administrator timely notice of when and where tests and inspections are to be made so that the Contract Administrator may be present for such procedures. Required permits or certificates of testing, inspection or approval shall, unless otherwise required by the Contract Documents, be secured by the Contractor and delivered to the Contract Administrator within ten (10) calendar days of issuance. H. Budgetary Limitations. Contractor agrees and acknowledges that budgetary limitations are not a justification for breach of sound principals of Contractor's profession and industry. Contractor shall take no calculated risk in the performance of the Work. Specifically, Contractor agrees that, in the event it cannot perform the Work within the budgetary limitations established without disregarding sound principals of Contractor's profession and industry, Contractor will give written notice immediately to the City. L City's Reliance on the Work. The Contractor acknowledges and agrees that the City does not undertake to approve or pass upon matters of expertise of the Contractor and that therefore, the City bears no responsibility for Contractor's Work performed under this Agreement. The Contractor acknowledges and agrees that the acceptance of Work by the City is limited to the function of determining whether there has been compliance with what is required to be produced under this Agreement. The City will not, and need not, inquire into adequacy, fitness, suitability or correctness of Contractor's performance. Contractor further agrees that no approval of designs, plans, or specifications by any person, body, or agency shall relieve Contractor of the responsibility for adequacy, fitness, suitability, and correctness of Contractor's Work under professional and industry standards, or for performing services under this Agreement in accordance with sound and accepted professional and industry principles. Contractor's Reliance on Submissions by the City. Contractor must have timely information and input from the City in order to perform the Work required under this Agreement. Contractor is entitled to rely upon information provided by the City, but Contractor shall be required to provide immediate written notice to the City if Contractor knows or reasonably should know that any information provided by the City is erroneous, inconsistent, or otherwise problematic. K. Uncovering and Correction of Work If a portion of the Work is covered contrary to the Contract Administrator's request or to requirements specifically expressed in the Contract Documents, it must, if required in writing by the Contract Administrator, be uncovered for examination by the Contract Administrator and be replaced at the Contractor's expense without change in the Agreement Term. If a portion of the Work has been covered which the Contract Administrator has not specifically requested to examine prior to its being covered or which the Contract Documents did not require to remain uncovered until examined, the Contract Administrator may request to see such Work, and it shall be uncovered by the Contractor. If such Work is in accordance with the Contract Documents, costs of uncovering and replacement shall, by appropriate Change Order, be at the City's expense, which expense shall be agreed upon in writing prior to being incurred. If such Work is not in accordance with the Contract Documents, correctionshallbe at the Contractor's expense, unless the condition was caused by the City, in which event the City shall be responsible for payment of such costs including reasonable charges, if any, by the Contract Administrator for additional service, which expense shall be agreed upon in writing prior to being incurred. If the City prefers to accept Work that is not in accordance with the requirements of the Contract Documents, the City may do so instead of requiring its removal and correction, in which case the Maximum Contract Price will be reduced as appropriate and equitable. Such adjustment shall be effected whether or not final 719 Eetd t. i<tr te! `h; sr °d`11lt_` :i ,e'1' it7a} IM payment has been made. L. Clean Un. Contractor shall keep the Project site(s) and surrounding area free from accumulation of waste materials or rubbish caused by operations under this Agreement. At completion of the Work, the Contractor shall remove from and about the Project waste materials, rubbish, the Contractor's tools, construction equipment, machinery and surplus materials. If the Contractor fails to clean up as provided in the Contract Documents, the City may do so, and the cost thereof shall be charged to the Contractor. M. Contractor's Representative. Ben Blumenthal [INSERT NAME OF CONTRACTOR'S REPRESENTATIVE] shall be authorized to act on Contractor's behalf with respect to the Work as Contractor's designated representative. N. Independent Contractor. Contractor hereby covenants and declares that it is engaged in an independent business and agrees to perform the Work as an independent contractor and not as the agent or employee of the City. Nothing contained in this Agreement shall be construed to make the Contractor, or any of its employees, servants or subcontractors, an employee, servant or agent of the City for any purpose. The Contractor agrees to be solely responsible for its own matters relating to the time and place the Work is performed and the method used to perform such Work; the instrumentalities, tools, supplies, and/or materials necessary to complete the Work; hiring of subcontractors, agents, or employees to complete the Work; and the payment of employees, including benefits and compliance with Social Security, withholding, and all other regulations governing such matters. The Contractor agrees to be solely responsible for its own acts and those of its subordinates, employees, and subcontractors during the life of this Agreement. There shall be no contractual relationship between any subcontractor or supplier and the City by virtue of this Agreement with the Contractor. Any provisions of this Agreement that may appear to give the City the right to direct Contractor as to the details of the services to be performed by Contractor or to exercise a measure of control over such services will be deemed to mean that Contractor shall follow the directions of the City with regard to the results of such services only. It is further understood that this Agreement is not exclusive, and the City may hire additional entities to perform Work related to this Agreement. Inasmuch as the City and the Contractor are independent of each other, neither has the authority to bind the other to any third person or otherwise to act in any way as the representative of the other, unless otherwise expressly agreed to in writing signed by both Parties hereto. The Contractor agrees not to represent itself as the City's agent for any purpose to any party or to allow any employee of the Contractor to do so, unless specifically authorized, in advance and in writing, to do so, and then only for the limited purpose stated in such authorization. The Contractor shall assume full liability for any contracts or agreements the Contractor enters into on behalf of the City without the express knowledge and prior written consent of the City. ('ollStRICtioll Scr\ ices A-rcemem Version 1.0 O. Responsibility of Contractor and Indemnification of City. The Contractor covenants and agrees to take and assume all responsibility for the Work rendered in connection with this Agreement. The Contractor shall bear all losses and damages directly or indirectly resulting to it and/or the City on account of the performance or character of the Work rendered pursuant to this Agreement. To the fullest extent permitted by law, Contractor shall defend, indemnify, and hold harmless the City and the City's elected and appointed officials, officers, boards, commissions, employees, representatives, consultants, servants, agents, attorneys and volunteers (individually an "Indemnified Party" and collectively "Indemnified Parties") from and against any and all claims, suits, actions, judgments, injuries, damages, losses, costs, expenses and liability of any kind whatsoever, including, but not limited to, attorney's fees and costs of defense ("Liabilities"), which may arise from or be the result of alleged willful, negligent, or tortious act or omission arising out of the Work, performance of contracted services, or operations by the Contractor, any subcontractor, anyone directly or indirectly employed by the Contractor or subcontractor, or anyone for whose acts the Contractor or subcontractor may be liable, regardless of whether or not the act or omission is caused in part by a parry indemnified hereunder. This indemnity obligation does not include Liabilities caused by or resulting from the sole negligence of an Indemnified Parry. Such obligation shall not be construed to negate, abridge, or otherwise reduce any other right or obligation of indemnity which would otherwise exist as to any party or person described in this provision. In any and all claims against an Indemnified Party, by any employee of the Contractor, its subcontractor, anyone directly or indirectly employed by the Contractor or subcontractor, or anyone for whose acts the Contractor or subcontractor may be liable, the indemnification obligation set forth in this provision shall not be limited in any way by any limitation on the amount or type of damages, compensation, or benefits payable by or for the Contractor or any subcontractor under workers' or workmen's compensation acts, disability benefit acts, or other employee benefit acts. This obligation to indemnify, defend, and hold harmless the Indemnified Party(les) shall survive expiration or termination of this Agreement, provided that the claims are based upon or arise out of actions or omissions that occurred during the performance of this Agreement. P. Insurance. (1) Requirements: The Contractor shall have and maintain in full force and effect for the duration of this Agreement, insurance insuring against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Work by the Contractor, its agents, representatives, employees or subcontractors. All policies shall be subject to approval by the City as to form and content. These requirements are subject to amendment or waiver if so approved in writing by the City Manager. (2) Minimum Limits of Insurance: Contractor shall maintain the following insurance policies with coverage and limits no less than: (a) Commercial General Liability: $1,000,000 (one million dollars) combined single limit per occurrence $2,000,000 (two million dollars) aggregate comprehensive/extended/enhanced Commercial General Liability policy with coverage including bodily and personal injury, sickness, disease or death, injury to or destruction of property, including loss of use resulting therefrom, damage to premises/operations, products/completed operations, independent consultants and contractual liability (specifically covering the indemnity), broad -from property damage, and underground, explosion and collapse hazard. This coverage may be achieved by using an excess or umbrella policy. The policy or policies must be on "an occurrence" basis ("claims made" coverage is not acceptable). (b) Commercial Automobile Liability (owned, non -owned, hired): $1,000,000 (one million dollars) combined single limit per occurrence $2,000,000 (two million dollars) aggregate for comprehensive Commercial Automobile liability coverage (owned, non -owned, hired) including bodily and personal injury, sickness, disease or death, injury to or destruction of property, including loss of use resulting therefrom. (c) Professional Liability: $1,000,000 (one million dollars) limit Professional Liability policy for claims arising out of professional services and caused by the Contractor's errors, omissions, or negligent acts (required if any professional services will be provided) - (d) Workers' Compensation and Employers' Liability: Workers' Compensation policy with limits as required by the State of Georgia and Employers' Liability limits of $1,000,000 (one million dollars) per occurrence or disease. (If Contractor is a sole proprietor, who is otherwise not entitled to coverage under Georgia's Workers' Compensation Act, Contractor must secure Workers' Compensation coverage approved by both the State Board of Workers' Compensation and the Commissioner of Insurance. The amount of such coverage shall be the same as what is otherwise required of employers entitled to coverage under the Georgia Workers' Compensation Act. Further, the Contractor shall provide a certificate of insurance indicating that such coverage has been secured and that no individual has been excluded from coverage.) (e) Builder's Risk Insurance: N/A (f) Commercial Umbrella Liability Coverage: $_n/a ( )per occurrence shall be provided and will apply over all liability policies, without exception, including but not limited to Commercial General Liability, Commercial Automobile Liability, Employers' Liability, and Professional Liability. (3) Deductibles and Self -Insured Retentions: Any deductibles or self-insured retentions must be declared to and approved by the City in writing so that the City may ensure the financial solvency of the Contractor; self-insured retentions should be included on the certificate of insurance. (4) Other Insurance Provisions: Each policy shall contain, or be endorsed to contain, the following provisions respectively: (a) General Liabilfty, Automobile Liability and Umbrella Liabilit Coverage. (i) Additional Insured Requirement. The City and City's elected and appointed officials, officers, boards, commissioners, employees, representatives, consultants, servants, agents and volunteers (individually "Insured Party" and collectively "Insured Parties') shall be named as additional insureds as respects: liability arising out of activities performed by or on behalf of the Contractor; products and completed operations of the Contractor; premises owned, leased, or used by the Contractor; automobiles owned, leased, hired, or borrowed by the Contractor. The coverage shall contain no special limitations on the scope of protection afforded to the Insured Parties. Nothing contained in this section shall be construed to require the Contractor to provide liability insurance coverage to any Insured Party for claims asserted against such Insured Party for its sole negligence. (ii) Primary Insurance Requirement. The Contractor's insurance coverage shall be primary noncontributing insurance as respects to any other insurance or self-insurance available to the Insured Parties. Any insurance or self- insurance maintained by the Insured Parties shall be in excess of the Contractor's insurance and shall not contribute with it. (iii) Reporting Requirement. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to the Insured Parties. (iv) Separate Coverage. Coverage shall state that the Contractor's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to limits of insurance provided. (v) Defense Costs/Cross Liability. Coverage shall be provided on a "pay on behalf' basis, with defense costs payable in addition to policy limits. There shall be no cross liability exclusion. (vi) Subrogation. The insurer shall agree to waive all rights of subrogation against the Insured Parties for losses arising from Work performed by the Contractor for the City. (b) Workers' Compensation Coverage: The insurer providing Workers' Compensation Coverage will agree to waive all rights of subrogation against the Insured Parties for losses arising from Work performed by the Contractor for the City. (c) All Coverages: (i) Notice Requirement. Each insurance policy required by this Agreement shall be endorsed to state that coverage shall not be suspended, voided, or canceled except after thirty (30) calendar days prior written notice (or 10 calendar days if due to non-payment) has been given to the City. The City reserves the right to accept alternate notice terms and provisions, provided they meet the minimum requirements under Georgia law. (ii) Starting and Ending Dates. Policies shall have concurrent starting and ending dates. (iii) Incorporation oflndemnification Obligations. Policies shall include an endorsement incorporating the indemnification obligations assumed by the Contractor under the terms of this Agreement, including but not limited to Section 7(0) of this Agreement. (5) Acceptability of Insurers: The insurance to be maintained by Contractor must be issued by a company licensed or approved by the Insurance Commissioner to transact business in the State of Georgia. Such insurance shall be placed with insurer(s) with an A.M. Best Policyholder's rating of no less than "A-" and with a financial rate of Class VII or greater. The Contractor shall be responsible for any delay resulting from the failure of its insurer to provide proof of coverage in the proscribed form. :ti h: r, ices Vcr>wn 1,0 (6) Verification of Coverage: Contractor shall furnish to the City for City approval certificates of insurance and endorsements to the policies evidencing all coverage required by this Agreement prior to the start of work. Without limiting the general scope of this requirement, Contractor is specifically required to provide an endorsement naming the City as an additional insured when required. The certificates of insurance and endorsements for each insurance policy are to be on a form utilized by Contractor's insurer in its normal course of business and are to be signed by a person authorized by that insurer to bind coverage on its behalf, unless alternate sufficient evidence of their validity and incorporation into the policy is provided. The City reserves the right to require complete, certified copies of all required insurance policies at any time. The Contractor shall provide proof that any expiring coverage has been renewed or replaced prior to the expiration of the coverage. (7) Subcontractors: Contractor shall either (l) ensure that its insurance policies (as described herein) cover all subcontractors and the Work performed by such subcontractors or (2) ensure that any subcontractor secures separate policies covering that subcontractor and its Work. All coverage for subcontractors shall be subject to all of the requirements stated in this Agreement, including, but not limited to, naming the Insured Parties as additional insureds. (8) Claims -Made Policies: Contractor shall extend any claims -made insurance policy for at least six (6) years after termination or final payment under the Agreement, whichever is later, and have an effective date which is on or prior to the Effective Date. (9) Progless Payments: The making of progress payments to the Contractor shall not be construed as relieving the Contractor or its subcontractor or insurance carriers from providing the coverage required in this Agreement. Q. Bonds. In public works construction contracts valued at more than one hundred thousand dollars ($100,000.00) or road construction/maintenance contracts valued at five thousand dollars ($5,000.00) or more, or in any other instance where the City has elected to include such bond requirements as exhibits to this Agreement, the Contractor shall provide Performance and Payment bonds as a condition of this Agreement. At the conclusion of all Work, Contractor shall also provide City with a maintenance bond in the amount of one-third (1/3) of the total amount paid under the Agreement, guaranteeing the repair or replacement caused by defective workmanship or materials for a period of two (2) years from the completion of the Work. Bonds shall be provided on the fortes attached hereto as "Exhibits D.1, D.2, and DYI and with a surety licensed to do business in Georgia and listed on the Treasury Department's most current list (Circular 570 as amended). Upon the request of any person or entity appearing to be a potential beneficiary of bonds covering payment of obligations arising under this Agreement, the Contractor shall promptly furnish a copy of the bonds or shall permit a copy to be made. R. Assignment of Agreement. The Contractor covenants and agrees not to assign or transfer any interest in, or delegate any duties of this Agreement, without the prior express written consent of the City. As to any approved subcontractors, the Contractor shall be solely responsible for reimbursing them, and the City shall have no obligation to them. S. Employment of Unauthorized Aliens Prohibited — E- Verify Affidavit. Pursuant to O.C.G.A. § 13-10-91, the City shall not enter into a contract for the physical performance of services unless: (1) the Contractor shall provide evidence on City -provided forms, attached hereto as "Exhibits G.1 and G.2" (affidavits regarding compliance with the E -Verify program to be sworn under oath under criminal penalty of false swearing pursuant to O.C.G.A. § 16-10-71), that it and its subcontractors have registered with, are authorized to use and use the federal work authorization program commonly known as E -Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91, and that they will continue to use the federal work authorization program throughout the contract period, or (2) the Contractor provides evidence that it is not required to provide an affidavit because it is an individual licensed pursuant to Title 26 or Title 43 or by the State Bar of Georgia and is in good standing. The Contractor hereby verifies that it has, prior to executing this Agreement, executed a notarized affidavit, the form of which is provided in "Exhibit G.1", and submitted such affidavit to City or provided the City with evidence that it is an individual not required to provide such an affidavit because it is licensed and in good standing as noted in sub -subsection (2) above. Further, Contractor hereby agrees to comply with the requirements of the federal Immigration Reform and Control Act of 1986 (IBCA), P.L. 99-603, O.C.G.A_ § 13-10-91 and Georgia Department of Labor Rule 300-10.1-.02. In the event the Contractor employs or contracts with any subcontractor(s) in connection with the covered contract, the Contractor agrees to secure from such subcontractor(s) attestation of the subcontractor's compliance with O.C.G.A. § 13- 10-91 and Rule 300-10-1-.02 by the subcontractor's execution of the subcontractor affidavit, the form of which is attached hereto as "Exhibit G.2", which subcontractor affidavit shall become part of the contractor/subcontractor agreement, or evidence that the subcontractor is not required to provide such an affidavit because it is licensed and in good standing as noted in sub -subsection (2) above. If a subcontractor affidavit is obtained, Contractor agrees to provide a completed copy to the City within five (5) business days of receipt from any subcontractor. Where Contractor is required to provide an affidavit pursuant to O.C.G.A. § 13-10- 91, the City Manager or his/her designee shall be authorized to conduct an inspection of the Contractor's and Contractor's subcontractors' verification process at any time to determine that the verification was correct and complete. The Contractor and Contractor's subcontractors shall retain all documents and records of their respective verification process for a period of five (5) years following completion of the contract. Further, where Contractor is required to provide an affidavit pursuant to O.C.G.A. § 13-10-91, the City Manager or his/her designee shall further be authorized to conduct periodic inspections to ensure that no City Contractor or Contractor's subcontractors employ unauthorized aliens on City contracts. By entering into a contract with the City, the Contractor and Contractor's subcontractors agree to cooperate with any such investigation by making their records and personnel available upon reasonable notice for inspection and questioning. Where a Contractor or Contractor's subcontractors are found to have employed an unauthorized alien, the City Manager or his/her designee may report same to the Department of Homeland Security. The Contractor's failure to cooperate with the investigation may be sanctioned by termination of the contract, and the Contractor shall be liable for all damages and delays occasioned by the City thereby. Contractor agrees that the employee -number category designated below is applicable to the Contractor. [Information only required if a contractor affidavit is required pursuant to O.C.G.A. § 13-10-91.] [DESIGNATE/MARK APPROPRIATE CATEGORY] 500 or more employees. 100 or more employees. X Fewer than 100 employees. Contractor hereby agrees that, in the event Contractor employs or contracts with any subcontractor(s) in connection with this Agreement and where the subcontractor is required to provide an affidavit pursuant to O.C.G.A. § 13-10-91, the Contractor will secure from the subcontractor(s) such subcontractor(s') indication of the above employee -number category that is applicable to the subcontractor. The above requirements shall be in addition to the requirements of State and federal law and shall be construed to be in conformity with those laws. T. Records. Reports and Audits. (1) Records: (a) Books, records, documents, account legers, data bases, and similar materials relating to the Work performed for the City under this Agreement ("Records") shall be established and maintained by the Contractor in accordance with applicable law and requirements ('0IlStR101011 SCI-\ ICCS ;klTI'CCIl1CIll ' \'el-sian 1.0 prescribed by the City with respect to all matters covered by this Agreement. Except as otherwise authorized or required, such Records shall be maintained for at least three (3) years from the date that final payment is made to Contractor by City under this Agreement. Furthermore, Records that are the subject of audit findings shall be retained for three (3) years or until such audit findings have been resolved, whichever is later. (b) All costs claimed or anticipated to be incurred in the performance of this Agreement shall be supported by properly executed payrolls, time records, invoices, contracts, or vouchers, or other official documentation evidencing in proper detail the nature and propriety of the charges. All checks, payrolls, invoices, contracts, vouchers, orders, or other accounting documents pertaining in whole or in part to this Agreement shall be clearly identified and readily accessible. (2) Reports and Information: Upon request, the Contractor shall furnish to the City any and all Records in the form requested by the City. All Records stored on a computer database must be of a format compatible with the City's computer systems and software. (3) Audits and Inspections: At any time during normal business hours and as often as the City may deem necessary, Contractor shall make available to the City or City's representative(s) for examination all Records. The Contractor will permit the City or City's representative(s) to audit, examine, and make excerpts or transcripts from such Records. Contractor shall provide proper facilities for City or City's representative(s) to access and inspect the Records, or, at the request of the City, shall make the Records available for inspection at the City's office. Further, Contractor shall permit the City or City's representative(s) to observe and inspect any or all of Contractor's facilities and activities during normal hours of business for the purpose of evaluating Contractor's compliance with the terms of this Agreement. In such instances, the City or City's representative(s) shall not interfere with or disrupt such activities. U. Confidentiality. Contractor acknowledges that it may receive confidential information of the City and that it will protect the confidentiality of any such confidential information and will require any of its subcontractors, contractors, and/or staff to likewise protect such confidential inforination. The Contractor agrees that confidential information it receives or such reports, information, opinions, or conclusions that Contractor creates under this Agreement shall not be made available to, or discussed with, any individual or organization, including the news media, without prior written approval of the City. Contractor shall exercise reasonable precautions to prevent the unauthorized disclosure and use of City information whether specifically deemed confidential or not. Contractor acknowledges that the City's disclosure of documentation is governed by Georgia's Open Records Act, and Contractor further acknowledges that, if Contractor submits records containing trade secret information and if Contractor wishes to keep such records confidential, Contractor must submit and attach to such records an affidavit affirmatively declaring that specific information in the records constitutes trade secrets pursuant to Article 27 of Chapter 1 of Title 10, and the Parties shall follow the requirements of O.C.G.A. § 50-18-72(a)(34) related thereto. V. Licenses. Certifications and Permits. The Contractor covenants and declares that it has obtained all diplomas, certificates, licenses, permits, or the like required of the Contractor by any and all national, state, regional, county or local boards, agencies, commissions, committees or other regulatory bodies in order to perform the Work contracted for under this Agreement; provided that some permits or licenses related to the Project may be obtained as part of the Work and shall be obtained as required. The Contractor shall secure and pay for the building permit and other permits and governmental fees, licenses and inspections necessary for proper execution and completion of the Work, which are customarily secured after execution of the Agreement and which are legally required. Contractor shall furnish copies of such pennits, licenses, etc. to the City within ten (10) days after issuance. W. RESERVED. X. Authority to Contract. The Contractor covenants and declares that it has obtained all necessary approvals of its board of directors, stockholders, general partners, limited partners, or similar authorities to simultaneously execute and bind Contractor to the terms of this Agreement, if applicable. Y. Ownership of Work. All reports, designs, drawings, plans, specifications, schedules, work product, and other materials, including those in electronic form, prepared or in the process of being prepared for the Work to be performed by the Contractor ("Materials") shall be the property of the City, and the City shall be entitled to full access and copies of all Materials in the form prescribed by the City. Any Materials remaining in the hands of the Contractor or subcontractor upon completion or termination of the Work shall be delivered immediately to the City whether or not the Project or Work is commenced or completed, provided, however, that Contractor may retain a copy of any deliverables for its records. The Contractor assumes all risk of loss, damage or destruction of or to Materials. If any Materials are lost, damaged, or destroyed before final delivery to the City, the Contractor shall replace them at its own expense. Any and all copyrightable subject matter in all Materials is hereby assigned to the City, and the Contractor agrees to execute any additional documents that may be necessary to evidence such assignment. Z. Nondiscrimination. In accordance with Title VI of the Civil Rights Act of 1964, as amended, 42 U.S.C. § 2000d, section 303 of the Age Discrimination Act of 1975, as amended, 42 U.S.C. § 6102, section 202 of the Americans with Disabilities Act of 1990, 42 U.S.C. § 12132, and all other provisions of Federal law, the Contractor agrees that, during performance of this Agreement, Contractor, for itself, its assignees and successors in interest, will not discriminate against any employee or applicant for employment, any subcontractor, or any supplier because of race, color, creed, national origin, gender, age or disability. In addition, Contractor agrees to comply with all applicable implementing regulations and shall include the provisions of this paragraph in every subcontract for services contemplated under this Agreement. Section 8. Covenants of the City A. Richt of Entry.. The City shall provide for right of entry for Contractor and Contractor's equipment as required for Contractor to complete the Work; provided that Contractor shall not unreasonably encumber the Project site(s) with materials or equipment. B. City's Representative. Matthew Fallstrom shall be authorized to act on the City's behalf with respect to the Work as the City's designated representative on this Project; provided that any changes to the Work or the terms of this Agreement must be approved as provided in Section 6 above. A. Final Project Documents. Prior to final payment, Contractor shall deliver to City a written assignment of all warranties, guaranties, certificates, permits, and other documents, including without limitation, all contractors' and manufacturers' warranties. At such time, Contractor shall also deliver to the City copies of all as - built drawings, operations, and maintenance manuals, and any other pertinent documents relating to the construction and operation of the Work that is not otherwise in the possession of the City. B. Warranty. The Contractor warrants to the City and the Contract Administrator that materials and equipment furnished under the Agreement will be of good quality and new, unless otherwise required or permitted by the Contract Documents, that the Work will be free from defects not inherent in the quality required or permitted, and that the Work will conform to the requirements of the Contract Documents. Work not conforming to these requirements, including substitutions not properly approved and authorized, is considered defective. This warranty excludes remedy for damage or defect caused by abuse by the City or modifications to the Work not executed by the Contractor or an employee/subcontractor/sub-subcontractor thereof. Except as may be otherwise specified or agreed, the Contractor shall repair or replace all defects in materials, equipment, or workmanship appearing within _2 year(s) the "Warranty Period") from the date of final completion at no additional cost to the City. An inspection shall be conducted by the City or its representative(s) near the completion of the Warranty Period to identify any issues i.. t''"ate€'n,Mi{in se.r`t Ba.. ^.:s t„fl%.'a.,TY !AII 1,i.,l that must be resolved by the Contractor. All warranties implied by law, including fitness for a particular purpose and suitability, are hereby preserved and shall apply in full force and effect beyond any Warranty Period. City may purchase additional maintenance services from the Contractor upon a written proposal for such services being executed by authorized representatives of both Parties, and upon execution, such proposal for additional services shall be incorporated herein by this reference. Section 10. Termination A. For Convenience. The City may terminate this Agreement for convenience at any time upon providing written notice thereof to Contractor at least seven (7) calendar days in advance of the termination date. B. For Cause. The Contractor shall have no right to terminate this Agreement prior to completion of the Work, except in the event of City's failure to pay the Contractor within thirty (30) calendar days of Contractor providing the City with notice of a delinquent payment and an opportunity to cure. The City may terminate this Agreement for cause as provided in Section 11 of this Agreement. The City shall give Contractor at least seven (7) calendar days' written notice of its intent to terminate the Agreement for cause and the reasons therefor, and if Contractor, or its Surety, fails to cure the default within that period, the termination shall take place without further notice. The City shall then make alternative arrangements for completion of the Project. C. Statutory Termination. In compliance with ®.C.G.A. § 36-60-13, this Agreement shall be deemed terminated as provided in Section 4(A) of this Agreement. Further, this Agreement shall terminate immediately and absolutely at such time as appropriated or otherwise unobligated funds are no longer available to satisfy the obligation of the City. D. Payment. Provided that no damages are due to the City for Contractor's failure to perform in accordance with this Agreement, and except as otherwise provided. herein, the City shall, upon termination for convenience or statutory termination, pay Contractor for Work performed prior to the date of termination in accordance with Section 5 herein. The City shall have no further liability to Contractor for such termination. At its sole discretion, the City may pay Contractor for additional value received as a result of Contractor's efforts, but in no case shall said payment exceed any remaining unpaid portion of the Maximum Contract Price. If this Agreement is terminated for cause, the City will make no further payment to the Contractor or its Surety until the Project is completed and all costs of completing the Project are paid. If the unpaid balance of the amount due the Contractor, according to this Agreement, exceeds the cost of finishing the Project, City shall provide payment to the Contractor (or its Surety) for services rendered and expenses incurred prior to the termination date; provided that such payment shall not exceed the unpaid balance of the amount otherwise payable under this Agreement minus the cost of completing the Project. If the costs of completing the Project exceed the unpaid balance, the Contractor or its Surety shall pay the difference to the City. E. Assumption of Contracts. The City reserves the right in termination for cause to take assignment of all contracts between the Contractor and its subcontractors, vendors, and suppliers. The City will promptly notify the Contractor of the contracts the City elects to assume. Upon receipt of such notice, the Contractor shall promptly take all steps necessary to effect such assignment. F. Conversion to Termination for Convenience. If the City terminates this Agreement for cause and it is later determined that the City did not have grounds to do so, the termination will be converted to and treated as a termination for convenience under the terms of Section 10(A) above. G. Requirements Upon Termination. Upon termination, the Contractor shall: (1) promptly discontinue all services, cancel as many outstanding obligations as possible if requested to do so by the City, and not incur any new obligations, unless the City directs otherwise; and (2) promptly deliver to the City all data, drawings, reports, summaries, and such other information and materials as may have been generated or used by the Contractor in performing this Agreement, whether completed or in process, in the form specified by the City. H. Reservation of Rights and Remedies. The rights and remedies of the City and the Contractor provided in this Section are in addition to any other rights and remedies provided under this Agreement or at law or in equity. Section 11. City's Rights; Contractor Default A. Cily Ri is Related to the Work. (i) City's Right to Stop the Work. If the Contractor fails to correct Work which is not in accordance with the requirements of the Contract Documents, as required by the Contract Administrator, or persistently fails to carry out Work in accordance with the Contract Documents, the City may issue a written order to the Contractor to stop the Work, or any portion thereof, until the cause for such order has been eliminated; however, the right of the City to stop the Work shall not give rise to a duty on the part of the City to exercise this right for the benefit of the Contractor or any other person or entity. Such a stoppage of Work shall not extend the deadline for completion of the Work. (ii) City's Right to Carry Out the Work. If the Contractor defaults or neglects to carry out the Work in accordance with the Contract Documents and fails within a seven (7) calendar day period after receipt of written notice from the City to commence and/or continue correction of such default or neglect with diligence and promptness, the City may, without prejudice to other remedies the City may have, correct such deficiencies. In such case, an appropriate Change Order shall be issued deducting from payments then or thereafter due the Contractor the reasonable cost of correcting such deficiencies, including City's expenses and compensation for the Architect/Engineer's and/or Contract Administrator's additional services (if any) made necessary by such default, neglect or failure. If payments then or thereafter due the Contractor are not sufficient to cover such amounts, the Contractor shall pay the difference to the City. B. Contractor Default. For the purposes of this Agreement, Contractor shall be in default if any of the following occur during the Tenn of this Agreement: (a) a failure to fulfill in a timely and proper manner Contractor's obligations under this Agreement; (b) Contractor violates any of the material provisions, agreements, representations or covenants of this Agreement or any applicable city, state, or federal laws, which do not fall within the force majeure provisions of this Agreement; (c) the Contractor becomes insolvent or unable to pay its debts as they mature, or makes an assignment for the benefit of creditors, or files a bankruptcy petition under the United States Bankruptcy Code; or (d) Contractor is the subject of a judgment or order for payment of money, which judgment or order exceeds $100,000 and is no longer subject to appeal or, in the opinion of the City, would be fiuitless to appeal and where (i) such judgment or order shall continue un -discharged or unpaid for a period of thirty (30) calendar days, (ii) an insurer acceptable to the City has not acknowledged that such judgment or order is fully covered by a relevant policy of insurance, or (iii) the City is otherwise reasonably satisfied that such judgment or order is not likely to be satisfied or complied with within sixty (60) calendar days of its issuance. In the event of Contractor's default under this Agreement, the City shall send written notice to the Contractor setting forth the specific instances of the default and providing the Contractor with at least seven (7) calendar days to cure or otherwise remedy the default to the reasonable satisfaction of the City. If the default is not remedied during the stated cure period, then the City may, at its election: (a) in writing terminate the Agreement in whole or in part; (b) cure such default itself and charge the Contractor for the costs of curing the default against any sums due or which become due to the Contractor under this Agreement; and/or (c) pursue any other remedy then available, at law or in equity, to the City for such default. Section 12. Construction Administration If a Contract Administrator other than the City has been hired in relation to the Project, the Contract Administrator's administration of the construction of the Project shall be as described in "Exhibit K", attached hereto. The Contractor agrees to the construction administration provisions contained in "Exhibit K." Section 13. Miscellaneous A. Complete Agreement. This Agreement, including all of the Contract Documents, constitutes the complete agreement between the Parties and supersedes any and all other agreements, either oral or in writing, between the Parties with respect to the subject matter of this Agreement. No other agreement, statement, or promise relating to the subject matter of this Agreement not contained in this Agreement or :',�:"-N is _ ibis 'k•r- lon � J) the Contract Documents shall be valid or binding. This Agreement may be modified or amended only by a written document signed by representatives of both Parties with appropriate authorization. B. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Georgia without regard to choice of law principles. If any action at law or in equity is brought to enforce or interpret the provisions of this Agreement, the rules, regulations, statutes and laws of the State of Georgia will control. Any action or suit related to this Agreement shall be brought in the Superior Court of Fulton County, Georgia or the U.S. District Court for the Northern District of Georgia — Atlanta Division, and Contractor submits to the jurisdiction and venue of such court. C. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, but all of which together shall constitute one and the same instrument. D. Invalidity of Provisions, Severability. Should any article(s) or section(s) of this Agreement, or any part thereof, later be deemed illegal, invalid or unenforceable by a court of competent jurisdiction, the offending portion of the Agreement should be severed, and the remainder of this Agreement shall remain in full force and effect to the extent possible as if this Agreement had been executed with the invalid portion hereof eliminated, it being the intention of the Parties that they would have executed the remaining portion of this Agreement without including any such part, parts, or portions that may for any reason be hereafter declared invalid. E. Business License. Prior to commencement of the Work to be provided hereunder, Contractor shall apply to the City for a business license, pay the applicable business license fee, and maintain said business license during the Term of this Agreement, unless Contractor provides evidence that no such license is required. F. Notices. (1) Communications Relating to Day -to -Day Activities. All communications relating to the day-to-day activities of the Work shall be exchanged between Matthew Fallstrom for the City and Ben Blumenthal [INSERT CONTACT NAME] for the Contractor. (2) Oficial Notices. All other notices, requests, demands, writings, or correspondence, as required by this Agreement, shall be in writing and shall be deemed received, and shall be effective, when (1) personally delivered, or (2) on the third calendar day after the postmark date when mailed by certified mail, postage prepaid, return receipt requested, or (3) upon actual delivery when sent via national overnight commercial carrier to the Party at the addresses given below, or at a substitute CunStI110ion SCIA ICCs ALITCCIIIC111 VCN1011 1.0 address previously furnished to the other Party by written notice in accordance herewith: NOTICE TO CITY shall be sent to: City of Milton Attn: Procurement Manager 2006 Heritage Walk Milton, Georgia 30004 NOTICE TO CONTRACTOR shall be sent to: Designated Clippers Landscape Services, LLC Attn: Scott Creel 12195 Hwy 92, Ste 114-342 Woodstock, GA 30188 G. Waiver of Agreement. No failure by the City to enforce any right or power granted under this Agreement, or to insist upon strict compliance by Contractor with this Agreement, and no custom or practice of the City at variance with the terms and conditions of this Agreement shall constitute a general waiver of any future breach or default or affect the City's right to demand exact and strict compliance by Contractor with the terms and conditions of this Agreement. Further, no express waiver shall affect any term or condition other than the one specified in such waiver, and that one only for the time and manner specifically stated. H. Survival. All sections of this Agreement which by their nature should survive termination will survive termination, including, without limitation, confidentiality obligations, warranties, and insurance maintenance requirements. I. Sovereign Immunity. Nothing contained in this Agreement shall be construed to be a waiver of the City's sovereign immunity or any individual's qualified good faith or official immunities. J. No Personal Liability. Nothing herein shall be construed as creating any individual or personal liability on the part of any of City's elected or appointed officials, officers, boards, commissions, employees, representatives, consultants, servants, agents, attorneys or volunteers. No such individual shall be personally liable to the Contractor or any successor in interest in the event of any default or breach by the City or for any amount which may become due to the Contractor or successor or on any obligation under the terms of this Agreement. Likewise, Contractor's performance of services under this Agreement shall not subject Contractor's individual employees, officers, or directors to any personal liability, except where Contractor is a sole proprietor. The Parties agree that their sole and exclusive remedy, claim, demand, or suit shall be directed and/or asserted only against Contractor or the City, respectively, and not against any elected or appointed official, officers, boards, commissions, employees, representatives, consultants, servants, agents, attorneys and volunteers. K. Force Majeure. Neither the City nor Contractor shall be liable for their respective non -negligent or non -willful failure to perform or shall be deemed in default with respect to the failure to perform (or cure a failure to perform) any of their respective duties or obligations under this Agreement or for any delay in such performance due to: (i) any cause beyond their respective reasonable control; (ii) any act of God; (iii) any change in applicable governmental rules or regulations rendering the performance of any portion of this Agreement legally impossible; (iv) earthquake, fire, explosion, or flood; (v) strike or labor dispute, excluding strikes or labor disputes by employees and/or agents of Contractor; (vi) delay or failure to act by any governmental or military authority; or (vii) any war, hostility, embargo, sabotage, civil disturbance, riot, insurrection, or invasion. In such event, the time for performance shall be extended by an amount of time equal to the period of delay caused by such acts, and all other obligations shall remain intact. L. Headings. All headings herein are intended for convenience and ease of reference purposes only and in no way define, limit, or describe the scope or intent thereof, or of this Agreement, or in any way affect this Agreement. M. No Third Party Rights. This Agreement shall be exclusively for the benefit of the Parties and shall not provide any third parties with any remedy, claim, liability, reimbursement, cause of action or other right. N. Successors and Assigns. Subject to the provision of this Agreement regarding assignment, each Parry binds itself, its partners, successors, assigns, and legal representatives to the other Party hereto, its partners, successors, assigns, and legal representatives with respect to all covenants, agreements, and obligations contained in the Contract Documents. ®. Affeement Construction and Interpretation. Contractor represents that it has reviewed and become familiar with this Agreement and has notified the City of any discrepancies, conflicts or errors in the Contract Documents. The Parties hereto agree that, if an ambiguity or question of intent or interpretation arises, this Agreement is to be construed as if the Parties had drafted it jointly, as opposed to being construed against a Party because it was responsible for drafting one or more provisions of the Agreement. In the interest of brevity, the Contract Documents may omit modifying words such as "all" and "any" and articles such as "the" and "an, but the fact that a modifier or an article is absent from one statement and appears in another is not intended to affect the interpretation of either statement. P. Material Condition. Each term of this Agreement is material, and Contractor's breach of any term of this Agreement shall be considered a material breach of the entire Agreement and shall be grounds for termination or exercise of any other remedies available to the City at law or in equity. 33 y. ff�tt tt. y 33. qq11 #:., i1 i.i1 { Rd h"cn Ice "+ a a£ !sx iP{.)i4 Q. Use of Singular and Plural. Words or terms used as nouns in the Agreement shall be inclusive of their singular and plural forms, unless the context of their usage clearly requires contrary meaning. IN WITNESS WHEREOF, the City and the Contractor have executed this Agreement effective as of the Effective Date first above written. [SIGNATURES ON FOLLOWING PAGE] "EXHIBIT A" CONTRACTOR: Designated Cli ers Landscape, LLC B• PrinOtt Creel CITY OF MILTON, GEORGIA Steven Krokoff, City Manager Attest: Print Name: Its: City Clerk Approved as to form: City Attorney CIRCLE ONE] Member anager (LLC) Atte t/Wi ess: 9 Print Name: m►�C Ct Crtel Its: RATIFIED BY COUNCIL: Joe Lockwood, Mayor [CITY SEAL] Construction Services A -i -cement I Vel"slon 1.0 HOME OF ' M1 LTO 19-PR02 1,I AMID [H) 2."", CITY OF MILTON INVITATION TO BID (THIS IS NOT AN ORDER) Bid Number: Project Name: 19-PR02 Bell Memorial Park Lacrosse Wall Project Due Date and Time: City of Milton March 7, 2019 Number of Pages: 103 Local Time: 2:00pm Special Instructions: ISSUING DEPARTMENT INFORMATION Issue Date: February 19, 2019 City of Milton Phone: 678-242-2500 Public Works Department Fax: 678-242-2499 2006 Heritage Walk Website: www.cityofmiltonga.us Milton, GA 30004 INSTRUCTIONS TO BIDDERS Return Submittal to: Mark Face of Envelope/Package: Bidder Phone Number: Bid Number: 19-PR02 City of Milton Name of Company or Firm Attn: Honor Motes, Purchasing Office BID RESPONSE Special Instructions: 2006 Heritage Walk Milton, GA 30004 Deadline for Written Questions February 25, 2019 at 5:00 pm Email questions to Honor Motes at honor. motes@cif ofmilton ga. us BIDDERS MUST COMPLETE THE FOLLOWING Bidder Name/Address: Authorized Bidder Signatory: (Please print name and sign in ink) Bidder Phone Number: Bidder FAX Number: Bidder Federal I.D. Number: Bidder E-mail Address: BIDDERS MUST RETURN THIS COVER SHEET WITH BID RESPONSE ITB 19-PR02 Topic Page Definitions 3 Invitation to Bid 4 Schedule of Events 6 Bidding Instructions (What must be submitted) 7 Insurance/Bond Requirements 8 Bid Form and Addenda Acknowledgement 13 Bid Bond (3 pages) 15 Qualifications Signature and Certification 18 Corporate Certificate 18 List of Subcontractors 19 Contractor Affidavit and Agreement (eVerify) 20 Disclosure Form 21 Project Specifications 22 Bid Submittal Form (4 pages) 37 General Conditions 41 EPD Air Quality Rules 47 Sample Contract Agreement 48 ITB 19-PR02 2 1 Pane COMPW: City of Milton Public Works Department CY: Cubic Yard GDOT: Georgia Department of Transportation ENGINEER: The City of Milton Director of Public Works or a duly authorized representative. ADA: Americans with Disabilities Act EA: Each GAL: Gallon LF: Lineal Feet LM: Lineal Mile LS: Lump Sum SY: Square Yard TN: Ton MUTCD: Manual on Uniform Traffic Control Devices OSHA: Occupational Safety and Health Administration ITB 19-PRO2 3 1 Page HOME OF ' MILT( -)N111 1 STA F) I ISI ICD 300(, Invitation to Bid 19-PR02 The City of Milton is accepting sealed bids from qualified firms for the Bell Memorial Park Lacrosse Wall Project for the Public Works Department in conformance with Title 32, Chapter 4, Article 4, Part 2 of the Official Code of Georgia Annotated. All work will be done in accordance with Georgia Department of Transportation's (GDOT) Standard Drawings, Standard Specifications, and Pay Items Index as standards and specifications for the construction and completion of the work required. All bidders must comply with all general and special requirements of the bid information and instructions enclosed herein. Sealed bids will be received no later than 2:00 PM Local Time on March 7, 2019. Sealed bids shall be submitted to: City of Milton Attn: Honor Motes, Purchasing Office, 2006 Heritage Walk Milton, GA 30004. At approximately 2:05 PM Local Time on the day bids are received the bids will be publicly opened and the bidder's name and total bid amount will be read aloud at: City of Milton City Hall, 2006 Heritage Walk, Milton, GA 30004. Bids received after the above time or in any other location other than the Purchasing Office will not be accepted. Bids shall be presented in a sealed envelope with the bid number (19-PR02) and the name of the company or firm submitting clearly marked on the outside of the envelope. ONE (1) ORIGINAL (PAPER) AND TWO (2) COPIES (PAPER) AND A PDF COPY OF THE BID ON CD or FLASH DRIVE MUST BE SUBMITTED. Bids will not be accepted verbally, by fax, or email. Questions must be in writing. For questions, please email Honor Motes at honor.motes@cityofmiltonga.us. Deadline for questions is February 25, 2019 at 5:00pm. Official answers to questions and potential changes to the ITB (Addendums) will be posted at the same web locations as the ITB on or about February 27, 2019. Any other form of interpretation, correction, or change to this ITB will not be binding upon the City. It is the bidder's responsibility to check the websites for potential updates. Please refer to Bid (19- PR02) and bid name (Speed Tables and Pedestrian Improvements Project) when requesting information. The City of Milton reserves the right to reject any or all bids and to waive technicalities and informalities, and to make award in the best interest of the City of Milton. ITB 19-PR02 4 1 The selected contractor must be able to start work within ten (10) calendar days after the "Notice to Proceed" is issued. The time of completion for the project is to be determined prior to the issuance of the "Notice to Proceed." If weather affects the required completion schedule, The City and selected contractor will negotiate a new completion date. Section 108.08 of the State of Georgia Department of Transportation Standard Specifications Construction of Transportation Systems (current edition) shall be applied. *Important to remember when submitting digital files: 1. Mark all CD's or Flash Drives with Bidder's nameandITB number and title. 2. All digital files must be in either (unless otherwise specified within this document): a. Microsoft Office file format or b. Portable Document Format (PDF). 3. Use caution in creating the electronic files. If the City is unable to open files due to data -corruption, password or encryption error, etc., the Bidder's proposal may be considered incomplete. 4. NOTE. All digital copies must include exactly the same information as provided in the hard copy "Original". ITB 19-PR02 5 1 Page SCHEDULE OF EVENTS FOR REFERENCE ONLY - DO NOT SUBMIT WITH BID RESPONSE FVFNT ITB Issue Date Deadline for Receipt of Written Questions DATE February 19, 2019 5 PM on February 25, 2019 Posting of Written Answers by City to Websites on or about February 27, 2019 ITB DUE No Later than 2:00 PM on March 7, 2019 Tentative Contract Award (on/about) Notice to Proceed (on/about) April 8, 2019 To be coordinated with the Contractor NOTE: PLEASE CHECK THE CITY WEBSITE (hftp://www.cityofmittongo.us) FOR ADDENDA AND SCHEDULE UPDATES. ITB 19-PR02 6 1 i_, `i g (- FAILURE TO RETURN THE FOLLOWING BID DOCUMENTS COULD RESULT IN THE BID BEING DEEMED NON-RESPONSIVE AND BEING REJECTED: Item Description Page(s) 1 Filled out and Signed Invitation to Bid (Cover Sheet) 1 2 Bid Form and Addenda Acknowledgement (2 pages) 13-14 3 Bid Bond (3 pages) 15-17 4 Qualifications Signature and Certification 18 5 List of Subcontractors 19 6 Contractor Affidavit and Agreement (eVerify) 20 7 Disclosure Form 21 8 Bid Submittal Form (3 pages) 37 - The purpose of this solicitation is to enter into a lump sum price "purchasing contract" with one firm to be the primary supplier of the Bell Memorial Park Lacrosse Wall Project, ITB 19-PR02. No specification expressed or implied shall be construed as any type of restrictive specification that would limit competition. Unless clearly shown as "no substitute" or any words to that effect, any items in these contract documents which have been identified, described or referenced by a brand name or trade name are for reference only. Such identification is intended to be descriptive but not restrictive and is to indicate the general quality and characteristics of products that may be offered. Each bid item for which an equivalent item is proposed must be individually identified on the bid sheet with the following information: brand name, model or manufacturer's number or identification regularly used in the trade. Photographs, specifications and cut sheets shall be provided of the proposed alternative. The City shall be the sole judge of the suitability of the proposed alternative and may consider function, design, materials, construction, workmanship, finishes, operating features, overall quality, local service facilities, warranty terms and service or other relevant features. ITB 19-PR02 7 1 Poge The City reserves the right to cancel the contract at any time with 30 days written notice. Title to any supplies, materials, equipment or other personal property shall remain the Contractors' until fully paid for by the City. All items to be bid FOB, Milton, Georgia. No sales taxes are to be charged. Any damage to any building or traffic control device, or equipment incurred during the course of work shall be repaired at the contractor's expense to the complete satisfaction of the City of Milton with no additional expense to the City. N%1>11T ii C�7�1 The City intends to evaluate the ITB on the lowest, responsible, and responsive bidder. Bids may be found nonresponsive at any time during the evaluation or contract process, if any of the required information is not provided; the submitted price is found to be inadequate; or the proposal is not within the specifications described and required in the ITB. If a bid is found to be non- responsive or non-qualified, it will not be considered further. Within ten (10) days of Notice of Award, and at all times that this Contract is in force, the Contractor shall obtain, maintain and furnish the City Certificates of Insurance from licensed companies doing business in the State of Georgia with an A.M. Best Rating A-6 or higher and acceptable to the City. Within 10 days of Notice of Award, and at all times that this Contract is in force, the Contractor shall obtain, maintain and furnish the City Certificates of Insurance from licensed companies doing business in the State of Georgia with an A.M. Best Rating A-6 or higher and acceptable to the City. Insurance requirements are provided below and included in the CONTRACT AGREEMENT (Section 7.K). (1) Reguirements The Contractor shall have and maintain in full force and effect for the duration of this Agreement, insurance insuring against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Work by the Contractor, its agents, representatives, employees or subcontractors. All policies shall be subject ITB 19-PR02 8 1 to approval by the City Attorney as to form and content. These requirements are subject to amendment or waiver if so approved in writing by the City. (2) Minimum Limits of Insurance: Contractor shall maintain the following insurance policies with limits no less than: (a) Comprehensive General Liability of $1,000,000 (one million dollars) limit per single occurrence, $2,000,000 (two million dollars) umbrella, including coverage for bodily and personal injury, sickness, disease or death, injury to or destruction of property, including loss of use resulting therefrom, vandalism, property loss and theft. (b) Comprehensive Automobile Liability (owned, non -owned, hired) of $1,000,000 (one million dollars) combined single limit per occurrence for bodily and personal injury, sickness, disease or death, injury to or destruction of property, including loss of use resulting therefrom. (c) Workers' Compensation limits as required by the State of Georgia and Employers Liability limits of $1,000,000 (one million dollars) per accident. (3) Deductibles and Self -Insured Retentions: Any deductibles or self-insured retentions must be declared to and approved by the City in writing. (4) Other Insurance Provisions: The policy is to contain, or be endorsed to contain, the following provisions: (a) General Liability and Automobile Liability Coverage. (i) The City and City Parties are to be covered as insureds. The coverage shall contain no special limitations on the scope of protection afforded to the City or City Parties. (ii) The Contractor's insurance coverage shall be primary noncontributing insurance as respects to any other insurance or self-insurance available to the City or City Parties. Any insurance or self-insurance maintained by the City or City Parties shall be in excess of the Contractor's 'insurance and shall not contribute with it. (iii) Any failure to comply with reporting provisions of the policies ITB 19-PR02 9 1 Page shall not affect coverage provided to the City or City Parties. (iv) Coverage shall state that the Contractor's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. (v) Coverage shall be provided on a "pay on behalf" basis, with defense costs payable in addition to policy limits. There shall be no cross liability exclusion. (vi) The insurer agrees to waive all rights of subrogation against the City and City Parties for losses arising from Work performed by the Contractor for the City for General Liability coverage only. (b) Workers' Compensation Coverage: The insurer providing Workers' Compensation Coverage will agree to waive all rights of subrogation against the City and City Parties for losses arising from Work performed by the Contractor for the City. (c) All Coverages: (i) Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled, reduced in coverage or in limits except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City. (ii) Policies shall have concurrent starting and ending dates. (5) Acceptability of Insurers: Insurance is to be placed with insurers authorized to do business in the State of Georgia and with an A.M. Bests` rating of no less than A:VI. (6) Verification of Coverage: Contractor shall furnish the City with certificates of insurance and endorsements to the policies evidencing coverage required by this clause prior to the start of Work. The certificate of insurance and endorsements shall be on a form utilized by Contractor's insurer in its normal course of business and shall be received and approved by the City within ten (10) days of the Notice of Award. The City reserves the right to require complete, certified copies of all required insurance policies, at any time. The Contractor shall provide proof that any expiring coverage has ITB 19-PR02 10 1 Page been renewed or replaced at least two (2) weeks prior to the expiration of the coverage. (7) Subcontractors: Contractor shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverage for subcontractors shall be subject to all of the requirements stated in this Agreement, including but not limited to naming the Parties as additional insureds. (8) Claims -Made Policies: Contractor shall extend any claims -made insurance policy for at least six (6) years after termination or final payment under the Agreement, whichever is later. (9) City as Additional Insured and Loss Payee: The City shall be named as an additional insured and loss payee on all policies required by this Agreement, except the City need not be named as an additional insured and loss payee on any Workers' Compensation policy. Each bid must be accompanied with a BID BOND (bond only: certified checks or other forms are not acceptable) in an amount equal to five percent (5%) of the base bid, payable to the City of Milton. Said bid bond guarantees the bidder will enter into a contract to construct the project strictly within the terms and conditions stated in this bid and in the bidding and contract documents, should the construction contract be awarded. The Successful Bidder shall be required to furnish PAYMENT AND PERFORMANCE BONDS for the faithful performance on the contract and a bond to secure payment of all claims for materials furnished and/or labor performed in performance of the project, both in amounts equal to one hundred percent (100%) of the base bid price. The Successful Bidder shall also be required to furnish a MAINTENANCE BOND, in the amount of one-third (1 /3) of the contract price, guaranteeing the repair or replacement caused by defective workmanship or materials for a period of two (2) years from the completion of construction. Bonds shall be issued by a corporate surety appearing on the Treasury ITB 19-PR02 1 > Department's most current list (Circular 570 as amended) and be authorized to do business in the State of Georgia. Bonds shall be on the forms provided by the City and subject to the review and approval of the City Attorney. Date of Bond must not be prior to date of Contract. If Contractor is a Partnership, all partners shall execute Bond. Prior to commencing the Work, the successful bidder shall execute a written oath as required by O.C.G.A. §§ 32-4-122 and 36-91-21(e). The costs for developing and delivering responses to this ITB and any subsequent presentations of the proposal as requested by the City are entirely the responsibility of the bidder. The City is not liable for any expense incurred by the bidder in the preparation and presentation of their proposal All materials submitted in response to this ITB become the property of the City of Milton. ITB 19-PR02 12 1 P a _ e, M l LTO N'� I�IARIISIH1) 1000 [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] BID FORM and ADDENDA ACKNOWLEDGEMENT TO: PURCHASING OFFICE CITY OF MILTON MILTON, GEORGIA 30004 Ladies and Gentlemen: In compliance with your Invitation To Bid, the undersigned, hereinafter termed the Bidder, proposes to enter into a Contract with the City of Milton, Georgia, to provide the necessary machinery, tools, apparatus, other means of construction, and all materials and labor specified in the Contract Documents or as necessary to complete the Work in the manner therein specified within the time specified, as therein set forth, for: Bid Number 19-PR02 Bell Memorial Park Lacrosse Wall Project The Bidder has carefully examined and fully understands the Contract, Specifications, and other documents hereto attached, has made a personal examination of the Site of the proposed Work, has satisfied himself as to the actual conditions and requirements of the Work, and hereby proposes and agrees that if his bid is accepted, he will contract with the City of Milton in full conformance with the Contract Documents. Unless otherwise directed, all work performed shall be in accordance with the Georgia Department of Transportation Standard Specifications, Construction of Transportation Systems (current edition). It is the intent of this Bid to include all items of construction and all Work called for in the Specifications, or otherwise a part of the Contract Documents. In accordance with the foregoing, the undersigned proposes to furnish and construct the items listed in the attached Bid schedule for the Lump Sum price stated. The Bidder agrees that the cost of any work performed, materials furnished, services provided or expenses incurred, which are not specifically delineated in the Contract Documents but which are incidental to the scope, intent, and completion of the Contract, shall be deemed to have been included in the prices bid. ITB 19-PR02 13 1 Page The Bidder further proposes and agrees hereby to promptly commence the Work with adequate forces within ten (10) calendar days from the Notice to Proceed, and to complete all Work as scheduled in Task Order(s) issued. If weather affects the required completion schedule, the City and selected Bidder will negotiate a new completion date. Attached hereto is an executed Bid Bond in the amount of (Five Percent of Amount Bid). Dollars ($ If this bid shall be accepted by the City of Milton and the undersigned shall fail to execute a satisfactory contract in the form of said proposed Contract, and give satisfactory Performance and Payment Bonds, or furnish satisfactory proof of carriage of the insurance required within ten days from the date of Notice of Award of the Contract, then the City of Milton may, at its option, determine that the undersigned abandoned the Contract and there upon this bid shall be null and void, and the sum stipulated in the attached Bid Bond shall be forfeited to the City of Milton as liquidated damages. Bidder acknowledges receipt of the following addenda: Addendum No. Date viewed Bidder further declares that the full name and resident address of Bidder's Principal is as follows: Signed, sealed, and dated this day of Bidder Company Name Bidder Mailing Address: Signature: Print Name: Title: ITB 19-PR02 14 1 F' a a e (Seal) HOME OF ' M I LTON 4t FSTABI ISI IF -100o [BIDDERS MUST RETURN THESE SHEETS WITH BID RESPONSE] BID BOND CITY OF MILTON, GEORGIA BIDDER (Name and Address): SURETY (Name and Address of Principal Place of Business): OWNER (hereinafter referred to as the "City" (Name and Address): City of Milton, Georgia ATTN: Purchasing Office 2006 Heritage Walk Milton, Georgia 30004 BID BID DUE DATE: PROJECT (Brief Description Including Location): BOND BOND NUMBER: DATE (Not later that Bid due date): PENAL SUM: (Words) (Figures) IN WITNESS WHEREOF, Surety and Bidder, intending to be legally bound hereby to the City, subject to the terms printed below or on the reverse side hereof, do each cause this Bid Bond to be duly executed on its behalf by its authorized officer, agent or representative. 950100 (Seal) Bidder's Name and Corporate Seal Bv: Signature and Title: Attest: SURETY (Seal) Surety's Name and Corporate Seal By: Signature and Title: (Attach Power of Attorney) Attest: ITB 19-PR02 15 1 Page Signature and Title: Signature and Title: Note: (1) Above addresses are to be used for giving any notice required by the terms of this Bid Bond. (2) Any singular reference to Bidder, Surety, the City or any other party shall be considered plural where applicable. 1. Bidder and Surety, jointly and severally, bind themselves, their heirs, executors, administrators, successors and assigns to pay to the City upon Default of Bidder the penal sum set forth on the face of this Bond. 2. Default of Bidder shall occur upon the failure of Bidder to deliver within the time required by the Bidding Documents (or any extension of that time agreed to in writing by the City) the executed Agreement required by the Bidding Documents and any performance and payment Bonds required by the Bidding Documents. 3. This obligation shall be null and void if: 3.1 The City accepts Bidder's Bid and Bidder delivers within the time required by the Bidding Documents (or any extension of that time agreed to in writing by the City) the executed Agreement required by the Bidding Documents and any performance and payment Bonds required by the Bidding Documents; or 3.2 All Bids are rejected by the City; or 3.3 The City fails to issue a Notice of Award to Bidder within the time specified in the Bidding Documents (or any extension of that time agreed to in writing by Bidder and, if applicable, consented to by Surety when required by paragraph 5 hereof). 4. Payment under this Bond will be due and payable upon Default by Bidder within 30 calendar days after receipt by Bidder and Surety of a written Notice of Default from the City, which Notice will be given with reasonable promptness and will identify this Bond and the Project and include a statement of the amount due. 5. Surety waives notice of, as well as any and all defenses based on or arising out of, any time extension to issue a Notice of Award agreed to in writing by the City and Bidder, provided that the total time, including extensions, for issuing a Notice of Award shall not in the aggregate exceed 120 days from Bid due date without Surety's written consent. 6. No suit or action shall be commenced under this Bond either prior to 30 calendar days after the Notice of Default required in paragraph 4 above is received by Bidder and Surety or later than one year after Bid due date. 7. Any suit or action under this Bond shall be commenced only in a court of competent jurisdiction located in the State of Georgia. ITB 19-PR02 16 1 P a _ � c 8. Notices required hereunder shall be in writing and sent to Bidder and Surety at their respective addresses shown on the face of this Bond. Such notices may be sent by personal delivery, commercial courier or by United States Registered or Certified Mail, return receipt requested, postage pre -paid, and shall be deemed to be effective upon receipt by the party concerned. 9. Surety shall cause to be attached to this Bond a current and effective Power of Attorney evidencing the authority of the officer, agent or representative who executed this Bond on behalf of Surety to execute, seal and deliver such Bond and bind the Surety thereby. 10. This Bond is intended to conform to all applicable statutory requirements. Any applicable requirement of any applicable statute that has been omitted from this Bond shall be deemed to be included herein as if set forth at length. If any provision of this Bond conflicts with any applicable statute, then the provision of said statute shall govern and the remainder of this Bond that is not in conflict therewith shall continue in full force and effect. 11. The term "Bid" as used herein includes a Bid, offer or proposal, as applicable under the particular circumstances. 12. The terms of this Bid Bond shall be governed by the laws of the State of Georgia. ITB 19-PR02 17 1 Page HOME OF ` M I t. I � I; -1M N I I—D ?00o [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] QUALIFICATIONS SIGNATURE AND CERTIFICATION I certify that this offer is made without prior understanding, agreement, or connection with any corporation, firm, or person submitting a proposal for the same materials, supplies, equipment, or services and is in all respects fair and without collusion or fraud. I understand collusive bidding is a violation of State and Federal Law and can result in fines, prison sentences, and civil damage awards. I agree to abide by all conditions of the proposal and certify that I am authorized to sign this proposal for the proposer. I further certify that the provisions of the Official Code of Georgia Annotated, including but not limited to Title 32, Chapter 4, Article 4, Part 2 and Sections 45-10-20 et seq. have not been violated and will not be violated in any respect. Authorized Signature Date Print/Type Name Print/Type Company Name Here CORPORATE CERTIFICATE 1, , certify that I am the Secretary of the Corporation named as Contractor in the foregoing bid; that who signed said bid in behalf of the Contractor, was then (title) of said Corporation; that said bid was duly signed for and in behalf of said Corporation by authority of its Board of Directors, and is within the scope of its corporate powers; that said Corporation is organized under the laws of the State of This (Signature) day of 20 (Seal) ITB 19-PR02 18 1 P a g e HOME OF ' ' NA I I TON ESTABLISHED 2006 [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] LIST OF SUBCONTRACTORS I do , do not , propose to subcontract some of the work on this project. I propose to Subcontract work to the following subcontractors: Company Name: ITB 19-PR02 19 1 Page HOME OF-LTONI ' n ESTABLISHED 2000 [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] EXHIBIT" D " CONTRACTOR AFFIDAVIT AND AGREEMENT STATE OF GEORGIA CITY OF MILTON By executing this affidavit, the undersigned contractor verifies its compliance with O.C.G.A. § 13- 10-91, stating affirmatively that the individual, firm, or corporation which is engaged in the physical performance of services on behalf of the City of Milton has registered with, is authorized to use and uses the federal work authorization program commonly known as E -Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91. Furthermore, the undersigned contractor will continue to use the federal work authorization program throughout the contract period and the undersigned contractor will contract for the physical performance of services in satisfaction of such contract only with subcontractors who present an affidavit to the contractor with the information required by O.C.G.A. § 13-10-91(b). Contractor hereby attests that its federal work authorization user identification number and date of authorization are as follows: eVerify Number Date of Authorization Name of Contractor Bell Memorial Park Lacrosse Wall Name of Project City of Milton, Georgia Name of Public Employer I hereby declare under penalty of perjury that the foregoing is true and correct. Executed on , 20_ in (city), (state). Signature of Authorized Officer or Agent Printed Name and Title of Authorized Officer or Agent SUBSCRIBED AND SWORN BEFORE ME ON THIS THE DAY OF 20 NOTARY PUBLIC [NOTARY SEAL] My Commission Expires: ITB 19-PR02 20 1 Page HOME OF ' MILTON SI IFF) 2000 DISCLOSURE FORM This form is for disclosure of campaign contributions and family member relations with City of Milton officials/employees. Please complete this form and return as part of your bid package when it is submitted. Name of Bidder Name and the official position of the Milton Official to whom the campaign contribution was made (Please use a separate form for each official to whom a contribution has been made in the past two (2) years.) List the dollar amount/value and description of each campaign contribution made over the past two (2) years by the Applicant/Opponent to the named Milton Official. Amount/Value Description Please list any family member that is currently (or has been employed within the last 9 months) by the City of Milton and your relation: ITB 19-PR02 21 1 M I LTON111I` FSTA RI ISIiF1) ?QOo PROJECT SPECIFICATIONS Bell Memorial Park Lacrosse Wall Project SCOPE OF WORK The City of Milton Public Works Department, (City), requests that interested parties submit formal sealed bids/proposals for the Bell Memorial Park Lacrosse Wall Project. The scope of this project generally consists of the construction of a Lacrosse Wall at Bell Memorial Park within the City of Milton, Georgia. This project shall follow Georgia Department of Transportation Specifications. The most current GDOT Specifications and shelf Special Provisions apply to all work performed under this contract. SITE LOCATON ITB 19-PR02 22 1 10 vo- 1.14 x ITB 19-PR02 23 1 Page F;tll�� C•7� � All work associated with this contract shall meet the ACI 318 codes and Georgia DOT standard specifications for construction materials, methods and procedures not specifically listed in this solicitation. The following are special provisions prepared specifically for this contract and may be in conflict with parts of the standard specifications. If conflicts are evident the special provisions shall take precedence over the standard specifications. The City desires to have all work, future locations in the City yet to be determined, to be completed by September 30, 2019. Please indicate on the Bid Sheet your projected response time and calendar days to complete the project. This information will be considered when awarding this contract. Construction shall begin no later than ten (10) calendar days following the Notice to Proceed. The Contractor will mobilize with sufficient forces such that all construction identified as part of this contract shall be substantially completed within the calendar days indicated on the Bid Schedule. Inclement weather days will not count against the available calendar days. Normal workday for this project shall be 9:00 am to 4:00 pm and the normal workweek shall be Monday through Friday. The City will consider extended workdays or workweeks upon written request by the Contractor on a case by case basis. No work will be allowed on City recognized holidays including Memorial Day, 4t" of July and Labor Day. The work will require Contractor to provide all labor, administrative forces, equipment, materials and other incidental items to complete all required work. The City shall perform a Final Inspection upon completion of all work. The Contractor will be allowed to participate in the Final Inspection. All repairs shall be completed by the Contractor at his expense prior to issuance of Final Acceptance. Except to the extent limited by law, 10% retainage will be held from the total amount due the Contractor until Final Acceptance of work is issued by the City. The Contractor shall provide all materials, labor, and equipment necessary to perform the work without delay unto completion. ITB 19-PR02 24 1 P {a The Contractor shall procure all permits and licenses, pay all charges, taxes and fees, and give all notices necessary and incidental to the due and lawful prosecution of the work. The Contractor will be responsible for all quality control testing (sampling, testing, and inspections) of materials incorporated into the project. All materials and workmanship shall meet appropriate GDOT specifications. Materials quality control testing types will meet GDOT specifications at a frequency equal to or exceeding that set by those specifications. Contractor shall secure the services of a GDOT qualified geotechnical testing firm to perform all required tests. Test results shall be provided to the City promptly as the work progresses. Tests shall meet GDOT Specs for type, method, and frequency. This work shall be considered incidental to the rest of the work and no separate payment will be made. Contractor will be responsible for replacing any work performed with material from rejected sample lot at no cost to the City. t • 0 The quantities given are estimates only and will vary from those indicated. Payment will be made based on actual quantities of work completed and accepted. The City reserves the right to add or delete quantities at any time. Contractor will notify the City in writing if additional items are identified or quantities of contract items will exceed plan. At no time will Contractor proceed with work outside the prescribed scope of services for which additional payment will be requested without the written authorization of the City. Contractor shall be responsible for coordinating any utility relocation necessary to the completion of the work. Contractor is responsible for the materials and labor used for raising of water valves and manholes to the new grade of the paved surface. Any utility covered up or left below the asphalt grade will be ITB 19-PR02 25 1 P { raised to the proper grade after the fact. The area around these utilities will be saw cut and squared off and the final surface course will be concrete. This work shall be considered incidental. The Contractor shall, at all times, conduct his work as to assure the least possible obstruction of traffic. The safety and convenience of the general public and the residents along the roadway and the protection of persons and property shall be provided for by the contractor as specified in the State of Georgia, Department of Transportation Standard Specifications Sections 104.05, 107.09 and 150. Traffic whose origin and destination are within the limits of the project shall be provided ingress and egress at all times unless otherwise specified by the City. The ingress and egress include entrances and exits VIA driveways at various properties, and access to the intersecting roads and streets. The Contractor shall maintain sufficient personnel and equipment (including flaggers and traffic control signing) on the project at all times, particularly during inclement weather, to ensure that ingress and egress are safely provided when and where needed. Two-way traffic shall be maintained at all times unless otherwise specified or approved by the City. In the event of an emergency situation, the Contractor shall provide access to emergency vehicles and/or emergency personnel through or around the construction area. Any pavement damaged by such an occurrence will be repaired by the Contractor at no additional cost to the City. The Contractor shall furnish, install and maintain all necessary and required barricades, signs and other traffic control devices in accordance with the latest MUTCD and GDOT specifications, and take all necessary precautions for the protection of the workers and safety of the public. All existing signs, markers and other traffic control devices removed or damaged during construction operations will be reinstalled or replaced at the Contractor's expense. At no time will Contractor remove regulatory signing which may cause a hazard to the public. The Contractor shall, within 24 hours place temporary pavement markings (paint or removable tape) matching existing pavement markings on milled or patched pavements. The Contractor shall provide four (4) variable message boards to be placed at the direction of the City. All personnel and equipment required for maintaining temporary traffic control, public convenience and safety will not be paid for separately and shall be ITB 19-PR02 26 1 P a g faa incidental to other pay items. The Contractor shall be responsible for the preservation of all public and private property, crops, fish ponds, trees, monuments, highway signs and markers, fences, grassed and sodded areas, etc. along and adjacent to the highway, road or street, and shall use every precaution necessary to prevent damage or injury thereto, unless the removal, alteration, or destruction of such property is provided for under the contract. No stone or asphalt chunks shall be left in the right-of-way and topsoil shall be placed in all disturbed areas before grassing. Contractor is responsible for ensuring that all permanent grassing shall match the existing grassing. When or where any director indirect damage or injury is done to public or private property by or on account of any act, omission, neglect or misconduct in the execution of the work, or in consequence of the non -execution thereof by the contractor, he shall restore, at his/her own expense, such property to a condition similar or equal to that existing before such damage or injury was done, by repairing, rebuilding or otherwise restoring as may be directed, or she/he shall make good such damage or injury in an acceptable manner. The contractor shall correct all disturbed areas before retainage will be released. This work shall meet the standards called out in the typical drawings. The forms shall be made of steel or wood to insure the accurate maintenance of lines and grades. Flexible strips may be used where necessary on curves. After forms are completely set in place the Contractor shall have the forms inspected by the City prior to pouring concrete. The subgrade shall be thoroughly moistened, and the concrete shall be deposited to the proper depth. The concrete along the edges of the forms shall be well spaded against the forms and the concrete shall be struck off until all voids are removed, and the surface has the required grade and cross section. The surface shall be struck off with a straight edge, floated and troweled just enough to produce a smooth dense surface, free from irregularities. All joints and edges shall be rounded to a radius of one-quarter (1/4) inch with an approved finishing tool. The City reserves the right to reject any and all work not finished in ITB 19-PR02 27 1 P a accordance with these standards or finished in a professional and workmanlike manner. All work that is rejected by the City shall be removed and replaced by the Contractor at no additional charge. The Contractor is responsible for protecting the concrete wall from the elements, travel and vandalism. After the concrete has set sufficiently, but not more than three (3) days, the forms shall be removed, and the spaces shall be backfilled with topsoil. All restoration and clean-up work shall be performed daily. Operations shall be suspended if the Contractor fails to accomplish restoration and clean-up within an acceptable period of time. Asphalt and other debris shall be removed from gutters, sidewalks, yards, driveways, etc. Failure to perform clean-up activities will result in suspension of the work. EROSION T L It is the responsibility of the Contractor to follow all Federal, State and Local erosion and sediment control Laws and specifications. This includes meeting all NPDES guidelines. The Contractor shall serve as the Primary Permittee for this project and is responsible for filing the NOI and all necessary fees associated with it. Erosion/Sediment Control measures shall be installed and maintained by the Contractor throughout the duration of the project. The Contractor is responsible for the removal and disposal, off project site, of all installed temporary erosion/sediment control measures when affected areas have been restored to a level where vegetative coverings will minimize erosion. The cost for this will be considered incidental to the project and included in the overall bid. SAFETY Beginning with mobilization and ending with acceptance of work, the Contractor shall be responsible for providing a clean and safe work environment at the project site. The Contractor shall comply with all OSHA regulations as they pertain to this project. ITB 19-PR02 28 1 P a, g e Typical Drawings: .% k A ;§ ~~ \ g LU. @ IT \ Q§•LUz ,•�-! - } - 4 / / k . FS _� +6 � \,k Lr - . cc: cc: - §! I fp § ~W .% k A ;§ ~~ \ g LU. @ IT LUI / k . FS § ~W .% k A ;§ ~~ \ g LU. ITB 19-PRO2 29 1 Page LUI _� +6 � \,k ITB 19-PRO2 29 1 Page FSTABIISIIII) O(, Bid Submittal Form - Bell Memorial Park Lacrosse Wal Project The undersigned, as bidder, declares and represents that it has examined the site of the work and informed himself/herself fully in regard to all conditions pertaining to the place where the work is to be performed, including those conditions affecting the cost of the work and the delivery, handling and storage of materials and equipment. The bidder has examined and read the Bidding Document and has satisfied himself/herself that the Bidding Document is an adequate and acceptable reflection of the work which is required to be performed and that the bidder is willing and able to perform all of the work necessary. The bidder further certifies that no additional information is required to complete the work encompassed by this bid within the cost and schedule established and agreed upon within this bidding document. In compliance with the attached Specification, the undersigned offers and agrees that if this Bid is accepted, by the City Council within One Hundred and Twenty (120) days of the date of Bid opening, that he will furnish any or all of the Items upon which Prices are quoted, at the Price set opposite each Item, delivered to the designated point(s) within the time specified in the Bid Schedule. COMPANY ADDRESS AUTHORIZED SIGNATUR PRINT / TYPE NAME TITLE Total Bid Price $ Print Total Bid Price Number of days to fully complete the project (exclude weather days): ITB 19-PR02 30 1 Page Unless otherwise directed, all work performed under this contract shall be in accordance with the Georgia Department of Transportation Standard Specifications, Construction of Transportation Systems (current edition), and Special Provisions modifying them, except as noted below. SECTION 101 DEFINITION AND TERMS Section 101.10 Delete as written and substitute the BOARD following: CITY COUNCIL OF CITY OF MILTON, GEORGIA Section 101.14 Delete as written and substitute the COMMISSIONER following: DIRECTOR OF PUBLIC WORKS, CITY OF MILTON Section 101.16 Delete the second paragraph and substitute CONTRACT the following: The Contract Documents shall be composed of the Advertisement for Bid; Notice to Contractors; Form of Bid Proposal; General Conditions; Special Provisions; Detail Specifications, as identified in Section 105.03; Form of Contract; Form of Bond(s); Addenda; the drawings, including all changes incorporated herein before their execution; and also any Change Orders and Supplemental Agreements that are required to complete the construction of The Work in an acceptable manner, including authorized extensions thereof, all of which constitute one instrument. No oral agreement or orders are to be considered as valid or as a part of the Contract. Section 101.22 Delete as written and substitute the DEPARTMENT following: PUBLIC WORKS DEPARTMENT CITY OF MILTON ITB 19-PR02 31 1 Page Section 101.24 ENGINEER Section 101.47 STATE HIGHWAY ENGINEER Section 101.74 SUPPLEMENTAL AGREEMENT Section 101.84 Delete as written and substitute the following: DIRECTOR OF PUBLIC WORKS, CITY OF MILTON, ACTING DIRECTLY OR THROUGH A DULY AUTHORIZED REPRESENTATIVE OF THE DIRECTOR Delete as written and substitute following: DIRECTOR OF PUBLIC WORKS, CITY OF MILTON, ACTING DIRECTLY OR THROUGH A DULY AUTHORIZED REPRESENTATIVE OF THE DIRECTOR Retain as written and substitute the following: Any Supplemental Agreement that has a dollar value amount that is less than $25,000.00 shall not require the assent of the Surety." Add: DIRECTOR OF PUBLIC WORKS CITY OF MILTON SECTION 102 BIDDING REQUIREMENTS AND CONDITIONS Section 102.05 EXAMINATION OF PLANS, Add the following paragraph: SPECIFICATIONS, SPECIAL PROVISIONS, "The City will not be responsible for AND SITE OF THE WORK Bidders' errors or misjudgment, nor for any information on local conditions or general laws and regulations." Section 102.07 REJECTION OF PROPOSALS Add the following subparagraphs "I. The City reserves the right to reject any and all bids, to waive technicalities, and to make an award as deemed in its best interest. It is understood that all bids are made subject to this Agreement, that the City reserves the right to award the bid to the lowest, responsible Bidder, and in arriving at this decision, full consideration will be given to the reputation of the Bidder, his financial responsibility, and work of this type successfully completed. ITB 19-PR02 32 1 P (-� g e Section 102.08 PROPOSAL GUARANTY Add Section 102.15 ADDENDA AND INTERPRETATION Section 102.09 DELIVERY OF PROPOSALS: "J. The City also reserves the right to reject any and all bids from any person, firm, or corporation who is in arrears in any debt or obligation to The City of Milton, Georgia." Substitute the following for the first sentence "No bid will be considered unless it is accompanied by an acceptable bid bond an amount not less than five percent (5%) of the amount bid and made payable to City of Milton, Georgia. Such Bid Bond shall be on the forms provided by the City." Delete in its entirety and substitute the following: Bids shall be submitted on the Bid Form provided by the City. The bid package as described in Notice to Contractors, Page 1 must be submitted with the bid. Failure to do so could result in the omission of pertinent documents and the rejection of the apparent low bid." Add the following as 102.15: "No interpretation of the meaning of the Contract Documents will be made orally to any Bidder. Any request for such interpretation should be in writing addressed to the Purchasing Department, The City of Milton 2006 Heritage Walk Milton, Ga. 30004. TEL. 678/242-2500, FAX 678/242- 2499.Each such interpretation shall be given in writing, separately numbered and dated, and furnished to each interested Bidder. Any request not received in time to accomplish such interpretation and distribution will not be accepted. SECTION 103 - AWARD OF AWARD AND EXECUTION OF CONTRACT ITB 19-PR02 33 1 Page Section 103.02 AWARD OF CONTRACT Section 103.05 REQUIREMENTS OF CONTRACT BONDS Section 103.07 FAILURE TO EXECUTE CONTRACT Delete in its entirety and substitute the following: "The contract, if awarded, shall be awarded to the lowest responsible bidder. The City of Milton reserves the right to exercise exclusive discretion as to the responsibility of any bidder. The contract shall be executed on the forms attached, will be subject to all requirements of the Contract Document, and shall form a binding Contract between the contracting parties." Delete in its entirety and substitute the following: "At the time of the execution of the contract, and as a part thereof, the successful bidder shall furnish Contract Bond Below: Performance Bond in the full amount of the contract. Payment Bond in the full amount of the contract. Maintenance bond in the amount of one-third (1/3) of the contract. " Delete in its entirety and substitute the following: "Failure to execute the Contract Performance, Payment or Maintenance Bonds, or furnish satisfactory proof of carriage of the insurance required within ten days after the date of Notice of Award of the Contract, may be just cause for the annulment of the award and for the forfeiture of the proposal guaranty to the City of Milton, not as a penalty, but as liquidation of damages sustained. At the discretion of the City, the award may then be made to the next lowest bidder, may be re -advertised, or may be constructed by City forces. The Contract and Contract bonds shall be executed in quadruplicate." SECTION 107 LEGAL REGULATIONS AND RESPONSIBILITY TO THE PUBLIC ITB 19-PR02 34 1 P ci g f Section 107.18 ACQUISITION OF RIGHT OF WAY Section 107.21 CONTRACTORS RESPONSIBILITY FOR UTILITY PROPERTY AND SERVICE SECTION 109 Section 109.07 PARTIAL PAYMENTS Section 109.08 FINAL PAYMENT Add the following paragraph: "The Contractor shall inspect all easements and rights-of-way to ensure that the City has obtained all land and rights-of-way necessary for completion of the Work to be performed pursuant to the Contract Documents. The Contractor shall comply with all stipulations contained in easements acquired by the Department." Add the following sentence to Paragraph A: "The Contractor is responsible for the location of above and below ground Utilities and structures which may be affected by the Work." MEASUREMENT AND PAYMENT Delete the first sentence of the Second Paragraph under `A. General" As long as the gross value of completed work is less than 50% of the total Contract amount, or if the Contractor is not maintaining his construction schedule to the satisfaction of the Engineer, the Department shall retain 10% of the gross value of the work that has been completed as indicated by the current estimate certified by the Engineer for payment. Delete in its entirety and substitute the Following: "Final Payment: Upon completion by the Contractor of the work, including the receipt of any final written submission of the Contractor and the approval thereof by the Department, the CITY will pay the Contractor a sum equal to 100 percent (100%) of the compensation set forth herein, less the total of all previous partial payments, paid or in the process of payment. ITB 19-PR02 35 1 Pia g Ie The Contractor agrees that acceptance of this final payment shall be in full and final settlement of all claims arising against the CITY for work done, materials furnished, costs incurred, or otherwise arising out of this Agreement and shall release the CITY from any and all fin-ther claims of whatever nature, whether known or unknown for and on account of said Agreement, and for any and all work done, and labor and materials furnished, in connection with same." ITB 19-PR02 36 1 Poge ***NOTICE TO • • EPD AIR QUALITY RULES ON OPEN BURNING REFER TO CHAPTER 391-3-1-02-05 For additional/information, please contact: Georgia Department of Natural Resources Environmental Protection Division Air Protection Branch 4244 International Parkway, Suite 120 Atlanta, GA 30354 404/363-7000; 404/362-2534 FAX ITB 19-PR02 37 1 P a g e No Text M I LTO N-1 ACKNOWLEDGEMENT RECEIPT OF ADDENDUM #1 ITB 19-PR02 Upon receipt of documents, please email, fax or mail this page to: City of Milton Attn: Honor Motes, Purchasing Office 2006 Heritage Walk Milton, GA 30004 Phone: 678-242-2500 Fax: 678-242-2499 Email: honor. motes(u cityofmiltonga.us I hereby acknowledge receipt of documents pertaining to the above referenced ITB. COMPANY NAME: CONTACT PERSON: ADDRESS: CITY: STATE: ZIP: PHONE: FAX: EMAIL ADDRESS: Signature ADDENDUM #1 Date ADDENDUMA ITB P.I: 1. Can you provide us the exact location of the wall? The wall location will be laid out in the best location with the Contractor during the pre -con meeting. 2. There are many trees around the site. If there is some trees that is in the way, who will be responsible to remove them? The Contractor is responsible for the removal and disposal of trees in the construction area. No large trees will be removed for the construction of the wall. 3. If General Contractor remove the trees, do they need to replant them? No. 4. How can one access the wall location for construction of the wail? The Contractor can remove the fence and build a construction entrance on the old driveway bed located at 15315 Thompson Rd. Upon final completion of the project the construction entrance shall be removed, and the area will be grassed. The fence will need to be reinstalled using the existing fence posts and rails, or with new fence pasts and rails if the existing is damaged during the removal or construction process. The Contractor is responsible for any damage to the Right of Way of Thompson Road. The Contractor is responsible for any damage to the trail during the construction of the wall. When using or crossing the trail with equipment the trail should be protected. 5. How can one bring equipment, form, and concrete truck to the site? See question 4. The City will entertain other options suggested by the Contractor. 6. According to our site's visit, the only way to bring equipment and concrete trucks into the site is going be through the asphalt trail. If we have to use the asphalt trail, would the concrete curb, sidewalk, and trail be strong enough for this type of loadings? And who is responsible for any damages to hold the equipment trucks, and concrete truck? The Contractor may consider using a pump truck staged on the construction entrance to get the concrete to the site. 7. Do we need to finish the wall smooth? lies 8. What is the duration of this project? The Contractor is given the ability to determine the length of the work on the bid sheet page. 9. Are there any Liquidated Damages? No 10. Who is responsible for the permit fees? And how much if the GC to pay it? No Fees 11. Do you have a budget for this project and how much is that? The Contractor should provide the City with their best price to complete the construction of the wall. 12. Are there any erosion control plan for this project? If not is there a need for construction entrance (CO)? Can you show the extent of erosion control/silt fence installation. Do we need any tree save? The Contractor is responsible for erosion control measures to contain any silt from leaving the work zone. Silt fence is called out in yellow on the picture below. Tree safe shall be placed around the trees along the construction entrance location. 2 1 P s=f 1.g 10_ IPR 0 ? s ld �' 11i t 3 i n t 1 13. What type of finish will the exposed face of concrete wall have? See question 7. 31Pagc ITB I '.I-PR0_1-AddenduIII y I "EXHIBIT B" til I I TONS -OmF OF CITY OF MILTON INVITATION TO BID (THIS IS NOT AN ORDER) Bid Number: Project Name: 19-PR02 Bell Memorial Park Lacrosse Wall Project Due Date and Time: March 7, 2019 Number of Pages: 103 Local Time: 2:00pm ISSUING DEPARTMEI Issue Date: February 19, 2019 City of Milton Phone: 678-242-2500 Public Works Department Fax: 678-242-2499 2006 Heritage Walk Website: www.cityofmiltonga.us Milton, GA 30004 INSTRUCTIONS TO BIDDERS Return Submittal to: Mark Face of Envelope/Package: Bid Number: 19-PR02 City of Milton Name of Company or Firm Attn: Honor Motes, Purchasing Office (Please print na si Special Instructions: 2006 Heritage Walk Milton, GA 30004 Deadline for Written Questions Bidder Federal I.D. Number: February 25, 2019 at 5:00 pm Email questions to Honor Motes at BIDDERS MUST RETURN THIS COVER SHEET WITH honot.moteracit otmilton o.us BIDDERS MUST COMPLETE THE FOLLOWING Bidder Name/Address: A thorize�L Bidder Si ry: `rr�lrEc- 1219s WaODSTOG K G A 3olgq (Please print na si Bidder Phone Number: Bidder FAX Number: ' 0'1-6_3o - /3y Bidder Federal I.D. Number: Bidder E-mail Address: BIDDERS MUST RETURN THIS COVER SHEET WITH BID RESPONSE ITB 19-PR02 HOME OF M I I.TON* 's [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] BID FORM and ADDENDA ACKNOWLEDGEMENT TO: PURCHASING OFFICE CITY OF MILTON MILTON, GEORGIA 30004 Ladies and Gentlemen: In compliance with your Invitation To Bid, the undersigned, hereinafter termed the Bidder, proposes to enter into a Contract with the City of Milton, Georgia, to provide the necessary machinery, tools, apparatus, other means of construction, and all materials and labor specified in the Contract Documents or as necessary to complete the Work in the manner therein specified within the time specified, as therein set forth, for: Bid Number 19-PR02 Bell Memorial Park Lacrosse Wall Project The Bidder has carefully examined and fully understands the Contract, Specifications, and other documents hereto attached, has made a personal examination of the Site of the proposed Work, has satisfied himself as to the actual conditions and requirements of the Work, and hereby proposes and agrees that if his bid is accepted, he will contract with the City of Milton in full conformance with the Contract Documents. Unless otherwise directed, all work performed shall be in accordance with the Georgia Department of Transportation Standard Specifications, Construction of Transportation Systems (current edition. It is the intent of this Bid to include all items of construction and all Work called for in the Specifications, or otherwise a part of the Contract Documents. In accordance with the foregoing, the undersigned proposes to furnish and construct the items listed in the attached Bid schedule for the Lump Sum price stated. The Bidder agrees that the cost of any work performed, materials furnished, services provided or expenses incurred, which are not specifically delineated in the Contract Documents but which are incidental to the scope, intent, and completion of the Contract, shall be deemed to have been included in the prices bid. ITB 19-PR02 13 The Bidder further proposes and agrees hereby to promptly commence the Work with adequate forces within ten (10) calendar days from the Notice to Proceed, and to complete all Work as scheduled in Task Order(s) issued. If weather affects the required completion schedule, the City and selected Bidder will negotiate a new completion date. Attached hereto is an executed Bid Bond in the amount of 1,703.1(0 Dollars ($ (Five Percent of Amount Bid). If this bid shall be accepted by the City of Milton and the undersigned shall fail to execute a satisfactory contract in the form of said proposed Contract, and give satisfactory Performance and Payment Bonds, or furnish satisfactory proof of carriage of the insurance required within ten days from the date of Notice of Award of the Contract, then the City of Milton may, at its option, determine that the undersigned abandoned the Contract and there upon this bid shall be null and void, and the sum stipulated in the attached Bid Bond shall be forfeited to the City of Milton as liquidated damages. Bidder acknowledges receipt of the following addenda: Addendum No. Date viewed -L 7--z-I—z0I9 Bidder further declares that the full name and resident address of Bidder's Principal is as follows: Signed, sealed, and dated this S day of MAKC-It , 20 R (,L G Bidder Ll*,5�NaTsD (L' F� (Seal) Company Name Bidder Mailing Address: I Z OS-- 4)�jy Signature: Print Name: fiC4PE(- Title: OwN el& ITB 19-PR02 14 1 HOME OF 'THEBEST QUALITY OF LIFE IN GEORGIA' M1 LTON*k' ESTABLISHED 2000 [BIDDERS MUST RETURN THESE SHEETS WITH BID RESPONSE] BID BOND CITY OF MILTON, GEORGIA BIDDER (Name and Address): Designated Clippers Landscape Services LLC 756 WHITE BLOSSOM COURT POWDER SPRINGS GA 30127 SURETY (Name and Address of Principal Place of Business): The Ohio Casualty Insurance Company 175 Berkeley Street, Boston, MA 02116 OWNER (hereinafter referred to as the "City" (Name and Address): City of Milton, Georgia ATTN: Purchasing Office 2006 Heritage Walk Milton, Georgia 30004 BID BID DUE DATE: March 7th, 2019 PROJECT (Brief Description Including Location): Bid Number 19-PR02, Bell Memorial Park Lacrosse Wall Project BOND BOND NUMBER: N/A DATE (Not later that Bid due date): March 4th, 2019 PENAL SUM: Five Percent of Total Amount Bid (Words) (5%) of total amount bid (Figures) IN WITNESS WHEREOF, Surety and Bidder, intending to be legally bound hereby to the City, subject to the terms printed below or on the reverse side hereof, do each cause this Bid Bond to be duly executed on its behalf by its authorized officer, agent or representative. BIDDER Designated Clippers Landscape Services LLC(Seal) Bidder's N an Corporate Seal i OWN, Signature Title: SON JA/v P. OTAF Attest: - E R IA _ ITB 19-PR02 Fr - 1 /NG G0\3, ' SURETY The Ohio Casualty Insurance Company (Seal) Surety's Name and Corporate Seal By: _ Sirured Title: John T. Page, Attorney -in -Fact (Aer of Attorney) Att 15 Page Signature and Title: Signature and Title: Note: (1) Above addresses are to be used for giving any notice required by the terms of this Bid Bond. (2) Any singular reference to Bidder, Surety, the City or any other party shall be considered plural where applicable. 1. Bidder and Surety, jointly and severally, bind themselves, their heirs, executors, administrators, successors and assigns to pay to the City upon Default of Bidder the penal sum set forth on the face of this Bond. 2. Default of Bidder shall occur upon the failure of Bidder to deliver within the time required by the Bidding Documents (or any extension of that time agreed to in writing by the City) the executed Agreement required by the Bidding Documents and any performance and payment Bonds required by the Bidding Documents. 3. This obligation shall be null and void if: 3.1 The City accepts Bidder's Bid and Bidder delivers within the time required by the Bidding Documents (or any extension of that time agreed to in writing by the City) the executed Agreement required by the Bidding Documents and any performance and payment Bonds required by the Bidding Documents; or 3.2 All Bids are rejected by the City; or 3.3 The City fails to issue a Notice of Award to Bidder within the time specified in the Bidding Documents for any extension of that time agreed to in writing by Bidder and, if applicable, consented to by Surety when required by paragraph 5 hereof). 4. Payment under this Bond will be due and payable upon Default by Bidder within 30 calendar days after receipt by Bidder and Surety of a written Notice of Default from the City, which Notice will be given with reasonable promptness and will identify this Bond and the Project and include a statement of the amount due. 5. Surety waives notice of, as well as any and all defenses based on or arising out of, any time extension to issue a Notice of Award agreed to in writing by the City and Bidder, provided that the total time, including extensions, for issuing a Notice of Award shall not in the aggregate exceed 120 days from Bid due date without Surety's written consent. 6. No suit or action shall be commenced under this Bond either prior to 30 calendar days after the Notice of Default required in paragraph 4 above is received by Bidder and Surety or later than one year after Bid due date. 7. Any suit or action under this Bond shall be commenced only in a court of competent jurisdiction located in the State of Georgia. ITB 19-PRO2 16 1 Page 8. Notices required hereunder shall be in writing and sent to Bidder and Surety at their respective addresses shown on the face of this Bond. Such notices may be sent by personal delivery, commercial courier or by United States Registered or Certified Mail, return receipt requested, postage pre -paid, and shall be deemed to be effective upon receipt by the party concerned. 9. Surety shall cause to be attached to this Bond a current and effective Power of Attorney evidencing the authority of the officer, agent or representative who executed this Bond on behalf of Surety to execute, seal and deliver such Bond and bind the Surety thereby. 10. This Bond is intended to conform to all applicable statutory requirements. Any applicable requirement of any applicable statute that has been omitted from this Bond shall be deemed to be included herein as if set forth at length. If any provision of this Bond conflicts with any applicable statute, then the provision of said statute shall govern and the remainder of this Bond that is not in conflict therewith shall continue in full force and effect. 11. The term "Bid" as used herein includes a Bid, offer or proposal, as applicable under the particular circumstances.. 12. The terms of this Bid Bond shall be governed by the laws of the State of Georgia. ITB 19-PR02 17 1 Page ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of Sacramento On 30119 before me, personally appeared John T. Page Katherine DuPont, Notary Public (insert name and title of the officer) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. KATHERINE DUF T WITNESS my hand and official seal. o COMM. 02206140 Z re Notary Public • California o Z Sacramento County Comm. aes 20, 2021 J Signature (Seal) No Text L O m This Power of Attorney limits the acts of those named herein, and they have no authority to bind the Company except In the manner and to the extent herein stated. Liberty Mutual Insurance Company The Ohio Casualty Insurance Company West American Insurance Company Certificate No: 8197227 KNOWN ALL PERSONS BY THESE PRESENTS: That The Ohio Casualty Insurance Company is a corporation duly organized under the laws of the State of New Hampshire, that Liberty Mutual Insurance Company is a corporation duly organized under the laws of the State of Massachusetts, and West American Insurance Company is a corporation duly organized under the laws of the State of Indiana (herein collectively called the "Companies*), pursuant to and by authtxity herein set forlh, dozes hereby name, constitute and appoint, Susan Fournier, John T. Page, Ryan Tash all of the city of Rancho Cordova state of CA each individually if there be more than one named, its true and lawful attomey4n-fact to make, execute, seal, acknowledge and deliver, for and an its behalf as surety and as its act and dead, any and all undertakings, bards, recognizano ss and other surety obligations, in pursuance of these presents and shall be as blinding upon the Companies as if they have been duly signed by the president and attested by the secretary of the Companies in their awn proper persons. IN WITNESS WHEREOF, this Power of Attorney has been subscribed by an authorized officer or official of the Companies and the corporate seals of the Companies have been affixed thereto this 24th day of October , 2018 , Liberty Mutual Insurance Company INStt� It ItNJ INS d<,g9 The Ohio Casualty Insurance Company 4 3` Fo��kn e °R''� o ProppoyyAb �� West American Insurance Company G M yr *1912p 1919 1991 c By: David M. Caney, Assistant Secretary State of PENNSYLVANIA County of MONTGOMERY ss On this 24th day of October , 2018 before me personally appeared David M. Carey, who acknowledged himself to be the Assistant Secretary of Liberty Mutual Insurance ( o CompanyOhio Casuafty Company, and West American Insurance Company, and that he, as such, being authorized so to do, execute the foregoing instrument for the purposes = therein contained by signing on behalf of the corporations by himself as a duly authorized officer. IN WITNESS WHEREOF, I have hereunto subscribed my name and affixed my notarial seal at King of Prussia, Pennsylvania, on the day and year first above written. I'A ��y ww�rFc COMMONWEALTH of PENNsvuVANtA INWnaI See! OF Teresa Paatella, Notary Public V lyr/ Upper MenonT%V., Mo tgornety County By: My Commission Expim Markin 28.2021 ereSa Past�lla, Notary Public h1mbu. Pmroyl"Na Asaocletion of NOWM 12 This Paver of Attorney is made and executed pursuant to and by authority of the following By-laws and Authorizations of The Ohio Casualty Insurance Company, Liberty Mutual >; Insurance Company, and West American Insurance Company which resolutions are now in full face and effect reading as follows: ;? ARTICLE IV—OFFICERS: Section 12. Power of Attorney. Any officer or other official of the Corporation authorized for that purpose in writing by the Chairman or the President, and subject to such limitation as the Chairman or the President may prescribe, shall appoint such attomays-in-fact, as may be necessary to act in behalf of the Corporation to make, execute, seal, acknowledge and deliver as surety C any and all undertakings, bonds, recognizances and other surety obligations. Such atlomeys-in-fact, subject to the limitations set forth in their respective powers of attorney, shall have full power to bind the Corporation by their signature and execution of any such instruments and to attach thereto the seal of the Corporation. When so executed, such instruments shall be as binding as if signed by the President and attested to by the Secretary. Any power or authority granted to any representative or attomayin-fact under the provisions of this article may be revoked at any time by the Board, the Chairman, the President or by the officer or officers granting such power or authority. ARTICLE XIII — Execution of Contracts: Section 5. Surety Bonds and undertakings. Any officer of tate Company authorized for that purpose in writing by the chairman or the president, and subject to such limitations as the chairman or the president may prescribe; shall appoint such attomeys4n-fad, as may be necessary to act in behalf of the Company to make, execute, seal, acknowledge and deliver as surety any and all undertakings, bonds, recognizanoes and other surety obligations. Such aftmeys-in-fact subject to the limitations set forth in their respective payers of attorney, shall have full power to blind the Company by their signature and execution of any such instruments and to attach thereto the seal of the Company. When so executed such instruments shall be as binding as if signed by the president and attested by the secretary Ce+tificate of Designation — The President of the Company, acting pursuant to the Bylaws of the Company, authorizes David M. Carey, Assistant Secretary to appoint such attorneys -in - fact as may be necessary to act on behalf of the Company to make, execute, seal, acknowledge and deliver as surety any and all undertakings, bonds, rec ognizances and other surety obligations. Authorization — By unanimous consent of the Company's Board of Directors, the Company consents that facsimile or mechanically reproduced signature of any assistant secretary of the Company, wherever appearing upon a certified copy of any power of attorney issued by the Company in connection with surety bolds, shall be valid and binding upon the Company with the same force and effect as though manually affixed. I, Renee C. Llewellyn, the undersigned, Assistant Secretary, The Ohio Casualty Insurance Company, Liberty Mutual Insurance Company, and West Amerikan insurance Company do hereby certify that the original power of attorney of which the foregoing is a full, hue and correct copy of the Power of Attorney executed by.saidConipanies', ig in full force and effect and has not been revoked. IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed the seals of said Companies this 4th day of March 2019 . Pv 1Nat�� ly-,I INS& INSu� A`� a°�O�r �o oia e�°jyr OP orP°R�r L 1912 n p A* m1eANaan �A1t 9,t 1h`h+bon S: o a By. ruO aRenee C. Llewellyn, Asstant Sme LMS -12673 LMIC OCIC WAIC Mufti Co 062018 0 os It 00 4 w c cu HOME OF' M I LiTo N [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] QUALIFICATIONS SIGNATURE AND CERTIFICATION I certify that this offer is made without prior understanding, agreement, or connection with any corporation, firm, or person submitting a proposal for the same materials, supplies, equipment, or services and is in all respects fair and without collusion or fraud. I understand collusive bidding is a violation of State and Federal Law and can result in fines, prison sentences, and civil damage awards. I agree to abide by all conditions of the proposal and certify that I am authorized to sign this proposal for the proposer. I further certify that the provisions of the Official Code of Georgia Annotated, including but not limited to Title 32, Chapter 4, Article 4, Part 2 and Sections 45-10-20 et seq. have not been violated and will not e violated in any respect. /7 Authorized Signa L✓� Date Print/Type Name ofif Cz'EE/ Print/Type Company Name Here 0r,:S qTu C_L_T F6 CC L CORPORATE CERTIFICATE I, _NIA4- V Ci\ , certify that I am the Secretary of the Corporation named as Contractor in the foregoing bid; that S-&c-ri c.2BEL who signed said bid in behalf of the Contractor, was then (title) aw rre(Z of said Corporation, that said bid was duly signed for and in behalf of said Corporation by authority of its Board of Directors, and is within the scope of its corporate powers; that said Corporation is organized under the laws of the State of �j6oR[sI� This As t� day of tAot?,Xt 20 l� " Q (Seal) (Si nature) ITB 19-PR02 18 HOME OF ' 1 LTON SHI P 'taw, [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] LIST OF SUBCONTRACTORS I do X , do not , propose to subcontract some of the work on this project. I propose to Subcontract work to the following subcontractors: I. znrTE?NAT-T0,V,4L PMILS . NOVA - < c- rosrsnw� Company Name: C41?Pe6 41 -5 - ITB 19-PR02 19 1 HOME OF' NA11TON [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] EXHIBIT" D " CONTRACTOR AFFIDAVIT AND AGREEMENT STATE OF GEORGIA CITY OF MILTON By executing this affidavit, the undersigned contractor verifies its compliance with O.C.G.A. § 13- 10-91, stating affirmatively that the individual, firm, or corporation which is engaged in the physical performance of services on behalf of the City of Milton has registered with, is authorized to use and uses the federal work authorization program commonly known as E -Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91. Furthermore, the undersigned contractor will continue to use the federal work authorization program throughout the contract period and the undersigned contractor will contract for the physical performance of services in satisfaction of such contract only with subcontractors who present an affidavit to the contractor with the information required by O.C.G.A. § 13-10-91(b). Contractor hereby attests that its federal work authorization user identification number and date of authorization are as follows: Itog gss21 eVerify Number S' -1Y- Zol Date of Authorization DESmGNATeo L.L=pPE�?S LLL Name of Contractor Bell Memorial Park Lacrosse wall Name of Project City of Milton, Georaia Name of Public Employer I hereby declare under penalty of perjury that the foregoin,9 is true and correct. Executed on Avg A , -5 , 20I9 in iPl ity), G/r (state). nature Authorized Officer or Agent �(Olr r2rFL — C W,V,-iZ Printed Name and Title of Authorized Officer or Agent SUBSCRIBED AND SWORN BEFORE ME ON THIS THE DAY OF'-, 20 1 NOTARY PUBLIC ,�P : • N ''; [NOTARY SEAL] _ G�C� IRE s FF RGIA _ My Commission Expires; e " 2p2o �f �c/'rO�BL1C C� ITB 19-PR02 20 1 HOME OFIM 11. T ' ON 1-I I I D 1001, DISCLOSURE FORM This form is for disclosure of campaign contributions and family member relations with City of Milton officials/employees. Please complete this form and return as part of your bid package when it is submitted. Name of Bidder DRS" G Armes LL(-- Name LL Name and the official position of the Milton Official to whom the campaign contribution was made (Please use a separate form for each official to whom a contribution has been made in the past two (2) years.) List the dollar amount/value and description of each campaign contribution made over the past two (2) years by the Applicant/Opponent to the named Milton Official. Amount/Value Description Please list any family member that is currently (or has been employed within the last 9 months) by the City of Milton and your relation: �N 9k Nk - - fi ITB 19-PR02 21 J HOME OF TON --- 11, T, 11,111 1) .'00(, Bid Submittal Form - Bell Memorial Park Lacrosse Wal Project The undersigned, as bidder, declares and represents that it has examined the site of the work and informed himself/herself fully in regard to all conditions pertaining to the place where the work is to be performed, including those conditions affecting the cost of the work and the delivery, handling and storage of materials and equipment. The bidder has examined and read the Bidding Document and has satisfied himself/herself that the Bidding Document is an adequate and acceptable reflection of the work which is required to be performed and that the bidder is willing and able to perform all of the work necessary. The bidder further certifies that no additional information is required to complete the work encompassed by this bid within the cost and schedule established and agreed upon within this bidding document. In compliance with the attached Specification, the undersigned offers and agrees that if this Bid is accepted, by the City Council within One Hundred and Twenty (120) days of the date of Bid opening, that he will furnish any or all of the Items upon which Prices are quoted, at the Price set opposite each Item, delivered to the designated point(s) within the time specified in the Bid Schedule. COMPANY 0ESM6A ATE> 6L='v:)FR S LL L ADDRESS 12195 NwY 2;-, SviTe it l- 3Ya W0006rbu� , 6A 3019'9" AUTHORIZED SIGNATUR PRINT / TYPE NAME SCOTT CGZEFI_ TITLE t)N N E► Total Bid Price $ '34, 0-11- 1 Print Total Bid Price T*LciT F-,+R-raus'wo Afio spvAV4 MrNF- rpLLA?% &D TWELWE CENTS Number of days to fully complete the project (exclude weather days): to DAys (WorKIA, ITB 19-PR02 30 1 W ACKNOWLEDGEMENT RECEIPT OF ADDENDUM #1 ITB 19-PR02 Upon receipt of documents, please email, fax or mail this page to: City of Milton Attn: Honor Motes, Purchasing Office 2006 Heritage Walk Milton, GA 30004 Phone: 678-242-2500 Fax: 678-242-2499 Email: a cit%ofmilton—(,a.us 1 hereby acknowledge receipt of documents pertaining to the above referenced ITB - COMPANY NAME: bSSM(vP tTE]� CA-�P?Ek 5 CONTACT PERSON: &x -t ; C, krE L. ADDRESS: lZ.l5_�1j 2Z SVXTE �lY-Sya CITY: 1N0b0STZC4, STATE: (oh ZIP: 3019 PHONE: �Oq— (o -P 13`1'`1 FAX: EMAIL ADDRESS: 5(-1ZFEL of q, OP &hlAzL. Co w+ Signature Date :ADDENDUM #1 ADDENDUM ii ' P'I' f r r r ,r r 1. Can you provide us the exact location of the wall? The wall location will be laid out in the best location with the Contractor during the pre -con meeting. 2. There are many trees around the site. If there is some trees that is in the way, who will be responsible to remove them? The Contractor is responsible for the removal and disposal of trees in the construction area. No large trees will be removed for the construction of the wall. 3. If General Contractor remove the trees, do they need to replant them? No. 4. How can one access the wall location for construction of the wall? The Contractor can remove the fence and build a construction entrance on the old driveway bed located at 15315 Thompson R. Upon final completion of the project the construction entrance shall be removed, and the area will be grassed. The fence will need to be reinstalled using the existing fence posts and rails, or with new fence pasts and rails if the existing is damaged during the removal or construction process. The Contractor is responsible for any damage to the Right of Way of Thompson Road. The Contractor is responsible for any damage to the trail during the construction of the wall When using or crossing the trail with equipment the trail should be protected. 5. How can one bring equipment, form, and concrete truck to the site? See question 4. The City will entertain other options suggested by the Contractor. 6. According to our site's visit, the only way to bring equipment and concrete trucks into the site is going be through the asphalt trail. If we have to use the asphalt trail, would the concrete curb, sidewalk, and trail be strong enough for this type of loadings? And who is responsible for any damages to hold the equipment trucks, and concrete truck? The Contractor may consider using a pump truck staged on the construction entrance to get the concrete to the site. 7. Do we need to finish the wall smooth? Yes 8_ What is the duration of this project? The Contractor is given the ability to determine the length of the work on the bid sheet page. 9. Are there any Liquidated Damages? No 10. Who is responsible for the permit fees? And how much if the GC to pay it? No Fees 11. Do you have a budget for this project and how much is that? The Contractor should provide the City with their best price to complete the construction of the wall. 12. Are there any erosion control plan for this project? If not is there a need for construction entrance (CO)? Can you show the extent of erosion control/silt fence installation. Do we need any tree save? The Contractor is responsible for erosion control measures to contain any silt from leaving the work zone. Silt fence is called out in yellow on the picture below. Tree safe shall be placed around the trees along the construction entrance location. 21i'ar� ITB 11)-1)802-At9tidii 1 13. What type of finish will the exposed face of concrete wall have? See question 7. MSL M 4.4 31 "EXHIBIT C" See Exhibits "A " and "B " Bond Number: 070208613 E''�'i PERFORMANCE BOND Off' ALL MEN BY THESE PRESENTS THAT Designated Clippers Landscape Services, LLC ("Principal"), and The Ohio Casualty Insurance Company ("Contractor's Surety"), are held and firmly bound unto City of Milton, Georgia ("City"), for the use and benefit of the City, in the sum of Thirty -:four Thousand, Seventy -Nine dollars and Twelve cents ($34,079.12), lawful money of the United States of America, for the payment of which the Principal and the Contractor's Surety bind themselves, their heirs, executors, administrators, successors and assigns, jointly and severally, firmly by these presents. WHEREAS, the Principal has entered, or is about to enter, into a certain written agreement with the City for the construction of a project known as Bell Memorial Park Lacrosse Wall Project (hereinafter referred to as "the Project"), which agreement is incorporated herein by reference in its entirety (hereinafter referred to as the "Agreement"),. NOW THEREFORE, the conditions of this obligation are as follows: 1. That if the Principal shall fully and completely perform each and all of the terms, provisions and requirements of the Agreement, including and during the period of any warranties or guarantees required thereunder, and all modifications, amendments, changes, deletions, additions, and alterations thereto that may hereafter be made, and if the Principal and the Contractor's Surety shall indemnify and hold harmless the City from any and all losses, liability and damages, claims, judgments, liens, costs and fees of every description, including but not limited to, any damages for delay, which the City may incur, sustain or suffer by reason of the failure or default on the part of the Principal in the performance of any and all of the terms, provisions, and requirements of the Agreement, including all modifications, amendments, changes, deletions, additions, and alterations thereto, and any warranties or guarantees required thereunder, then this obligation shall be void; otherwise to remain in full force and effect; 2. In the event of a failure of performance of the Agreement by the Principal, which shall include, but not be limited to, any breach or default of the Agreement: a. The Contractor's Surety shall commence performance of its obligations and undertakings under this Bond no later than thirty (30) calendar days after written notice from the City to the Contractor's Surety; and b. The means, method or procedure by which the Contractor's Surety undertakes to perform its obligations under this Bond shall be subject to the advance written approval of the City. The Contractor's Surety hereby waives notice of any and all modifications, omissions, additions, changes, and advance payments or deferred payments in or about the Agreement, and agrees that the obligations undertaken by this Bond shall not be impaired in any manner by reason of any such modifications, omissions, additions, changes, and advance payments or deferred payments. The Parties further expressly agree that any action on this Bond may be brought within the time allowed by Georgia law for suit on contracts under seal. IN WITNESS WHEREOF, the Principal and Contractor's Surety have hereunto affixed their corporate seals and caused this obligation to be signed by their duly authorized officers or attorneys -in -fact, as set forth below. [SIGNATURES ON FOLLOWING PAGE] Att (signature) (aej4 (print) Title:Ff Date: Attest f (signature) Jenn Beavers (print) Title: Agent Date: April 2nd, 2019 Principal: Designated Clippers Landscape Services, LLc 7 B: y (signature) 0% "( (print) Title: 0 AMM C/' Date: Y --g-1 % CONTRACTOR'S SURETY: The Ohio Casualty Insurance Company IIn (SEAL) (signature) (print) Title: Attorney -in -Fact (SEAL) Date: April 2nd, 2019 (ATTACH SURETY'S POWER OF ATTORNEY) ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of Sacramento On I before me, personally appeared John T. Page Katherine DuPont, Notary Public (insert name and title of the officer) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. :KArRERINE DUPD0 WITNESS my hand and official seal. M. #2206�4o z Public • California oamento County fres 20, 2021' `^ c.�-- Signature v ` (Seal) This Power of Attorney limits the acts of those named herein, and they have no authority to bind the Company except in the manner and to the extent herein stated. UbertX Liberty Mutual Insurance Company The Ohio Casualty Insurance Company Certificate No; 8197227 ® SURETY West American Insurance Company POWER OF ATTORNEY KNOWN ALL PERSONS BY THESE PRESENTS: That The Ohio Casualty Insurance Company is a corporation duly organized under the laws of the State of New Hampshire, that Liberty Mutual Insurance Company is a corporation duly organized under the laws of the State of Massachusetts, and West American Insurance Company is a corporation duly organized under the laws of the State of Indiana (herein collectively called the "Companies"), pursuant to and by authority herein set forth, does hereby name, constitute and appoint, Susan Foumier, John T. Page, Ryan Tash all of the city of Rancho Cordova state of CA each individually if there be more than one named, its true and lawful attorney-in-fact to make, execute, seal, acknowledge and deliver, for and on its behalf as surety and as its act and deed, any and all undertakings, bonds, recognizances and other surety obligations, in pursuance of these presents and shall be as binding upon the Companies as if they have been duly signed by the president and attested by the secretary of the Companies in their own proper persons. IN WITNESS WHEREOF, this Power of Attorney has been subscribed by an authorized officer or oificial of the Companies and the corporate seals of the Companies have been affixed thereto this 24th day of October , 2018 . Liberty Mutual Insurance Company P� INSu� P�tIfINS& a INSU The Ohio Casualty Insurance Company AJ co"PO1�rFyC+ yo �oaPOjGaF�$ ��'P�oaPok �� West. American Insurance Company > 3 ocn �Q3 o m W r °o Rt $ >;1912 0 0 1919 0 2 1991 0 rn rd'�a S s �a" ° g 0 �?/ffg W V1�/ ACHUS ��8 �� HAMP°�a ,aD� Ys �NDIANP' ,a8 B G C David M. Carey, Assistant Secretary � State of PENNSYLVANIA :3 County of MONTGOMERY ss c L) a) On this 24th day of October , 2018 before me personally appeared David M. Carey, who acknowledged himself to be the Assistant Secretary of Liberty Mutual Insurance o o a Company, The Ohio Casualty Company, and West American Insurance Company, and that he, as such, being authorized so to do, execute the foregoing instrument for the purposes — CO - > therein contained by signing on behalf of the corporations by himself as a duly authorized officer. M w IN WITNESS WHEREOF, I have hereunto subscribed my name and affixed my notarial seal at King of Prussia, Pennsylvania, on the day and year first above written. > Q. �sN PAS. O M O ` ON t��` COMMONWEALTH OF PENNSYLVANIA �1 Q D Notarial Seal �. // w --a Ou OF 9 Teresa Pastella; Notary Public /.// O c 02 Upper Marion Twp., Montgomery County By: N e tL0 My Commission Expires March 28, Teresa : 4vs c, eresa Pastella, No� E tary Public o Co QP Member; Pennsylvania Association of Notaries d O O C This Power of Attorney is made and executed pursuant to and by authority of the following By-laws and Authorizations of The Ohio Casualty Insurance Company, Liberty Mutual rn o .5 Insurance Company, and West American Insurance Company which resolutions are now in full force and effect reading as follows: o aa) ARTICLE IV–OFFICERS: Section 12. Power of Attorney. 0 Any officer or other official of the Corporation authorized for that purpose in writing by the Chairman or the President, and subject to such limitation as the Chairman or the '0 >. President may prescribe, shall appoint such attomeys-in-fact, as may be necessary to act in behalf of the Corporation to make, execute, seal, acknowledge and deliver as surety > o Co c any and all undertakings, bonds, recognizances and other surety obligations. Such attomeys-in-fact; subject to the limitations set forth in their respective powers of attomey, shall N have full power to bind the Corporation by their signature and execution of any such instruments and to attach thereto the seal of the Corporation. When so executed, such oO vinstruments shall be as binding as if signed by the President and attested to by the Secretary. Any power or authority granted to any representative or attomey-in-fact under the cN� provisions of this article may be revoked at anytime by me Board, the Chairman, the President or by the officer or officers granting such power or authority. a `P ARTICLE XIII – Execution of Contracts: Section 5. Surety Bonds and Undertakings. L Any officer of the Company authorized for that purpose in writing by the chairman or the president, and subject to such limitations as the chairman or the president may prescribe, shall appoint such attomeys-in-fact, as may be necessary to act in behalf of the Company to make, execute, seal, acknowledge and deliver as surety any and all undertakings, bonds, recognizances and other surety obligations. Such attomeys-in-fact subject to the limitations set forth in their respective powers of attorney, shall have full power to bind the Company by their signature and execution of any such instruments and to attach thereto the seal of the Company. When so executed such instruments shall be as binding as if signed by the president and attested by the secretary. Certificate of Designation – The President of the Company, acting pursuant to the Bylaws of the Company, authorizes David M. Carey, Assistant Secretary to appoint such attorneys -in - fact as may be necessary to act on behalf of the Company to make, execute, seal, acknowledge and deliver as surety any and all undertakings, bonds, recognizances and other surety obligations. Authorization – By unanimous consent of the Company's Board of Directors, the Company consents that facsimile or mechanically reproduced signature of any assistant secretary of the Company, wherever appearing upon a certified copy of any power of attorney issued by the Company in connection with surety bonds, shall be valid and binding upon the Company with the same force and effect as though manually affixed. I, Renee C. Llewellyn, the undersigned, Assistant Secretary, The Ohio Casualty Insurance Company, Liberty Mutual Insurance Company, and West American Insurance Company do hereby certify that the original power of attorney of which the foregoing is a full, true and correct copy of the Power of Attorney executed by said Companies-,is;in full force and effect and has not been revoked. IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed the seals of said Companies this 2nd day of April 2014_ ` %NSLpSRV INS0, a %NSUp �JQ`oµPoryyy� yJPooaro�r�� �VPao�o�wyC+ ` 0 3 ob F a� i o mo. F g 1912 0 0y1919�0 a 1991 0 d� �BACHUg�'�da yO. �HAppP`�a`� D `l �NDIANP' i7 By. ' . .. 7 * A� �S1 ��a s�,M * *�� Renee C. Llewellyn, Assistant Secretary LMS -12873 LMICOCIC WAIC Multi Co 062018 _"- Bond Number: 070208613 OW ALL MEN BY THESE PRESENTS THAT Designated Clippers Landscape Services, LLC ( "Principal"), and The Ohio Casualty Insurance Company ("Contractor's Surety"), are held and firmly bound unto City of Milton, Georgia ( "City"), for the use and benefit of any "Claimant," as hereinafter defined, in the sum of Thirty-four Thousand, Seventy -Nine dollars and Twelve cents ($34,079.12), lawful money of the United States of America, for the payment of which the Principal and the Contractor's Surety bind themselves, their heirs, executors, administrators, successors and assigns, jointly and severally, firmly by these presents. WHEREAS, the Principal has entered, or is about to enter, into a certain written agreement with the City for the construction of a project known as Bell Memorial Park Lacrosse Wall Project (hereinafter referred to as "the Project"), which agreement is incorporated herein by reference in its entirety (hereinafter referred to as the "Agreement"). NOW THEREFORE, the condition of this obligation is such that if the Principal shall promptly make payment to any Claimant, as hereinafter defined, for all labor, services, and materials used or reasonably required for use in the performance of the Agreement, then this obligation shall be void; otherwise to remain in full force and effect. A "Claimant shall be defined herein as any subcontractor, person, party, partnership, corporation, or other entity furnishing labor, services, or materials used or reasonably required for use in the performance of the Agreement, without regard to whether such labor, services, or materials were sold, leased, or rented, and without regard to whether such Claimant is or is not in privity of the Agreement with the Principal or any subcontractor performing Work on the Project. In the event of any claim made by the Claimant against the City, or the filing of a lien against the property of the City affected by the Agreement, the Contractor's Surety shall either settle or resolve the Claim and shall remove any such lien by bond or otherwise as provided in the Agreement. The Parties further expressly agree that any action on this Bond may be brought within the time allowed by Georgia law for suit on contracts under seal. IN WITNESS WHEREOF, the Principal and Contractor's Surety have hereunto affixed their corporate seals and caused this obligation to be signed by their duly authorized officers, as set forth below. [SIGNATURES ON FOLLOWING PAGE] Atte�k-u st: I (� (signature) fAl(C \,( �p'I (printed) Title: AvV Date: l `� Attest: (signature) Jenna avers (printed) Title: Agent Date: April 2nd, 2019 CONTRACTOR: Designated C ' Landscape Services, LLC By: (signature) SCCA� Ge -6-1 (printed) Title: QM(Aji (SEAL) Date: j / 1 CONTRACTOR'S SURETY: The Ohio Casualty)nsurance Company By: r (signature) a� John . Page (printed) Title: Attorney -in -Fact Date: Aoril2nd.2019 (ATTACH SURETY'S POWER OF ATTORNEY) (SEAL) �`irF� •nam ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of Sacramento f On y- ( before me, personally appeared John T. Page Katherine DuPont, Notary Public (insert name and title of the officer) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. WITNESS my hand and official seal. KATHERINE DUPONT r COMM. #2206140 z cc Notary Public • California o Z Sacramento County r -- Comm. EVires 20.2021+ Signature l (Seal) crnN a) ally' Liberty rs` SURETY This Power of Attorney limits the acts of those named herein, and they have no authority to bind the Company except in the manner and to the extent herein stated. Liberty Mutual Insurance Company The Ohio Casualty Insurance Company West American Insurance Company Certificate No: 8197227 KNOWN ALL PERSONS BY THESE PRESENTS: That The Ohio Casualty Insurance Company is a corporation duly organized under the laws of the State of New Hampshire, that Liberty Mutual Insurance Company is a corporation duly organized under the laws of the State of Massachusetts, and West American Insurance Company is a corporation duly organized under the laws of the State of Indiana (herein collectively called the "Companies"), pursuant to and by authority herein set forth', does hereby name, constitute and appoint, Susan Fournier, John T. Page, Ryan Tash all of the city of Rancho Cordova state of CA each individually if there be more than one named, its true and lawful attorney-in-fact to make, execute, seal, acknowledge and deliver, for and on its behalf as surety as its act and deed, any and all undertakings, bonds, recognizances and other surety obligations, in pursuance of these presents and shall be as binding upon the Companies as if they have been duly signed by the president and attested by the secretary of the Companies in their own proper persons. IN WITNESS WHEREOF, this Power of Attorney has been subscribed by an authorized officer or official of the Companies and the corporate seals of the Companies have been affixed thereto this 24th day of October , 2018 . State of PENNSYLVANIA County of MONTGOMERY ss Liberty Mutual Insurance Company P� INSup9 p%111 INS& %NSugq The Ohio Casualty Insurance Company AJ G°ttPORaTFyn ro`� o°aPORar�y. �uPGoaPORaT�'y� West American Insurance Company a o R+ vQ 3 o m w 3 0 rn 1912 o y 1919 o a 1991 0 dy>gsAct+Us�.aa yO� NAMP`�a`,a� Ys �NDIANt' da t3 y: David M. Carey, Assistant Secretary a Cb C0 0) C On this 24th day of October , 2018 before me personally appeared David M. Carey, who acknowledged himself to be the Assistant Secretary of Liberty Mutual Insurance o oro Company, The Ohio Casualty Company, and West American Insurance Company, and that he, as such, being authorized so to do, execute the foregoing instrument for the purposes — `) > therein contained by signing on behalf of the corporations by himself as a duly authorized officer. Co u w a =— >,E IN WITNESS WHEREOF, I have hereunto subscribed my name and affixed my notarial seal at King of Prussia, Pennsylvania, on the day and year first above written. c a cjl�- PAS), M OONwC COMMONWEALTH OF PENNSYLVANIA LO t�Qu Notarial Seal O $ OF Teresa Pastella, Notary Public C O (D Upper Marion Twp., Montgomery County By: CII C (II.3` My Commission. Expires March 28, 2021 E L,lr �, Teresa Pastella, Notary Public o co Member, Pennsylvania Association of Notaries CL O a) This Power of Attorney is made and executed pursuant to and by authority of the following By-laws and Authorizations of The Ohio Casualty Insurance Company, Liberty Mutual :F o Insurance Company, and West American Insurance Company which resolutions are now in full force and effect reading as follows: o m i ARTICLE IV – OFFICERS: Section 12. Power of Attorney. 0 Any officer or other official of the Corporation authorized for that purpose in writing by the Chairman or the President, and subject to such limitation as the Chairman or the L -a >, President may prescribe; shall appoint such attomeys-in-fact, as may be necessary to act in behalf of the Corporation to make, execute, seal, acknowledge and deliver as surety > o C: any and all undertakings, bonds, recognizances and other surety obligations. Such attorneys -in -fact, subject to the limitations set forth in their respective powers of attomey, shall N ` have full power to bind the Corporation by their signature and execution of any such instruments and to attach thereto the seal of the Corporation. When so executed, such °O Z� instruments shall be as binding as if signed by the President and attested to by the Secretary. Any power or authority granted to any representative or attomey-in-fact under the E M provisions of this article may be revoked at any time by Board, the Chairman, the President or by officer or officers granting such power or authority. c °O 00 ARTICLE XIII – Execution of Contracts: Section 5. Surety Bonds and Undertakings. 0— C) Any officer of the Company authorized for that purpose in writing by the chairman or the president, and subject to such limitations as the chairman or the president may prescribe, shall appoint such attomeys-in-fact, as may be necessary to act in behalf of the Company to make, execute, seal, acknowledge and deliver as surety any and all undertakings, bonds, recognizances and other surety obligations. Such attomeys-in-factsubject to the limitations set forth in their respective powers of attorney, shall have full power to bind the Company by their signature and execution of any such instruments and to attach thereto the seal of the Company. When so executed such instruments shall be as binding as if signed by the president and attested by the secretary. Certificate of Designation – The President of the Company, acting pursuant to the Bylaws of the Company, authorizes David M. Carey, Assistant Secretary to appoint such attorneys -in - fact as may be necessary to act on behalf of the Company to make, execute, seal, acknowledge and deliver as surety any and all undertakings, bonds, recognizances and other surety obligations. Authorization – By unanimous consent of the Company's Board of Directors, the Company consents that facsimile or mechanically reproduced signature of any assistant secretary of the Company, wherever appearing upon a certified copy of any power of attorney issued by the Company in connection with surety bonds, shall be valid and binding upon,threYCompany with the same force and effect as though manually affixed. I, Renee C. Llewellyn, the undersigned, Assistant Secretary, The Ohio Casualty Insurance Company, Liberty Mutual Insurance Company, and West American dnsurance•Cortipany do hereby certify that the original power of attorney of which the foregoing is a full, true and correct copy of the Power of Attorney executed by said CompanresJ9 in. full forceand'ef it ct and has not been revoked. IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed the seals of said Companies this 2nd day of April 2019 P� INSU PVS1 INS& ' \NSu,�4 AJ G�RPO�P yCf 5J G°�PO'I� SGP GoµPOTR y(1 J:3 `Oo F Q3 `Oo c7 1912 0 19192 1991 00 w CH°`�.♦;ja y0yHAMPs�N°I ��(vi�0 Y ANp' b By. 8j> * dad s�,M I dad Renee C. Llewellyn, Assistant Secretary e LMS-12873,LMIC OCIC WAIC Multi Co 062018 Bond Number: 070208613 "EXHIBIT D.3" OW ALL MEN BY THESE PRESENTS THAT Designated Clippers Landscape Services, LLC ("Principal") located at 12195 Hwy 92, Ste 114-342, Woodstock, GA 30188, and The Ohio Casualty Insurance Company ( "Contractor's Surety"), are held and firmly bound unto the City of Milton, Georgia ("City"), for the use and benefit of the City for maintenance of improvements as described below in the sum of Eleven Thousand, Three Hundred Fifty -Nine Dollars and Seventy Cents ($11,359.71) lawful money of the United States of America, for the payment of which the Principal and the Contractor's Surety bind themselves, their heirs, executors, administrators, successors and assigns, jointly and severally, firmly by these presents. WHEREAS, the Principal has entered into a certain written Agreement with the City for the construction of certain improvements as contemplated by that project known as Bell Memorial Park Lacrosse Wall Project (hereinafter referred to as the "Project"); and WHEREAS, said Project has been approved by the City of Milton, under the terms that a bond is required of said Principal and good and sufficient surety payable to the City, and conditioned that the Principal shall, for a period of two (2) years beginning on the date of final completion of the Project, repair and replace any defects arising from the Project in accordance with all applicable federal and state laws, with the Agreement, and with all applicable City regulations, including but not limited to the Code of Ordinances for the City of Milton, Georgia, in force as of the date of said approval. NOW THEREFORE, the conditions of this obligation are as follows: 1. That if the Principal shall repair and replace any defects arising from the Project; ,and if the Principal and the Contractor's Surety shall indemnify and hold harmless the City from any and all losses, liability and damages, claims, judgments, liens, costs and fees of every description, including but not limited to, any damages for costs of repairing and/or replacing the Project, which the City may incur, sustain or suffer by reason of the failure or default on the part of the Principal in the performance of any and all of the terms, provisions and requirements described herein, then this obligation shall be void; otherwise to remain in full force and effect; 2. In the event of a failure of performance by the Principal; a. The Contractor's Surety shall commence performance of its obligations and undertakings under this bond no later than thirty (30) days after written notice from the City to the Contractor's Surety; b. The means, method or procedure by which the Contractor's Surety undertakes to perform its obligations under this bond shall be subject to the advance written approval of the City. The parties further expressly agree that any action on this bond may be brought within the time allowed by Georgia law for suit on contracts under seal. [SIGNATURES ON THE FOLLOWING PAGE] IN WITNESS WHEREOF, the Principal and Contractor's Surety have hereunto affixed their corporate seals and caused this obligation to be signed by their duly authorized officers on this 2nd day of April , 2019. Designated Clippers Landscape Services, LLC Signer " Print Name y -g -r9 Date Own C/"- Title lTitle (Member or Manager for LLC) Print Name f Title The Ohio Casualty Insurance Company (Name of Contractor's. Surety) /: Signature John T. Mage Print Name April 2nd, 2019 Date Attorney -in -Fact Title [AFFIX SEAL] Attest: Signature Jenna �iavers Print Name Agent Title ((Assistant) Corporate Secretary) (ATTACH SURETY'S POWER OF ATTORNEY) ACKNOWLEDGMENT A notary public or other officer completing this certificate verifies only the identity of the individual who signed the document to which this certificate is attached, and not the truthfulness, accuracy, or validity of that document. State of California County of Sacramento On Z-) - / before me, personally appeared .john T. Page Katherine DuPont, Notary Public (insert name and title of the officer) who proved to me on the basis of satisfactory evidence to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument. I certify under PENALTY OF PERJURY under the laws of the State of California that the foregoing paragraph is true and correct. POirT WITNESS my hand and official seal. o KATHERNECOMM! #206, z Z Notary Public • California 0 Sacramento County 9 9 Comm, res 20, 2021 Signature (Seal) rev . j r► r This Power of Attorney limits the acts of those named herein, and they have no authority to bind the Company except in the manner and to the extent herein stated. Liberty Mutual Insurance Company The Ohio Casualty Insurance Company West American Insurance Company Certificate No: 8197227 KNOWN ALL PERSONS BY THESE PRESENTS: That The Ohio Casualty Insurance Company is a corporation duly organized under the laws of the State of New Hampshire, that Liberty Mutual Insurance Company is a corporation duly organized under the laws of the State of Massachusetts, and West American Insurance Company is a corporation duly organized under the laws of the State of Indiana (herein collectively called the "Companies"), pursuant to and by authority herein set forth, does hereby name, constitute and appoint, Susan Fournier, John T. Paee, Ryan'Tash all of the city of Rancho Cordova state of CA each individually if there be more than one named, its true and lawful attorney-in-fact to make, execute, seal, acknowledge and deliver, for and on its behalf as surety and as its act and deed, any and all undertakings, bonds, recognizances and other surety obligations, in pursuance of these presents and shall be as binding upon the Companies as if they have been duly signed by the president and attested by the secretary of the Companies in their own proper persons. IN WITNESS WHEREOF, this Power of Attorney has been subscribed by an authorized officer or official of the Companies and the corporate seals of the Companies havebeen affixed thereto this 24th day of October , 2018 . Liberty Mutual Insurance Company P� twsutq PvtY INS& \Nsu� The Ohio Casualty Insurance Company aJ °oORar 'yp 5J °off°Rory �uP_roaPOar y� West American Insurance Company g 3 Fo m VQ' 3 Fo m w Fo a+ 1912 0 1919 1991 0 : o a 3 .s v �j1 SSACHUs,aB y0NAMP`'a`,d3�NOrABy. r /.. : David M. Carey, Assistant Secretary .,_r B State of PENNSYLVANIA ss =% County of MONTGOMERY m of On this 24th day of October , 2018 before me personally appeared David M. Carey, who acknowledged himself to be the Assistant Secretary of Liberty Mutual Insurance o o : Company, The Ohio Casualty Company, and West American Insurance Company, and that he, as such, being authorized so to do, execute the foregoing instrument for the purposes = li— no _a) therein contained by signing on behalf of the corporations by himself as a duly authorized officer. ° w cc IN WITNESS WHEREOF, I have hereunto subscribed my name and affixed my notarial seal at King of Prussia, Pennsylvania, on the day and year first above written. a) c'0 N yt PAS O 0 � Qi oNx rC COMMONWEALTH OF PENNSYLVANIA kr o { Notarial Seel a OF Y Teresa Pastella, Notary Public C p }N e Upper Merton Twp., Montgomery County By: a� C. t6 C My Commission Expires. March 28,.2021 E 01 �o, Teresa Pastella, Notary Public 0 cc � Member, Pennsylvania Association of Notaries CLO 0 � NO rn of This Power of Attorney is made and executed pursuant to and by authority of the following By-laws and Authorizations of The Ohio Casualty Insurance Company; Liberty Mutual a' o. Insurance Company, and West American Insurance Company whichresolutions are now in full force and effect reading as follows: o m ARTICLE IV —OFFICERS: Section 12. Power of Attorney. y✓ a) Any officer or other official of the Corporation authorized for that purpose in writing by the Chairman or the President, and subject to such limitation as the Chairman or the � a) -o > President may prescribe, shall appoint such attomeys-in-fact, as may be necessary to act in behalf of the Corporation to make, execute, seal, acknowledge and deliver as surety o m C:any and all undertakings, bonds, recognizances and other surety obligations. Such attomeys-in-fact, subject to the limitations set forth in their respective powers of attomey, shall N have full power to bind the Corporation by their signature and execution of any such instruments and to attach thereto the seal of the Corporation. When so executed, such °O Zv instruments shall be as binding as if signed by the President and attested to by the Secretary. Any power or authority granted to any representative or attomey-in-fact under the C'4 provisions of this article may be revoked at any time by the Board, the Chairman,; the President or by the officer or officers granting such power or authority. o 0 ARTICLE XIII – Execution of Contracts: Section 5. Surety Bonds and Undertakings. 0— Any —Any officer of the Company authorized for that purpose in writing by the chairman or the president, and subject to such limitations as the chairman or the president may prescribe, H shall appoint such attomeys-in-fact, as may be necessary to act in behalf of the Company to make, execute, seal, acknowledge and deliver as surety any and all undertakings, bonds, recognizances and other surety obligations. Such attomeys-in-fact subject to the limitations set forth in their respective powers of attorney, shall have full power to bind the Company by their signature and execution of any such instruments and to attach thereto the seal of the Company. When so executed such instruments shall be as binding as if signed by the president and attested by the secretary. Certificate of Designation — The President of the Company, acting pursuant to the Bylaws of the Company, authorizes David M. Carey, Assistant Secretary to appoint such attomeys-in- fact as may be necessary to act on behalf of the Company to make, execute, seal, acknowledge and deliver as surety any and all undertakings, bonds, recognizances and other surety obligations. Authorization — By unanimous consent of the Company's Board of Directors, the Company consents that facsimile or mechanically reproduced signature of any assistant secretary of the Company, wherever appearing upon a certified copy of any power of attorney issued by the Company in connection with surety bonds, shall be valid and binding upon the Company with the same force and effect as though manually affixed. I, Renee C. Llewellyn, the undersigned, Assistant Secretary, The Ohio Casualty Insurance Company, Liberty Mutual Insurance Company, and West American Insurance Company do hereby certify that the original power of attorney of which the foregoing is a full, true and correct copy of the Power of Attorney executed by said Companies, is in full force and effect and has not been revoked. IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed the seals of said Companies this 2nd day of April 2019 PV INSU� Pv,ZY INSp AJ c°o�r� ycr gJ c°NPo'tq ��b SGP o°c+PohyT� y� 1912 0 oZ1919�o c 1991 0 CUs,aa y�hAMC P`�a\� D ��NOIANP a� By: AH!L`� ; sgM * d Renee C. Llewellyn, Assistant t Secnretary, LMS -12873 LMIC OCIC WAIC Multi Co 062018 ' - "EXHIBIT E" NONCOLLUSION AFFIDAVIT OF PRIME BIDDER STATE OF Georgia COUNTY OF Cobb Scott Creel , being first duly sworn, deposes and says that: (1) He is Owner (Owner, Partner, Officer, Representative, or Agent) of Designated Clippers Landscape Services, LLC (the "Bidder) that has submitted the attached Bid; (2) He is fully informed respecting the preparation and contents of the attached Bid and of all pertinent circumstances respecting such Bid; (3) Such Bid is genuine and is not a collusive of sham Bid; (4) Neither the said Bidder nor any of its officers, partners, owners, agents, representatives, employees, or parties in interest, included in this affidavit, has in any way colluded, conspired, connived, or agreed, directly or indirectly, with any other Bidder, firm or person to submit a collusive or sham Bid in connection with the Contract for which the attached Bid has been submitted or to refrain from bidding in connection with such Contract, or has in any manner, directly or indirectly, sought by agreement or collusion or communication or conference with any other Bidder, firm or person to fix the price or prices in the attached Bid or of any other Bidder, or to fix any overhead, profit or cost element of the Bid price of any other Bidder or to secure through any collusion, conspiracy, connivance, or unlawful agreement any advantage against the City of Milton or any person interested in the proposed Contract; and, (5) The price or prices quoted in the attached Bid are fair and proper and are not tainted by any collusion, conspiracy, connivance, or unlawful agreement on the part of the Bidder or any of its agents, representatives, owners, employees, or parties in interest, including this Affiant. idder has of directly or indirectly violated any law, ordinance or regulation related to the Bid. <� SUBSCRIBED AND SWORN BEFORE ignature o uthorized Officer or Agent ME ON THIS THE DAY OF Scott Creel Printed Name and Title of Authorized Officer or Agent rV f-_,( 20tl . /1*9 %��111881,It, Notary Publico?q' G FXp/rt X . [NOTARY SEAL] _ $ RAS Y � ' FEa.ORG� My Com issi n Expires--; °20 LIC COVN,(�,�. "EXHIBIT F" STATE OF Georgia COUNTY OF Cobb r ICIZ�1 Y Y'L17 Y�ii Ii1�T117►Y<!'�TI7Tlf/1 1, , hereby certify that all suppliers of materials, equipment and service, subcontractors, mechanics, and laborers employed by or any of its subcontractors in connection with the construction of for City of Milton, Georgia have been paid and satisfied in full as of , 20 , and that there are no outstanding obligations or claims of any kind for the payment of which City of Milton, Georgia on the above named project might be liable, or subject to, in any lawful proceeding at law or in equity. Signature Title Personally appeared before me this day of , 20 , who under oath deposes and says that he is of the firm of , that he has read the above statement, and that to the best of his knowledge and belief same is an exact true statement. Notary Public [NOTARY SEAL] My Commission Expires "EXHIBIT G.1" STATE OF Georgia COUNTY OF Cobb CONTRACTOR AFFIDAVIT AND AGREEMENT By executing this affidavit, the undersigned contractor verifies its compliance with O.C.G.A. § 13-10-91, stating affirmatively that the individual, firm, or corporation which is engaged in the physical performance of services on behalf of the City of Milton has registered with, is authorized to use, and uses the federal work authorization program commonly known as E -Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91. Furthermore, the undersigned contractor will continue to use the federal work authorization program throughout the contract period, and the undersigned contractor will contract for the physical performance of services in satisfaction of such contract only with subcontractors who present an affidavit to the contractor with the information required by O.C.G.A. § 13-10-91(b). Contractor hereby attests that its federal work authorization user identification number and date of authorization are as follows: 1298892 Federal Work Authorization User Identification Number 5-14-18 Date of Authorization Designated Clippers Landscape Services, LLC Name of Contractor Bell Memorial Park Lacrosse Wall Project Name of Project City of Milton, Georgia Name of Public Employer I hereby declare under penalty of perjury that the foregoing is true and correct. Executed on ,k,►-- I , 20 /1 in W,a" IW4 (city), (state). uthorized Officer or Agent Scott Creel Printed Name and Title of Authorized Officer or Agent SUBSCRIBED AND SWORN BEFORE ME ON THIS THrE ( DAY OF 20��. Notary Public g T XP RES [NOTARY SEAL]_ GEORGIA FEB. 12-2020 My Com ssio Explse :.L1G ;�. l 2 v 3s o J� "EXHIBIT G.2" SUBCONTRACTOR AFFIDAVIT STATE OF Georgia COUNTY OF Cobb By executing this affidavit, the undersigned subcontractor verifies its compliance with O.C.G.A. § 13-10- 91, stating affirmatively that the individual, fain or corporation which is engaged in the physical performance of services under a contract with Designated Clippers Landscape Services, LLC on behalf of the City of Milton has registered with, is authorized to use, and uses the federal work authorization program commonly known as E -Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91. Furthermore, the undersigned subcontractor will continue to use the federal work authorization program throughout the contract period, and the undersigned subcontractor will contract for the physical performance of services in satisfaction of such contract only with sub -subcontractors who present an affidavit to the subcontractor with the information required by O.C.G.A. § 13-10-91(b). Additionally, the undersigned subcontractor will forward notice of the receipt of an affidavit from a sub -subcontractor to the contractor within five (5) business days of receipt. If the undersigned subcontractor receives notice that a sub -subcontractor has received an affidavit from any other contracted sub -subcontractor, the undersigned subcontractor must forward, within five (5) business days of receipt, a copy of the notice to the contractor. Subcontractor hereby attests that its federal work authorization user identification number and date of authorization are as follows: q/M, _ Federal Work Authorization User Identification Number S.. L s- Z 01 Date of Authorization International Pools Name of Subcontractor Bell Memorial Park Lacrosse Wall Project Name of Project City of Milton. Georgia Name of Public Employer I hereby declare under penalty of perjury that the foregoing is true and correct. Executed on Ae, ;1 1 , 2011 in(city), (state . orized Officer or Agent Scott Creel Printed Name and Title of Authorized Officer or Agent SUBSCRIBED AND SWORN BEFORE ME ON THIS THE ! DAY OF ,201 �' ON , as NOTARY PUBLIC = Fka EO �qF9 ; X [NOTARY SEALE -0 '�Fe r R o�Q o MyC minis ion Expires: ' �Q LIC cout ���. a;� 4) " 4" %- Reserved "EXRIBIT A. Pg3Ment for Work Completed and Costs Incurred. City agrees to pay the Contractor for the Work performed and costs incurred by Contractor upon certification by the Contract Administrator and the City that the Work was actually performed and costs actually incurred in accordance with this Agreement. Compensation for Work performed and reimbursement for costs incurred shall be paid to the Contractor upon receipt and approval by the City of invoices setting forth in detail the Work performed and costs incurred, along with all supporting documents required by the Contract Documents or requested by the City to process the invoice. One invoice shall be submitted at the completion of the Work. The invoice shall be accompanied by a Waiver and Release upon Final Payment in the case of the invoice for final payment) procured by the Contractor from all subcontractors in accordance with O.C.G.A. § 44-14-366. The City shall pay the Contractor within thirty (30) calendar days after approval of the invoice by City staff. No payments will be made for unauthorized work. Payment will be sent to the designated address by U. S. Mail only; payment will not be hand -delivered, though the Contractor may arrange to pick up payments directly from the City or may make written requests for the City to deliver payments to the Contractor by Federal Express delivery at the Contractor's expense. E. Evaluation of Payment Requests. The Contract Administrator will evaluate the Contractor's applications for payment and will either issue to the City a Certificate for Payment (with a copy of the Contractor's application for payment) for such amount as the Contract Administrator determines is properly due, or notify the Contractor and City in writing of the Contract Administrator's reasons for withholding certification in whole or in part. The Contract Administrator may reject Work that does not conform to the Contract Documents and may withhold a Certificate of Payment in whole or in part, to the extent reasonably necessary to protect the City. When the reasons for withholding certification are removed, certification will be made for amounts previously withheld. Even following a Certificate of Payment, the City shall have the right to refuse payment of any invoice or part thereof that is not properly supported, or where requests for payment for Work or costs are in excess of the actual Work performed or costs incurred, or where the Work product provided is unacceptable or not in conformity with the Contract Documents, as determined by the City in its sole discretion. The City shall pay each such invoice or portion thereof as approved, provided that neither the approval or payment of any such invoice, nor partial or entire use or occupancy of the Project by the City, shall be considered to be evidence of performance by the Contractor to the point indicated by such invoice, or of receipt or acceptance by the City of Work covered by such invoice, where such work is not in accordance with the Contract Documents. MILTON "' ES TABLI SH ED 200 6 CITY COUNCIL AGENDA ITEM TO : City Council DATE: April 16 , 2019 FROM: Steven Krokoff , City Manager cf!> AGENDA ITEM: Approval of a Professional Services Agreement between the City of Milton and Tople Construction and Engineering, Inc . - Miscellaneous Road Projects . MEETING DATE : Monday, April 22 , 2019 Regular City Council Meeting BACKGROUND INFORMATION : (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER : ( JAPPROVED CITY ATTORNEY APPROVAL REQUIRED : CITY ATTORNEY REVIEW REQUIRED : APPROVAL BY CITY ATTORNEY: (~PPROVED PLACED ON AGENDA FOR : () NOT APPROVED () NO () NO () NOT APPROVED 200 6 Heritage Walk Milton, G A P: 678.242.2500 I F: 678 .242.2499 info@cityofmilt onga.usIwww.cityofmiltonga .us 0900 To: Honorable Mayor and City Council Members From: Matthew Fallstrom, Capital Projects Manager Date: Submitted on April 12th, 2019 for the April 22nd, 2019 Regular City Council Meeting Agenda Item: Approval of a Construction Services Agreement between The City of Milton and Tople Construction and Engineering, Inc. – Miscellaneous Road Projects. _____________________________________________________________________________________ Project Description: The Public Works Department is requesting the approval of a contract for the repair of sunken asphalt around the sewer manholes at 508 Brayan Trial and 13805 Belleterre Drive. There will also be repairs made to asphalt, curb and gutter and sidewalk at 13770 Belleterre Drive. An informal Invitation to Bid (ITB) was issued for the repair of these road projects. . Procurement Summary: Purchasing method used: 3 Written Quotes ($5,000-$49,999) Account Number: 300-4101-522250000 Requisition Total: $ 45,600.00 Vendor DBA: Tople Construction and Engineering, Inc Other quotes or bids submitted (vendor/$): Vendor/Firm Quote/Bid Triscapes Inc. $60,676.31 Designated Clippers, LLC. $70,600.00 Financial Review: Bernadette Harvill, April 12, 2019 Legal Review: Sam VanVolkenburgh, March 28, 2019 Attachment(s): Construction Services Agreement MILTON ESTABLISHED 2006 CONSTRUCTION SERVICES AGREEMENT Miscellaneous Road Projects: 508 Branyan Trail — Manhole 13805 Belleterre Drive — Manhole 13370 Belleterre Drive - Sidewalk This Construction Services Agreement (the "Agreement") is made and entered into this _ day of , 20_ (the "Effective Date"), by and between the CITY OF MILTON, GEORGIA, a municipal corporation of the State of Georgia, acting by and through its governing authority, the Mayor and Milton City Council (hereinafter referred to as the "City"), and Tople Construction and Engineering, Inc., a Georgia corporation (hereinafter referred to as the "Contractor"), collectively referred to herein as the "Parties". WITNESSETH: WHEREAS, the City desires to retain a contractor to perform services for the construction of a Project, as defined below; and WHEREAS, the City solicited bids for construction of the Project pursuant to the Request for Bids, dated February 21, 2019, attached hereto as "Exhibit All and incorporated herein by reference; and WHEREAS, the Contractor submitted a complete and timely bid, attached hereto as "Exhibit B" and incorporated herein by reference, and met all bid requirements such that the City awarded Project Number QR 19-PW06 to the Contractor; and WHEREAS, the City finds that specialized knowledge, skills, and training are necessary to perform the Work (defined below) contemplated under this Agreement; and WHEREAS, the Contractor has represented that it is qualified by training and experience to perform the Work; and WHEREAS, based upon Contractor's bid, the City has selected Contractor as the successful bidder, and WHEREAS, Contractor desires to perform the Work as set forth in this Agreement under the terms and conditions provided in this Agreement; and WHEREAS, the public interest will be served by this Agreement; and Constriction Scr%iccs Azrccnicnt I Vcrsion 1.0 WHEREAS, Contractor has familiarized itself with the nature and extent of the Contract Documents, the Project, and the Work, and with all local conditions and federal, state and local laws, ordinances, rules and regulations that may in any manner affect cost, progress or performance of Work, and Contractor is aware that it must be licensed to do business in the State of Georgia. NOW THEREFORE, for and in consideration of the mutual promises, the public purposes, and the acknowledgements and agreements contained herein and other good and adequate consideration, the sufficiency of which is hereby acknowledged, the Parties hereto do mutually agree as follows: Section 1. Contract Documents This Agreement along with the following documents, attached hereto (except as expressly noted otherwise below) and incorporated herein by reference, constitute the "Contract Documents": A. Request for Bids, attached hereto as "Exhibit A"; B. Bid Documents from Contractor, dated March 11, 2019, attached hereto as "Exhibit B"; C. Scope of Work, attached hereto as "Exhibit C"; D. Any required Performance Bond and/or Payment Bond, attached hereto collectively as "Exhibits D.1 and D.2"; E. Noncollusion Affidavit of Prime Bidder, attached hereto as "Exhibit E"; F. Final Affidavit, attached hereto as "Exhibit F"; G. Alien Employment affidavits, attached hereto as "Exhibits G.1 and G.2"; H. Additional Payment/Retainage Requirements, attached hereto as "Exhibit H" I. Supplementary Conditions (if issued), attached hereto as "Exhibit I"; City of Milton Code of Ethics (codified in the official Code of the City of Milton); K. The following, which may be delivered or issued after the Effective Date of the Agreement and are not attached hereto: All Change Orders (defined in Section 6 below), other written amendments, and other documents amending, modifying, or supplementing the Contract Documents if properly adopted in writing and executed by the Parties. Section 2. Project escrijst on; Architect; Engineer; Contract Administrator A. Project. A general description of the Project is as follows: repairing depressions Coiistructioii Services Ailreemciit 1 Version 1.0 around road manholes with concrete and asphalt. Remove and replace sunken sidewalk, add ADA ramps, repair depressions in the road surface and replacement of curb and gutter as specified at each of the named locations (the "Project"). A third -party Architect or Engineer has not been retained related to this Project. B. Contract Administrator. The Contract Administrator for this Agreement shall be: Matthew Fallstrom, Capital Projects Manager. A. The Work. The Work to be completed under this Agreement (the "Work") includes, but shall not be limited to, the work described in the Scope of Work provided in "Exhibit C", attached hereto and incorporated herein by reference. The Work includes all material, labor, insurance, tools, equipment, machinery, water, heat, utilities, transportation, facilities, services and any other miscellaneous items and work reasonably inferable from the Contract Documents. The term "reasonably inferable" takes into consideration the understanding of the Parties that some details necessary for proper execution and completion of the Work may not be shown on the drawings or included in the specifications or Scope of Work, but they are a requirement of the Work if they are a usual and customary component of the Work or are otherwise necessary for proper and complete installation and operation of the Work. Contractor shall complete the Work in strict accordance with the Contract Documents, In the event of any discrepancy among the terms of the various Contract Documents, the provision most beneficial to the City, as detennined by the City in its sole discretion, shall govern. B. Notice to Proceed. The City will issue a Notice to Proceed, which Notice to Proceed shall state the dates for beginning Work ("Commencement Date") and the expected date of final completion. Unless otherwise approved, the Contractor shall perform its obligations under this Agreement as expeditiously as is consistent with reasonable skill and care and the orderly progress of the Work. C. RESERVED. D. Shop Drawings, Product Data, and Samples. Shop Drawings, Product Data, Samples and similar submittals are not Contract Documents, but must be in conformity therewith. The purpose of their submittal is to demonstrate, for those portions of the Work for which submittals are required by the Contract Documents, the way by which the Contractor proposes to conform to the information given and the design concept expressed in the Contract Documents. (i) "Shop Drawings" are drawings, diagrams, schedules and otherdata specifically prepared for the Work by the Contractor or a subcontractor, sub -subcontractor, manufacturer, supplier or distributor to illustrate some portion of the Work. (ii) "Product Data' are illustrations, standard schedules, performance charts, C'oiastriiction Scrd iccs Agrecmcrit 1 Vcrsloii 1.0 instructions, brochures, diagrams and other information furnished by the Contractor to illustrate materials or equipment for some portion of the Work. (iii) "Samples" are physical examples that illustrate materials, equipment or workmanship and establish standards by which the Work will be judged. The Contractor shall review for compliance with the Contract Documents and shall approve and submit to the Contract Administrator Shop Drawings, Product Data, Samples, and similar submittals required by the Contract Documents with reasonable promptness and in such sequence as to cause no delay in the Work or in the activities of the City or of separate contractors. By approving and submitting Shop Drawings, Product Data, Samples and similar submittals, the Contractor represents that the Contractor has determined and verified materials, field measurements and field construction criteria related thereto, or will do so, and has checked and coordinated the information contained within such submittals with the requirements of the Work and of the Contract Documents. Submittals which are not marked as reviewed for compliance with the Contract Documents and approved by the Contractor may be returned by the Contract Administrator without action. The Contractor shall perform no portion of the Work for which the Contract Documents require submittal and review of Shop Drawings, Product Data, Samples or similar submittals until the respective submittal has been approved in writing by the Contract Administrator, provided that submittals that are not required by the Contract Documents may be returned without action. The Work shall be completed in accordance with approved submittals, provided that the Contractor shall not be relieved of responsibility for deviations from requirements of the Contract Documents by the Contract Administrator's approval of Shop Drawings, Product Data, Samples or similar submittals, unless the Contractor has specifically informed the Contract Administrator in writing of such deviation at the time of submittal and (1) the Contract Administrator has given written approval to the specific deviation as a minor change in the Work, or (2) a written Change Order has been issued and approved to authorize the deviation. The Contract Administrator's approval of the Shop Drawings, Product Data, Samples or similar submittals shall not relieve the Contractor of responsibility for errors or omissions therein. The Contractor shall, in writing or on resubmitted Shop Drawings, Product Data, Samples or similar submittals, direct the Contract Administrator's attention to any additional revisions included other than those requested by the Contract Administrator on previous submittals. In the absence of such written notice drawing the Contract Administrator's attention to such additional revisions, the Contract Administrator's approval of a resubmission shall not apply to such additional revisions. The Contractor shall maintain at the Project site(s) one record copy of the Contract Documents in good order and marked currently to record field changes and Coiistructioii Scr\ iccs Agrccmcrrt 1 Vci-sioii 1.0 selections made during construction and one record copy of approved Shop Drawings, Product Data, Samples and similar required submittals. These documents shall be available to the City and Contract Administrator and shall be delivered to the Contract Administrator or City upon completion of the Work. Section 4. Contract Term; Liquidated Damages; Expedited Completion; Partial Occupancy or Use A. Contract Term. The term of this Agreement (`Term") shall commence on the Effective Date and continue until the earlier of completion or the proper termination and non -renewal of this Agreement (provided that certain obligations, including but not limited to Warranty obligations, will survive termination/expiration of this Agreement). Contractor warrants and represents that it will perform its Work in a prompt and timely manner, which shall not impose delays on the progress of the Work. The Contractor shall commence Work pursuant to this Agreement within five (5) business days of the Commencement Date provided by the City, and the Parties intend that all Work shall be completed within forty-five (45) calendar days from the Notice to Proceed. Every effort will be made by Contractor to shorten this period. If the Term of this Agreement continues beyond the calendar year in which this Agreement is executed, the Parties agree that this Agreement, as required by O.C.G.A. § 36-60-13, shall tenninate absolutely and without further obligation on the part of the City on September 30 each fiscal year of the Tenn, and further, that this Agreement shall automatically renew on October 1 of each subsequent fiscal year absent the City's provision of written notice of non -renewal to Contractor at least five (5) calendar days prior to the end of the then current fiscal year. Title to any supplies, materials, equipment, or other personal property shall remain in Contractor until fully paid for by the City. B. Time is of the Essence; Liquidated Damages. Contractor specifically acknowledges that TIME IS OF THE ESSENCE of this Agreement and that City will suffer financial loss if the Work is not completed in accordance with the deadlines specified in Section 4(A) above and within the Contract Documents. C. Expediting Completion. The Contractor is accountable for completing the Work within the time period provided in the Contract Documents. If, in the judgment of the City, the Work is behind schedule and the rate of placement of work is inadequate to regain scheduled progress to ensure timely completion of the entire Work or a separable portion thereof, the Contractor, when so informed by the City, shall immediately take action to increase the rate of work placement by: (1) An increase in working forces; (2) An increase in equipment or tools; (3) An increase in hours of work or number of shifts; (4) Expediting delivery of materials; and/or (5) Other action proposed if acceptable to City. Within five (5) calendar days after such notice from City that the Work is behind Ct11`15 R]Cti011 Scry ices Atp-cc merit 1 Vei-sicm I M schedule, the Contractor shall notify the City in writing of the specific measures taken and/or planned to increase the rate of progress. The Contractor shall include an estimate as to the date of scheduled progress recovery. Should the City deem the plan of action inadequate, the Contractor shall take additional steps to make adjustments as necessary to its plan of action until it meets with the City's approval and such approval is provided in writing by the City. D. Partial Occupancy or Use. The City may occupy or use any completed or partially completed portion of the Work at any stage when such portion is designated by separate agreement between the City and Contractor, provided such occupancy or use is consented to by the insurer and authorized by public authorities having jurisdiction over the Work. Such partial occupancy or use may commence whether or not the portion is substantially complete, provided the City and Contractor have accepted in writing the responsibilities assigned to each of them for payments, retainage, if any, security, maintenance, heat, utilities, damage to the Work and insurance, and have agreed in writing concerning the period for correction of the Work and commencement of warranties required by the Contract Documents. Consent of the Contractor to partial occupancy or use shall not be unreasonably withheld. Immediately prior to such partial occupancy or use, the City, Contractor and Contract Administrator shall jointly inspect the area to be occupied, or portion of the Work to be used, in order to determine and record the condition of the Work. Unless otherwise agreed upon, partial occupancy or use of a portion or portions of the Work shall not constitute acceptance of Work not complying with the requirements of the Contract Documents. Section 5. Contractor's Compensation; Time and Method of Payment A. Maximum Contract Price. The total amount paid under this Agreement as compensation for Work performed and reimbursement for costs incurred shall not, in any case, exceed $45,600.00 (the "Maximum Contract Price"), except as outlined in Section 6 below. The compensation for Work performed shall be based upon a flat fce, and Contractor rcprescnts that the Maximum Contract Price is sufficient to perform all of the Work set forth in and contemplated by this Agreement. B. Additional Payment Requirements. Additional payment requirements are included as "Exhibit H", attached hereto and incorporated herein by reference. C. Material Deviations. Any material deviations in tests or inspections performed, or times or locations required to complete such tests or inspections, and like deviations from the Work described in this Agreement shall be clearly communicated to the City before charges are incurred and shall be handled through written Change Orders, as described in Section 6 below. Whenever the Contract Administrator considers it necessary or advisable, it shall have authority to require inspection or testing of the Work. However, neither this authority of the Contract Administrator nor a decision made in good faith either to exercise or not to exercise such authority shall give rise to a duty or responsibility of the Contract Administrator to the Contractor, subcontractors, material and equipment suppliers, their agents or Coiistructioii `icry ices Agi-ccmciA 1 Version 1.0 employees, or other persons or entities performing portions of the Work. D. Taxes. The City is a governmental tax-exempt entity and shall not be responsible for paying any taxes on any materials or services provided for herein. At Contractor's request, City shall provide evidence of its tax-exempt status. To the extent, if any, that the City furnishes tangible personal property to Contractor for incorporation into the Project, Contractor shall be responsible for paying the amount of tax owed for such tangible personal property. A. Change Order Defined. A "Change Order" means a written modification of the Contract Documents, signed by representatives of the City and the Contractor with appropriate authorization. B. Right to Order Changes. The City reserves the right to order changes in the Work to be performed under this Agreement by altering, adding to, or deducting from the Work. All such changes shall be incorporated in written Change Orders and executed by the Contractor and the City. Such Change Orders shall specify the changes ordered and any necessary adjustment of compensation and completion time. If the Parties cannot reach an agreement on the terms for performing the changed work within a reasonable time to avoid delay or other unfavorable impacts as determined by the City in its sole discretion, the City shall have the right to determine reasonable terms, and the Contractor shall proceed with the changed work. C. Change Order Requirement. Any work added to the scope of this Agreement by a Change Order shall be executed under all the applicable conditions of this Agreement. No claim for additional compensation or extension of time shall be recognized, unless contained in a written Change Order duly executed on behalf of the City and the Contractor. D. Authority to Execute Change Order. The City Manager has authority to execute, without further action of the Milton City Council, any number of Change Orders so long as their total effect does not materially alter the terms of this Agreement or materially increase the Maximum Contract Price, as set forth in Section 5(A) above. Any such Change Orders materially altering the terms of this Agreement, or anX Change Order affecting the price where the Maximum Contract Price (as amended) is in excess of $50,000, must be approved by resolution of the Milton City Council. E. Minor Changes in the Work. The Contract Administrator will have the authority to order minor changes in the Work not involving adjustment in the Maximum Contract Price or extension of the Term and not inconsistent with the intent of the Contract Documents. Such changes shall be effected by written order signed by the Contract Administrator. The Contractor shall carry out such written orders promptly. If the minor changes subsequently may affect adjustments in the Maximum Contract Price or the Term, the changes shall then be converted to a ('011striletI011 Scrvices, Agrcciiieiit 1 Vcrsion 1.0 written Change Order by the requesting Party. A. Ethics Code; Conflict of Interest. (i) Contractor agrees that it shall not engage in any activity or conduct that would result in a violation of the City of Milton Code of Ethics or any other similar law or regulation. Contractor certifies that to the best of his knowledge no circumstances exist which will cause a conflict of interest in performing the Work. Should Contractor become aware of any circumstances that may cause a conflict of interest during the Term of this Agreement, Contractor shall immediately notify the City. If the City determines that a conflict of interest exists, the City may require that Contractor take action to remedy the conflict of interest or terminate the Agreement without liability. The City shall have the right to recover any fees paid for services rendered by Contractor when such services were performed while a conflict of interest existed if Contractor had knowledge of the conflict of interest and did not notify the City within five (5) business days of becoming aware of the existence of the conflict of interest. (ii) Contractor and the City acknowledge that it is prohibited for any person to offer, give, or agree to give any City employee or official, or for any City employee or official to solicit, demand, accept, or agree to accept from another person, a gratuity of more than nominal value or rebate or an offer of employment in connection with any decision, approval, disapproval, recommendation, or preparation of any part of a program requirement or a purchase request, influencing the content of any specification or procurement standard, rendering of advice, investigation, auditing, or in any other advisory capacity in any proceeding or application, request for ruling, determination, claim or controversy, or other particular matter, pertaining to any program requirement or a contract or subcontract, or to any solicitation or proposal therefor. The Contractor and the City further acknowledge that it is prohibited for any payment, gratuity, or offer of employment to be made by or on behalf of a sub -consultant under a contract to the prime Contractor or higher tier sub - consultant, or any person associated therewith, as an inducement for the award of a subcontract or order. B. Meetings. The Contractor is required to meet with the City's personnel, or designated representatives, to resolve technical or contractual problems that may occur during the Term of this Agreement at no additional cost to the City. Meetings will occur as problems arise and will be coordinated by the City or the Contract Administrator. The Contractor will be given a minimum of three (3) full business days' notice of meeting date, time, and location. Face-to-face meetings are desired. However, at the Contractor's option and expense, a conference call meeting may be substituted. Consistent failure to participate in problem resolution meetings, two consecutive missed or rescheduled meetings, or failure to make a good faith effort Cm7striic tii>�� erg is cs 1 grccmmnt Vcrsion J to resolve problems, may result in termination of the contract for cause. C. Expertise of Contractor. Contractor accepts the relationship of trust and confidence established between it and the City, recognizing that the City's intention and purpose in entering into this Agreement is to engage an entity with the requisite capacity, experience, and professional skill and judgment to provide the Work in pursuit of the timely and competent completion of the Work undertaken by Contractor under this Agreement. The Contractor agrees to use its best efforts, skill, judgment, and abilities to perform its obligations and to further the interests of City and the Project in accordance with City's requirements and procedures, and Contractor shall employ only persons duly qualified in the appropriate area of expertise to perform the Work described in this Agreement. D. Proper Execution by Contractor. Contractor agrees that it will perform its services in accordance with the usual and customary standards of the Contractor's profession or business and in compliance with all federal, state, and local laws, regulations, codes, ordinances, or orders applicable to the Project, including, but not limited to, O.C.G.A. § 50-5-63, any applicable records retention requirements, and Georgia's Open Records Act (O.C.G.A. § 50-18-70, et seq.). Any additional work or costs incurred as a result of error and/or omission by Contractor as a result of not complying with the Contract Documents or not meeting the applicable standard of care or quality, including but not limited to those of repeated procedures and compensation for the Contract Administrator's services or expenses, will be provided at Contractor's expense and at no additional cost to the City. This provision shall survive termination of this Agreement. It is the Contractor's responsibility to be reasonably aware of all applicable laws, statutes, ordinances, building codes, and rules and regulations. If the Contractor observes that portions of the Contract Documents are at variance therewith, the Contractor shall promptly notify the Contract Administrator and the City in writing of any portions of the Contract Documents that are at variance with the applicable laws, statutes, ordinances, building codes, and rules and regulations. The Contractor's duties shall not be diminished by any approval by the City or Contract Administrator of Work completed or produced; nor shall any approval by the City or Contract Administrator of Work completed or produced release the Contractor from any liability therefor, it being understood that the City is ultimately relying upon the Contractor's skill and knowledge in performing the Work required under the Contract Documents. Organization of the specifications into divisions, sections and articles, and arrangement of drawings shall not control the Contractor in dividing the Work among subcontractors or in establishing the extent of Work to be performed by any trade. E. Familiarity with the Work. (i) Contractor Familiarity with Work. Contractor represents that it has familiarized itself with the nature and extent of the Contract Documents, the Work, work site(s), locality, and all local conditions, laws and regulations that in any manner may affect cost, progress, performance, or furnishing of the Work. Since the Contract Documents are complementary, before starting each portion of the Work, the Contractor shall carefully study and compare the various Contract Documents, site conditions, authorities, tests, reports and studies relative to that portion of the Work, as well as the information furnished by the City, shall take field measurements of any existing conditions related to that portion of the Work, and shall observe any conditions at the Project site(s) affecting it. Contractor represents and agrees that it has correlated the results of all such observations, examinations, investigations, explorations, tests, reports, and studies with the terms and conditions of the Contract Documents. These obligations are for the purpose of facilitating construction by the Contractor and are not for the purpose of discovering errors, omissions, inconsistencies, or ambiguities in the Contract Documents; however, any errors, inconsistencies, omissions, or ambiguities discovered by the Contractor shall be reported promptly to the Contract Administrator and City in writing. Contractor represents that it has given the City written notice of all errors, omissions, inconsistencies, or ambiguities that the Contractor has discovered in the Contract Documents so far, and the written resolution thereof by the City is acceptable to the Contractor. Further, Contractor acknowledges that its obligation to give notice of all such errors, omissions, inconsistencies, or ambiguities shall be continuing during the Term of this Agreement. Any failure on the part of the Contractor to notify the Contract Administrator and City in writing of any errors, omissions, inconsistencies, or ambiguities in the Contract Documents that Contractor discovered or reasonably should have discovered shall result in a waiver and full release by the Contractor of any future arguments or defenses based on such errors, omissions, inconsistencies, or ambiguities against the City. Further, if the Contractor fails to perform its obligations pursuant to this paragraph, the Contractor shall pay such costs and damages to the City as would have been avoided if the Contractor had performed such obligations. Inspection of Prior Work. If part of the Contractor's Work depends for proper execution or results upon construction or operations by a separate contractor, the Contractor shall, prior to proceeding with that portion of the Work, promptly report to the Contract Administrator apparent discrepancies or defects in such other construction that would render it unsuitable for such proper execution and results. Failure of the Contractor so to report shall constitute an acknowledgment that the City's or separate contractor's completed or partially completed construction is fit and proper to receive the Contractor's Work, except as to defects not then reasonably discoverable, and Contractor shall be responsible for all costs and damages resulting from its failure to report reasonably discoverable defects. ('011 I -LIC 01) Scr\ ices A ucc.mciit j Version 1.0 (iii) Contractor Requests for Information. If, with undue frequency (as determined by the City in its sole discretion), the Contractor requests information that is obtainable through reasonable examination and comparison of the Contract Documents, site conditions, and previous correspondence, interpretations or clarifications, the Contractor shall be liable to the City for reasonable charges from the Contract Administrator for the additional services required to review, research and respond to such requests for information. F. Supervision Inspection and Construction Procedures. The Contractor shall supervise and direct the Work, using the Contractor's best skill and attention. The Contractor shall be solely responsible for and have control over construction means, methods, techniques, sequences and procedures and for coordinating all portions of the Work under the Agreement, unless the Contract Documents give other specific instructions concerning these matters. If the Contract Documents give specific instructions concerning construction means, methods, techniques, sequences or procedures, the Contractor shall evaluate the jobsite safety therefor and, except as stated below, shall be fully and solely responsible for the jobsite safety for such means, methods, techniques, sequences, or procedures. If the Contractor determines that such means, methods, techniques, sequences or procedures may not be safe, the Contractor shall give timely written notice to the City and Contract Administrator and shall not proceed with that portion of the Work without further written instructions from the City or Contract Administrator as approved in writing by the City. The Contractor shall be responsible for initiating, maintaining and supervising all safety precautions and programs in connection with the performance of this Agreement. The Contractor shall take reasonable precautions for the safety of, and shall provide reasonable protection to prevent damage, injury or loss to: (a) employees and other persons who may be affected, (b) the Work ;and materials and equipment to be incorporated therein, whether in storage on or off the Project site(s), under care, custody or control of the Contractor or Contractor's subcontractors or sub -subcontractors, and (c) other property at the Project site(s) or adjacent thereto, such as trees, shrubs, lawns, walks, pavements, roadways, structures and utilities not designated for removal, relocation or replacement in the course of construction. The Contractor shall give notices and comply with applicable laws, ordinances, rules, regulations and lawful orders of public authorities bearing on safety of persons or property or their protection from damage, injury or loss. When use or storage of explosives or other hazardous materials or equipment or unusual methods are necessary for execution of the Work, the Contractor shall exercise utmost care and carry on such activities under supervision of properly qualified personnel. If reasonable precautions will be inadequate to prevent foreseeable bodily injury or death to persons resulting from a material or substance, including but not limited to asbestos or polychlorinated biphenyl (PCB), encountered on the Project site(s) by the Contractor, the Contractor shall, upon Construction Scry ices Agi-cement Vei—sioji 7 J) recognizing the condition, immediately stop Work in the affected area and report the condition to the City and Contract Administrator in writing. G. Tests and Inspections. Tests, inspections and approvals of portions of the Work required by the Contract Documents or by laws, or ordinances, rules, regulations or orders of public authorities having jurisdiction shall be made promptly at an appropriate time to avoid unreasonable delay in the Work. Unless otherwise provided, the Contractor shall make arrangements for such tests, inspections and approvals with an independent testing laboratory or entity acceptable to the City, or with the appropriate public authority, and shall bear all related costs of tests, inspections and approvals. The Contractor shall give the Contract Administrator timely notice of when and where tests and inspections are to be made so that the Contract Administrator may be present for such procedures. Required permits or certificates of testing, inspection or approval shall, unless otherwise required by the Contract Documents, be secured by the Contractor and delivered to the Contract Administrator within ten (10) calendar days of issuance. H. Budgetary Limitations. Contractor agrees and acknowledges that budgetary limitations are not a justification for breach of sound principals of Contractor's profession and industry. Contractor shall take no calculated risk in the performance of the Work. Specifically, Contractor agrees that, in the event it cannot perform the Work within the budgetary limitations established without disregarding sound principals of Contractor's profession and industry, Contractor will give written notice immediately to the City. City's Reliance on the Work. The Contractor acknowledges and agrees that the City does not undertake to approve or pass upon matters of expertise of the Contractor and that therefore, the City bears no responsibility for Contractor's Work performed under this Agreement. The Contractor acknowledges and agrees that the acceptance of Work by the City is limited to the function of determining whether there has been compliance with what is required to be produced under this Agreement. The City will not, and need not, inquire into adequacy, fitness, suitability or correctness of Contractor's performance. Contractor further agrees that no approval of designs, plans, or specifications by any person, body, or agency shall relieve Contractor of the responsibility for adequacy, fitness, suitability, and correctness of Contractor's Work under professional and industry standards, or for performing services under this Agreement in accordance with sound and accepted professional and industry principles. Contractor's Reliance on Submissions by the City. Contractor must have timely information and input from the City in order to perform the Work required under this Agreement. Contractor is entitled to rely upon information provided by the City, but Contractor shall be required to provide immediate written notice to the City if Contractor knows or reasonably should know that any information provided by the City is erroneous, inconsistent, or otherwise problematic. K. Uncovering and Correction of Work. If a portion of the Work is covered contrary C'01IStructioll ` ei- ices Aoi- eii-icia t%ersioii I M to the Contract Administrator's request or to requirements specifically expressed in the Contract Documents, it must, if required in writing by the Contract Administrator, be uncovered for examination by the Contract Administrator and be replaced at the Contractor's expense without change in the Agreement Term. If a portion of the Work has been covered which the Contract Administrator has not specifically requested to examine prior to its being covered or which the Contract Documents did not require to remain uncovered until examined, the Contract Administrator may request to see such Work, and it shall be uncovered by the Contractor. If such Work is in accordance with the Contract Documents, costs of uncovering and replacement shall, by appropriate Change Order, be at the City's expense, which expense shall be agreed upon in writing prior to being incurred. If such Work is not in accordance with the Contract Documents, correction shall be at the Contractor's expense, unless the condition was caused by the City, in which event the City shall be responsible for payment of such costs including reasonable charges, if any, by the Contract Administrator for additional service, which expense shall be agreed upon in writing prior to being incurred. If the City prefers to accept Work that is not in accordance with the requirements of the Contract Documents, the City may do so instead of requiring its removal and correction, in which case the Maximum Contract Price will be reduced as appropriate and equitable. Such adjustment shall be effected whether or not final payment has been made. L. Clean Up. Contractor shall keep the Project site(s) and surrounding area free from accumulation of waste materials or rubbish caused by operations under this Agreement. At completion of the Work, the Contractor shall remove from and about the Project waste materials, rubbish, the Contractor's tools, construction equipment, machinery and surplus materials. If the Contractor fails to clean up as provided in the Contract Documents, the City may do so, and the cost thereof shall be charged to the Contractor. M. Contractor's Representative. L%.k I D. ffi'sU\. V INSERT NAME OF CONTRACTOR'S REPRESENTATIVE] shall be authorized to act on Contractor's behalf with respect to the Work as Contractor's designated representative. N. Independent Contractor. Contractor hereby covenants and declares that it is engaged in an independent business and agrees to perform the Work as an independent contractor and not as the agent or employee of the City. Nothing contained in this Agreement shall be construed to make the Contractor, or any of its employees, servants or subcontractors, an employee, servant or agent of the City for any purpose. The Contractor agrees to be solely responsible for its own matters relating to the time and place the Work is performed and the method used to perform such Work; the instrumentalities, tools, supplies, and/or materials necessary to complete the Work; hiring of subcontractors, agents, or employees to complete the Work; and the payment of employees, including benefits and Construction Scrx iccs Agrccmcnt I Vcrsioil 1.0 compliance with Social Security, withholding, and all other regulations governing such matters. The Contractor agrees to be solely responsible for its own acts and those of its subordinates, employees, and subcontractors during the life of this Agreement. There shall be no contractual relationship between any subcontractor or supplier and the City by virtue of this Agreement with the Contractor. Any provisions of this Agreement that may appear to give the City the right to direct Contractor as to the details of the services to be performed by Contractor or to exercise a measure of control over such services will be deemed to mean that Contractor shall follow the directions of the City with regard to the results of such services only. It is further understood that this Agreement is not exclusive, and the City may hire additional entities to perform Work related to this Agreement. Inasmuch as the City and the Contractor are independent of each other, neither has the authority to bind the other to any third person or otherwise to actin any way as the representative of the other, unless otherwise expressly agreed to in writing signed by both Parties hereto. The Contractor agrees not to represent itself as the City's agent for any purpose to any party or to allow any employee of the Contractor to do so, unless specifically authorized, in advance and in writing, to do so, and then only for the limited purpose stated in such authorization. The Contractor shall assume full liability for any contracts or agreements the Contractor enters into on behalf of the City without the express knowledge and prior written consent of the City. O. Responsibility of Contractor and Indemnification of City. The Contractor covenants and agrees to take and assume all responsibility for the Work rendered in connection with this Agreement. The Contractor shall bear all losses and damages directly or indirectly resulting to it and/or the City on account of the performance or character of the Work rendered pursuant to this Agreement. To the fullest extent permitted by law, Contractor shall defend, indemnify, and hold harmless the City and the City's elected and appointed officials, officers, boards, commissions, employees, representatives, consultants, servants, agents, attorneys and volunteers (individually an "Indemnified Party" and collectively `=Indemnified Parties") from and against any and all claims, suits, actions, judgments, injuries, damages, losses, costs, expenses and liability of any kind whatsoever, including, but not limited to, attorney's fees and costs of defense ("Liabilities"), which may arise from or be the result of alleged willful, negligent, or tortious act or omission arising out of the Work, performance of contracted services, or operations by the Contractor, any subcontractor, anyone directly or indirectly employed by the Contractor or subcontractor, or anyone for whose acts the Contractor or subcontractor may be liable, regardless of whether or not the act or omission is caused in part by a party indemnified hereunder. This indemnity obligation does not include Liabilities caused by or resulting from the sole negligence of an Indemnified Party. To the extent any Work may be considered engineering work, the obligation above is limited to indemnifying the City for Liabilities caused by the negligence or willful wrongdoing of Contractor and its agents. Such obligation shall not be construed to negate, abridge, or otherwise reduce any other right or C'oristructioil Services Agi-eciiiciA Vcrsior7 1 obligation of indemnity which would otherwise exist as to any party or person described in this provision. In any and all claims against an Indemnified Party, by any employee of the Contractor, its subcontractor, anyone directly or indirectly employed by the Contractor or subcontractor, or anyone for whose acts the Contractor or subcontractor may be liable, the indemnification obligation set forth in this provision shall not be limited in any way by any limitation on the amount or type of damages, compensation, or benefits payable by or for the Contractor or any subcontractor under workers' or workmen's compensation acts, disability benefit acts, or other employee benefit acts. This obligation to indemnify, defend, and hold harmless the Indemnified Party(ies) shall survive expiration or termination of this Agreement, provided that the claims are based upon or arise out of actions or omissions that occurred during the performance of this Agreement. P. Insurance. (1) Requirements: The Contractor shall have and maintain in full force and effect for the duration of this Agreement, insurance insuring against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Work by the Contractor, its agents, representatives, employees or subcontractors. All policies shall be subject to approval by the City as to form and content. These requirements are subject to amendment or waiver if so approved in writing by the City Manager. (2) Minimum Limits of Insurance: Contractor shall maintain the following insurance policies with coverage and limits no less than: (a) Commercial General Liability: $1,000,000 (one million dollars) combined single limit per occurrence $2,000,000 (two million dollars) aggregate comprehensive/extended/enhanced Commercial General Liability policy with coverage including bodily and personal injury, sickness, disease or death, injury to or destruction of property, including loss of use resulting therefrom, damage to premises/operations, products/completed operations, independent consultants and contractual liability (specifically covering the indemnity), broad -from property damage, and underground, explosion and collapse hazard. This coverage may be achieved by using an excess or tumbrella policy. The policy or policies must be on "an occurrence" basis ("claims made" coverage is not acceptable). (b) Commercial Automobile Liability (owned, non -owned, hired): $1,000,000 (one million dollars) combined single limit per occurrence $2,000,000 (two million dollars) aggregate for comprehensive Commercial Automobile liability coverage (owned, non -owned, hired) including bodily and personal injury, sickness, (Amstmction of ices A rcenicnt 1 Version 1.0 disease or death, injury to or destruction of property, including loss of use resulting therefrom. (c) Professional Liability: $1,000,000 (one million dollars) limit Professional Liability policy for claims arising out of professional services and caused by the Contractor's errors, omissions, or negligent acts (required if any professional services will be provided). (d) Workers' Compensation and Employers' Liability: Workers' Compensation policy with limits as required by the State of Georgia and Employers' Liability limits of $1,000,000 (one million dollars) per occurrence or disease. (If Contractor is a sole proprietor, who is otherwise not entitled to coverage under Georgia's Workers' Compensation Act, Contractor must secure Workers' Compensation coverage approved by both the State Board of Workers' Compensation and the Commissioner of Insurance. The amount of such coverage shall be the same as what is otherwise required of employers entitled to coverage under the Georgia Workers' Compensation Act. Further, the Contractor shall provide a certificate of insurance indicating that such coverage has been secured and that no individual has been excluded from coverage.) (e) RESERVED. (f) Commercial Umbrella Liability Coverage: $ n/a per occurrence shall be provided and will apply over all liability policies, without exception, including but not limited to Commercial General Liability, Commercial Automobile Liability, Employers' Liability, and Professional Liability. (3) Deductibles and Self -Insured Retentions: Any deductibles or self-insured retentions must be declared to and approved by the City in writing so that the City may ensure the financial solvency of the Contractor; self-insured retentions should be included on the certificate of insurance. (4) Other Insurance Provisions: Each policy shall contain, or be endorsed to contain, the following provisions respectively: (a) General Liability. Automobile Liability and Umbrella Liability Coverage. (i) Additional Insured Requirement. The City and City's elected and appointed officials, officers, boards, commissioners, employees, representatives, consultants, servants, agents and volunteers (individually "Insured Party" Coiistnicticul Scr\ ices Agrec inciit 1 Version 1,0 and collectively "Insured Parties") shall be named as additional insureds as respects: liability arising out of activities performed by or on behalf of the Contractor; products and completed operations of the Contractor; premises owned, leased, or used by the Contractor; automobiles owned, leased, hired, or borrowed by the Contractor. The coverage shall contain no special limitations on the scope of protection afforded to the Insured Parties. Nothing contained in this section shall be construed to require the Contractor to provide liability insurance coverage to any Insured Party for claims asserted against such Insured Party for its sole negligence. (ii) Primary Insurance Requirement. The Contractor's insurance coverage shall be primary noncontributing insurance as respects to any other insurance or self-insurance available to the Insured Parties.. Any insurance or self- insurance maintained by the Insured Parties shall be in excess of the Contractor's insurance and shall not contribute with it. (iii) Reporting Requirement. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to the Insured Parties. (iv) Separate Coverage. Coverage shall state that the Contractor's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to limits of insurance provided. (v) Defense Costs/Cross Liability. Coverage shall be provided on a "pay on behalf' basis, with defense costs payable in. addition to policy limits. There shall be no cross liability exclusion. (vi) Subrogation. The insurer shall agree to waive all rights of subrogation against the Insured Parties for losses arising from Work performed by the Contractor for the City. (b) Workers' Compensation Coverage: The insurer providing Workers' Compensation Coverage will agree to waive all rights of subrogation against the Insured Parties for losses arising from Work performed by the Contractor for the City. (c) All Coverages: (-'011structic)J1 `.icry 1ccs Agi-ccrncni Version I .t) (i) Notice Requirement. Each insurance policy required by this Agreement shall be endorsed to state that coverage shall not be suspended, voided, or canceled except after thirty (30) calendar days prior written notice (or 10 calendar days if due to non-payment) has been given to the City. The City reserves the right to accept alternate notice terms and provisions, provided they meet the minimum requirements under Georgia law. (ii) Starting and Ending Dates. Policies shall have concurrent starting and ending dates. (iii) Incorporation oflndemnification Obligations. Policies shall include an endorsement incorporating the indemnification obligations assumed by the Contractor under the terms of this Agreement, including but not limited to Section 7(0) of this Agreement.. (5) Acceptability of Insurers: The insurance to be maintained by Contractor must be issued by a company licensed or approved by the Insurance Commissioner to transact business in the State of Georgia. Such insurance shall be placed with insurer(s) with an A.M. Best Policyholder's rating of no less than "A-" and with a financial rate of Class VII or greater. The Contractor shall be responsible for any delay resulting from the failure of its insurer to provide proof of coverage in the proscribed form. (6) Verification of Coverage: Contractor shall furnish to the City for City approval certificates of insurance and endorsements to the policies evidencing all coverage required by this Agreement prior to the start of work. Without limiting the general scope of this requirement, Contractor is specifically required to provide an endorsement naming the City as an additional insured when required. The certificates of insurance and endorsements for each insurance policy are to be on a form utilized by Contractor's insurer in its normal course of business and are to be signed by a person authorized by that insurer to bind coverage on its behalf, unless alternate sufficient evidence of their validity and incorporation into the policy is provided. The City reserves the right to require complete, certified copies of all required insurance policies at any time. The Contractor shall provide proof that any expiring coverage has been renewed or replaced prior to the expiration of the coverage. (7) Subcontractors: Contractor shall either (1) ensure that its insurance policies (as described herein) cover all subcontractors and the Work performed by such subcontractors or (2) ensure that any subcontractor secures separate policies covering that subcontractor and its Work. All coverage for subcontractors shall be subject to all of the requirements stated in this C"oristrtictiort Sci- ices Agi-cclttent Vcrsiol7 1.0 Agreement, including, but not limited to, naming the Insured Parties as additional insureds. (8) Claims -Made Policies: Contractor shall extend any claims -made insurance policy for at least six (6) years after termination or final payment under the Agreement, whichever is later, and have an effective date which is on or prior to the Effective Date. (9) Progress ss Pa its: The making of progress payments to the Contractor shall not be construed as relieving the Contractor or its subcontractor or insurance carriers from providing the coverage required in this Agreement. Q. Bonds. In public works construction contracts valued at more than one hundred thousand dollars ($100,000.00) or road construction/inaintenance contracts valued at five thousand dollars ($5,000.00) or more, or in any other instance where the City has elected to include such bond requirements as exhibits to this Agreement, the Contractor shall provide Performance and Payment bonds on the forms attached hereto as "Exhibits D..1 and D.2" and with a surety licensed to do business in Georgia and listed on the Treasury Department's most current list (Circular 570 as amended). Upon the request of any person or entity appearing to be a potential beneficiary of bonds covering payment of obligations arising under this Agreement, the Contractor shall promptly furnish a copy of the bonds or shall permit a copy to be made. R. Assignment of Agreement. The Contractor covenants and agrees not to assign or transfer any interest in, or delegate any duties of this Agreement, without the prior express written consent of the City. As to any approved subcontractors, the Contractor shall be solely responsible for reimbursing them, and the City shall have no obligation to them. S. Employment of Unauthorized Aliens Prohibited — E -Verify Affidavit. Pursuant to O.C.G.A. § 13-10-9,1, the City shall not enter into a contract for the physical performance of services unless: (1) the Contractor shall provide evidence on City -provided forms, attached hereto as "Exhibits GA and G.2" (affidavits regarding compliance with the E -Verify program to be sworn under oath under criminal penalty of false swearing pursuant to O.C.G.A. § 16-10-71), that it and its subcontractors have registered with, are authorized to use and use the federal work authorization program commonly known as E -Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91, and that they will continue to use the federal work authorization program throughout the contract period, or (2) the Contractor provides evidence that it is not required to provide an affidavit because it is an individual licensed pursuant to Title 26 or Title 43 or by the State Bar of Georgia and is in good standing. ('01IStrLICti011 Seri ices Agrecincjzt Versioun I J) The Contractor hereby verifies that it has, prior to executing this Agreement, executed a notarized affidavit, the form of which is provided in `Exhibit G.1", and submitted such affidavit to City or provided the City with evidence that it is an individual not required to provide such an affidavit because it is licensed and in good standing as noted in sub -subsection (2) above. Further, Contractor hereby agrees to comply with the requirements of the federal Immigration Reform and Control Act of 1986 (IRCA), P.L. 99-603, O.C.G.A. § 13-10-91 and Georgia Department of Labor Rule 300-10-1-.02. In the event the Contractor employs or contracts with any subcontractor(s) in connection with the covered contract, the Contractor agrees to secure from such subcontractor(s) attestation of the subcontractor's compliance with O.C.G.A. § 13- 10-91 and Rule 300-10-1-.02 by the subcontractor's execution of the subcontractor affidavit, the form of which is attached hereto as "Exhibit G.2", which subcontractor affidavit shall become part of the contractor/subcontractor agreement, or evidence that the subcontractor is not required to provide such an affidavit because it is licensed and in good standing as noted in sub -subsection (2) above. If a subcontractor affidavit is obtained, Contractor agrees to provide a completed copy to the City within five (5) business days of receipt from any subcontractor. Where Contractor is required to provide an affidavit pursuant to O.C.G.A. § 13-10- 91, the City Manager or his/her designee shall be authorized to conduct an inspection of the Contractor's and Contractor's subcontractors' verification process at any time to determine that the verification was correct and complete. The Contractor and Contractor's subcontractors shall retain all documents and records of their respective verification process for a period of five (5) years following completion of the contract. Further, where Contractor is required to provide an affidavit pursuant to O.C.G.A. § 13-10-91, the City Manager or his/her designee shall further be authorized to conduct periodic inspections to ensure that no City Contractor or Contractor's subcontractors employ unauthorized aliens on City contracts. By entering into a contract with the City, the Contractor and Contractor's subcontractors agree to cooperate with any such investigation by making their records and personnel available upon reasonable notice for inspection and questioning. Where a Contractor or Contractor's subcontractors are found to have employed an unauthorized alien, the City Manager or his/her designee may report same to the Department of Homeland Security. The Contractor's failure to cooperate with the investigation may be sanctioned by termination of the contract, and the Contractor shall be liable for all damages and delays occasioned by the City thereby. Contractor agrees that the employee -number category designated below is applicable to the Contractor. [Information only required if a contractor affidavit is required pursuant to O.C.G.A. § 13-10-91.] [DESIGNATE/MARK APPROPRIATE CATEGORY] Construction Scrviccs Agrccmcnt I Version 1.0 500 or more employees. 100 or more employees. a Fewer than 100 employees. Contractor hereby agrees that, in the event Contractor employs or contracts with any subcontractor(s) in connection with this Agreement and where the subcontractor is required to provide an affidavit pursuant to O.C.G.A. § 13-10-91, the Contractor will secure from the subcontractor(s) such subcontractor(s') indication of the above employee -number category that is applicable to the subcontractor. The above requirements shall be in addition to the requirements of State and federal law and shall be construed to be in conformity with those laws. T. Records, Reports and Audits. (1) Records: (a) Books, records, documents, account legers, data bases, and similar materials relating to the Work performed for the City under this Agreement ("Records") shall be established and maintained by the Contractor in accordance with applicable law and requirements prescribed by the City with respect to all matters covered by this Agreement. Except as otherwise authorized or required, such Records shall be maintained for at least three (3) years from the date that final payment is made to Contractor by City under this Agreement. Furthermore, Records that are the subject of audit findings shall be retained for three (3) years or until such audit findings have been resolved, whichever is later. (b) All costs claimed or anticipated to be incurred in the performance of this Agreement shall be supported by properly executed payrolls, time records, invoices, contracts, or vouchers, or other official documentation evidencing in proper detail the nature and propriety of the charges. All checks, payrolls, invoices, contracts, vouchers, orders, or other accounting documents pertaining in whole or in part to this Agreement shall be clearly identified and readily accessible. (2) Reports and Information: Upon request, the Contractor shall furnish to the City any and all Records in the form requested by the City. All Records stored on a computer database must be of a format compatible with the City's computer systems and software. (3) Audits and Inspections: At any time during normal business hours and as often as the City may deem necessary, Contractor shall make available to the City or City's representative(s) for examination all Records. The Contractor will pennit the City or City's representative(s) to audit, examine, C `oiistructjoji Scr% iccs Alp-Cc7I-1clit 1 Vcrsi«n IM and make excerpts or transcripts from such Records. Contractor shall provide proper facilities for City or City's representative(s) to access and inspect the Records, or, at the request of the City, shall make the Records available for inspection at the City's office. Further, Contractor shall permit the City or City's representative(s) to observe and inspect any or all of Contractor's facilities and activities during normal hours of business for the purpose of evaluating Contractor's compliance with the terms of this Agreement. In such instances, the City or City's representative(s) shall not interfere with or disrupt such activities. U. Confidentiality. Contractor acknowledges that it may receive confidential information of the City and that it will protect the confidentiality of any such confidential information and will require any of its subcontractors, contractors, and/or staff to likewise protect such confidential information. The Contractor agrees that confidential information it receives or such reports, information, opinions, or conclusions that Contractor creates under this Agreement shall not be made available to, or discussed with, any individual or organization, including the news media, without prior written approval of the City. Contractor shall exercise reasonable precautions to prevent the unauthorized disclosure and use of City information whether specifically deemed confidential or not. Contractor acknowledges that the City's disclosure of documentation is governed by Georgia's Open Records Act, and Contractor further acknowledges that, if Contractor submits records containing trade secret information and if Contractor wishes to keep such records confidential, Contractor must submit and attach to such records an affidavit affirmatively declaring that specific information in the records constitutes trade secrets pursuant to Article 27 of Chapter 1 of Title 10, and the Parties shall follow the requirements of O.C.G.A. § 50-18-72(a)(34) related thereto. V. Licenses, Certifications and Permits. The Contractor covenants and declares that it has obtained all diplomas, certificates, licenses, permits, or the like required of the Contractor by any and all national, state, regional, county or local boards, agencies, commissions, committees or other regulatory bodies in order to perform the Work contracted for under this Agreement; provided that some permits or licenses related to the Project may be obtained as part of the Work and shall be obtained as required. The Contractor shall secure and pay for the building permit and other permits and governmental fees, licenses and inspections necessary for proper execution and completion of the Work, which are customarily secured after execution of the Agreement and which are legally required. Contractor shall furnish copies of such permits, licenses, etc. to the City within ten (10) days after issuance. W. RESERVED. X. Authority to Contract. The Contractor covenants and declares that it has obtained all necessary approvals of its board of directors, stockholders, general partners, C'onstrtzctioii Scrvices A,,1rccanciit ; Vc i-sion I.O limited partners, or similar authorities to simultaneously execute and bind Contractor to the terms of this Agreement, if applicable. Y. Ownership of Work. All reports, designs, drawings, plans, specifications, schedules, work product, and other materials, including those in electronic form, prepared or in the process of being prepared for the Work to be performed by the Contractor ("Materials") shall be the property of the City, and the City shall be entitled to full access and copies of all Materials in the form prescribed by the City. Any Materials remaining in the hands of the Contractor or subcontractor upon completion or termination of the Work shall be delivered immediately to the City whether or not the Project or Work is commenced or completed, provided, however, that Contractor may retain a copy of any deliverables for its records. The Contractor assumes all risk of loss, damage or destruction of or to Materials. If any Materials are lost, damaged, or destroyed before final delivery to the City, the Contractor shall replace them at its own expense. Any and all copyrightable subject matter in all Materials is hereby assigned to the City, and the Contractor agrees to execute any additional documents that may be necessary to evidence such assignment. Z. Nondiscrimination. In accordance with Title VI of the Civil Rights Act of 1964, as amended, 42 U.S.C. § 2000d, section 303 of the Age Discrimination Act of 1975, as amended, 42 U.S.C. § 6102, section 202 of the Americans with Disabilities Act of 1990, 42 U.S.C. § 12132, and all other provisions of Federal law, the Contractor agrees that, during performance of this Agreement, Contractor, for itself, its assignees and successors in interest, will not discriminate against any employee or applicant for employment, any subcontractor, or any supplier because of race, color, creed, national origin, gender, age or disability. In addition, Contractor agrees to comply with all applicable implementing regulations and shall include the provisions of this paragraph in every subcontract for services contemplated under this Agreement. Section 8. Covenants of the City A. Riaht of Entry. The City shall provide for right of entry for Contractor and Contractor's equipment as required for Contractor to complete the Work; provided that Contractor shall not unreasonably encumber the Project site(s) with materials or equipment. B. City's Representative: Matthew Fallstrom shall be authorized to act on the City's behalf with respect to the Work as the City's designated representative on this Project; provided that any changes to the Work or the terms of this Agreement must be approved as provided in Section 6 above. Section 9. final Protect Documents; Warranty A. Final Project Documents. Prior to final payment, Contractor shall deliver to City a written assignment of all warranties, guaranties, certificates, permits, and other C'onstn.tction Scrt iccs Agi—cGtttcnt 1 Vcrsion 1.0 documents, including without limitation, all contractors' and manufacturers' warranties. At such time, Contractor shall also deliver to the City copies of all as - built drawings, operations, and maintenance manuals, and any other pertinent documents relating to the construction and operation of the Work that is not otherwise in the possession of the City. B. Warranty. The Contractor warrants to the City and the Contract Administrator that materials and equipment furnished under the Agreement will be of good quality and new, unless otherwise required or permitted by the Contract Documents, that the Work will be free from defects not inherent in the quality required or permitted, and that the Work will conform to the requirements of the Contract Documents. Work not conforming to these requirements, including substitutions not properly approved and authorized, is considered defective. This warranty excludes remedy for damage or defect caused by abuse by the City or modifications to the Work not executed by the Contractor or an employee/subcontractor/sub-subcontractor thereof. Section loo Termination A. For Convenience. The City may terminate this Agreement for convenience at any time upon providing written notice thereof to Contractor at least seven (7) calendar days in advance of the termination date. B. For Cause. The Contractor shall have no right to terminate this Agreement prior to completion of the Work, except in the event of City's failure to pay the Contractor within thirty (30) calendar days of Contractor providing the City with notice of a delinquent payment and an opportunity to cure. The City may terminate this Agreement for cause as provided in Section 11 of this Agreement. The City shall give Contractor at least seven (7) calendar days' written notice of its intent to terminate the Agreement for cause and the reasons therefor, and if Contractor, or its Surety, fails to cure the default within that period, the termination shall take place without further notice. The City shall then make alternative arrangements for completion of the Project. C. Statutory Termination. In compliance with O.C.G.A. § 36-60-13, this Agreement shall be deemed terminated as provided in Section 4(A) of this Agreement. Further, this Agreement shall terminate immediately and absolutely at such time as appropriated or otherwise unobligated funds are no longer available to satisfy the obligation of the City. D. Pa ice. Provided that no damages are due to the City for Contractor's failure to perform in accordance with this Agreement, and except as otherwise provided herein, the City shall, upon termination for convenience or statutory termination, pay Contractor for Work performed prior to the date of termination in accordance with Section 5 herein. The City shall have no further liability to Contractor for such termination. At its sole discretion, the City may pay Contractor for additional value received as a result of Contractor's efforts, but in no case shall said payment exceed Cornstructioil Services Agreemcnt I \version l M any remaining unpaid portion of the Maximum Contract Price. If this Agreement is terminated for cause, the City will make no further payment to the Contractor or its Surety until the Project is completed and all costs of completing the Project are paid. If the unpaid balance of the amount due the Contractor„ according to this Agreement, exceeds the cost of finishing the Project, City shall provide payment to the Contractor (or its Surety) for services rendered and expenses incurred prior to the termination date, provided that such payment shall not exceed the unpaid balance of the amount otherwise payable under this Agreement minus the cost of completing the Project. If the costs of completing the Project exceed the unpaid balance, the Contractor or its Surety shall pay the difference to the City. E. Assumption of Contracts. The City reserves the right in termination for cause to take assignment of all contracts between the Contractor and its subcontractors, vendors, and suppliers. The City will promptly notify the Contractor of the contracts the City elects to assume. Upon receipt of such notice, the Contractor shall promptly take all steps necessary to effect such assignment. F. Conversion to Termination for Convenience. If the City terminates this Agreement for cause and it is later determined that the City did not have grounds to do so, the termination will be converted to and treated as a termination for convenience under the terms of Section 10(A) above. G. Requirements Upon Termination. Upon termination, the Contractor shall: (1) promptly discontinue all services, cancel as many outstanding obligations as possible if requested to do so by the City, and not incur any new obligations, unless the City directs otherwise; and (2) promptly deliver to the City all data, drawings, reports, summaries, and such other information and materials as may have been generated or used by the Contractor in performing this Agreement, whether completed or in process, in the form specified by the City. H. Reservation of Rights and Remedies. The rights and remedies of the City and the Contractor provided in this Section are in addition to any other rights and remedies provided under this Agreement or at law or in equity. A. City Rights Related to the Work. (i) City's Right to Stop tlae Work. If the Contractor fails to correct Work which is not in accordance with the requirements of the Contract Documents, as required by the Contract Administrator, or persistently fails to carry out Work in accordance with the Contract Documents, the City may issue a written order to the Contractor to stop the Work, or any portion thereof, until the cause for such order has been eliminated; however, the right of the City to stop the Work shall not give rise to a duty on the part of the City to exercise this right for the benefit of the Contractor or any other person C'onsU-ccctiotl Scr% ices Agrcenient i Vc7 sioii 1.0 or entity. Such a stoppage of Work shall not extend the deadline for completion of the Work. (ii) City's Right to Carty Out the Work. If the Contractor defaults or neglects to carry out the Work in accordance with the Contract Documents and fails within a seven (7) calendar day period after receipt of written notice from the City to commence and/or continue correction of such default or neglect with diligence and promptness, the City may, without prejudice to other remedies the City may have, correct such deficiencies. In such case, an appropriate Change Order shall be issued deducting from payments then or thereafter due the Contractor the reasonable cost of correcting such deficiencies, including City's expenses and compensation for the Architect/Engineer's and/or Contract Administrator's additional services (if any) made necessary by such default, neglect or failure. If payments then or thereafter due the Contractor are not sufficient to cover such amounts, the Contractor shall pay the difference to the City. B. Contractor Default. For the purposes of this Agreement, Contractor shall be in default if any of the following occur during the Term of this Agreement: (a) a failure to fulfill in a timely and proper manner Contractor's obligations under this Agreement; (b) Contractor violates any of the material provisions, agreements, representations or covenants of this Agreement or any applicable city, state, or federal laws, which do not fall within the force majeure provisions of this Agreement; (c) the Contractor becomes insolvent or unable to pay its debts as they mature, or makes an assignment for the benefit of creditors, or files a bankruptcy petition under the United States Bankruptcy Code; or (d) Contractor is the subject of a judgment or order for payment of money, which judgment or order exceeds $100,000 and is no longer subject to appeal or, in the opinion of the City, would be fruitless to appeal and where (i) such judgment or order shall continue un -discharged or unpaid for a period of thirty (30) calendar days, (ii) an insurer acceptable to the City has not acknowledged that such judgment or order is fully covered by a relevant policy of insurance, or (iii) the City is otherwise reasonably satisfied that such judgment or order is not likely to be satisfied or complied with within sixty (60) calendar days of its issuance. In the event of Contractor's default under this Agreement, the City shall send written notice to the Contractor setting forth the specific instances of the default and providing the Contractor with at least seven (7) calendar days to cure or otherwise remedy the default to the reasonable satisfaction of the City. If the default is not remedied during the stated cure period, then the City may, at its election: (a) in writing terminate the Agreement in whole or in part; (b) cure such default itself and charge the Contractor for the costs of curing the default against any sums due or which become due to the Contractor under this Agreement; and/or (c) pursue any other remedy then available, at law or in equity, to the City for such default. 1 Section 13. Miscellaneous C oiistructioii Services Agi-e mciit Versioii 1 .0 A. Complete Agreement. This Agreement, including all of the Contract Documents, constitutes the complete agreement between the Parties and supersedes any and all other agreements, either oral or in writing, between the Parties with respect to the subject matter of this Agreement. No other agreement, statement, or promise relating to the subject matter of this Agreement not contained in this Agreement or the Contract Documents shall be valid or binding. This Agreement may be modified or amended only by a written document signed by representatives of both Parties with appropriate authorization. B. Governing Law. This Agreement shall be governed by and construed in accordance with the laws of the State of Georgia without regard to choice of law principles. If any action at law or in equity is brought to enforce or interpret the provisions of this Agreement, the rules, regulations, statutes and laws of the State of Georgia will control. Any action or suit related to this Agreement shall be brought in the Superior Court of Fulton County, Georgia or the U.S. District Court for the Northern District of Georgia — Atlanta Division, and Contractor submits to the jurisdiction and venue of such court. C. Counterparts. This Agreement may be executed in any number of counterparts, each of which shall be deemed to be an original, but all of which together shall constitute one and the same instrument. D. Invalidity of Provisions; Severability. Should any article(s) or section(s) of this Agreement, or any part thereof, later be deemed illegal, invalid or unenforceable by a court of competent jurisdiction, the offending portion of the Agreement should be severed, and the remainder of this Agreement shall remain in full force and effect to the extent possible as if this Agreement had been executed with the invalid portion hereof eliminated, it being the intention of the Parties that they would have executed the remaining portion of this Agreement without including any such part, parts, or portions that may for any reason be hereafter declared invalid. E. Business License. Prior to commencement of the Work to be provided hereunder, Contractor shall apply to the City for a business license, pay the applicable business license fee, and maintain said business license during the Term of this Agreement, unless Contractor provides evidence that no such license is required. F. Notices. (1) Communications Relating to Day -to -Day Activities. All communications relating to the day-to-day activities of the Work shall be exchanged between Matthew Fallstrom for the City and ukpw o . �a'X,C NTZAINSERT CONTACT NAME] for the Contractor. (2) Oficial Notices. All other notices, requests, demands, writings, or correspondence, as required Construction Scry ices Agrccmcnt I Vcrsion IJ) by this Agreement, shall be in writing and shall be deemed received, and shall be effective, when (1) personally delivered, or (2) on the third calendar day after the postmark date when mailed by certified mail, postage prepaid, return receipt requested, or (3) upon actual delivery when sent iiia national overnight commercial carrier to the Party at the addresses given below, or at a substitute address previously furnished to the other Party by written notice in accordance herewith: NOTICE TO CITY shall be sent to: City of Milton Attn: Procurement Manager 2006 Heritage Walk Milton, Georgia 30004 NO'T'ICE TO CONTRACTOR shall be sent to: Tople Construction and Engineering, Inc 792 D.L. Hollowell Pkwy NW Atlanta, GA 30318-6746 G. Waiver of Agreement. No failure by the City to enforce any right or power granted under this Agreement, or to insist upon strict compliance by Contractor with this Agreement, and no custom or practice of the City at variance with the terms and conditions of this Agreement shall constitute a general waiver of any future breach or default or affect the City's right to demand exact and strict compliance by Contractor with the terms and conditions of this Agreement. Further, no express waiver shall affect any term or condition other than the one specified in such waiver, and that one only for the time and manner specifically stated. H. Survival. All sections of this Agreement which by their nature should survive termination will survive termination, including, without limitation, confidentiality obligations, warranties, and insurance maintenance requirements. L Sovereign Immunity. Nothing contained in this Agreement shall be construed to be a waiver of the City's sovereign immunity or any individual's qualified good faith or official immunities. J. No Personal Liability. Nothing herein shall be construed as creating any individual or personal liability on the part of any of City's elected or appointed officials, officers, boards, commissions, employees, representatives, consultants, servants, agents, attorneys or volunteers. No such individual shall be personally liable to the Contractor or any successor in interest in the event of any default or breach by the City or for any amount which may become due to the Contractor or successor or on any obligation under the terms of this Agreement. Likewise, Contractor's performance of services under this Agreement shall not subject Contractor's individual employees, officers, or directors to any personal liability, except where C ()Usti"tictimi Scr\'ic s Af?rectimit 1 Vcrsitlil Contractor is a sole proprietor. The Parties agree that their sole and exclusive remedy, claim, demand, or suit shall be directed and/or asserted only against Contractor or the City, respectively, and not against any elected or appointed official, officers, boards, commissions, employees, representatives, consultants, servants; agents, attorneys and volunteers. K. Force Majeure. Neither the City nor Contractor shall be liable for their respective non -negligent or non -willful failure to perform or shall be deemed in default with respect to the failure to perform (or cure a failure to perform) any of their respective duties or obligations under this Agreement or for any delay in such performance due to: (i) any cause beyond their respective reasonable control; (ii) any act of God; (iii) any change in applicable governmental rules or regulations rendering the performance of any portion of this Agreement legally impossible; (iv) earthquake, fire, explosion, or flood; (v) strike or labor dispute, excluding strikes or labor disputes by employees and/or agents of Contractor; (vi) delay or failure to act by any governmental or military authority; or (vii) any war, hostility, embargo, sabotage, civil disturbance, riot, insurrection, or invasion. In such event, the time for performance shall be extended by an amount of time equal to the period of delay caused by such acts, and all other obligations shall remain intact. L. Headings. All headings herein are intended for convenience and ease of reference purposes only and in no way define, limit, or describe the scope or intent thereof, or of this Agreement, or in any way affect this Agreement. M. No Third Party Rights. This Agreement shall be exclusively for the benefit of the Parties and shall not provide any third parties with any remedy, claim, liability, reimbursement, cause of action or other right. N. Successors and Assigns. Subject to the provision of this Agreement regarding assignment, each Party binds itself, its partners, successors, assigns, and legal representatives to the other Party hereto, its partners, successors, assigns, and legal representatives with respect to all covenants, agreements, and obligations contained in the Contract Documents. O. Agreement Construction and Interpretation. Contractor represents that it has reviewed and become familiar with this Agreement and has notified the City of any discrepancies, conflicts or errors in the Contract Documents. The Parties hereto agree that, if an ambiguity or question of intent or interpretation arises, this Agreement is to be construed as if the Parties had drafted it jointly, as opposed to being construed against a Party because it was responsible for drafting one or more provisions of the Agreement. In the interest of brevity, the Contract Documents may omit modifying words such as "all" and "any" and articles such as "the" and "an," but the fact that a modifier or an article is absent from one statement and appears in another is not intended to affect the interpretation of either statement. P. Material Condition. Each term of this Agreement is material, and Contractor's breach of any teen of this Agreement shall be considered a material breach of the Cola: truction Services A-rceliient 1 Vcrsioll 1.0 entire Agreement and shall be grounds for tennination or exercise of any other remedies available to the City at law or in equity. Q. Use of Singular and Plural. Words or terns used as nouns in the Agreement shall be inclusive of their singular and plural fonns, unless the context of their usage clearly requires contrary meaning. IN WITNESS WHEREOF, the City and the Contractor have executed this Agreement effective as of the Effective Date first above written. [SIGNATURES ON FOLLOWING PAGE] Cbnstnzcti ii Scr\ ices Ap-cciiic»t j Vcrsloil 1 .0 CONTRACTOR; Tople Construction and Engineering, Inc. By Print NarnZ^1J —r � CITY OF MILTON, GEORGIA By: _ Attest: Its: CIRCLE ONE] ice PQ!!!�e�resident (Corporation) [CORPORATE SEAL] (required if corporation) Steven Krokoff, City Manager Print Name: Its: City Clerk Approved as to form: City Attorney Atte: 'mess: Print /Me:l),/�amu Its: Ci -IV-yV ` A -e C -'f e --k a -M ((Assistant) Corporate Secretary if corporation) RATIFIED BY COUNCIL: Joe Lockwood, Mayor [CITY SEAL] ('011',t)1101 011 Scrx ices Agreenicnt I Vcrsion 1 .0 "EXHIBIT A" O.MILT ESTABLISHED 2006 QR19-PW06 Miscellaneous Road Projects: 508 Branyan Trail - Manhole 13805 Belleterre Drive - Manhole 13370 Belleterre Drive - Sidewalk General Description of Project Scope: The general scope of work will consist repairing depressions around road manholes with concrete and asphalt. Remove and replace sunken sidewalk, add ADA ramps repair depressions in the road surface and replacement of curb and gutter. Contractor is required to visit the site prior to submitting bid to confirm and verify scope. Contractor is responsible for utility locates, property owner coordination, erosion and sediment control, and any damages to any property. Contractor will replace in kind all damages on impacted properties. The undersigned, as bidder, declares and represents that it has examined the site of the work and informed himself/herself fully in regard to all conditions pertaining to the place where the work is to be performed, including those conditions affecting the cost of the work and the delivery, handling and storage of materials and equipment. The bidder has examined and read the Bidding Document and has satisfied himself/herself that the Bidding Document is an adequate and acceptable reflection of the work which is required to be performed and that the bidder is willing and able to perform all of the work necessary. The bidder further certifies that no additional information is required to complete the work encompassed by this bid within the cost and schedule established and agreed upon within this bidding document. The bidder proposes and agrees that if this bid is accepted to contract with the City of Milton to provide all construction labor, materials, equipment, products, transportation, and other facilities and services as necessary and/or required to execute and complete the work in full in accordance with the scope of work provided to the full satisfaction of the city. THE BASE BID IS THE AMOUNT UPON WHICH THE BIDDER WILL BE FORMALLY EVALUATED AND WHICH WILL BE USED TO DETERMINE THE LOWEST RESPONSIBLE BIDDER. The base bid may not be withdrawn or modified, except at the request of the City, for a period of sixty (60) days following receipt of the bids. The City of Milton reserves the right to modify the scope of this project at any time. Appropriate compensation for scope changes will be based on a negotiated fee. Note: A separate signed bid document is acceptable in lieu of the below form. QR 19-PW06 I M INFORMATION AND INSTRUCTIONS The purpose of this solicitation is to enter into a lump sum price "purchasing contract" with one firm to be the primary contractor of the Miscellaneous Road Projects. No specification expressed or implied shall be construed as any type of restrictive specification that would limit competition. Unless clearly shown as "no substitute" or any words to that effect, any items in these contract documents which have been identified, described or referenced by a brand name or trade name are for reference only. Such identification is intended to be descriptive but not restrictive and is to indicate the general quality and characteristics of products that may be offered. Each bid item for which an equivalent item is proposed must be individually identified on the bid sheet with the following information: brand name, model or manufacturer's number or identification regularly used in the trade. Photographs, specifications and cut sheets shall be provided of the proposed alternative. The City shall be the sole judge of the suitability of the proposed alternative and may consider function, design, materials, construction, workmanship, finishes, operating features, overall quality, local service facilities, warranty terms and service or other relevant features. The City reserves the right to cancel the contract at any time with 30 days written notice. Title to any supplies, materials, equipment or other personal property shall remain the Contractors' until fully paid for by the City. All items to be bid FOB, Milton, Georgia. No sales taxes are to be charged. Any damage to any building or traffic control device, or equipment incurred during the course of work shall be repaired at the contractor's expense to the complete satisfaction of the City of Milton with no additional expense to the City. EVALUATION The City intends to evaluate the Bid on the lowest responsible and responsive vendor. QR 19-PW06 INSURANCE REQUIREMENTS Within 10 days of Notice of Award, and at all times that this Contract is in force, the Contractor shall obtain, maintain and furnish the City Certificates of Insurance from licensed companies doing business in the State of Georgia with an A.M. Best Rating A-6 or higher and acceptable to the City. Insurance requirements are provided below and included in the CONTRACT AGREEMENT (Section 7.K). (1) Requirements: The Contractor shall have and maintain in full force and effect for the duration of this Agreement, insurance insuring against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the Work by the Contractor, its agents, representatives, employees or subcontractors. All policies shall be subject to approval by the City Attorney as to form and content. These requirements are subject to amendment or waiver if so approved in writing by the City. (2) Minimum Limits of Insurance: Contractor shall maintain the following insurance policies with limits no less than: (a) Comprehensive General Liability of $1,000,000 (one million dollars) limit per single occurrence, $2,000,000 (two million dollars) umbrella, including coverage for bodily and personal injury, sickness, disease or death, injury to or destruction of property, including loss of use resulting therefrom, vandalism, property loss and theft. (b) Comprehensive Automobile Liability (owned, non -owned, hired) of $1,000,000 (one million dollars) combined single limit per occurrence for bodily and personal injury, sickness, disease or death, injury to or destruction of property, including loss of use resulting therefrom. (c) Workers' Compensation limits as required by the State of Georgia and Employers Liability limits of $1,000,000 (one million dollars) per accident. (3) Deductibles and Self -Insured Retentions: Any deductibles or self-insured retentions must be declared to and approved by the City in writing. (4) Other Insurance Provisions: The policy is to contain, or be endorsed to contain, the following provisions: (a) General Liability and Automobile Liability Coverage. (i) The City and City Parties are to be covered as insureds. The coverage shall contain no special limitations on the scope of protection afforded to the City or City Parties. (ii) The Contractor's insurance coverage shall be primary noncontributing insurance as respects to any other insurance or self- insurance available to the City or City Parties. Any insurance or self- insurance maintained by the City or City Parties shall be in excess of QR 19-PW06 the Contractor's insurance and shall not contribute with it. Any failure to comply with reporting provisions of the policies shall not affect coverage provided to the City or City Parties. (iv) Coverage shall state that the Contractor's insurance shall apply separately to each insured against whom claim is made or suit is brought, except with respect to the limits of the insurer's liability. (v) Coverage shall be provided on a "pay on behalf' basis, with defense costs payable in addition to policy limits. There shall be no cross liability exclusion. (vi) The insurer agrees to waive all rights of subrogation against the City and City Parties for losses arising from Work performed by the Contractor for the City for General Liability coverage only. (b) Workers' Compensation Coverage: The insurer providing Workers' Compensation Coverage will agree to waive all rights of subrogation against the City and City Parties for losses arising from Work performed by the Contractor for the City. (c) All Coverages: (i) Each insurance policy required by this clause shall be endorsed to state that coverage shall not be suspended, voided, canceled, reduced in coverage or in limits except after thirty (30) days prior written notice by certified mail, return receipt requested, has been given to the City. (ii) Policies shall have concurrent starting and ending dates. (5) AcceQfabilify of Insurers: Insurance is to be placed with insurers authorized to do business in the State of Georgia and with an A.M. Bests' rating of no less than A:VI. (6) Verification of Coverage: Contractor shall furnish the City with certificates of insurance and endorsements to the policies evidencing coverage required by this clause prior to the start of Work. The certificate of insurance and endorsements shall be on a form utilized by Contractor's insurer in its normal course of business and shall be received and approved by the City within ten (10) days of the Notice of Award. The City reserves the right to require complete, certified copies of all required insurance policies, at any time. The Contractor shall provide proof that any expiring coverage has been renewed or replaced at least two (2) weeks prior to the expiration of the coverage. (7) Subcontractors: Contractor shall include all subcontractors as insureds under its policies or shall furnish separate certificates and endorsements for each subcontractor. All coverage for subcontractors shall be subject to all of the requirements stated in this Agreement, including but not limited to naming the QR 19-PW06 I � Parties as additional insureds. (8) Claims -Made Policies: Contractor shall extend any claims -made insurance policy for at least six (6) years after termination or final payment under the Agreement, whichever is later. (9) City as Additional Insured and Loss Payee: The City shall be named as an additional insured and loss payee on all policies required by this Agreement, except the City need not be named as an additional insured and loss payee on any Workers' Compensation policy. BONDING REQUIREMENTS Each bid must be accompanied with a BID BOND (bond only: certified checks or other forms are not acceptable) in an amount equal to five percent (5%) of the base bid, payable to the City of Milton. Said bid bond guarantees the bidder will enter into a contract to construct the project strictly within the terms and conditions stated in this bid and in the bidding and contract documents, should the construction contract be awarded. The Successful Bidder shall be required to furnish PAYMENT AND PERFORMANCE BONDS for the faithful performance on the contract and a bond to secure payment of all claims for materials furnished and/or labor performed in performance of the project, both in amounts equal to one hundred percent (100%) of the contract price. Bonds shall be issued by a corporate surety appearing on the Treasury Department's most current list (Circular 570 as amended) and be authorized to do business in the State of Georgia. Bonds shall be on the forms provided by the City and subject to the review and approval of the City Attorney. Date of Bond must not be prior to date of Contract. If Contractor is a Partnership, all partners shall execute Bond. OATH Prior to commencing the Work, the successful bidder shall execute a written oath as required by O.C.G.A. §§ 32-4-122 and 36-91-21 (e). QR 19-PW06 MILT01\1 ESTABLISHED 2006 BID FORM and ADDENDA ACKNOWLEDGEMENT TO: PURCHASING OFFICE CITY OF MILTON MILTON, GEORGIA 30004 Ladies and Gentlemen: In compliance with your Bid, the undersigned, hereinafter termed the Bidder, proposes to enter into a Contract with the City of Milton, Georgia, to provide the necessary machinery, tools, apparatus, other means of construction, and all materials and labor specified in the Contract Documents or as necessary to complete the Work in the manner therein specified within the time specified, as therein set forth, for: QR 19-PW06 Miscellaneous Road Projects: 508 Branyan Trail - Manhole 13805 Belleterre Drive - Manhole 13370 Belleterre Drive - Sidewalk The Bidder has carefully examined and fully understands the Contract, Specifications, and other documents hereto attached, has made a personal examination of the Site of the proposed Work, has satisfied himself as to the actual conditions and requirements of the Work, and hereby proposes and agrees that if his bid is accepted, he will contract with the City of Milton in full conformance with the Contract Documents. It is the intent of this Bid to include all items of construction and all Work called for in the Specifications, or otherwise a part of the Contract Documents. In accordance with the foregoing, the undersigned proposes to furnish and construct the items listed in the attached Bid schedule for the unit prices stated. The Bidder agrees that the cost of any work performed, materials furnished, services provided, or expenses incurred, which are not specifically delineated in the Contract Documents but which are incidental to the scope, intent, and completion of the Contract, shall be deemed to have been included in the prices bid for the various items scheduled. The Bidder further proposes and agrees hereby to promptly commence the QR 19-PW06 Work with adequate forces and equipment within ten (10) calendar days from receipt of Notice to Proceed and to complete all Work within thirty (30) calendar days from the Notice to Proceed. If weather affects the required completion schedule, The City and selected Bidder will negotiate a new completion date. Attached hereto is an executed Bid Bond in the amount of Dollars ($ (Five Percent of Amount Bid). If this bid shall be accepted by the City of Milton and the undersigned shall fail to execute a satisfactory contract in the form of said proposed Contract, and give satisfactory Performance and Payment Bonds, or furnish satisfactory proof of carriage of the insurance required within ten days from the date of Notice of Award of the Contract, then the City of Milton may, at its option, determine that the undersigned abandoned the Contract and there upon this bid shall be null and void, and the sum stipulated in the attached Bid Bond shall be forfeited to the City of Milton as liquidated damages. Bidder acknowledges receipt of the following addenda: Addendum No. Date viewed Bidder further declares that the full name and resident address of Bidder's Principal is as follows: Signed, sealed, and dated this day of 20 Bidder Mailing Address: Bidder Signature: Print Name: Title: Company Name (Seal) QR 19-PW06 I = Tr-) ESTABLISHED 2006 [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] BID BOND CITY OF MILTON, GEORGIA BIDDER (Name and Address): SURETY (Name and Address of Principal Place of Business): OWNER (hereinafter referred to as the "City" (Name and Address): City of Milton, Georgia ATTN: Purchasing Office 2006 Heritage Walk Milton, Georgia 30004 BID BID DUE DATE: PROJECT (Brief Description Including Location): BOND BOND NUMBER: DATE (Not later that Bid due date): PENAL SUM: (Words) (Figures) IN WITNESS WHEREOF, Surety and Bidder, intending to be legally bound hereby to the City, subject to the terms printed below or on the reverse side hereof, do each cause this Bid Bond to be duly executed on its behalf by its authorized officer, agent or representative. BIDDER (Seal) Bidder's Name and Corporate Seal Bv: Signature and Title: Attest: Signature and Title: SURETY Surety's Name and Corporate Seal By: Signature and Title: (Attach Power of Attorney) Attest: Signature and Title: QR 19-PW06 eal) Note: (1) Above addresses are to be used for giving any notice required by the terms of this Bid Bond. (2) Any singular reference to Bidder, Surety, the City or any other party shall be considered plural where applicable. 1. Bidder and Surety, jointly and severally, bind themselves, their heirs, executors, administrators, successors and assigns to pay to the City upon Default of Bidder the penal sum set forth on the face of this Bond. 2. Default of Bidder shall occur upon the failure of Bidder to deliver within the time required by the Bidding Documents (or any extension of that time agreed to in writing by the City) the executed Agreement required by the Bidding Documents and any performance and payment Bonds required by the Bidding Documents. 3. This obligation shall be null and void if: 3.1 The City accepts Bidder's Bid and Bidder delivers within the time required by the Bidding Documents (or any extension of that time agreed to in writing by the City) the executed Agreement required by the Bidding Documents and any performance and payment Bonds required by the Bidding Documents; or 3.2 All Bids are rejected by the City; or 3.3 The City fails to issue a Notice of Award to Bidder within the time specified in the Bidding Documents (or any extension of that time agreed to in writing by Bidder and, if applicable, consented to by Surety when required by paragraph 5 hereof). 4. Payment under this Bond will be due and payable upon Default by Bidder within 30 calendar days after receipt by Bidder and Surety of a written Notice of Default from the City, which Notice will be given with reasonable promptness and will identify this Bond and the Project and include a statement of the amount due. 5. Surety waives notice of, as well as any and all defenses based on or arising out of, any time extension to issue a Notice of Award agreed to in writing by the City and Bidder, provided that the total time, including extensions, for issuing a Notice of Award shall not in the aggregate exceed 120 days from Bid due date without Surety's written consent. 6. No suit or action shall be commenced under this Bond either prior to 30 calendar days after the Notice of Default required in paragraph 4 above is received by Bidder and Surety or later than one year after Bid due date. 7. Any suit or action under this Bond shall be commenced only in a court of competent jurisdiction located in the State of Georgia. 8. Notices required hereunder shall be in writing and sent to Bidder and Surety at their respective addresses shown on the face of this Bond. Such notices may be sent by personal delivery, commercial courier or by United States Registered or Certified Mail, return receipt requested, postage pre -paid, and shall be deemed to be effective upon receipt by the party concerned. 9. Surety shall cause to be attached to this Bond a current and effective Power of Attorney evidencing the authority of the officer, agent or representative who executed this Bond on behalf of Surety to execute, seal and deliver such Bond and bind the Surety thereby. 10. This Bond is intended to conform to all applicable statutory requirements. Any applicable requirement of any applicable statute that has been omitted from this Bond shall be deemed to be included herein as if set forth at length. If any provision of this Bond conflicts with any applicable statute, then the provision of said statute shall govern and the remainder of this Bond that is not in conflict therewith shall continue in full force and effect. 11. The term "Bid" as used herein includes a Bid, offer or proposal, as applicable under the particular circumstances. 12. The terms of this Bid Bond shall be governed by the laws of the State of Georgia. QR 19-PW06 TnK ESTABLISHED 2006 PROJECT SPECIFICATIONS PROJECT DESCRIPTION The City of Milton Public Works Department (City) requests for interested parties to submit bids/proposals for the projects listed below. 508 Branyan Trail: Depressions around the Manhole: • The Contractor will sawcut and square off the sunken area, excavate 12" and compact the area with a jumping jack tamp. • The Contractor will fill the void with 10" of class B concrete leaving 2" that would be filled with 9.5mm HMA. • The Contractor will properly clean concrete and prep it for asphalt. Tack will be applied and a 2" lift of 9.5 mm hot mix asphalt will be placed and compacted. • Area to be removed is estimated to be 13'xl3'. QR 19-PW06 I = 13805 Belleterre Drive: Depression around a Manhole: • The Contractor will sawcut and square off the sunken area, excavate 12" and compact the area with a jumping jack tamp. • The Contractor will fill the void with 10" of class B concrete leaving 2" that would be filled with 9.5mm HMA. • The Contractor will properly clean concrete and prep it for asphalt. Tack will be applied and a 2" lift of 9.5 mm hot mix asphalt will be placed and compacted. • Area to be removed is estimated to be 17'x13'. X01'" . �� •;,4 Fri st..-4 QR 19-PW06 13370 Belleterre Drive: Depressions in roadway and sunken curb and gutter and sidewalk. • The Contractor will sawcut and square off the two sunken areas, excavate 12" and compact the area using a jump and jack tamp. • The Contractor will fill the void with 10" of class B concrete leaving 2" that would be filled with 9.5mm HMA. • The Contractor will properly clean concrete and prep it for asphalt. Tack will be applied and a 2" lift of 9.5 mm hot mix asphalt will be placed and compacted. • The Contractor will also remove sunken sidewalk and broken sidewalk between the green paint markings on both sides of the intersection. • Backfill will be needed to raise the grade under the sidewalk, beauty strip, and behind the sidewalk. • The Contractor will remove the curb and gutter, backfill with graded aggregate base (GAB), compact the stone, and repour the curb and gutter to proper grade. • The Contractor will need to sod to match the disturbed areas and will not need to remove the concrete landscape border. • The Contractor, as a part of the re -pouring of the sidewalk and curb and gutter, will install ADA ramps at this intersection in both radiuses. • Sidewalk removal and replacement is estimated 160'lf. The sunken roadway QR 19-PW06 areas are estimated to be 20'xl2'xl2' and 15'x10'xl0'. _ _ _•:;:rte.. s r ; i - - QR 19-PW06 ^-lam OWL - 21N. _ 1 QR 19-PW06 NOTE: QUANTITIES ARE PROVIDED FOR INFORMATIONAL PURPOSES ONLY. CONTRACT IS TO PROVIDE LUMP SUM BID TO COMPLETE THE PROJECT AS INDICATED IN THE CONTRACT DOCUMENTS. SPECIAL PROVISIONS All work associated with this contract shall meet the Georgia DOT standard specifications for construction materials, methods and procedures not specifically QR 19-PW06 listed in this solicitation. The following are special provisions prepared specifically for this contract and may be in conflict with parts of the standard specifications. If conflicts are evident the special provisions shall take precedence over the standard specifications. No burial of debris will be permitted on the site. All work performed shall be in accordance City of Milton Construction Standards. The Contractor will adhere to all current State and Federal construction safety regulations, including OSHA regulations. The Contractor must maintain a safe work zone for their employees, pedestrians, and vehicular transportation. All work shall be inspected and approved by the City of Milton Department of Public Works (MDPW). PROSECUTION AND PROGRESS The City desires to have all work completed by May 31, 2019. Please indicate on the Bid Sheet your projected response time and calendar days to complete the project. This information will be considered when awarding this contract. Construction shall begin no later than ten (10) calendar days following the Notice to Proceed. The Contractor will mobilize with sufficient forces such that all construction identified as part of this contract shall be substantially completed within the calendar days indicated on the Bid Schedule. Inclement weather days will not count against the available calendar days. Normal workday for this project shall be 9:00 am to 4:00 pm and the normal workweek shall be Monday through Friday. The City will consider extended workdays or workweeks upon written request by the Contractor on a case by case basis. No work will be allowed on City recognized holidays including Memorial Day. The work will require bidder to provide all labor, administrative forces, equipment, materials and other incidental items to complete all required work. The City shall perform a Final Inspection upon completion of all work. The contractor will be allowed to participate in the Final Inspection. All repairs shall be completed by the Contractor at his expense prior to issuance of Final Acceptance. Except to the extent limited by law, 10% retainage will be held from the total amount due the contractor until Final Acceptance of work is issued by the City. The Contractor shall provide all materials, labor, and equipment necessary to perform the work without delay unto completion. QR 19-PW06 QC/QA TESTING OF MATERIALS The Contractor will be responsible for all qualify control testing (sampling, testing, and inspections) of materials incorporated into the project. All materials and workmanship shall meet appropriate GDOT specifications. Materials quality control testing types will meet GDOT specifications at a frequency equal to or exceeding that set by those specifications. Contractor shall secure the services of a GDOT qualified geotechnical testing firm to perform all required tests. Test results shall be provided to the City promptly as the work progresses. Tests shall meet GDOT Specs for type, method, and frequency. This work shall be considered incidental to the rest of the work and no separate payment will be made. Contractor will be responsible for replacing any work performed with material from rejected sample lot at no cost to the City. PERMITS AND LICENSES The Contractor shall procure all permits and licenses, pay all charges, taxes and fees, and give all notices necessary and incidental to the due and lawful prosecution of the work. UTILITIES Contractor shall be responsible for coordinating any utility relocation necessary to the completion of the work. TEMPORARY TRAFFIC CONTROL The Contractor shall, at all times, conduct his work as to assure the least possible obstruction of traffic. The safety and convenience of the general public and the residents along the roadway and the protection of persons and property shall be provided for by the contractor as specified in the State of Georgia, Department of Transportation Standard Specifications Sections 104.05, 107.09 and 150. Traffic whose origin and destination is within the limits of the project shall be provided ingress and egress at all times unless otherwise specified by the City. The ingress and egress include entrances and exits VIA driveways at various properties, and access to the intersecting roads and streets. The Contractor shall maintain sufficient personnel and equipment (including flaggers and traffic control signing) on the project at all times, particularly during inclement weather, to ensure that ingress and egress are safely provided when and where needed. QR 19-PW06 Two-way traffic shall be maintained at all times unless otherwise specified or approved by the City. In the event of an emergency situation, the Contractor shall provide access to emergency vehicles and/or emergency personnel through or around the construction area. Any pavement damaged by such an occurrence will be repaired by the Contractor at no additional cost to the City. The Contractor shall furnish, install and maintain all necessary and required barricades, signs and other traffic control devices in accordance with the latest MUTCD and GDOT specifications, and take all necessary precautions for the protection of the workers and safety of the public. All existing signs, markers and other traffic control devices removed or damaged during construction operations will be reinstalled or replaced at the Contractor's expense. At no time will Contractor remove regulatory signing which may cause a hazard to the public. The Contractor shall, within 24 hours place temporary pavement markings (paint or removable tape) matching existing pavement markings on milled or patched pavements. The Contractor shall provide four (4) variable message boards to be placed at the direction of the City. All personnel and equipment required for maintaining temporary traffic control, public convenience and safety will not be paid for separately and shall be incidental to other pay items. PROTECTION AND RESTORATION OF PROPERTY AND LANDSCAPE The Contractor shall be responsible for the preservation of all public and private property, crops, fish ponds, trees, monuments, highway signs and markers, fences, grassed and sodded areas, etc. along and adjacent to the highway, road or street, and shall use every precaution necessary to prevent damage or injury thereto, unless the removal, alteration, or destruction of such property is provided for under the contract. No stone or asphalt chunks shall be left in the right-of-way and topsoil shall be placed in all disturbed areas before grassing. Contractor is responsible for ensuring that all permanent grassing shall match the existing grassing. When or where any direct or indirect damage or injury is done to public or private property by or on account of any act, omission, neglect or misconduct in the execution of the work, or in consequence of the non -execution thereof by the contractor, he shall restore, at his/her own expense, such property to a condition similar or equal to that existing before such damage or injury was done, by repairing, rebuilding or otherwise restoring as may be directed, or she/he shall make good such damage or injury in an acceptable manner. The contractor shall correct all disturbed areas before retainage will be released. QR 19-PW06 BITUMINOUS TACK COAT This work shall consist of the placement of bituminous tack on all areas. The cost of bituminous tack shall be included in the cost of asphalt. Bituminous tack is not measured as a separate pay item. NTSS-1 HM trackless tack or equivalent shall be used. All surfaces shall be cleaned completely and thoroughly before any tack is applied. Tack shall not be applied when the pavement is wet. Bituminous tack coat shall be applied between .05 to 0.1 gallons per square yard. PAVEMENT MIX DESIGN The plant mix materials from which the asphaltic pavement is manufactured and the plant at which it is manufactured shall meet the requirements of the State of Georgia Department of Transportation (GDOT), Standard specifications, Articles 820; 802; 883; 831; 828; and 882. Plant mix shall have 5% AC at the minimum and RAP should shall not exceed 20% of the mix. Load tickets that meet Georgia Department of Transportation Specifications must accompany all delivered materials. The Contractor must supply copies of all asphalt tickets to the City on a daily basis. The most current version of the GDOT Specifications and Special Provisions apply, including but not limited to sections 400 (including off -system Special Provision). Please refer to the GDOT website for the most current versions of the Specifications and Special Provisions. CONCRETE SIDEWALKS AND ADA RAMPS This work shall consist of the replacing 5' sidewalk and ADA compliant ramps. The Contractor will install the new sidewalk in accordance with GDOT Standard Specifications Sections, Article 441. Ramps will be constructed in accordance to GDOT detail A3 that replaces GA Standard 9031 W and must meet Federal ADA standards with regard to slope and grade and shall be constructed using 3000 psi concrete (class A). The Contractor shall inspect the locations specified in the bid to determine the extent of work necessary to construct or upgrade each ramp. The Contractor is to select the ramp type to be used based on the site conditions and configuration of existing sidewalk present unless specifically indicated. In some circumstances the Contractor can install detectable warning panels if existing ramps are constructed to at the proper grade and slope. Expansion joints shall be placed at an interval of 40 feet on center throughout the sidewalk length and at all interfaces with existing sidewalk or structures. QR 19-PW06 I1 The surface of the sidewalk and subgrade shall not exceed a cross slope of 2%. This slope shall be directed to the street unless otherwise directed by the City. The forms shall be made of steel or wood to insure the accurate maintenance of lines and grades. Flexible strips may be used where necessary on curves. After forms are completely set in place the Contractor shall have the forms inspected by the City prior to pouring concrete. All new concrete sidewalks shall be a minimum of 4 inches thick and shall meet the GDOT specifications for Portland Cement Concrete. The subgrade shall be thoroughly moistened, and the concrete shall be deposited to the proper depth. The concrete along the edges of the forms shall be well spaded against the forms and the concrete shall be struck off until all voids are removed, and the surface has the required grade and cross section. The surface shall be struck off with a straight edge, floated and troweled just enough to produce a smooth dense surface, free from irregularities. Brushing crosswise with a fine hare brush or broom is required to produce a non -slip surface. All joints and edges shall be rounded to a radius of one-quarter (1 /4) inch with an approved finishing tool. The City reserves the right to reject any sidewalk segments not finished in accordance with these standards or finished in a professional and workmanlike manner. All sidewalk sections that are rejected by the City shall be removed and replaced by the Contractor at no additional charge. The Contractor is responsible for protecting the sidewalk from the elements, travel and vandalism. After the concrete has set sufficiently, but not more than three (3) days, the forms shall be removed, and the spaces shall be backfilled with topsoil. The area between the sidewalk and the curb shall be graded to slope toward the curb and allow drainage to flow toward the curb after sod installation. The removal and disposal of existing curb and other concrete to construct or upgrade each ramp and construct sidewalk along with any clearing, grubbing, tree and shrub trimming or removal that impacts construction shall be considered incidental. EROSION AND SEDIMENT CONTROL The Contractor will provide suitable erosion and sediment control measures so as to prevent sediment from leaving the site. Maintenance of erosion and sediment control measures is required at all times. The contractor shall have certified erosion and sediment control personnel on site at all times. All NPDES, GSWCC and City of Milton guidelines should be followed. QR 19-PW06 All erosion and sediment control work shall be performed in accordance with the standards provided in the Georgia Manual for Erosion and Sediment Control in Georgia, latest edition. Provide a single row of Type C silt fence along the down slope side of all disturbed areas. All barriers shall be in place prior to any land disturbing activities. Silt fences and hay bale barriers shall be cleaned or replaced and maintained in functional condition until permanent erosion control measures are established. All silt fences and other temporary measures will be removed by the contractor/developer when the site is stable. Silt fence fabric shall be comprised of Ga. Department of Transportation qualified products Section 171, type "A", for silt fence fabric Temporary vegetation and/or heavy mulch will be used to stabilize areas. In no case shall a site be left bare for more than fourteen (14) days. No clearing beyond the limits of disturbance shown on the approved plans shall be allowed without approval. Provide a minimum of inch of mulching, temporary and permanent seeding of all other disturbed areas. SAFETY REQUIREMENTS The Contractor shall be responsible for the entire site and the construction of the same and provide all the necessary protections as required by laws or ordinances governing such conditions and as required by the Owner or Designer. He/she shall be responsible for any damage to the Owner's property or that of others on the job, by himself/herself, his/her personnel or his/her subcontractors, and shall make good such damages. He/she shall be responsible for and pay for any claims against the Owner arising from such damages. The Contractor shall provide all necessary safety measures for the protection of all persons on the work. Contractor shall clearly mark or post signs warning of hazards existing and shall barricade excavations and similar hazards. He/she shall protect against damage or injury resulting from falling materials and he/she shall maintain all protective devices and signs throughout the progress of the work. CODES. PERMITS AND INSPECTIONS The Contractor shall obtain the required permits, if required, give all notices, and comply with all laws, ordinances, codes, rules and regulations bearing on the QR 19-PW06 I = conduct of the work under this contract. If the Contractor observes that the drawings and specifications are at variance therewith, he shall promptly notify the City in writing. If the Contractor performs any work knowing it to be contrary to such laws, ordinances, codes, rules and regulations, and without such notice to the City, he shall bear all cost arising there from. The Contractor shall obtain a building demolition permit from the city and provide all required documentation to obtain the permit but will not be charged the permit fee and shall not include that fee in the base bid. The Contractor is responsible for obtaining all required inspections. CLEANUP All restoration and clean-up work shall be performed daily. Operations shall be suspended if the contractor fails to accomplish restoration and clean-up within an acceptable period of time. Asphalt and other debris shall be removed from gutters, sidewalks, yards, driveways, etc. Failure to perform clean-up activities may result in suspension of the work. MILTON. ESTABLISHED 2006 [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] QUALIFICATIONS SIGNATURE AND CERTIFICATION I certify that this offer is made without prior understanding, agreement, or connection with any corporation, firm, or person submitting a proposal for the same materials, supplies, equipment, or services and is in all respects fair and without collusion or fraud. I understand collusive bidding is a violation of State and Federal Law and can result in fines, prison sentences, and civil damage awards. I agree to abide by all conditions of the proposal and certify that I am authorized to sign this proposal for the proposer. I further certify that the provisions of the Official Code of Georgia Annotated, including but not limited to Title 32, Chapter 4, Article 4, Part 2 and Sections 45-10-20 et seq. have not been violated and will not be violated in any respect. Authorized Signature Date Print/Type Name Print/Type Company Name Here CORPORATE CERTIFICATE I, , certify that I am the Secretary of the Corporation named as Contractor in the foregoing bid; that who signed said bid in behalf of the Contractor, was then (title) of said Corporation; that said bid was duly signed for and in behalf of said Corporation by authority of its Board of Directors, and is within the scope of its corporate powers; that said Corporation is organized under the laws of the State of This (Signature) day of 20 QR 19-PW06 MILTON* ESTABLISHED 2006 [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] LIST OF SUBCONTRACTORS I do , do not , propose to subcontract some of the work on this project. I propose to Subcontract work to the following subcontractors: Company Name: •' 1. 25 HOOMEEOFF' ILTM OPSIAKI'SI ' Hnz(X)„ [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] STATE OF GEORGIA CITY OF MILTON CONTRACTOR AFFIDAVIT AND AGREEMENT By executing this affidavit, the undersigned contractor verifies its compliance with O.C.G.A. § 13- 10-91, stating affirmatively that the individual, firm, or corporation which is engaged in the physical performance of services on behalf of the City of Milton has registered with, is authorized to use and uses the federal work authorization program commonly known as E -Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91. Furthermore, the undersigned contractor will continue to use the federal work authorization program throughout the contract period and the undersigned contractor will contract for the physical performance of services in satisfaction of such contract only with subcontractors who present an affidavit to the contractor with the information required by O.C.G.A. § 13-10-91(b). Contractor hereby attests that its federal work authorization user identification number and date of authorization are as follows: eVerify Number Date of Authorization Name of Contractor Miscellaneous Road Proiects Name of Project City of Milton, Georgia Name of Public Employer I hereby declare under penalty of perjury that the foregoing is true and correct. Executed on , 201_ in (city), (state). Signature of Authorized Officer or Agent Printed Name and Title of Authorized Officer or Agent SUBSCRIBED AND SWORN BEFORE ME ON THIS THE DAY OF 201_. NOTARY PUBLIC [NOTARY SEAL] My Commission Expires: QR 19-PW06 I • MILTO�T* ESTABLISHED 2006 [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] BID SCHEDULE 508 Branyan Trail (Dollar Amount in Numbers) (Company Name) (Signature) (Printed Name) 13805 Belleterre Drive (Dollar Amount in Numbers) (Company Name) (Signature) (Printed Name) QR 19-PW06 I LTO ESTABLISHED 2006 13770 Belleterre Dr' (Dollar Amount in Numbers) (Company Name) (Signature) (Printed Name) Total Bid Price $ Print Total Bid Price Fill out the price for each individual location, then add the three prices for the Total Bid Price. Number of days to fully complete project (exclude weather related days) In compliance with the attached Specification, the undersigned offers and agrees that if this Bid is accepted, by the City Council within One Hundred and Twenty (120) days of the date of Bid opening, that he will furnish any or all of the Items upon which Prices are quoted, at the Price set opposite each Item, delivered to the designated point(s) within the time specified in the Bid Schedule. COMPANY ADDRESS AUTHORIZED SIGNATUR PRINT / TYPE NAME TITLE QR 19-PW06 I M [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] DISCLOSURE FORM This form is for disclosure of campaign contributions and family member relations with City of Milton officials/employees. Please complete this form and return as part of your bid package when it is submitted. Name of Bidder Name and the official position of the Milton Official to whom the campaign contribution was made (Please use a separate form for each official to whom a contribution has been made in the past two (2) years.) List the dollar amount/value and description of each campaign contribution made over the past two (2) years by the Applicant/Opponent to the named Milton Official. Amount/Value Description Please list any family member that is currently (or has been employed within the last 9 months) by the City of Milton and your relation: QR 19-PW06 I = SCHEDULE OF EVENTS FOR REFERENCE ONLY - DO NOT SUBMIT WITH BID RESPONSE Event: Release of Informal Bid Deadline for Written Questions Date: February 21, 2019 February 28, 2019 @ 5:00 PM *Questions may be emailed to: bids @cityofmiltonga. us or submitted electronically via Milton's BidNet procurement portal/platform at www.cityofmilton_gaus City of Milton Addendum (on or about) March 5, 2019 (Official answers to questions and potential changes to ITB. Addendum will be posted at the same web locations as the ITB) Bids due: March 11, 2019 @ 5:OOPM **Bids may be emailed to: bids@cityofmiltonga.us or submitted electronically via Milton's BidNet procurement portal/platform at www.cityofmilton_ga.us If you have registered with the City of Milton as a vendor via BidNet procurement portal/platform, or are already a member of the Georgia Purchasing Group, you may submit your questions and bid online at www.cityofmiltonqa.us via the BidNet procurement portal/platform. If you are not a registered vendor/member you may email your questions and bid to bids@cityofmiltonaa.us . We encourage you to register with us as a vendor. There is no cost to join, and you will be notified of any potential bid opportunities with the City of Milton as well as other agencies who are part of the Georgia Purchasing Group. Contract Award (On/about) April 8, 2019 Notice to Proceed Issued (On/about) April 9, 2019 QR 19-PW06 1 "EXHIBIT E" M.1 LTA_ N.*t ESTABLISHED 2006 [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] BID BOND CITY OF MILTON, GEORGIA BIDDER (Name and Address): Tople Construction and Engineering, Inc. - 792 D.L. Hollowell Pkwy. NW, Atlanta, GA 30318 SURETY (Name and Address of Principal Place of Business): The Guarantee Company of North America USA - One Towne Square, Suite 1470, Southfield, MI 48076 OWNER (hereinafter referred to as the "City" (Name and Address): City of Milton, Georgia ATTN: Purchasing Office 2006 Heritage Walk Milton, Georgia 30004 BID BID DUE DATE: March 11, 2019 PROJECT (Brief Description Including Location): Bid #QR19-PW06 - Miscellaneous Road Projects - 508 Branyan Trail (Manhole), 13805 Belleterre Drive (Manhole), 13370 Belleterre Drive (Sidewalk) BOND BOND NUMBER: NIA DATE (Not later that Bid due date): March 11, 2019 PENAL SUM: Five Percent of Bid Amount - - - - - - - - - - - - - - - - 5% of Bid Amount (Words) (Figures) IN WITNESS WHEREOF, Surety and Bidder, intending to be legally bound hereby to the City, subject to the terms printed below or on the reverse side hereof, do each cause this Bid Bond to be duly executed on its behalf by its authorized officer, agent or representative. BIDDER SURETY The Guarantee Company of North To le Cory,8truction and Engineering, Inc. (Seal) America USA (Seal) Bidder' Nomeend Corporate Seal Surety's NameUandCrporate Seal By1'L'i �Q By: ! 1�F�-- natur nd Title: J Signature and Title: Leslie A. Paulsen, Attorney -In -Fact (Attach Power of Attorney) Attest:`� �M � �- Aam to • Ai Mu* Attest:�__ Signature and Title: Signat and Titl . Krystle Sharp, B nd Assistant QR 19-PW06 THE The Guarantee Company of North America USA r• Southfield, Michigan NOW ALL BY THESE PRESENTS: That THE GUARANTEE COMPANY OF NORTH AMERICA USA, a corporation organized and existing under the laws of the State of Michigan, having its principal office in Southfield, Michigan, does hereby constitute and appoint Christopher Wortham, Leslie A. Paulsen, Shirley Coleman, Derek Wortham H & H Insurance Services, Inc. its true and lawful attorney(s)-in-fact to execute, seal and deliver for and on its behalf as surety, any and all bonds and undertakings, contracts of indemnity and otherwritings obligatory in the nature thereof, which are ormay be allowed, required or permitted by law, statute, rule, regulation, contract or otherwise. The execution of such instrument(s) in pursuance of these presents, shall be as binding upon THE GUARANTEE COMPANY OF NORTH AMERICA USA as fully and amply, to all intents and purposes, as if the same had been duly executed and acknowledged by its regularly elected officers at the principal office. The Power of Attorney is executed and may be certified so, and may be revoked, pursuant to and by authority of Article IX, Section 9.03 of the By -Laws adopted by the Board of Directors of THE GUARANTEE COMPANY OF NORTH AMERICA USA at a meeting held on the 3151 day of December, 2003, The President, or any Vice President, acting with any Secretary or Assistant Secretary, shall have power and authority: 1. To appoint Attorney(s)-in-fact, and to authorize them to execute on behalf of the Company; and attach the Seal of the Company thereto, bonds and undertakings, contracts of indemnity and other writings obligatory in the nature thereof; and 2. To revoke, at any time, any such Attorney-in-fact and revoke the authority given, except as provided below 3. In connection with obligations in favor of the Florida Department of Transportation only, it is agreed that the power and authority hereby given to the Attorney -in -Fact includes any and all consents for the release of retained percentages and/or final estimates on engineering and construction contracts required by the State of Florida Department of Transportation. It is fully understood that consenting to the State of Florida Department of Transportation making payment of the final estimate to the Contractor and/or its assignee, shall not relieve this surety company of any of its obligations under its bond. 4. In connection with obligations in favor of the Kentucky Department of Highways only, it is agreed that the power and authority hereby given to the Attorney -in -Fact cannot be modified or revoked unless prior written personal notice of such intent has been given to the Commissioner — Department of Highways of the Commonwealth of Kentucky at least thirty (30) days prior to the modification or revocation. Further, this Power of Attorney is signed and sealed by facsimile pursuant to resolution of the Board of Directors of the Company adopted at a meeting duly called and held on the 6th day of December 2011, of which the following is a true excerpt: RESOLVED that the signature of any authorized officer and the seal of the Company may be affixed by facsimile to any Power of Attorney or certification thereof authorizing the execution and delivery of any bond, undertaking, contracts of indemnity and other writings obligatory in the nature thereof, and such signature and seal when so used shall have the same force and effect as though manually affixed. IN WITNESS WHEREOF, THE GUARANTEE COMPANY OF NORTH AMERICA USA has caused this' instrument to be signed and .. nNTCe its corporate seal to be affixed by its authorized officer, this 1 st day of March, 2018. 9r' c%� THE GUARANTEE COMPANY OF NORTH AMERICA USA y�r%f A1a6F F r. �53`r1", /-- STATE OF MICHIGAN Stephen C. Ruschak, President & Chief Operating Officer Randall Musselman, Secretary County of Oakland On this 1st day of March, 2018 before me came the individuals who executed the preceding instrument, to me personally known, and being by me duly sworn, said that each is the herein described and authorized officer of The Guarantee Company of North America USA; that the seal affixed to said instrument is the Corporate Seal of said Company; that the Corporate Seal and each signature were duly affixed by order of the Board of Directors of said Company. Cynthia A. Takai IN WITNESS WHEREOF, I have hereunto set my hand at The Guarantee �� Notary Public, State of Michigan Company of North America USA offices the day and year above written. County of Oakland �1 My Commission Expires February 27, 2024 Acting in Oakland County I, Randall Musselman, Secretary of THE GUARANTEE COMPANY OF NORTH AMERICA USA, do hereby certify that the above and foregoing is a true and correct copy of a Power of Attorney executed by THE GUARANTEE COMPANY OF NORTH AMERICA USA, which is still in full force and effect. VJQ�puTcet IN WITNESS WHEREOF, I have thereunto set my hand and attached the seal of said Company this. l ith day of March 2019 r �RrHAhl6�� Randall Musselman, Secretary f in compliance with your Bid, the undersigned, hereinafter termed the Bidder, proposes to enter into a Contract with the City of Milton, Georgia, to provide the necessary machinery, tools, apparatus, other means of construction, and all materials and labor specified in the Contract Documents or as necessary to complete the Work in the manner therein specified within the time specified, as therein set forth, for: QR 1® Miscellaneous Road P[9Lqcts.- 508 Branyan Trail - Manhole 13805 BelleterreDrive - Manhole 13370 Belleterre Drive- Sidewalk The Bidder has carefully examined and fully understands the Contract, Specifications, and other documents hereto attached, has made a personal examination of the Site of the proposed Work, has satisfied himself as to the actual conditions and requirements of the Work, and hereby proposes and agrees that if his bid is accepted, he will contract with the City of Milton in full conformance with the Contract Documents. It is the intent of this Bid to include all items of construction and all Work called for in the Specifications, or otherwise a part of the Contract Documents. In accordance with the foregoing, the undersigned proposes to furnish and construct the items Fisted in the attached Bid schedule for the unit prices stated. The Bidder agrees that the cost of any work performed, materials furnished, services provided, or expenses incurred, which are not specifically delineated in the Contract Documents but which are incidental to the scope, intent, and completion of the Contract, shall be deemed to have been included in the prices bid for the various items scheduled. The Bidder further proposes and agrees hereby to promptly commence the QR 19-PWO6 MILTON It ESTABLISHED 2006 [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] QUALIFICATIONS SIGNATURE AND CERTIFICATION I certify that this offer is made without prior understanding, agreement, or connection with any corporation, firm, or person submitting a proposal for the same materials, supplies, equipment, or services and is in all respects fair and without collusion or fraud. I understand collusive bidding is a violation of State and Federal Law and can result in fines, prison sentences, and civil damage awards. I agree to abide by all conditions of the proposal and certify that I am authorized to sign this proposal for the proposer. I further certify that the provisions of the Official Code of Georgia Annotated, including but not limited to Title 32, Yhapter 4, Article 4, Part 2 and Sections 45-10-20 et seq. have not been violated and wi not b�-violated in any respect. Authorized Signature - % 'GCr= /oi ��Date �� Print/Type Nam Print/Type Company Name Here_ \ DWE CORPORATE CERTIFICATE I, �'11�1fliMlr�b� , certify that I am the Secretary of the Corporation named as Contractor's the foregoing bid; that who signed said bid in behalf of the Contractor, was then title of said Corporation; that said bid was duly signed for and in behalf of said Corporation by authority of its Board of Directors, and is within the scope of its corporate powers; that said Corporation is organized under the laws of the State of p� This Ion day of , 20 (Seal) i n Lure) QR 19-PW06 I = MILTON'� ESTABLISHED 2006 [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] LIST OF SUBCONTRACTORS I do __` _, do not , propose to subcontract some of the work on this project. I propose to Subcontract work to the following subcontractors: Company Name: -P QR QR 19-PW06 I = ROME OF 'THE BEST OIAfTT OF LIFE IN GEORGIA' M I LT0N*- ESTABLISHED 2DD6 [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] STATE OF GEORGIA CITY OF MILTON CONTRACTOR AFFIDAVIT AND AGREEMENT By executing this affidavit, the undersigned contractor verifies its compliance with O.C.G.A. § 13- 10-91, stating affirmatively that the individual, firm, or corporation which is engaged in the physical performance of services on behalf of the City of Milton has registered with, is authorized to use and uses the federal work authorization program commonly known as E -Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91. Furthermore, the undersigned contractor will continue to use the federal work authorization program throughout the contract period and the undersigned contractor will contract for the physical performance of services in satisfaction of such contract only with subcontractors who present an affidavit to the contractor with the information required by O.C.G.A. § 13-10-91(b). Contractor hereby attests that its federal work authorization user identification number and date of authorization are as follows: -Nx-10 \ eVerify Number O'�s -1.3 -- aO Date of Authorization N— a of Contractor Miscellaneous Road Proiects Name of Project City of Milton, Georaia Name of Public Employer I hereby declare under penalty of perjury that the foregoing is true and correct. Executed on L-4\ . -1 , 201g in 0,j NV- , (city), C C7t _ (state). S1gn�11e of Authoriz d Officer or Agent Printed Name and Title of Authorized Officer or Agent SUBSCRIB�AND SWORN BEFORE ME ON THIS THE 1r_ DA1_OF IL 201 \ n NOTARY �que iG ounty State of Georgia My Co , 2021 My Commission Expires: QR 19-PW06 I = M1 LTON ESTABLISHED 7006 [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] BID SCHEDULE 508 Branyan Trail - — $ q boo 00 (Dollar Amount in Numbers) !� 'or ►� �� 'fir rvc C {Co any Name) (Signgf6r,e) WL �• 1 (Printed Namb) (Dollar Amount in Numbers) C (Co any Nar ) 17 i Sig atL, ) L.0•' (Printed N me) QR 19-PW06 I = Mi LTON, 4 ESTABLISHED 2006 $ �� 001 o"D (Dollar Amount in Numbers) (Com any Name . r' igna u (Printed Namd) Total Bid Price $ `� ► Q L1 �� �� Print Total Bid Pricex&I-DA \)U-\4,A:r-e c\- Fill i Fill out the price for each individual location, then add the three prices for the Total Bid Price. Number of days to fully complete project (exclude weather related days) HS In compliance with the attached Specification, the undersigned offers and agrees that if this Bid is accepted, by the City Council within One Hundred and Twenty (120) days of the date of Bid opening, that he will furnish any or all of the Items upon which Prices are quoted, at the Price set opposite each Item, delivered to the designated point(s) within the time specified in the Bid Schedule. 104 ADDRESS--I9O� ( o(W Wm AUTHORIZED SIGNATURE/4"M PRINT / TYPE NAME LA L --213-'*— TITLE �'C�l�`�\ d�K— QR 19-PW06 I= [BIDDERS MUST RETURN THIS FORM WITH BID RESPONSE] DISCLOSURE FORM This form is for disclosure of campaign contributions and family member relations with City of Milton officials/employees. Please complete this form and return as part of your bid package when it is submitted. Name of B i d d e rMDJ e iS,C'�U U,\ Name and the official position of the Milton Official to whom the campaign contribution was made (Please use a separate form for each official to whom a contribution has been made in the past two (2) years.) List the dollar amount/value and description of each campaign contribution made over the past two (2) years by the Applicant/Opponent to the named Milton Official. Amount/Value Description �-k Nrk\ Please list any family member that is currently (or has been employed within the last 9 months) by the City of Milton and your relation: QR 19-PWO6 I = Work with adequate forces and equipment within ten (10) calendar days from receipt of Notice to Proceed and to complete all Work within thirty (30) calendar days from the Notice to Proceed. If weather affects the required completion schedule, The City and selected Bidder will negotiate a new completion date. Attached hereto is an executed Bid Bond in the amount of $2,280.00 Dollars ($ (Five Percent of Amount Bid). If this bid shall be accepted by the City of Milton and the undersigned shall fail to execute a satisfactory contract in the form of said proposed Contract, and give satisfactory Performance and Payment Bonds, or furnish satisfactory proof of carriage of the insurance required within ten days from the date of Notice of Award of the Contract, then the City of Milton may, at its option, determine that the undersigned abandoned the Contract and there upon this bid shall be null and void, and the sum stipulated in the attached Bid Bond shall be forfeited to the City of Milton as liquidated damages. Bidder acknowledges receipt of the following addenda: AddendK No. Date viewed Bidder further declares that the full name and resident address of Bidder's Principal is as follows: Signed, sealed, and dated this \ \��day of 20 Bidder' MV- i�DY��iY IY�(Seal) Company Name Bidder Mailing Address: -16)a �or�� id l �4v1 l cur l _P 3A -?z►Z Signature: Print Name: UR-Ck-\ 0. AJ(\\R Title:�YIZS'��� QR 19-PW06 I = A ®. CERTIFICATE F LIABILITY ILIT INS DATE (MM/DDIYYYY) 03/19/2019 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. IMPORTANT. If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must have ADDITIONAL INSURED provisions or be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). PRODUCER CONTACT Lindsey Snyder NAME: Hamby & Aloisio Inc. (PA No Ext): (770) 551-3270 AIC No): (770) 551-3289 E-MAIL lindsey@hains.com ADDRESS: 53 Perimeter Center East #400 INSURER(S) AFFORDING COVERAGE NAIC # INSURERA: Ohio Security Insurance Co. 24082 Atlanta GA 30346 INSURED. INSURER B : Ohio Casualty 24074 Tople Construction & Engineering, Inc. INSURERC: Philadelphia Indemnity Ins v4 1 INSURER D: 792 Donald Lee Hollowell Parkway INSURER E: INSURER F: Atlanta GA 30318 COVERAGES CERTIFICATE NUMBER: 19-20 Master REVISION NUMBER: THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAYBE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. 1NSR LTR TYPE INSURANCEADDLSUBR INSD WVD POLICYNUMBER POLICY EFF MMIDDIYYYY POLICY EXP MMIDDIYYYY LIMITS X COMMERCIAL GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 CLAIMS -MADE ® OCCUR DAMAGE300,000 PREMISES Ea occurrence $ MED EXP (Any one person) $ 15,000 PERSONAL &ADV INJURY $ 1,000,000 A Y Y BKS57801414 03/08/2019 03/08/2020 GEN'LAGGREGATE LIMITAPPLIES PER: GENERAL AGGREGATE $ 2,000,000 X POLICY E PROJECT F—]LOG PRODUCTS -COMPIOPAGG $ 2,000;000 $ OTHER: AUTOMOBILE LIABILITY COMBINED SINGLE LIMIT Ea accident $ 1,000,000 BODILY INJURY (Per person) $ X ANYAUTO A OWNED SCHEDULED AUTOS ONLY AUTOS Y Y BAS5780.1414 03/08/2019 03/08/2020 BODILY INJURY (Per accident) $. PROPERTY DAMAGE $ Per acciden,) X HIRED NON -OWNED AUTOS ONLY X AUTOS ONLY Medical Expenses $ 5,000 X UMBRELLA LIAB Ll OCCUR EACH OCCURRENCE $ 5,000;000 AGGREGATE. $. 5.,000,000 B EXCESS LIAB X1 CLAIMS -MADE Y Y US057801414. 03/08/2019 03/08/2020 DED I X RETENTION $ 10,000 $ A WORKERS COMPENSATION AND EMPLOYERS' LIABILITY YIN ANY PROPRIETOR/PARTNER/EXECUTIVE Y OFFICER/MEMBER EXCLUDED? (Mandatory In NH) N /.A Y XWS57801414 07/01/2018 07/01/2019 X STATUTE _fi_R_H_ E.L. EACH ACCIDENT $ 1,000;000 E.L.. DISEASE - EA EMPLOYEE $ 1,000,000 Ir yes, oeacnoe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $ 1,000,000 Limit $1,000,000 C Employment Practices Liability PHSD1315139 03/08/2019 03/08/2020 Deductible $2,500 DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES (ACORD 101, Additional Remarks Schedule, may be attached if more space is required) For Informational Purposes Only. RE: City of Milton - Miscellaneous Projects L,r-M 1 11-11-Ak 1 M MVLUCM UTANUMLLW 1 IVIV SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN City of Milton ACCORDANCE WITH THE POLICY PROVISIONS. 2006 Heritage Walk AUTHORIZED REPRESENTATIVE Milton GA 30004(0 ACORD 25 (2016/03) (c}1988-2015 ACORD The ACORD name and logo are registered marks of ACORD rights reserved See Exhibits. "A" and "B" Bond No. 60167642 1 �" '" 19U110304 KNOW ALL MEN BY THESE PRESENTS THAT Tople Construction and Engineering, Inc. ("Principal"), and The Guarantee Company of North America USA ("Contractor's Surety"), are held and firmly bound unto City of Milton, Georgia ( "City"), for the use and benefit of the City, in the sum of Forty-five Thousand Six Hundred Dollars ($45,600.00), lawful money of the United States of America, for the payment of which the Principal and the Contractor's Surety bind themselves, their heirs, executors, administrators, successors and assigns, jointly and severally, firmly by these presents. WHEREAS, the Principal has entered, or is about to enter, into a certain written agreement with the City for the construction of a project known as Miscellaneous Road Projects: 508 Branyan Trail — Manhole, 13805 Belleterre Drive — Manhole, and 13370 Belleterre Drive — Sidewalk (hereinafter referred to as "the Project"), which agreement is incorporated herein by reference in its entirety (hereinafter referred to as the "Agreement") NOW THEREFORE, the conditions of this obligation are as follows: 1. That if the Principal shall fully and completely perform each and all of the terms, provisions and requirements of the Agreement, including and during the period of any warranties or guarantees required thereunder, and all modifications, amendments, changes, deletions, additions, and alterations thereto that may hereafter be made, and if the Principal and the Contractor's Surety shall indemnify and hold harmless the City from any and all losses, liability and damages, claims, judgments, liens, costs and fees of every description, including but not limited to, any damages for delay, which the City may incur, sustain or suffer by reason of the failure or default on the part of the Principal in the performance of any and all of the terms, provisions, and requirements of the Agreement, including all modifications, amendments, changes, deletions, additions, and alterations thereto, and any warranties or guarantees required thereunder, then this obligation shall be void; otherwise to remain in full force and effect, 2. In the event of a failure of performance of the Agreement by the Principal, which shall include, but not be limited to, any breach or default of the Agreement: a. The Contractor's Surety shall commence performance of its obligations and undertakings under this Bond no later than thirty (30) calendar days after written notice from the City to the Contractor's Surety; and b.. The means, method or procedure by which the Contractor's Surety undertakes to perform its obligations under this Bond shall be subject to the advance written approval of the City. The Contractor's Surety hereby waives notice of any and all modifications, omissions, additions, changes, and advance payments or deferred payments in or about the Agreement, and agrees that the obligations undertaken by this Bond shall not be impaired in any manner by reason of any such modifications, omissions, additions, changes, and advance payments or deferred payments. The Parties further expressly agree that any action on this Bond may be brought within the time allowed by Georgia law for suit on contracts under seal. IN WITLESS WHEREOF, the Principal and Contractor's Surety have hereunto affixed their corporate seals and caused this obligation to be signed by their duly authorized officers or attorneys -in -fact, as set forth below. [SIGNATURES ON FOLLOWING PAGE] CONTRACTOR ("Principal"): Tople Construction and Engineering, Inc. By: ' LP '/�, °signature) Title: Attest: Date: r (signature) ( 1V4 �S-ea VJP �A�6 (print) Title: Av�\ Il. Date:u CONTRACTOR'S SURETY: The Guarantee Company of North America USA By: �.�-'� \ ature)- Leslie A. Paulsen (print) Title: Attorney -In -Fact Attest: Date: �s (signature) Krystle Sharp (print) Title: Bond Assistant Date: q__22. (q( 2-2, ( t (ATTACH SURETY'S POWER OF ATTORNEY) THE The Guarantee Company of North America USA Southfield, Michigan NOW ALL BY THESE PRESENTS: That THE GUARANTEE COMPANY OF NORTH AMERICA USA, a corporation organized and existing under the laws of the State of Michigan, having its principal office in Southfield; Michigan; does hereby constitute and appoint Christopher Wortham, Leslie A. Paulsen, Shirley Coleman, Derek Wortham H & H Insurance Services, Inc. its true and lawful attorneys) -in -fact to execute, seal and deliverfor and on its behalf as surety, any and all bonds and undertakings, contracts of indemnity and other writings obligatory in the nature thereof, which are or may be allowed, required or permitted by law, statute, rule, regulation, contract or otherwise. The execution of such instrument(s) in pursuance of these presents, shall be as binding upon THE GUARANTEE COMPANY OF NORTH AMERICA USA as fully and amply, to all intents and purposes, as if the same had been duly executed and acknowledged by its regularly elected officers at the principal office. The Power of Attorney is executed and may be certified so, and may be revoked, pursuant to and by authority of Article IX, Section 9.03 of the By -Laws adopted by the Board of Directors of THE GUARANTEE COMPANY OF NORTH AMERICA USA at a meeting held on the 315' day of December; 2003. The President, or any Vice President, acting with any Secretary or Assistant Secretary, shall have power and authority: 1. To appoint Attorney(s)-in-fact, and to authorize them to execute on behalf of the Company, and attach the Seal of the Company thereto, bonds and undertakings, contracts of indemnity and other writings obligatory in the nature thereof; and 2. To revoke, at any time, any such Attorney-in-fact and revoke the authority given,. except as provided below 3. In connection with obligations in favor of the Florida Department of Transportation only, it is agreed that the power and authority hereby given to the Attorney -in -Fact includes any and all consents for the release of retained percentages and/or final estimates on engineering and construction contracts required by the State of Florida Department of Transportation. It is fully understood that consenting to the State of Florida Department of Transportation making payment of the final estimate to the Contractor and/or its assignee, shall not relieve this surety company of any of its obligations under its bond. 4. In connection with obligations in favor of the Kentucky Department of Highways only, it is agreed that the power and authority hereby given to the Attorney -in -Fact cannot be modified or revoked unless prior written personal notice of such intent has been given to the Commissioner — Department of Highways of the Commonwealth of Kentucky at least thirty (30) days prior to the modification or revocation. Further, this Power of Attorney is signed and sealed by facsimile pursuant to resolution of the Board of Directors of the Company adopted at a meeting duly called and held on the 6th day of December 2011, of which the following is a true excerpt: RESOLVED that the signature of any authorized officer and the seal of the Company may be affixed by facsimile to any Power of Attorney or certification thereof authorizing the execution and delivery of any bond, undertaking, contracts of indemnity ,and other writings obligatory in the nature thereof, and such signature and seal when so used shall have the same force and effect as though manually affixed. IN WITNESSWHEREOF, THE GUARANTEE COMPANY OF NORTH AMERICA USA has caused this instrument to be signed and ') a9_g.r s its corporate seal to be affixed by its 'authorized officer, this 1 st day of March, 2018. U �a THE GUARANTEE COMPANY OF NORTH AMERICA USA STATE OF MICHIGAN Stephen C. Ruschak, President & Chief Operating Officer Randall Musselman, Secretary County of Oakland On this 1st day of March, 2018 before me came the individuals who executed the preceding instrument, to me personally known, and being by me duly sworn, said that each is the herein described and authorized officer of The Guarantee Company of North America USA; that the seal affixed to said instrument is the Corporate Seal of said Company; that the Corporate Seal and each signature were duly affixed by order of the Board of Directors of said Company.. x ,€ Cynthia A. Takai IN WITNESS WHEREOF, I have hereunto set my hand at The Guarantee Notary Public, State of Michigan Company of North America USA offices the day and year above written. r County of Oakland My Commission Expires February 27, 2024 A" Acting in Oakland County I, Randall Musselman, Secretary of THE GUARANTEE COMPANY OF NORTH AMERICA USA, do hereby certify that the above. and foregoing is"'a-true and correct copy of a Power of Attorney executed by THE GUARANTEE COMPANY OF NORTH AMERICA USA, which is still in full force and"effect m J�c+�"TEFIN WITNESS WHEREOF, I have thereunto set my hand and attached the seal of said Company this day of 201.9 o /c �ORh-r Ani La Randall Musselman, Secretary Bond No. 60167642 KNOW ALL MEN BY THESE PRESENTS THAT Tople Construction and Engineering, Inc_( "Principal"), and The Guarantee Company of North America USA ( "Contractor's Surety"), are held and firmly bound unto City of Milton, Georgia ( "City"), for the use and benefit of any "Claimant," as hereinafter defined, in the sum of Forty-five Thousand, Six Hundred Dollars ($45,600.00), lawful money of the United States of America, for the payment of which the Principal and the Contractor's Surety bind themselves, their heirs, executors, administrators, successors and assigns, jointly and severally, firmly by these presents. WHEREAS, the Principal has entered, or is about to enter, into a certain written agreement with the City for the construction of a project known as Miscellaneous Road Projects: 508 Branyan Trail — Manhole, 13805 Belleterre Drive — Manhole, and 13370 Belleterre Drive Sidewalk (hereinafter refereed to as "the Project"), which agreement is incorporated herein by reference in its entirety (hereinafter referred to as the "Agreement"). NOW THEREFORE, the condition of this obligation is such that if the Principal shall promptly make payment to any Claimant, as hereinafter defined, for all labor, services, and materials used or reasonably required for use in the performance of the Agreement, then this obligation shall be void; otherwise to remain in full force and effect. A "Claimant" shall be defined herein as any subcontractor, person, party, partnership, corporation, or other entity furnishing labor, services, or materials used or reasonably required for use in the performance of the Agreement, without regard to whether such labor, services, or materials were sold, leased, or rented, and without regard to whether such Claimant is or is not in privity of the Agreement with the Principal or any subcontractor performing Work on the Project. In the event of any claim made by the Claimant against the City, or the filing of a lien against the property of the City affected by the Agreement, the Contractor's Surety shall either settle or resolve the Claim and shall remove any such lien by bond or otherwise as provided in the Agreement. The Parties further expressly agree that any action on this Bond may be brought within the time allowed by Georgia law for suit on contracts under seal. IIT WITNESS WHEREOF, the Principal and Contractor's Surety have hereunto affixed their corporate seals and caused this obligation to be signed by their duly authorized officers, as set forth below. [SIGNATURES ON FOLLOWING PAGE] Attest: (signature) Title: AAN06A. a A-Cul� Date: 4--22 lq Attest: (signature) Krystle Sharp (printed) Title: Bond Assistant Date: 4 —ZZ CONTRACTOR: Tople Construction and Engineering, Inc. By: C ` y; (signature) i �C'� IQ�QYNIS�� (printed) Title: (SEAL) Date: CONTRACTOR'S SURETY: The Guarantee Company of North AmgEO--�suture) erica USA By: LA -0-4 Leslie A. Paulsen -(printed) Title: Attorney -In -Fact (SEAL) . Date: (ATTACH SURETY'S POWER OF ATTORNEY) NorthThe Guarantee Company of r, Southfield, Michigan NOW ALL BY THESE PRESENTS: That THE GUARANTEE COMPANY OF NORTH AMERICA USA, a corporation organized and existing under the laws of the State of Michigan, having its principal office in Southfield, Michigan, does hereby constitute and appoint Christopher Wortham, Leslie A. Paulsen, Shirley Coleman, Derek Wortham H & H Insurance Services, Inc. its true and lawful attorney(s)-in-fact to execute, seal and deliver for and on its behalf as surety, any and all bonds and undertakings, contracts of indemnity and other writings obligatory in the nature thereof, which are or may be allowed, required or permitted by law; statute, rule, regulation, contract or otherwise.. The execution of such instrument(s) in pursuance of these presents, shall be as binding upon THE GUARANTEE COMPANY OF NORTH AMERICA USA as fully and amply, to all intents and purposes, as if the same had been duly executed and acknowledged by its regularly elected officers at the principal office. The Power of Attorney is executed and may be certified so, and may be revoked, pursuant to and by authority of Article IX, Section 9.03 of the By -Laws adopted by the Board of Directors of THE GUARANTEE COMPANY OF NORTH AMERICA USA at a meeting held on the 31s' day of December, 2003. The President, or any Vice President, acting with any Secretary or Assistant Secretary, shall have power and authority: 1. To appoint Attorneys) -in -fact, and to authorize them to execute on behalf of the Company, and attach the Seal of the Company thereto, bonds and undertakings, contracts of indemnity and other writings obligatory in the nature thereof; and 2. To revoke, at anytime, any such Attorney-in-fact and revoke the authority given, except as provided below 3. In connection with obligations in favor of the Florida Department of Transportation only, it is agreed that the power and authority hereby given to the Attorney -in -Fact includes any and all consents for the release of retained percentages and/or final estimates on engineering and construction contracts required by the State of Florida Department of Transportation. It fully understood that consenting to the State of Florida Department of Transportation making payment of the final estimate to the Contractor and/or its assignee, shall not relieve this surety company of any of its obligations under its bond. 4. In connection with obligations in favor of the Kentucky Department of Highways only, it is agreed that the power and authority hereby given to the Attorney -in -Fact cannot be modified or revoked unless prior written personal notice of such intent has been given to the Commissioner — Department of Highways of the Commonwealth of Kentucky at least thirty (30) days prior to the modification or revocation. Further, this Power of Attorney is signed and sealed by facsimile pursuant to resolution of the Board of Directors of the Company adopted at a meeting duly called and held on the 6th day of December 2011, of which the following is a true excerpt: RESOLVED that the signature of any authorized officer and the seal of the Company may be affixed by facsimile to any Power of Attorney or certification thereof authorizing the execution and delivery of any bond, undertaking, contracts of indemnity and other writings obligatory in the nature thereof, and such signature and seal when so used shall have the same force and effect as though manually affixed. IN WITNESS WHEREOF, THE GUARANTEE COMPANY OF NORTH AMERICA USA has caused this instrument to be signed and UaONTEC, its corporate seal to be affixed by its authorized officer, this 1 st day of March, 2018. THE GUARANTEE COMPANY OF NORTH AMERICA USA J STATE OF MICHIGAN Stephen C. Ruschak, President & Chief Operating Officer Randall Musselman, Secretary County of Oakland On this 1st day of March, 2018 before me carne the individuals who executed the preceding instrument, to me personally known, and being by me duly sworn, said that each is the herein described and authorized officer of The Guarantee Company of North America USA; that the seal affixed to said instrument is the Corporate Seal of said Company; that the Corporate Seal and each signature were duly affixed by order of the Board of Directors of said Company. Cynthia A. Takai IN WITNESS WHEREOF, I have hereunto set my hand at The Guarantee Notary Public, State of Michigan Company of North America USA offices the day and year above written. County of Oakland My Commission Expires February 27, 2024 / Acting in Oakland County - I, Randall Musselman, Secretary of THE GUARANTEE COMPANY OF NORTH AMERICA USA, do hereby certify that the above,and foregoing is a true and correct copy of a Power of Attorney executed by THE GUARANTEE COMPANY OF NORTH AMERICA USA, which is.still in full force and effect. UJ.r+reeco� IN WITNESS WHEREOF, I have thereunto set my hand and attached the seal of said Company this day of 2019 TZ nn+G�"�P Randall Musselman, Secretary "EXHIBIT E" NONCOLLUSION AFFIDAVIT OF PRIME BIDDER STATE OF' :<OY'411 COUNTY OF�PU N -Co ilA(, being first duly sworn, deposes and says that: (1) He is 7wQS i d,2/1 (Owner, Partner, Officer, Representative, or Agent) of Tople Construction and Engineering, Inc (the `Bidder") that has submitted the attached Bid; (2) He is fully informed respecting the preparation and contents of the attached Bid and of all pertinent circumstances respecting such Bid; (3) Such Bid is genuine and is not a collusive of sham Bid; (4) Neither the said _Bidder nor any of its officers, partners, owners, agents, representatives, employees, or parties in interest, included in this affidavit, has in any way colluded, conspired, connived, or agreed, directly or indirectly, with any other Bidder, firm or person to submit a collusive or sham Bid in connection with the Contract for which the attached Bid has been submitted or to refrain from bidding in connection with such Contract, or has in any manner, directly or indirectly, sought by agreement or collusion or communication or conference with any other Bidder, firm or person to fix the price or prices in the attached Bid or of any other Bidder, or to fix any overhead, profit or cost element of the Bid price of any other Bidder or to secure through any collusion, conspiracy, connivance, or unlawful agreement any advantage against the City of Milton or any person interested in the proposed Contract; and, (5) The price or prices quoted in the attached Bid are fair and proper and are not tainted by any collusion, conspiracy, connivance, or unlawful agreement on the part of the Bidder or any of its agents, representatives, owners, employees, or parties in interest, including this Affiant. (6) Bid 0er has not directly or indirectly violated any law, ordinance or regulation related to the Bid. yj 7 SUBSCRIBED ANDSWORN BEFORE ignatu of AuthAonWiceror Agent ME ON THIS THE C DAY OF 1 C : , 0. C-u%a avrtf Printed Name and Tit e of Authorized Officer or Agent 20161 Notary Public [N&P�BUOSPOON Fulton County State o 69A. 2021 ��; � la , hereby certify that all suppliers of materials, equipment and service, subcontractors, mechanics, and laborers employed by or any of its subcontractors in connection with the construction of for City of Milton, Georgia have been paid and satisfied in full as of , 20 , and that there are no outstanding obligations or claims of any kind for the payment of which City of Milton, Georgia on the above named project might be liable, or subject to, in any lawful proceeding at law or in equity. Signature Title Personally appeared before me this day of , 20 who under oath deposes and says that he is of the firm of , that he has read the above statement, and that to the best of his knowledge and belief same is an exact true statement. Notary Public [NOTARY SEAL] My Commission Expires "EXHIBIT G.1" STATE OF C -Q Q1 Y'Q k COUNTY OF CONTRACTOR AFFIDAVIT AND AGREEMENT By executing this affidavit, the undersigned contractor verifies its compliance with O.C.G.A. § 13-10-91, stating affirmatively that the individual, firm, or corporation which is engaged in the physical performance of services on behalf of the City of Milton has registered with, is authorized to use, and uses the federal work authorization program commonly known as E -Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91. Furthermore, the undersigned contractor will continue to use the federal work authorization program throughout the contract period, and the undersigned contractor will contract for the physical performance of services in satisfaction of such contract only with subcontractors who present an affidavit to the contractor with the information required by O.C.G.A. § 13-10-91(b). Contractor hereby attests that its federal work authorization user identification number and date of authorization are as follows: 33101 Federal Work Authorization User Identification Number 0-7) --a3- 0 Date of Authorization Tople Construction and Engineering, Inc. Name of Contractor Miscellaneous Road Projects Name of Project _City of Milton. Georgia Name of Public Employer I hereby declare under penalty of perjury that the foregoing is true and correct. Execu " d on \ �, 2015 in cz�fi� (cit (state). ignatu of Authoriz btficer or Agent Luo 0, �k JaakaM&[,4& I P-,\cf'l' Printed ame and Tifit of Authorized Officer or Agent SUBSCRIBED AND SWORN BFFORE ME ON THIS THE DAY OF 200. ary Public [NOTARY SEAL] My Commission Expires: CHELSEA R. WEATHERSPOON NUTANY PUB Fulton County State of Georgia My Comm. Expires May 30, 2021 "EXHIBIT G,2" By executing this affidavit, the undersigned subcontractor verifies its compliance with O.C.G.A. § 13-10- 91, stating affirmatively that the individual, firm or corporation which is engaged in the physical performance of services under a contract with Tople Construction and Engineering, Inc. on behalf of the City of Milton has registered with, is authorized to use, and uses the federal work authorization program commonly known as E -Verify, or any subsequent replacement program, in accordance with the applicable provisions and deadlines established in O.C.G.A. § 13-10-91. Furthermore, the undersigned subcontractor will continue to use the federal work authorization program throughout the contract period, and the undersigned subcontractor will contract for the physical performance of services in satisfaction of such contract only with sub -subcontractors who present an affidavit to the subcontractor with the information required by O.C.G.A. § 13-10-91(b). Additionally, the undersigned subcontractor will forward notice of the receipt of an affidavit from a sub -subcontractor to the contractor within five (5) business days of receipt. If the undersigned subcontractor receives notice that a sub -subcontractor has received an affidavit from any other contracted sub -subcontractor, the undersigned subcontractor must forward, within five (5) business days of receipt, a copy of the notice to the contractor. Subcontractor hereby attests that its federal work authorization user identification number and date of authorization are as follows: Federal Work Authorization User Identification Number - --,?-% !-7 -- Date of Authorization M-< 1ye S S,\ V_ �y Name of Subcontractor Miscellaneous Road Projects Name of Project City of Milton, Georgia Name of Public Employer I hereby declare under penalty of perjury that the foregoing is hue and correct. Executedon 1 , 201_ in(city), (stateQAI�-L a }. Sign t re of Authorized Officer or Agent r* Printed Name and Title of Authorized Officer or Agent SUBSCRIBED ANIS SWORN BEFORE ME O THIS,,THE *'' DAY OF Y 1 \ 20: NOTA PUBLI CtlMHERSPOON NOTARY PUBLIC Ay Commiss Comm.okfM My Expires May 3®, 2021 A. Defined Terms. Terms used in this Agreement shall have their ordinary meaning, unless otherwise defined below or elsewhere in the Contract Documents. (i) "Final Completion" means when the Work has been completed in accordance with terms and conditions of the Contract Documents. B. Payment for Work Completed and Costs Incurred. City agrees to pay the Contractor for the Work performed and costs incurred by Contractor upon certification by the Contract Administrator and the City that the Work was actually performed and costs actually incurred in accordance with this Agreement. Compensation for Work performed and reimbursement for costs incurred shall be paid to the Contractor upon receipt and approval by the City of invoices setting forth in detail the Work performed and costs incurred, along with all supporting documents required by the Contract Documents or requested by the City to process the invoice. Invoices shall be submitted on a monthly basis, and such invoices shall reflect costs incurred versus costs budgeted. Each invoice shall be accompanied by an Interim Waiver and Release upon Payment (or a Waiver and Release upon Final Payment in the case of the invoice for final payment) procured by the Contractor from all subcontractors in accordance with O.C.G.A. § 44-14-366. The City shall pay the Contractor within thirty (30) calendar days after approval of the invoice by City staff, less any retainage as described in Section D below. No payments will be made for unauthorized work. Payment will be sent to the designated address by U. S. Mail only; payment will not be hand -delivered, though the Contractor may arrange to pick up payments directly from the City or may make written requests for the City to deliver payments to the Contractor by Federal Express delivery at the Contractor's expense. C. Evaluation of Payment Requests. The Contract Administrator will evaluate the Contractor's applications for payment and will either issue to the City a Certificate for Payment (with a copy of the Contractor's application for payment) for such amount as the Contract Administrator determines is properly due, or notify the Contractor and City in writing of the Contract Administrator's reasons for withholding certification in whole or in part. The Contract Administrator may reject Work that does not conform to the Contract Documents and may withhold a Certificate of Payment in whole or in part, to the extent reasonably necessary to protect the City. When the reasons for withholding certification are removed, certification will be made for amounts previously withheld. Even following a Certificate of Payment, the City shall have the right to refuse payment of any invoice or part thereof that is not properly supported, or where requests for payment for Work or costs are in excess of the actual Work performed or costs incurred, or where the Work product provided is unacceptable or not in conformity with the Contract Documents, as determined by the City in its sole discretion. The City shall pay each such invoice or portion thereof as approved, provided that neither the approval or payment of any such invoice, nor partial or entire use or occupancy of the Project by the City, shall be considered to be evidence of performance by the Contractor to the point indicated by such invoice, or of receipt or acceptance by the City of Work covered by such invoice, where such work is not in accordance with the Contract Documents. D. Final Payment and Retainage. The Contractor through each invoice (except the final invoice) may request payment for no more than ninety percent (90%) of that portion of the Work completed during the term covered by each invoice as agreed upon by the Contract Administrator or the City. All amounts retained by the City shall be held as a lump sum until Final Completion of all Work, regardless of earlier completion of individual component(s) of the Work. The final payment issued by the City shall include all amounts retained by the City under this paragraph, subject to any deviations in the Work or Change Orders executed pursuant this Agreement. Contractor IBesj2onsibiiity for Project and Worksite During Construction Maintenance of Worksite The Contractor shall maintain the Project and the surrounding worksite from the Commencement Date until Final Completion of the Project. Such maintenance duties include, but shall not be limited to, continuous and effective prosecution of the Work day by day with adequate equipment and forces to ensure that the roadway or structures within the Project worksite are kept in satisfactory condition at all times. All existing guard rail, signs, pavement, pavement markings, bridge handrail, traffic control devices and other safety appurtenances that are not subject to removal or relocation in the completion of the Work shall also be maintained in a safe and satisfactory condition. The Contractor shall not allow vegetative growth at any time to obstruct signs, delineation, traffic movements, or sight distance. The Contractor shall, as necessary to keep the worksite clean and clear of all litter and debris, clean up and remove litter and debris. The Contractor shall, at intervals not to exceed 6 months, remove all weeds from around guard rail, barrier, poles, standards, utility facilities, and other structures, and cut or trim trees, bushes, or tall grass. These requirements shall apply to all areas within the Project worksite (i.e., the Project termini and lateral limits). All maintenance costs during construction and before the Work is accepted will be included in the Maximum Contract Price (and any individual flat fee or unit prices), and the Contractor will not be paid any additional compensation for such maintenance services. 2. Repair of Worksite and Private Property In the Case of Damage: From the Commencement Date until the Final Completion, the Contractor shall take every precaution against injury or damage to any part of the Project and the surrounding worksite by any cause whatsoever. The Contractor shall rebuild, repair, restore, and make good all injuries or damages to any portion of the Project or the worksite (with the exception of injury or damage caused by the sole negligence of the Owner) before Final Completion and shall bear the expense thereof_ In case of suspension of Work from any cause whatsoever, the Contractor shall be responsible for the Project and shall take such precautions as may be necessary to prevent damage to the Project, provide for normal drainage and shall erect any necessary temporary structures, signs, or other facilities at its expense. Where the City elects to carry out a portion of the Work, in accordance with Section I I(A)(ii) of the Agreement, the City will determine if certain precautions are unnecessary and may be waived in that instance. The Contractor shall also take every precaution against injury or damage to private property in or around the worksite and shall repair or replace any private property damaged (directly or indirectly) by the Work. For purposes of progress payments and retainage calculation, and except where otherwise approved by the City in writing, damage to the Project or the worksite shall be repaired to the satisfaction of the City before the Work shall be deemed to have increased in value such that any further progress payments are due to the Contractor. Further, except where otherwise approved by the City in writing, any damage to private property in or around the worksite, which damage is caused by the Contractor, shall be repaired or otherwise addressed to the satisfaction of the City before the Work shall be deemed to have increased in value such that any further progress payments are due to the Contractor. 3. Roadway Maintenance and Repair Duties in Relation to Traffic Activity; If the Project requires that traffic be maintained through the Project worksite during the prosecution of the Work, the Contractor shall assume all responsibility for damage to the Project and surrounding worksite caused by such traffic until Final Completion of the Work. If the Work requires that traffic be relocated to an alternate roadway or the Project is constructed on a new location, the Contractor shall be responsible for all damage to the Project and the worksite until the City directs that the Project be opened to traffic. At that time, the Contractor will no longer be responsible for traffic -related damage to the Project or worksite other than damage attributable to the Contractor's actions or inadequate construction. MILTON\t TO: FROM: AGENDA ITEM: MEETING DATE: ESTABLISHED 2006 CITY COUNCIL AGENDA ITEM City Council DATE: April 16, 2019 Steven Krokoff, City Manager Q) Approval of a Task Order to Provide Pre-construction and Right of Way Acquisition Services for Hopewell Road Corridor Intersection Projects. Monday, April 22, 2019 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: (._y:(PPROVED CITY ATTORNEY APPROVAL REQUIRED: CITY ATTORNEY REVIEW REQUIRED: (.YYES (JAES APPROVAL BY CITY ATTORNEY: ( y,:(PPROVED PLACED ON AGENDA FOR: () NOT APPROVED () NO () NO () NOT APPROVED 2006 Heritage Walk Milton, GA P: 678.242.2500 IF: 678.242.2499 info@cityofmiltonga.usIwww.cityofmiltonga.us 0900 To: Honorable Mayor and City Council Members From: Sara Leaders, PE, Transportation Engineer, Interim Public Works Director Date: Submitted on April 16, 2019 for the April 22, 2019 Regular City Council Meeting Agenda Item: Approval of a Task Order to Provide Pre-construction and Right of Way Acquisition Services for Hopewell Road Corridor Intersection Projects _____________________________________________________________________________________ Project Description: The City of Milton issued an RFP for City Program Management Services including plan review and right of way acquisition services for infrastructure improvement projects. This task order is for pre-construction and right of way acquisition services on the Hopewell Road Corridor Intersection Projects including Hopewell Road at Bethany Bend/Way, Hopewell Road at Thompson Road, and Hopewell Road at Hamby Road. The services to be provided under this task order are for plan review, constructability review, attend meetings as requested by City, right of way coordination, right of way acquisition, determination of value, negotiation, closing document preparation, bid preparation, and review of bids. Procurement Summary: Purchasing method used: Task Order Related to Original RFP Account Number: 335-4101-541400006 Requisition Total: $100,000 Vendor DBA: BM&K, PC Financial Review: Bernadette Harvill, April 16, 2019 Legal Review: Jarrard & Davis, LLP – Sam VanVolkenburgh, April 8, 2019 Attachment(s): Task Order N1I[.I�)Imo* ESTABLISH -'D 2006 TASK ORDER TO PROVIDE PRE -CONSTRUCTION AND RIGHT OF WAY ACQUISITION SERVICES FOR HOPEWELL ROAD CORRIDOR INTERSECTION PROJECTS THIS TASK ORDER between the parties is entered into pursuant to the above -referenced Professional Services Agreement (RFQ #17-PW01), incorporated herein by reference, and shall serve as authorization by City of Milton to BM&K, P.C. (referred to herein alternately as "Consultant" and "BM&K") to perform the services described herein pursuant to the terms and conditions, mutual covenants and promises provided herein and in the Professional Services Agreement. NOW, THEREFORE, for and in consideration of the mutual promises, the public purposes, and the acknowledgements and agreements contained herein, and other good and adequate consideration, the sufficiency of which is hereby acknowledged, the Parties do mutually agree as follows: Description of Services: The City is requesting pre -construction and right of way acquisition services for the Hopewell Road Corridor Intersection Projects. The services to be provided under this task order are for plan review, constructability review, attend meetings as requested by City, bid preparation, review of bids, right of way coordination, determination of value, negotiation, and closing documents. The concept plans for the intersections are attached as Exhibit "A". A detailed scope of work for the right of way services is attached as Exhibit "B". Timing: This task order will be completed within 12 months of notice to proceed by the City. Compensation: This task order shall not exceed $100,000.00 based upon the rates that are part of the Agreement. Attachments: Exhibit "A" Concept Layouts Exhibit "B" Right of way scope Approved by City Council Approved as to form: Mayor City Attorney Date See following page for additional signatures 2006 Heritage Walk Milton, GA 30004 P: 678.242.25001 F: 678.242.2499 info@cityofmiltonga.us I www.cityofmiltonga.us MIL J "O � � ESTABLISHED 2006 CITY OF MILTON: Name: Date: CONS By: Title:_ _ ?2-AJi) A�,, T Name: �� l �p (C( Date: 4-4— (1 2006 Heritage Walk Milton, GA 30004 P: 678.242.2500 I F: 678.242.2499 info@cityofmiltonga.uslwww.cityofmiltonga.us 0000 EXHIBIT “A” No Text No Text No Text EXHIBIT “B” SCOPE OF SERVICES FOR RIGHT OF WAY ACQUISITION SERVICES General Conditions: A. The consultant shall attend periodic meetings with the city regarding the status of the right of way acquisition tasks. B. Fees for acquisition/negotiation to be determined from rates in agreement and based on type of interest in property. C. Fees for valuation to be determined from rates in agreement and based on level agreed upon by the city. Pre-Acquisition Any pre-acquisition activities shall be in conformance with Federal regulations. Services may include, but are not limited to the following: Coordination services A. This includes all pre-acquisition and acquisition coordination with the city B. Coordination may include but not limited to review plans, coordinate plan revisions, review titles, attend meetings, prepare property management forms, prepare status reports, meet with appraisers to ride project, assign appraisals and monitor appraisals Determination of Value A. Prepare a detailed right of way cost estimate in spreadsheet format to be submitted to city B. Provide Project Inspection Checklist with recommendations on level of appraisal for each parcel C. City will make determination of actual level of appraisal for each parcel a. Appraisal services determine market value of the unencumbered fee simple interest, easements and any other interests in the part taken plus any consequential damages, offset to the extent of special benefits in accordance with State law. The services to be performed by the consultant may include Self Contained Appraisals at levels to be determined by the city. The appraisals shall be prepared in conformance with Federal regulations. Individual appraisal reports shall be provided on the GDOT approved appraisal format. Additionally, the appraisals will be prepared in conformance with the Uniform Standards of Professional Appraisal Practice (USPAP) and in accordance with the Code of Ethics of the Appraisal Institute. D. Some parcels may require additional reports to determine costs to cure for items such as septic systems, parking, and trade fixtures. The fees for these additional reports will be included as determined by the City at the rates that are part of the agreement. Negotiation: Negotiation services are for the acquisition of right of way and easements. The services to be performed by the Consultant at the rates in the agreement for type of interest and includes, but is not limited to the following: Negotiation Package A. Upon receipt of approved appraisals or cost estimate from the City, the Consultant shall prepare negotiation packages for owners to include the following: 1. Brochure entitled “What Happens When Your Property Is Needed for a Transportation Facility” 2. Receipt for Brochure 3. Offer Letter 4. Option & Plats 5. Statement of Estimated Values 6. Letter of Availability of Incidental Payments 7. Copies of plans with right-of-way and easements highlighted Negotiation Activity A. The Consultant should make all offers to purchase the required right of way and/or easements along with any other required payments to owners, tenants, or other parties having an approved monetary interest. All offers and benefits will be explained in detail and negotiation activities will be conducted in accordance with federal guidelines. Negotiation Activity shall include the following: 1. All owners should be contacted in person, if possible, at a time and place convenient to the owner. There shall be a sufficient number of personal contacts with each owner, in an attempt to secure a property settlement through negotiations, unless it is clearly apparent that continued negotiations would be unproductive. 2. The Consultant shall provide and explain to owners appropriate right of way plan sheet(s), cross-sections, driveway profiles and other construction information as requested by owners. 3. The Consultant will NOT provide owners with Appraisals under any circumstance, unless City gives permission. 4. Review and confirm with owner the accuracy of all information stipulated in the Preliminary Title Report. 5. If a settlement is reached at the offer amount, the Consultant will submit an option to the City for approval. If a counter offer is submitted by a property owner, Consultant will provide the necessary written justification for all approved settlements to designated official with the City. Under no circumstances will the Consultant have the authority to accept a settlement on behalf of the City, either monetarily or contractually. 6. Once an approved Option is obtained, Consultants must submit approved option along with all required supporting documentation to the City. 7. If a negotiated settlement cannot be reached, the Consultant shall turn the file over to the City for further action. B. The Consultant shall prepare and maintain a legible negotiation record on each property interest on which negotiation was attempted. The record should include the following: 1. Dates of negotiation or contact 2. Place of contact 3. Persons present 4. Offers made 5. Explanation of Right of Way and Construction plans 6. Counter-offers and recommendations regarding those counter-offers 7. Reasons why settlements could not be reached (if required) 8. Feedback and concerns from the property owner 9. Description of title problems and how they were solved (if required) 10. Signature of the negotiator for settled interests 11. Any other data pertinent to the negotiations 12. All related correspondence and reports in connection with and incidental to the parcel Individual Parcel Files A. The Consultant shall prepare and maintain individual parcel files which includes the following: 1. Title reports 2. Appraisal reports / Approved cost estimates 3. Copies of all negotiation records 4. All required forms executed by property owners 5. Copies of all correspondence B. Files shall be available at any time for inspection by the City. All such information is the property of the City and shall be immediately delivered to the City upon request. Any information and/or knowledge gained from the appraisals, the acquisition and relocation on this project shall be kept confidential and not publicly disclosed without prior written authorization by the City. Closings Consultant will coordinate with City Attorney on parcel closings. City Attorney will perform closings. Consultant may be asked to attend closings if needed. Consultant will provide City Attorney with documents for closing of each parcel on the appropriate instruments/forms including: 1. Right-of-Way Deed/Permanent Easement/Temporary Easement/Driveway Easement 2. Settlement and Disbursement Statement 3. IRS 1099-S Form 4. Owner’s Affidavit 5. Final Title Certificate 6. Lien Releases Condemnations Consultant will coordinate with City Attorney on parcel condemnations. A. The City will authorize the tasks of coordination and petition preparation that will be based on rates in agreement MILTON ~ ESTABLISHED 2006 CITY COUNCIL AGENDA ITEM TO: City Council DATE: April 16, 2019 FROM: Steven Krokoff, City Manager (I}) AGENDA ITEM: Approval of a Task Order to Provide Construction Inspection Services for the Birmingham Road West Bridge Project MEETING DATE: Monday, April 22, 2019 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: ( ,VAPPROVED CITY ATTORNEY APPROVAL REQUIRED: CITY ATTORNEY REVIEW REQUIRED: ( ),'fES (/YES APPROVAL BY CITY ATTORNEY: (--,1.PPROVED PLACED ON AGENDA FOR : () NOT APPROVED () NO () NO () NOT APPROVED 2006 Heritage Walk Milton, GA P: 678.242.2500 IF : 678 .242 .2499 info@cityofmiltonga.usIwww.cityofmiltonga.us 08 00 To: Honorable Mayor and City Council Members From: Sara Leaders, PE, Transportation Engineer, Interim Public Works Director Date: Submitted on April 16, 2019 for the April 22, 2019 Regular City Council Meeting Agenda Item: Approval of a Task Order to Provide Construction Inspection Services for the Birmingham Road West Bridge Project _____________________________________________________________________________________ Project Description: The City of Milton issued an RFP for City Program Management Services including inspection services for construction projects. This task order is for inspection services on the Birmingham Road West Bridge Project. The services to be provided under this task order shall ensure control of work on the project and shall provide for continuous project inspection, oversight, and administration of the construction. Procurement Summary: Purchasing method used: Task Order Related to Original RFP Account Number: 300-4101-541401200 - $15,701.75 100-4101-521200003 - $24,298.25 Requisition Total: $40,000 Vendor DBA: BM&K, PC Financial Review: Bernadette Harvill, April 16, 2019 Legal Review: Jarrard & Davis, LLP – Sam VanVolkenburgh, April 8, 2019 Attachment(s): Task Order *N ESTABLISHiD 2006 TASK ORDER TO PROVIDE CONSTRUCTION INSPECTION SERVICES FOR THE BIRMINGHAM ROAD WEST BRIDGE PROJECT THIS TASK ORDER between the parties is entered into pursuant to the above -referenced Professional Services Agreement (RFQ #17-PW01), incorporated herein by reference, and shall serve as authorization by City of Milton to BM&K, P.C. (referred to herein alternately as "Consultant" and "BM&K") to perform the services described herein pursuant to the terms and conditions, mutual covenants and promises provided herein and in the Professional Services Agreement. NOW, THEREFORE, for and in consideration of the mutual promises, the public purposes, and the acknowledgements and agreements contained herein, and other good and adequate consideration, the sufficiency of which is hereby acknowledged, the Parties do mutually agree as follows: Description of Services: The City is requesting construction inspection services for the Birmingham Road west Bridge Project. The services to be provided under this task order shall ensure control of work on the project according to GDOT Section 105 and shall provide for continuous project inspection, oversight, and administration of the construction. Included are performing materials testing and certifying that all material suppliers and materials conform to the requirements of the contract, plans, and specifications; support in review of invoices, contractor progress reports, billing documents, and any other backup information on a monthly basis; maintaining accurate and thorough project records; and keeping a daily project diary for the project. Timing: This task order will be completed when the construction project is fully complete, which is estimated to be in 6 months, unless sooner terminated in writing (for any reason) by the City. Compensation: This task order shall not exceed $40,000 based upon the rates that are part of the Agreement. Attachments: The following documents are incorporated by reference and compliance with these documents is a material term of this Task Order: GDOT Specification Section 105 - Control of Work and Birmingham Road Bridge Replacement No. 1 Plans prepared by Moreland Altobelli Associates, Inc. dated May 12, 2016. Approved by City Council Approved as to form: Mayor City Attorney Date See following page for additional signatures 2006 Heritage Walk Milton, GA 30004 P: 678.242.25001 F: 678.242.2499 info@cityofmiltonga.us I www.cityofmiltonga.us ESTABLISHED 2004 CITY OF MILTON: Title: Name: Date: CONS By: Title: elcL4L;P- ip,, �.T Name• � ("j (c-( Date: 2006 Heritage Walk Milton, GA 30004 P: 678.242.2500 I F: 678.242.2499 info@cityofmiltonga.uslwww.cityofmiltonga.us 0000 Page 1 Section 105—Control of Work 105.01 Authority of the Engineer The Engineer will decide all questions that may arise as to the quality and acceptability of materials furnished, work performed, and the rate of progress of The Work; the interpretation of the Plans and Specifications, and all questions as to the acceptable fulfillment of the Contract on the part of the Contractor. The Engineer will determine the quantities of the several kinds of work performed and materials furnished which are to be paid for under the Contract and his determination shall be final. The Engineer will have the authority to suspend The Work wholly or in part due to the failure of the Contractor to correct conditions unsafe for the workmen or general public; for failure to carry out provisions of the Contract, or for failure to carry out orders; for such periods as he may deem necessary due to unsuitable weather; for conditions considered unsuitable for the prosecution of The Work; or for any other condition or reason deemed to be in the public interest. The Contractor may request and will receive written instructions from the Engineer upon any important items. After the Contract has been executed, and before work begins, the Engineer may designate a time and place to hold a Preconstruction Conference with the Contractor. At such time, the Contractor shall furnish the Engineer with a Progress Schedule as provided in Subsection 108.03 unless this schedule has been specifically exempted by Special Provision. The Contractor will also be given a decision on any alternate Traffic Control Plan that he may have previously submitted. Any matters pertaining to order of work, interpretation of Plans and Specifications, traffic control, utility adjustments, or others, may be discussed at the Preconstruction Conference. 105.02 Plans and Working Drawings Plans will show details of all structures, lines, grades, typical cross sections of the roadway, location and design of all structures, and a summary of Items appearing in the Proposal. The Plans will be supplemented by such working drawings as are necessary to adequately control the Work. Working drawings for structures shall be furnished by the Contractor and shall consist of such detailed Plans as may be required to adequately control The Work and which are not included in the Plans furnished by the Department. They shall include stress sheets, shop drawings, erection plans, falsework plans, cofferdam plans, bending diagrams for reinforcing steel or any other supplementary plans, or similar data required of the Contractor. All working drawings must be approved by the Engineer and such approval shall not operate to relieve the Contractor of any responsibility under the contract for the successful completion of The Work. The Contract Bid Prices shall include the cost of furnishing all working drawings. 105.03 Conformity with Plans and Specifications All Work performed and all materials furnished shall be in reasonably close conformity with the lines, grades, cross sections, dimensions, and material requirements, including tolerances, shown on the Plans or indicated in the Specifications. Plan dimensions and contract Specification values are to be considered as the target values to be strived for and complied with as the design values from which any deviations are allowed. It is the intent of the Specifications that the materials and workmanship shall be uniform in character and shall conform as nearly as realistically possible to the prescribed target value or to the middle portion of the tolerance range. The purpose of the tolerance range is to accommodate occasional minor variations from the median zone that are unavoidable for practical reasons. When either a maximum and minimum value or both are specified, the production and processing of the material and the performance of the work shall be so controlled that material or work will not be preponderantly of borderline quality or dimension. In the event the Engineer finds the materials or the finished product in which the materials are used not within reasonably close conformity with the Plans and Specifications, but that reasonably acceptable work has been produced, the Engineer shall then make a determination if the work shall be accepted and remain in place. In this event, except in cases where the appropriate price adjustments are provided for in the Specifications covering the materials and/or the finished product, a Supplemental Agreement will be executed documenting the basis of acceptance that will provide for an appropriate price Section 105—Control of Work Page 2 adjustment in the Contract Price for such work or materials as the Engineer deems necessary to conform to his determination based on engineering judgement. In the event the Engineer finds the materials or the finished product in which the materials are used or the work performed are not in reasonably close conformity with the Plans and Specifications, and have resulted in an inferior or unsatisfactory product, the work or materials shall be removed and replaced or otherwise corrected by and at the expense of the Contractor. 105.04 Coordination of Plans, Specifications, Supplemental Specifications, and Special Provisions These Standard Specifications, the Supplemental Specifications, the Plans, Special Provisions, and all supplementary documents are essential parts of the Contract, and a requirement occurring in one is as binding as though occurring in all. They are intended to be complementary and to describe and provide for a complete work. In cases of discrepancy, the governing descending order will be as follows: 1. Special Provisions 2. Project Plans including Special Plan Details 3. Supplemental Specifications 4. Standard Plans including Standard Construction Details 5. Standard Specifications Calculated dimensions will govern over scaled dimensions. The Contractor shall take no advantage of any apparent error or omission in the Plans or Specifications. In the event the Contractor discovers such an error or omission, he shall immediately notify the Engineer. The Engineer will then make such corrections and interpretations as may be deemed necessary for fulfilling the intent of the Plans and Specifications. A. Specifications of Other Organizations When work is specified to be done or when materials are to be furnished according to the published specifications of organizations other than the Department, the latest specifications published by those organizations at the time bids are received shall apply unless otherwise specified. AASHTO Interim Specifications and ASTM Tentative Specifications will be considered effective on date of issue. B. Item Numbers The first three digits of any Item Number in the itemized Proposal designates the Specification section under which the Item shall be constructed. 105.05 Cooperation by Contractor The Contractor will be supplied with a minimum of two sets of approved Plans and Contract assemblies including Special Provisions, one set of which the Contractor shall keep available on The Work at all times. The Contractor shall give the Work the constant attention necessary to facilitate the progress thereof, and shall cooperate with the Engineer, Inspectors, and other Contractors in every way possible. The Contractor shall have on The Work at all times, as his agent, a competent Superintendent, capable of reading and thoroughly understanding the Plans and Specifications, and thoroughly experienced in the type of work being performed, who shall receive instructions from the Engineer or his authorized representatives. The Superintendent shall have full authority to execute orders or directions of the Engineer without delay and to promptly supply such materials, equipment, tools, labor, and incidentals as may be required. Such superintendence shall be furnished irrespective of the amount of work sublet. Section 105—Control of Work Page 3 The Superintendent shall notify the Engineer prior to starting any Pay Item Work. The Prime Contractor shall coordinate and be responsible to the Engineer for all activities of subcontractors. 105.06 Cooperation with Utilities The Department will notify all utility companies, all pipeline owners, all railroad companies, or other parties affected of Award of the Contract, giving the name and address of the Contractor, and will assist the Contractor in arranging for all necessary adjustments of the public or private utility fixtures, pipe lines, and other appurtenances within or adjacent to the limits of construction. Water lines, gas lines, wire lines, service connections, water and gas meter boxes, water and gas valve boxes, light standards, cableways, signals, railroad facilities, and all other utility appurtenances within the limits of the proposed construction which are to be relocated or adjusted are to be moved by the owners at their expense, except as otherwise provided for in the Special Provisions or as noted on the Plans. It is understood and agreed that the Contractor has considered in his bid all of the permanent and temporary utility appurtenances in their present location or relocated positions, both as shown on the Plans, and that no additional compensation will be allowed for any delays, inconvenience, or damage sustained by him due to any interference from said utility appurtenances or the operation of moving them. Delays and interruptions to the controlling Item or Items of The Work are covered in Subsection 107.21.G. It shall be each utility owner’s responsibility to plan with the Contractor a schedule of operations which will clearly set forth at which stage of the Contractor’s operations the utility owner will be required to perform his removal and relocation work. 105.07 Cooperation Between Contractors The Department reserves the right at any time to Contract for and perform other or additional work on or near The Work covered by the Contract. When separate Contracts are let within the limits of any one Project, each contractor shall conduct his work so as not to interfere with or hinder the progress or completion of The Work being performed by other Contractors. Contractors working on the same Project shall cooperate with each other. Each Contractor involved shall assume all liability, financial or otherwise, in connection with his Contract and shall protect and save harmless the Department from any and all damages or claims that may arise because of inconvenience, delay, or loss experienced by him because of the presence and operations of other Contractors working within the limits of the same Project. The Contractor shall arrange his work and shall place and dispose of the materials being used so as not to interfere with the operations of the other contractors within the limits of the same Project. He shall join his work with that of the others in an acceptable manner and shall perform it in proper sequence to that of the others. At the request of the Structure Contractor, the Engineer will designate an area within the right-of-way, adjacent to each structure, to be reserved for use by the Structure Contractor for Storage of Equipment and Materials necessary to construct the particular structure. So long as he occupies this area, the Structure Contractor shall be responsible for its maintenance. The Structure Contractor must relinquish this area, however, as it becomes practical to utilize completed portions of the structure. 105.08 Construction Stakes, Lines and Grades (Subsection 105.08 Omitted) 105.09 Authority and Duties of the Resident Engineer The Resident Engineer, regardless of his administrative title, is the Engineer designated by the Department to be the direct representative of the Chief Engineer. The Resident Engineer has immediate charge of the engineering details of each construction Project, and is responsible for the administration and construction of the Project. Such administration includes Section 105—Control of Work Page 4 the designation of subordinates to represent him and make routine decisions. The Resident Engineer has the authority to reject defective material and to suspend any work that is being improperly performed. 105.10 Duties of the Inspector Inspectors employed by the Department are authorized to inspect all work done and materials furnished. Such inspection may extend to all or any part of The Work and to the preparation, fabrication, or manufacture of the materials to be used. The Inspector will not be authorized to alter or waive the provisions of the Contract. The Inspector will not be authorized to issue instructions contrary to the Plans and Specifications or to act as foreman for the Contractor. 105.11 Inspection of the Work All materials and each part of the detail of The Work shall be subject to inspection by the Engineer. The Engineer shall be allowed access to all parts of The Work and shall be furnished with such information and assistance by the Contractor as is required to make a complete and detailed Inspection. Upon the Engineer’s request, the Contractor, at any time before acceptance of The Work, shall remove or uncover such portions of the finished work as may be directed. After examination, the Contractor shall restore said portions of The Work to the standard required by the Specifications. Should The Work thus exposed or examined prove acceptable, the uncovering or removing and the replacing of the covering or making good of the parts removed will be paid for as Extra Work; but should the work so exposed or examined prove unacceptable, the uncovering, or removing and the replacing of the covering or making good of the parts removed will be at the Contractor’s expense. Any work done or materials used without supervision or inspection by an authorized Department representative may be ordered removed and replaced at the Contractor’s expense, unless the Department representative failed to inspect after having been given reasonable notice in writing that The Work was to be performed. When any unit of government or political subdivision or any railroad corporation is to pay a portion of the cost of The Work covered by the Contract, its respective representatives shall have the right to inspect The Work. Such inspection shall in no sense make any unit of government or political subdivision or any railroad corporation a party to the Contract and shall in no way interfere with the rights of either party hereunder. 105.12 Removal of Unacceptable and Unauthorized Work All work that does not conform to the requirements of the Contract will be considered unacceptable unless otherwise determined acceptable under the provisions in Subsection 105.03. Unacceptable work, whether the result of poor workmanship, use of defective materials, damage through carelessness, or any other cause found to exist prior to the Final Acceptance of The Work, shall be removed immediately and replaced in an acceptable manner. Except as elsewhere noted, no work shall be done without lines and grades having been given by the Engineer. Work done contrary to the instructions of the Engineer, work done beyond the lines shown on the Plans or as given, except as herein specified, or any Extra Work done without authority will be considered as unauthorized and will not be paid for under the provisions of the Contract. Work so done may be ordered removed or replaced at the Contractor’s expense. Upon failure on the part of the Contractor to comply forthwith with any order of the Engineer made under the provisions of this section, the Engineer will have authority to cause unacceptable work to be remedied or removed and replaced and to cause unauthorized work to be removed, and to deduct the costs from any monies due or to become due the Contractor. 105.13 Claims for Adjustments and Disputes Whenever the Contractor believes that it is or will be entitled to additional compensation, whether due to delay, extra work, breach of contract, or other causes, the Contractor shall follow the procedures set forth in this Sub-Section. Section 105—Control of Work Page 5 A. Claims For Acceleration The Department shall have no liability for any constructive acceleration. If the Department gives express written direction for the Contractor to accelerate its effort, then both parties shall execute a Supplemental Agreement as provided in Subsection 104.03. B. Claims For Delay and All Other Claims Except Acceleration 1. The Department shall have no liability for damages beyond those items which are specifically payable under this Sub-Section. 2. The Department will be liable only for those delay damages caused by or arising from acts or omissions on the part of the Department which violate legal or contractual duties owed to the Contractor by the Department. The Contractor assumes the risk of damages from all other causes of delay. 3. The parties recognize that delays caused by or arising from right of way problems, defects in plans or design, redesign, changes in the Work by the Department, the actions of suppliers or other Contractors, the shop-drawing approval process, injunctions, court orders and other such events, forces or factors are commonly experienced in highway construction work. Such delays shall not constitute breaches of the Contract. However, such delays may constitute a basis for a claim for delay damages, if found to be in accordance with Subsection 105.13.B.2 above and other provisions of the Contract, and/or a request for a time extension. 4. The term "delay" shall be deemed to mean any event, action, force or factor which extends the Contractor's time of performance. This Subsection is intended to cover all such events, actions, forces or factors, whether they be styled "delay," "disruption," "interference," "impedance," "hindrance", "impact" or otherwise. 5. Compliance with the provisions of this Subsection will be an essential condition precedent to any recovery of damages by the Contractor. 6. The following items, and only the following items, may be recoverable by the Contractor as "damages: a. Additional direct hourly rates paid to employees for job site labor, including payroll taxes, welfare, insurance, benefits and all other labor burdens. b. Documented additional costs for materials. c. Additional equipment costs, as determined in accordance with this Sub-Section. d. Documented costs of extended job-site overhead. (Not applicable for claims other than delay claims.) e. An additional 15 percent of the total of Subsections 105.13.B.6. a, b, c and d, which sum includes home office overhead and profit. f. Bond costs. g. Subcontractor costs, as determined by, and limited to, those items identified as payable under Subsection 105.13.B.6. a, b, c, d, e, and f. 7. For purposes of computing additional equipment costs, rates used shall be based on the Contractor's actual experienced cost for each piece of equipment. These rates shall be supported by equipment cost records furnished by the Contractor. In no case will equipment rates be allowed in excess of those determined utilizing the "Rental Rate Blue Book," with the appropriate adjustments noted in Subsection 109.05. 8. The parties agree that, in any claim for damages, the Department will have no liability for the following items of damages or expense: Section 105—Control of Work Page 6 a. Profit, in excess of that provided herein. b. Loss of profit. c. Labor inefficiencies, except as allowed under Subsection 105.13.B.6.a. d. Home office overhead in excess of that provided herein. e. Consequential damages, including but not limited to loss of bonding capacity, loss of bidding opportunities and insolvency. f. Indirect costs or expenses of any nature. g. Attorneys fees, claims preparation expenses, or costs of litigation. h. Interest of any nature. 9. NOTICE OF POTENTIAL CLAIM: In any case in which the Contractor believes that it will be entitled to additional compensation, the Contractor shall notify the Engineer in writing of its intent to claim such additional compensation. Such notice shall be given in order that the Department can assess the situation, make an initial determination as to who is responsible, and institute appropriate changes or procedures to resolve the matter. a. Claims for Delay - The Department shall have no liability for any delay which occurred more than one week prior to the filing of such written notice. Failure of the Contractor to give such written notice in a timely fashion will be grounds for denial of the claim. b. All Other Claims Except Acceleration and Delay - If the Contractor does not file such written notice before beginning the work out of which such claim arises, then the Contractor hereby agrees that it shall have waived any additional compensation for that work and the Contractor shall have no claim thereto. 10. RECORDS: After filing a "Notice of Potential Claim", the Contractor shall keep daily records of all labor, material, and equipment costs incurred for operations affected. These daily records shall identify each operation affected and the specific locations where work is affected. The Department will also keep records of all labor, material, and equipment used on operations affected. At the time and place, as designated by the Engineer, on Monday, or the first work day, of each week following the date of filing a "Notice of Potential Claim", the Contractor shall meet with the Department's representative and present the daily records for the preceding week. If the Contractor's records indicate costs greater than those kept by the Department, the Department will present its records to the Contractor. The Contractor shall notify the Engineer in writing within three (3) work days of any inaccuracies noted in, or disagreements with, the Department's records. Refusal or repeated failure by the Contractor to attend these weekly meetings and present its records will constitute a waiver by the Contractor of any objections as to the accuracy of the Department's records. When the Contractor makes an objection as to the accuracy of the Department's records, the Engineer shall review the matter, and correct any inaccuracies he finds in the Department's records. For purposes of computing damages, the Department's records will control. In the event the Contractor wishes to contest the accuracy of the Department's records, it may file a petition pursuant to Rule 672-1-.05 of the Official Rules and Regulations of the Department of Transportation. The decision of the Engineer, or, if contested, the decision of the Agency, will be final and binding upon the parties as to any objections to the accuracy of the Department's records, subject to the Contractor's right to judicial review under O.C.G.A. Section 50-13-19. 11. On a weekly basis after filing a "Notice of Potential Claim" for delay damages, the Contractor shall prepare and submit to the Engineer written reports providing the following information: Section 105—Control of Work Page 7 a. Potential effect to the schedule caused by the delay. b. Identification of all operations that have been delayed, or are to be delayed. c. Explanation of how the Department's act or omission delayed each operation, and estimation of how much time is required to complete the project. d. Itemization of all extra costs being incurred, including: 1) An explanation as to how those extra costs relate to the delay and how they are being calculated and measured. 2) Identification of all project employees for whom costs are being compiled. 3) Identification of all manufacturer's numbers of all items of equipment for which costs are being compiled. C. Required Contents of Claims All claims shall be submitted in writing, and shall be sufficient in detail to enable the Engineer to ascertain the basis and the amount of each claim. The claim submission shall include six (6) copies. All information submitted to the Department under this Subsection will be used exclusively for analyzing the claim, resolving the claim or any litigation which might arise from the claim. At a minimum, the following information shall be provided: 1. A description of the operations that were delayed, the reasons for the delay, how they were delayed, including the report of all scheduling experts or other consultants, if any. (Not applicable for claims other than delay claims) 2. An as-built chart, CPM scheme or other diagram depicting in graphic form how the operations were adversely affected. (Not applicable for claims other than delay claims except where an extension of time is sought) 3. A detailed factual statement of the claim providing all necessary dates, locations and items of work affected by the claim. 4. The date on which actions resulting in the claim occurred or conditions resulting in the claim became evident. 5. A copy of the "Notice of Potential Claim" filed for the specific claim by the Contractor. 6. The name, function, and activity of each Department official, or employee, involved in, or knowledgeable about facts that gave rise to such claim. 7. The name, function, and activity of each Contractor or Subcontractor official, or employee, involved in, or knowledgeable about facts that gave rise to such claim. 8. The identification of any pertinent documents, and the substance of any material oral communication relating to such claim. 9. A statement as to whether the additional compensation or extension of time sought is based on the provisions of the Contract or an alleged breach of Contract. 10. The specific provisions of the Contract which support the claim, and a statement of the reasons why such provisions support the claim. 11. The amount of additional compensation sought and a break-down of that amount into the categories specified as payable under Subsection 105.13.B.6, above. 12. If an extension of time is also sought, the specific days for which it is sought and the basis for such request. Section 105—Control of Work Page 8 D. Required Certification of Claims When submitting the claim, the Contractor shall certify in writing, under oath in accordance with the formalities required by Georgia law, as to the following: 1. That the claim is made in good faith. 2. That supportive data are accurate and complete to the Contractor's best knowledge and belief that the amount of the claim accurately reflects what the Contractor in good faith believes to be the Department's liability. The Contractor shall use the CERTIFICATE OF CLAIM form, which can be obtained from the Department, in complying with these requirements. E. Auditing of Claims All claims filed against the Department shall be subject to audit at any time following the filing of such claim, whether or not such claim is part of a suit pending in the courts of this State. The audit may be performed by employees of the Department or by an independent auditor on behalf of the Department. The audit may begin on ten days notice to the Contractor, Subcontractor, or Supplier. The Contractor, Subcontractor, or Supplier shall make a good faith effort to cooperate with the auditors. Failure to cooperate with the auditor shall constitute a waiver by the Contractor of the claim in its entirety. Failure of the Contractor, Subcontractor, or Supplier to maintain and retain sufficient records to allow the Department's auditor to verify the claim shall constitute a waiver of that portion of such claim that cannot be verified and shall bar recovery thereunder. If the claim is part of a suit pending in a court of this state or if the claim becomes a part of a suit in a court of this state, the questions of whether the Contractor has cooperated with the auditor or failed to maintain and retain sufficient records to allow the auditor to verify the claim shall be questions for determination by the judge without the assistance of a jury. Without limiting the generality of the foregoing, and as a minimum, the auditors shall have available to them the following documents: 1. Daily time sheets and foreman's daily reports. 2. Project payroll register. 3. Profit and loss statements for the Project. 4. Payroll tax returns. 5. Material invoices, purchase orders, and all material and supply acquisition contracts for the Project. 6. Material cost distribution worksheet for the Project. 7. Equipment records (list of company equipment, rates, etc.) 8. Vendor rental agreements, and subcontractor invoices. 9. Subcontractor payment certificates. 10. Canceled checks (payroll and vendors) for the Project. 11. Job cost report for the Project. 12. Job payroll ledger for the Project. 13. General ledger, general journal, (if used) and all subsidiary ledgers and journals together with all supporting documentation pertinent to entries made in these ledgers and journals. Section 105—Control of Work Page 9 14. Cash Disbursements journal for the Project. 15. Certified financial statements for all years reflecting the operations on this project. 16. Depreciation records on all company equipment whether such records are maintained by the company involved, its accountant, or others. 17. If a source other than depreciation records is used to develop costs for the Contractor's internal purposes in establishing the actual cost of owning and operating equipment, all such other source documents. 18. All documents which relate to each and every claim together with all documents which support the amount of damages as to each claim. 19. Worksheets used to prepare the claim establishing the cost components for items of the claim including, but not limited to, labor, benefits and insurance, materials, equipment, subcontractors, and all documents which establish the time periods, individuals involved, the hours and the rates for the individuals. F. Mediation After compliance by the Contractor with parts B., C., D. and E. of Subsection 105.13 and if the Contractor's claim has been disallowed in whole or in part, then the Contractor may, within 30 calendar days from receipt of the ruling of the Engineer, make a written request to the Engineer that the claim or claims be referred to mediation. If requested in accordance with this specification, mediation shall be granted by the Department. In which case, within 30 days of receipt by the Department of the Contractor's request for mediation, the Contractor and the Department will meet to select a mediator. The mediator will then schedule the mediation at a place, time, and earliest date agreeable to the Contractor and the Department. The Contractor and the Department mutually agree that mediation shall be a condition precedent to the filing of any lawsuit concerning claims or alleged breaches of the Contract. The costs and expenses of the mediator, selected by mutual agreement of the parties, will be divided equally between the Department and the Contractor. Each party to the mediation shall bear its own costs of preparing for and participating in the mediation. G. Remedies Exclusive In the event any legal action is instituted against the Department by the Contractor on account of any claim for additional compensation, whether on account of delay, acceleration, breach of contract, claimed extra work, or otherwise, the Contractor agrees that the Department's liability will be limited to those items which are specifically identified as payable in this Sub-Section. 105.14 Maintenance During Construction The Contractor shall maintain the project during construction and until the Project is accepted. This maintenance shall constitute the continuous and effective work prosecuted day by day, with adequate equipment and forces to the end that all areas of the project are kept in satisfactory condition at all times. The Contractor’s area of responsibility for maintenance is confined to the physical construction limits plus any areas affected by the Contractor’s activities. Once maintenance acceptance or final acceptance has been made, the Contractor is no longer responsible for damage to The Work other than that attributable to the Contractor’s actions or inadequate construction. In case of separate contracts, each Contractor shall be responsible for any damage to the completed work of others caused by his actions or negligence. Where the work of one Contractor has been accepted by the Department, the Contractor performing subsequent work in the area shall be responsible for the maintenance and protection of all work previously completed. If separate bridge contracts are let within the limits of a Roadway Project and the Bridge Contractor completes his Contract before the Roadway Contractor, the Bridge Contract may be accepted and the Roadway Contractor will be responsible for maintenance of the new bridge until it is opened to traffic. If the Roadway Contractor hauls materials across the bridge the Section 105—Control of Work Page 10 Roadway Contractor shall protect the endposts, deck surface, deck edges, joints, and all other vulnerable features of the bridge by use of adequate timber or earth cushions as directed by the Engineer. The Roadway Contractor shall repair all damage caused by such use, including resealing of joints and rerubbing of finish at his own expense. All cost of maintenance work during construction and before the Project is accepted shall be included in the Unit Prices Bid on the various Pay Items and the Contractor will not be paid an additional amount for such work except as provided in Subsection 104.05.B. The Contractor shall not allow vegetative growth at any time to obstruct signs, delineation, traffic movements, or sight distance. The Contractor shall at intervals not to exceed six months, clean up and remove litter and debris; remove weeds from around guardrail, barrier, poles, standards, utility facilities, and other structures; and cut or trim trees, bushes or tall grass. These requirements shall apply to all areas within the project termini and lateral limits. 105.15 Failure to Maintain Roadway or Structures If at any time, the Contractor fails to comply with the provisions of Subsection 105.14, the Engineer will immediately notify the Contractor of such noncompliance. If the Contractor fails to remedy the unsatisfactory maintenance within 48 hours after receipt of such notice, the Engineer may immediately proceed to maintain The Work, and the entire cost of this maintenance will be deducted from monies due or to become due the Contractor under the Contract. As an alternative to the Engineer’s maintaining the Work, all the Items and quantities of work done, but not properly maintained, may be deducted from the current progress estimate, even if such Items have been paid for in a previous estimate. 105.16 Final Inspection and Acceptance Upon due written notice from the Contractor of substantial completion of the entire Project, the Engineer will determine if the Project is ready for a Final Inspection. The Engineer will have the final decision on when the Project is substantially complete and thereby ready for a Final Inspection. If the Engineer finds the Project substantially complete the Engineer will schedule the Final Inspection. If all construction provided for and contemplated by the Contract is found completed to the Engineer’s satisfaction and all documents required in connection with the Project have been submitted by the Contractor, the Engineer will make the Final Acceptance and notify the Contractor in writing of this acceptance. If, however, the Final Inspection discloses any work, in whole or part, as being unsatisfactory, the Engineer will provide the Contractor with a written punch-list that includes the necessary instructions for correction of same. The punch-list will also include any remaining work to be completed and any final reports and other documentation required to be submitted by the Contractor. The Contractor shall immediately comply with and execute such instructions. When all construction provided for and contemplated by the Contract is found completed to the Engineer’s satisfaction, including submission of any required documentation, the Engineer will make the Final Acceptance and notify the Contractor in writing of this acceptance. When the Contractor has finished a major portion of the Contract, the Contractor may request that a semi-final inspection be made. At the discretion of the Engineer, who shall be sole judge as to making the inspection, if the work is satisfactory, as described in the first paragraph of this Section, that portion of the Contract may be accepted, opened to traffic, if not already carrying traffic, and the Contractor relieved of the maintenance obligations as described elsewhere in these Specifications. Such partial acceptance shall in no way relieve the Contractor of responsibility for satisfactory completion of the Contract, or for failure of any portion of the accepted work prior to Final Acceptance of the Project. 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MILTON "' ESTABLISHED 2006 CITY COUNCIL AGENDA ITEM TO: City Council DATE: April 16, 2019 FROM: Steven Krokoff, City Manager (2 AGENDA ITEM: Approval of Subdivision Plats and Revisions MEETING DATE: Monday, April 22, 2019 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: ( ,J/4PPROVED CITY ATTORNEY APPROVAL REQUIRED: CITY ATTORNEY REVIEW REQUIRED: () YES () YES APPROVAL BY CITY ATTORNEY: () APPROVED PLACED ON AGENDA FOR: () NOT APPROVED ()'NO (J-'NO () NOT APPROVED 2006 Heritage Walk Milton, GA P: 678.242.2500 I F: 678.242 .2499 info@cityofmiltonga.usIwww.cityofmiltonga.us 0900 To: Honorable Mayor and City Council Members From: Parag Agrawal, Community Development Director Date: Submitted on April 16, 2019 for the April 22, 2019 Regular Council Meeting Agenda Item: Approval of Subdivision Plats and Revisions Approval ____________________________________________________________________________ Department Recommendation: To approve the subdivision related plats and revisions as stated below. Executive Summary: The Milton Subdivision Regulations require that the Mayor and City Council approve all Final Plats, final Plat Re-recording, Revisions and Minor Plats once the matter has been reviewed and certified by the Community Development Director in accordance with the Subdivision Regulations. 1. The Manor Golf Course & Country Club Phase 5B (King Preserve) Final Plat Revision described herein consists of a previously platted phase of the subdivision that is split between Forsyth and Fulton County. The 5 lots on the west side of Kings Close (lots 71-75) are located in Fulton County while the remaining 7 lots (76-82) are located in Forsyth County. The purpose of this plat revision is to add 3 lots (72, 73, & 75) to the previously platted lots (71 & 74) in Phase 5B that lie in Milton/Fulton County. This will create a total of 5 lots on 6.431 acres, yielding a total density of .77 lots per acre in the portion of Phase 5B. 2. The Wolff property was purchased by the City using greenspace funds for the purpose of creating conservation land. The associated minor plat described herein consists of 4 separate parcels to be combined into a single tract for the City’s land in addition to the creation of a 3.19 acre lot for the Wolff residence. This will create a total of 2 lots on 109.1 acres, yielding a total density of .018 lots per acre. Funding and Fiscal Impact: None. Alternatives: Do not approve. Consent Agenda Plats Staff Memo Page 2 of 14 Legal Review: None – not required. Concurrent Review: Steven Krokoff, City Manager Attachment(s): Plat List, Location Map, Plats Name of Development / Location Action Comments / # lots Total Acres Density 1. Manor Phase 5B – King Preserve LL 396 & 397 Kings Close Final Plat Revision Add 3 lots / 5 (Fulton) lots total in Phase 5B 6.431 .77 Lots / acre 2. Wolff Property/1000 Lackey LL 1014, 1015, 1016, 1017, & 1075 Lackey Road Minor Plat Combine 4 parcels / create 2 lots 109.1 .018 Lots / acre Consent Agenda Plats Staff Memo Page 3 of 14 Consent Agenda Plats Staff Memo Page 4 of 14 Consent Agenda Plats Staff Memo Page 5 of 14 Consent Agenda Plats Staff Memo Page 6 of 14 Consent Agenda Plats Staff Memo Page 7 of 14 Consent Agenda Plats Staff Memo Page 8 of 14 Consent Agenda Plats Staff Memo Page 9 of 14 Consent Agenda Plats Staff Memo Page 10 of 14 Consent Agenda Plats Staff Memo Page 11 of 14 Consent Agenda Plats Staff Memo Page 12 of 14 Consent Agenda Plats Staff Memo Page 13 of 14 Consent Agenda Plats Staff Memo Page 14 of 14 MILTON "' ESTABLISHED 2006 CITY COUNCIL AGENDA ITEM TO: City Council DATE: April 16 , 2019 FROM: Steven Krokoff, City Manager 0 AGENDA ITEM: Proclamation Recognizing Autism Awareness Month . MEETING DATE: Monday, April 22, 2019 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: ( ,.YA.PP ROVED CITY ATTORNEY APPROVAL REQUIRED: CITY ATTORNEY REVIEW REQUIRED: () YES () YES APPROVAL BY CITY ATTORNEY: () APPROVED PLACED ON AGENDA FOR: () NOT APPROVED ('!'NO (J,NO () NOT APPROVED 2006 Heritage Walk Milton, GA P: 678 .242.2500 IF: 678.242.2499 info @cityofmiltonga.usIwww.cityofmiltonga .us 0900 Proclamation Recognizing Autism Awareness Month WHEREAS, autism is a developmental disability that typically appears during the first two years of life and continues through the individual’s lifespan; and WHEREAS, 1 in 59 children are diagnosed with an autism spectrum disorder annually, almost four times more boys (1 in 37) than girls (1 in 189); and WHEREAS, autism affects all ethnic and socioeconomic groups; and WHEREAS, early intervention affords the best opportunity support healthy development and deliver benefits across the lifespan; and WHEREAS, autism creates significant stress on the families of those affected by autism, and those families, caregivers, and advocacy organizations across the U.S. and around the world are striving to bring about positive changes for children and adults with autism; and WHEREAS, the City of Milton has a long history of raising awareness of and promoting acceptance and inclusion for all people through city-sponsored committees and programs such as the Village Volunteers, the Milton Disability Awareness Committee, and the City’s Camp Joyful Soles program, a summer day camp serving North Fulton families with special needs children aged 13 years to 22 years; and WHEREAS, we all have a responsibility to embrace our differences, and promote acceptance and inclusion for all in schools and communities. Now, therefore, we, the Mayor and City Council of the City of Milton, proclaim April as Autism Awareness Month in Milton, and honor all Milton families who have been impacted by an autism diagnosis and applaud their efforts to “stand up for autism.” Given under my hand and seal of the City of Milton, Georgia on this 22nd day of April, 2019. ____________________________________ Joe Lockwood, Mayor MILTON .. TO: FROM: AGENDA ITEM: MEETING DATE: ESTABLISHED 2006 CITY COUNCIL AGENDA ITEM City Council DATE: April 16, 2019 Steven Krokoff, City Manager e!J Consideration of an Ordinance to Revise Division 6 -Cell Phones and Other Electronic Devices. Monday, April 22, 2019 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: (~PPROVED CITY ATTORNEY APPROVAL REQUIRED: CITY ATTORNEY REVIEW REQUIRED: (~ES {i)/(ES APPROVAL BY CITY ATTORNEY: {JI APPROVED PLACED ON AGENDA FOR: () NOT APPROVED () NO () NO () NOT APPROVED 2006 Heritage Walk Milton, GA P: 678.242.2500 IF: 678.242.2499 info @cityofmiltonga.usIwww.cityofmiltonga.us oeoo To: Honorable Mayor and City Council Members From: Stacey Inglis, Assistant City Manager Date: Submitted September 14, 2018 for the September 24, 2018 Regular City Council Meeting Agenda Item: Consideration of an Ordinance to Amend Chapter 2, Article VI, Div 6 – Cell Phones and Other Electronic Devices _____________________________________________________________________________________ Department Recommendation: Approve the ordinance to revise the policy for Cell Phone and Other Electronic Devices Executive Summary: The city’s cell phone policy, adopted in 2006, has become out-of- date and requires revisions to reflect changes in technology, services and industry practices. In researching policies from other cities, it was noticed that most policies were included in standard operating procedures or in the personnel handbooks instead of in the city’s ordinances. We are proposing an amendment that will pull the policy out of the ordinances and allow it to exist as an administrative policy. Financial Impact: none Alternatives: Leave the policy within the ordinances Legal Review: Jeff Strickland, Jarrard & Davis, March 18, 2019 Concurrent Review: Steve Krokoff, City Manager Attachment: Ordinance Revision and Proposed Cell Phone Policy (Exhibit B) ORDINANCE NO. STATE OF GEORGIA COUNTY OF FULTON AN ORDINANCE TO AMEND CHAPTER 2, ARTICLE VI, DIVISION 6 TO REVISE THE CITY’S CELL PHONE AND OTHER ELECTRONIC DEVICES POLICY The Council of the City of Milton hereby ordains, while in regularly called Council meeting on the 22nd day of April, 2019 at 6:00 p.m., as follows: WHEREAS, the City has adopted revisions to the Cell Phone and Other Electronic Devices Policy, codified at Chapter 2, Article VI, Division 6 of the City’s Code of Ordinances; and, WHEREAS, the City desires to revise its Budgetary Policy to remove the Cell Phone Policy from the Code of Ordinances and allow it to exist as an administrative policy; NOW THEREFORE, THE COUNCIL OF THE CITY OF MILTON HEREBY ORDAINS as follows: 1. That Chapter 2, Article VI, Division 3 of The Code of the City of Milton, Georgia, is hereby amended by incorporating the insertions and deletions shown in the document attached hereto and incorporated herein by reference as “Exhibit A.” 2. That all Ordinances, parts of Ordinances, or regulations in conflict herewith are hereby repealed. 3. That this Ordinance shall become effective upon its adoption. SO ORDAINED this 22nd day of April, 2019. Approved: _______________________________ Joe Lockwood, Mayor Attest: ___________________________ Sudie Gordon, City Clerk (CITY SEAL) EXHIBIT A CHAPTER 2, ARTICLE VI., DIVISION 6. - CELL PHONES AND OTHER ELECTRONIC DEVICES Sec. 2-459. - DefinitionsScope. The City of Milton will maintain a Cell Phone Policy that will be upheld and administered under the direction of the City Manager. The following words, terms and phrases, when used in this division, shall have the meanings ascribed to them in this section, except where the context clearly indicates a different meaning: Cell phones and other electronic devices means devices which allow or facilitate communication between two or more individuals in a wireless format. The term "cell phones and other electronic devices" includes, but is not limited to: (1) Traditional cellular telephones; (2) Pagers; and (3) Blackberry PDAs. (Ord. No. 06-11-05, 11-21-2006) Sec. 2-460. - Purpose and intent. The objective of this division is to: (1) Provide guidelines for the use of electronic equipment, whether directly or indirectly paid for by the city, as the employer of key staff who are in need of such electronic equipment; and (2) Maximize flexibility and availability of city personnel within the scope of the city's financial management program. (Ord. No. 06-11-05, 11-21-2006) Sec. 2-461. - Scope. This division applies to all devices referenced in section 2-459 issued to city employees. Cell phones and other electronic devices can be those pieces of equipment issued directly by the city or by a third - party provider or contractor. Such devices shall be those issued to employees for busine ss purposes. (Ord. No. 06-11-05, 11-21-2006) Sec. 2-462. - General objectives. The primary objectives of activities related to this division shall be as follows: (1) Safety. Electronic devices whether or not provided or reimbursed by the city, and whether with or without hands-free equipment, should be used only when conditions make it safe to use them. Employees should always use the highest degree of care to ens ure safety for themselves and those around them while using these devices. (2) Flexibility. Cell phones and electronic devices will be assigned to city employees based on their role and need. (Ord. No. 06-11-05, 11-21-2006) Sec. 2-463. - Plan options. The plan options available for city employees shall be as follows: (1) Allowance. The city employees selecting this option will be paid a stipend to cover a portion or all of the expenses of a cell phone or other electronic device. a. The city shall be responsible for setting up the service and billing plan and for acquiring all hardware and software associated with operating the device. b. The account shall be billed to the employee on behalf of the employer. The employee is responsible for paying the bill. c. All stipends will not be in excess of $100.00 per month and will be shown as taxable income for the employee under a nonaccountable IRS plan. d. The city employees selecting this option will be allowed to use these devices for personal use. (2) City provided payment and service. The city employees selecting this option will not be provided a monthly bill or statement detailing expenses for use of the device. a. All billings will be sent directly to the city or its agent for payment. b. The city will contract for the cell phone service and provide a cell phone to the employee to be used solely for business purposes. (Ord. No. 06-11-05, 11-21-2006) Sec. 2-464. - Safekeeping and custody. (a) Internal controls. (1) The city operations department is responsible for establishing agreements with cell phone providers. Each department shall determine what functions in their departments require the use of a cell phone in order to perform their job in the most efficient and effective manner. A request shall be made through the IT manager using the IT procurement form. (2) The cell phone coordinator shall maintain a list of city employees who have cell phones that includes the following: a. Date the service was initiated; b. Date the service was terminated; c. Serial number for the equipment; d. Company providing the service; e. Equipment purchase price; f. Data setup fees; and g. Monthly service fees. (b) Replacement or repair. The employee is responsible for the replacement or repair of damaged phones. Employees may be allowed to purchase new equipment every year and only if their existing equipment is no longer functional. (Ord. No. 06-11-05, 11-21-2006) Secs. 2-4650—2-502. - Reserved. EXHIBIT B CITY OF MILTON CELL PHONE POLICY PURPOSE The purpose of this policy is to describe the regulations for cell phone administration, business and personal use, department accountability/responsibility, individual responsibilities, safety measures, and service providers. Cell phones includes, but is not limited to, any wireless telecommunications devices, traditional cellular phones, smartphones, push-to-talk phones, etc. SCOPE This policy shall apply to all cell phones used by or issued to City employees. Cell phones are those pieces of equipment issued directly by the City or by a third-party provider or contractor to one or more City employees. Such devices shall be those issued to or used by employees for business purposes. ELIGIBILITY FOR CITY-ISSUED CELL PHONE OR STIPEND To qualify for a City-issued cell phone or stipend, a determination must first be made that having a cell phone is an essential part of the employee’s job function. Using the following criteria, department heads shall determine which employees within their departments qualify for a stipend or City-issued cell phone: A. Senior management staff in an exempt position who must be available to receive and place time sensitive calls and/or are considered on a permanent on-call status. B. Full-time employees whose duties and responsibilities require them to maintain voice contact with the City while away from the office or to be accessible outside of normal working hours may be eligible for a City cell phone or cell phone stipend. C. Full-time employees whose duties require continual data access in addition to cell phone service while away from the office or outside normal working hours may be eligible for a hotspot or hotspot reimbursement. STIPENDS For certain City employees, it may be necessary or more cost effective to utilize a monthly cell phone stipend in an amount determined by the City. The monthly stipend amount will be reviewed and/or adjusted annually to ensure cost effectiveness. All requests for stipends must be made by submitting the “Employee Cellular Service Stipend and Open Records Act Acknowledgement” form to the Human Resources Department. A. The employee shall be responsible for the purchase of the device/phone, accessory equipment, activation fees, and plan to be utilized. Employees shall 2 ensure that the cellular service is reliable in all work-related areas and at the employee’s residence. B. Employees who receive a monthly stipend shall provide the cellular phone number to the City for work-related communication, shall agree to accept and make City business calls on their phone when required by their supervisor, shall not represent the cell phone he/she uses as the property of the City, and shall carry/answer the cellular phone while on duty, as requested by their supervisor, or as required based on the essential duties of the employee’s job function. Employees are responsible for ensuring that their phone is on and in good working order. C. The maximum monthly stipend amount will be equal to the rate the City pays each month for a City-issued cellular phone. In no case will any stipend exceed the employee’s actual cost of maintaining the line. D. If an employee-owned phone is damaged, broken, lost or stolen, it shall be the sole responsibility of the employee to repair or replace the phone at their cost and the City shall accept no responsibility. E. Any cell phone authorized to be used for City business must support software required to access City emails. F. Employees receiving a monthly stipend shall immediately notify their supervisor in the event their cellular number changes or is cancelled or if their phone is lost/stolen. G. After the Human Resources Department receives the approved request to pay a stipend allowance, the approved amount will be added to the individual’s payroll check and properly reflected on the employee’s paystub. H. Department heads are responsible for reviewing approved stipends on an annual basis to confirm that the employee’s monthly service plan is equal to or higher than the stipend provided by the City and for the purpose of identifying employees who may no longer qualify for a monthly stipend. CELL PHONES (GENERAL) A. The need for a City-purchased cell phone and securing all necessary funds will be the responsibility of each department head. Costs include any cost for the stipend or device, protective case/folio, monthly service fees, licensing fees, client access licenses, business applications, and Mobile Device Management (MDM) licensing. B. Any City-issued cell phone shall be managed by MDM software and licensing, chosen and managed by the Information Services Department. C. Conditions which must be met for any cell phone to be enabled to access City email: a. All cell phone users must sign a waiver (Mobile Device Security Request Form) provided by the Information Services Department acknowledging the employee has read the Cell Phone Policy and agrees to abide by all policy statements within and as may be amended by the City. 3 b. All department heads and/or equivalent shall be aware of the FLSA provisions regarding compensation of employees for all time worked and must ensure that non-exempt employees understand and are complying with the appropriate use of email during non-scheduled work hours. c. Non-Exempt Employees granted access to email on cell phones shall strictly follow work schedules when replying to any email request. Replying when not at work or otherwise “on the clock” is not authorized for Non- Exempt Employees without explicit written directions from the Department Director or equivalent and/or the City Manager or designee. d. All email-enabled devices shall be required to automatically “lock” after a reasonable period of inactivity (no longer than 5 minutes) and must be password protected to “unlock” the device. This is to secure a device left unattended from parties not governed by this policy. These policies shall be enforced by the Mobile Device Management Client. D. For any device approved for connection to the City network, it shall be considered a violation of this policy for any changes to be made to the operating system provided by the manufacturer (i.e., “jail broken” or “rooted”). Any unauthorized changes to the operating system of any device compromises security and will result in termination of service to the device. E. Upon resignation/termination of employment, or at any time upon request, the employee shall produce the cell phone for return or inspection. Employees unable to present the cell phone in good working condition within one business day from the requested time shall be solely responsible for the full cost of a replacement. SAFEKEEPING AND CUSTODY A. The Information Services Department is responsible for establishing agreements with cell phone providers. B. The Information Services Department shall maintain a list of City employees who have City-issued cell phones which list shall include the following: a. Date the service was initiated; b. Date the service was terminated; c. Serial number for the equipment; d. Company providing the service; e. Equipment purchase price; f. Data setup fees; and g. Monthly service fees. PERSONAL USE OF CITY-ISSUED CELL PHONES Limited personal use of a City-issued cell phone may be acceptable, so long as: A. Personal use of devices does not interfere with regular work activity and performance. B. Personal use of devices does not prohibit any business application from being installed and fully functioning on any device (i.e. downloading excessive 4 music/video may run a device low on space, thus rendering it incapable of running City business applications effectively). C. Devices must maintain enough memory/storage space to run all business-related applications and functionalities. D. Personal use does not compromise the security of City information retained on or accessible from the device. E. Other “for a fee” downloads such as music, videos, movies, etc.: it will be the sole responsibility of the end-user/employee to pay for any downloaded media of any type for which a fee is charged. It shall not be the responsibility of the City or Technology Services to backup, maintain, or otherwise protect any personally downloaded application, content, music, video, movie, etc., unless expressly approved and paid for by the City of Milton. WHILE OPERATING A VEHICLE A. Employees whose job responsibilities include regular or occasional driving and who have a cellular phone for business use shall not use their phone while operating a motor vehicle on any public roadway, except in accordance with state law. B. Employees who are charged with traffic violations resulting from the use of their cell phone while driving will be solely responsible for all liabilities that result from such actions. C. If a City vehicle is involved in an accident, the employee’s supervisor or City Manager may request to see the driver’s cell phone to determine if the driver was using the phone at the time of the accident. NOTIFICATION OF DAMAGE OR STOLEN CITY-ISSUED CELLULAR PHONES Employees are responsible for maintaining adequate physical protection for all equipment issued to them by the City. Employees shall promptly notify their direct supervisor and the Information Services Department if any City-issued cellular phone is damaged or stolen. If a City-issued cell phone is stolen, the employee will be required to file a police report. ACCESS TO CELL PHONE STATEMENTS AND RECORDS A. The City reserves the right to monitor the billing and usage of all City-issued cell phones and has the authority to withhold any improper/unauthorized charges from the employee’s wages for reimbursement purposes. B. By accepting the use of a City cell phone, the employee agrees to promptly reimburse the City for all personal charges made which are deemed by the City to be excessive in frequency and duration. If reimbursement for unlimited plans or when actual charges cannot be determined, other disciplinary actions may be issued. C. Employees who receive a cell phone stipend shall understand that all cell phone records pertaining to the performance of the employee’s official duties and employment are subject to Georgia Open Records Act requests. 5 D. Employees who have a City-issued cell phone acknowledge that there is no expectation of privacy when using City-provided cellular phones. The City has the right to review all records related to cellular and/or wireless devices including but not limited to phone logs, text messages, and internet usage logs. Users should further be aware that all records are subject to disclosure under the Georgia Open Records Act. MILTON "' ESTABLISHED 2006 CITY COUNCIL AGENDA ITEM TO: City Council DATE: April 16, 2019 FROM: Steven Krokoff, City Manager 9) AGENDA ITEM: Consideration of an Ordinance to Revise Chapter 46, Article Ill, Division 4, Section 46-123 ("Acceptance by Company") to Make Minor Administrative Changes Including Updating the Address of City Hall. MEETING DATE: Monday, April 22, 2019 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: ( }A(PPROVED CITY ATTORNEY APPROVAL REQUIRED: CITY ATTORNEY REVIEW REQUIRED: (.Y(ES ({YES APPROVAL BY CITY ATTORNEY: ( J,,,APPROVED PLACED ON AGENDA FOR: () NOT APPROVED () NO () NO () NOT APPROVED 2006 Heritage Walk Milton, GA P: 678.242.2500 IF: 678.242.2499 info@cityofmiltonga.usIwww.cityofmiltonga.us 0900 To: Honorable Mayor and City Council Members From: Parag Agrawal, Community Development Director Date: Submitted on April 2, 2019 for the April 8, 2019 Regular Council Meeting Agenda Item Consideration of an Ordinance to Revise Chapter 46, Article III, Division 4, Section 46-123 (“Acceptance by Company”) to Make Minor Administrative Changes Including Updating the Address of City Hall. ____________________________________________________________________________ Department Recommendation: Staff recommends approval of the requested minor changes. Executive Summary: The address of City Hall mentioned in the ordinance has not been updated to reflect the current Heritage Walk location. In addition, we are changing the language to reflect the fact that we provide the affidavits for the haulers to sign, so it cannot be on the company’s letterhead. Finally, instead of referring to the ordinance as “provided herewith,” we are expressly citing the ordinance and any potential amendments. There is no change in policy requested. Funding and Fiscal Impact: None Alternatives: The ordinance can be left as is, but it is the opinion of our attorneys that the proposed language change provides greater clarity. Legal Review: Sarah VanVolkenburgh – Jarrard & Davis (March 13, 2019) Concurrent Review: Steve Krokoff, City Manager Attachment(s): Redlined version of ordinance ORDINANCE NO. STATE OF GEORGIA COUNTY OF FULTON AN ORDINANCE TO REVISE CHAPTER 46, ARTICLE III, DIVISION 4, SECTION 46- 123 (“ACCEPTANCE BY COMPANY”) TO MAKE MINOR ADMINISTRATIVE CHANGES INCLUDING UPDATING THE ADDRESS OF CITY HALL The Council of the City of Milton hereby ordains, while in regularly called Council meeting on the 22nd day of April, 2019 at 6:00 p.m., as follows: WHEREAS, the City has adopted a Solid Waste Ordinance, codified at Chapter 46, Article III, Division 4, Section 46-123 (“Acceptance by Company”) of the City’s Code of Ordinances; and, WHEREAS, the City desires to revise its ordinance to update the address of City Hall and make other minor administrative changes; NOW THEREFORE, THE COUNCIL OF THE CITY OF MILTON HEREBY ORDAINS as follows: 1. That Chapter 46, Article III, Division 4, Sec. 46-123 of The Code of the City of Milton, Georgia, is hereby amended by incorporating the insertions and deletions shown in the document attached hereto and incorporated herein by reference as “Exhibit A.” 2. That all Ordinances, parts of Ordinances, or regulations in conflict herewith are hereby repealed. 3. That this Ordinance shall become effective upon its adoption. SO ORDAINED this 22nd day of April, 2019. Approved: _______________________________ Joe Lockwood, Mayor Attest: ___________________________ Sudie Gordon, City Clerk (CITY SEAL) EXHIBIT A Formatted: Left Formatted: Justified Sec. 46-123. - Acceptance by company. Within 30 days after the passage of this article, or within 30 days of establishing a business within the corporate city limits, all companies operating a residential or commercial refuse waste service shall file with the city its acceptance of the terms and provisions of this article, and request for contract. The acceptance and request for contract shall be in writing in a format provided by the City substantially on the company's letterhead and provide as follows: City of Milton 2006 Heritage Walk Attention: City Manager 13000 Deerfield Parkway, Suite 107F Milton, GA 30004 ____________ (the "Company"), acting by and through an officer who is acting within its official capacity and authority, hereby accepts the City of Milton Solid Waste Ordinance to operate a refuse and solid waste collection and disposal system within the City as said Ordinance is set forth and provided herewith in the City of Milton Code of Ordinances as Part II, Chapter 46 – Solid Waste, Article III – Collection Services, which Ordinance is hereby incorporated herein by reference and as it may be amended from time to time. The Company agrees to be bound and governed by each term, provision and condition of the Ordinance, to accept and to give the benefits provided by the Ordinance, and to perform each service and duty set forth and provided for in the Ordinance in a businesslike and reasonable manner and in compliance with the Ordinance. Company: _____ By: _____ Printed Name: _____ Title: _____ (Ord. No. 06-11-04, § 26, 11-21-2006; Ord. No. 07-11-54, § 26, 11-15-2007; Ord. No. 08-11-30, § 26, 11-17-2008; Ord. No. 10-11-84, § 26, 11-15-2010; Ord. No. 11-11-117, §§ 1—5, 11-21- 2011; Ord. No. 12-12-155, § 5(Exh. A), 12-3-2012; Ord. No. 13-12-191, § 5(Exh. A), 12-2- 2013; Ord. No. 14-12-229, § 5(Exh. A), 12-1-2014; Ord. No. 15-11-263 , § 5(Exh. A), 11-16- 2015; Ord. No. 16-12-291 , § 5(Exh. A), 12-5-2016; Ord. No. 17-11-331 , § 5(Exh. A), 11-20-2017) Editor's note— Section 26 of Ord. No. 10-11-84, adopted Nov. 15, 2010, changed the title of § 46-123 from "Written acceptance of company required" to "Acceptance by company." MILTON "' TO: FROM: AGENDA ITEM: MEETING DATE: ESTABUSHED 2006 C ITY COUNCIL AGENDA ITE M City Council DATE: April 16, 2019 Steven Krokoff, City Manager ~ Agreement for Sale of Realty between the City of Milton and Cogburn Road Investments, L.P ., a Georgia limited partnership, for 4.82 acres , more or less, located in Land Lots 1041 and 1048, 2nd District, 2nd Section, in the City of Milton, Fulton County, Georgia, on Webb Ro ad (and being a portion of Fulton Tax Parcel No. 22 527010470116), for a purchase price of $1,600,000. Monday, April 22, 2019 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: (v/4PPROVED CITY ATTORNEY APPROVAL REQUIRED: CITY ATTORNEY REVIEW REQUIRED: (.y'?ES ( .)/1ES APPROVAL BY CITY ATTORNEY: ( i}/APPROVED PLACED ON AGENDA FOR: () NOT APPROVED () NO () NO ( ) NOT APPROVED 2006 Heritage Walk Milton, GA P: 678 .242.2500 I F: 678.242 .2499 info@cityofmiltonga.usIwww.cityofmiltonga.us 090 0 To: Honorable Mayor and City Council Members From: Ken Jarrad, Jarrad & Davis Date: Submitted April 18, 2019, 2019 for the April 22, 2019 Regular City Council Meeting Agenda Item: Agreement for Sale of Realty between the City of Milton and COGBURN ROAD INVESTMENTS, L.P., a Georgia limited partnership, for 4.82 acres, more or less, located in Land Lots 1041 and 1048, 2nd District, 2nd Section, in the City of Milton, Fulton County, Georgia, on Webb Road (and being a portion of Fulton Tax Parcel No. 22 527010470116), for a purchase price of $1,600,000. Department Recommendation: Staff recommends approval of the contract for the purchase of the above referenced property. Executive Summary: The Milton Greenspace Advisory Committee (MGAC), charged with evaluating, prioritizing, and recommending property to the City Council, identified this property for acquisition as part of the city’s greenspace initiative. This property borders a larger parcel of conservation land. Purchase of this property by the city will preserve natural area, wildlife habitat, and viewshed in an otherwise heavily developed part of the city. Procurement Summary: Purchasing method used: Other (See Comment Above) Account Number: 310-6110-541100001 Requisition Total: $1,600,000 Financial Review: Bernadette Harvill, April 18, 2019 Legal Review: Jeff Strickland, Jarrard & Davis, April 18, 2019 Concurrent Review: Steve Krokoff, City Manager Attachment: Contract to purchase 1 AGREEMENT FOR SALE OF REALTY THIS AGREEMENT FOR SALE OF REALTY (the "Agreement") is made and entered into this _____ day of ______________, 2019, by and between the CITY OF MILTON, a Georgia municipal corporation ("Buyer"), and COGBURN ROAD INVESTMENTS, L.P., a Georgia limited partnership (referred to herein as "Seller"). AGREEMENT 1. The Buyer agrees to buy, and the Seller agrees to sell, all that tract of land located in Land Lots 1041 and 1048, 2nd District, 2nd Section, Fulton County, Georgia on Webb Road in the City of Milton and containing a total of 4.82 acres, more or less, as shown on a survey entitled Boundary Plat of Property located in Land Lots 1041 and 1048, 2nd District, 2nd Section, Fulton County, Georgia in the City of Milton, Prepared for Carson Developments, Inc. by Shirey, Nelson and Associates, Inc., containing the seal of Stephen B. Nelson, GRLS #2924, dated April 10, 2019 attached hereto as Exhibit "A" and incorporated herein by reference, and including all structures, fixtures and appurtenances attached thereto (hereinafter referred to as the "Property"). Prior to closing this transaction, Buyer may have prepared a survey and associated plat of the Property by a licensed land surveyor and shall make same available for Seller’s prior review and approval. The Limited Warranty Deed shall have a legal description based on Exhibit "A" of this Agreement and Seller shall execute a Quit Claim Deed with a legal description based on the Buyer’s approved survey contemplated in this paragraph. 2. Purchase Price. The purchase price of the Property shall be ONE MILLION SIX HUNDRED THOUSAND U.S. DOLLARS ($1,600,000.00) and shall be paid by immediately available federal wire transfer at the closing of the transaction contemplated by this Agreement 2 (hereinafter referred to as the "Closing"). The Earnest Money paid by City shall be credited against the Purchase Price at Closing. 3. Earnest Money. Promptly following execution of this Agreement, Buyer will pay to Seller TEN THOUSAND U.S. DOLLARS ($10,000.00) as earnest money to be held by Seller ("Earnest Money") until the Closing, which Earnest Money shall be applied as part payment of the purchase price of the Property at the time of Closing, and in the event the sale is not closed, then in that event the earnest money shall be immediately returned to Buyer, except as otherwise provided for herein. Upon execution of this Agreement, Seller shall provide a completed IRS Form W-9 (a form of which is attached hereto marked Exhibit "B") to Buyer to facilitate the processing of any and all payments hereunder, including the Earnest Money. Buyer’s obligation to pay Earnest Money shall not arise until Buyer has received a completed IRS Form W-9 from Seller. 4. Due Diligence. A. The Buyer shall have a Forty-Five (45) day Due Diligence Period commencing immediately upon execution of this Agreement. During the Due Diligence Period, the Buyer may enter the property and may conduct geotechnical and environmental testing, including but not limited to soil borings, and may otherwise generally inspect the Property, to include surveying same. Buyer may prior to the end of the Due Diligence Period terminate this Agreement with or without cause, and in the event of such termination Buyer shall receive a full refund of the Earnest Money. At the conclusion of the Due Diligence Period, the Buyer’s right to terminate as described in this Section shall expire. Time is of the essence with respect to the giving of any such notice by Buyer. All engineering, development and other inspections, tests and examinations shall be conducted by parties qualified and, where applicable, licensed to conduct 3 such inspections, tests and/or examinations. Buyer shall pay the costs of all tests, inspections, examinations, investigations, and reviews conducted pursuant to this Agreement. After the performance of any tests, inspections, examinations, investigations and reviews, Buyer shall promptly repair any damage to the Property to substantially the sam e condition as existed prior to the conduct of said tests, inspections, examinations, investigations and reviews, and this obligation of Buyer shall survive any termination of this Agreement. Furthermore, and notwithstanding anything in this Agreement to the contrary, Buyer shall not be permitted to perform a Phase II environmental audit and inspection of the Property (a "Phase II Study") or any other form of invasive property testing without Seller’s prior written approval, which approval may not be unreasonably withheld, conditioned or delayed by Seller. In addition, Seller may not withhold Seller’s approval of a Phase II Study if Buyer’s Phase I Report, requires that a Phase II Study be conducted. In the event that a Phase II Study is authorized by Sel ler under this Agreement, under no circumstances shall the Phase II Study, or the findings thereunder, be disclosed to Seller by Buyer or Buyer’s, agents, employees, environmental consultants or legal counsel (the "Nondisclosure Obligations") unless and until Seller requests such disclosure in writing, or unless such disclosure is required by any applicable law, including but not limited to the Georgia Open Records Act (O.C.G.A. § 50-18-70 et seq.). Buyer’s obligations to Seller under this Section 4 shall survive any termination of this Agreement or Closing, as the case may be. B. Buyer shall procure, at Buyer’s cost, a written title opinion establishing that title to the Property is good, insurable, and marketable, and vested in Seller. Buyer, after exami ning said title opinion, shall notify Seller of any defects or unacceptable exceptions thereto at least five (5) days prior to the end of the Due Diligence period ("Buyer's Objection Notice"). Seller, 4 within five (5) business days of receipt of Buyer's Objection Notice, shall notify Buyer in writing ("Seller's Cure Notice") of any matters in Buyer's Objection Notice which Seller elects to cure; provided, however, that, notwithstanding the foregoing, Seller shall be required to cure (or, at Seller's election, bond over) all monetary liens and/or encumbrances, which encumber the Property, whether or not objected to in Buyer's Objection Notice. In the event Seller shall fail to timely notify Buyer with respect to Buyer's Objection Notice, Seller shall be deemed to have elected not to cure all matters set forth therein. In the event Seller informs Buyer in Seller's Cure Notice that Seller is unable to cure or unwilling to cure any objections raised in Buyer's Objection Notice or Seller fails to timely respond to Buyer's Objection Notice, Buyer shall be entitled to, either (i) terminate this Agreement and receive the return of the Earnest Money, or (ii) to waive such objection and proceed to close the transaction contemplated by this Agreement. In the event Buyer fails to make such election within five (5) business days after receipt of Seller's Cure Notice, Buyer shall be deemed to have selected (ii) above. It is agreed that such papers that may be legally necessary to carry out the terms of this Agreement sha ll be executed and delivered by the parties prior to closing. 5. Marketable Title. Seller agrees to furnish to the Buyer good, insurable, and marketable fee simple title to the Property. "Good, insurable, and marketable, fee simple title" shall be such title as is acceptable to a reasonable purchaser using Georgia Bar Association "Title Standards", as currently published, as the criteria to marketability of the title required hereby, and is insurable by a title insurance company acceptable to Buyer at standard rates and without exception other than the Permitted Exceptions as defined herein. Title to the Property shall be conveyed by Seller to Buyer free of all liens, leases and encumbrances subject to the matters set forth on Exhibit "C" attached hereto and by this reference incorporated herein (which exceptions 5 together with any additional exceptions to which Buyer does not timely object are hereinafter referred to as the "Permitted Exceptions"). 6. Warranty. The Seller hereby affirmatively warrants that it has no actual knowledge of any latent or patent physical condition(s), hazards(s) or feature(s) of, on or below the Property that will in any material way impede or frustrate the use of the Property by Buyer, as a passive park and greenspace area. The words "knowledge" or "actual knowledge" as used in this Agreement shall mean the actual (and not imputed) knowledge of E. Howard Carson, Jr. without investigation. 7. Closing Date. The Closing shall be conducted within thirty (30) days of the conclusion of the Due Diligence period described in Section 4 above. Title to the Property shall transfer at the time of Closing. At the Closing, the Seller shall deliver to the Buyer a Limited Warranty Deed to the Property conveying good, insurable, and marketable title to the Property, and all of Seller’s interest in mineral and sub-surface rights (if any), with the hereditaments and appurtenances, to the Buyer and its assigns, in fee simple, free and clear of all liens, encumbrances, or exceptions on all or any part of the Property, except for easements, restrictions, and other exceptions of record, together with all right, title, and interest of the Seller in and to the Property. Buyer shall pay all costs associated with Buyer's due diligence, the costs of the Buyer’s Survey, the costs of the title examination, any title insurance policy premium, and any recording costs. Each party shall bear its own attorneys' fees. 8. Taxes. All taxes, assessments, and encumbrances which are a lien against the Property and are due and payable at the time of conveyance to the Buyer shall be satisfied by the Seller. Real estate taxes which are a lien (but are not yet due and payable) will be prorated as of 6 the date of the Closing. The Seller will pay the Georgia transfer tax, if any, on the deed of conveyance. 9. Risk of Loss. All risk of loss or damage to the Property will pass from the Seller to the Buyer at Closing. In the event that loss or damage occurs that materially and adversely does permanent or long-term damage to the Property prior to Closing, the Buyer may, without liability, terminate this Agreement by notice to Seller within ten (10) days after such occurrence and receive a full refund of the Earnest Money, or it alternatively may elect to accept the Property "AS IS." The Seller shall deliver possession of the Property to the Buyer at the time of Closing. 10. Right of Entry. The Buyer may enter upon the Property at reasonable times for surveying and other reasonable purposes related to this transaction from the date of execution of this Agreement, through and including the time of delivery of possession of the Property to the Buyer by the Seller or the earlier termination of this Agreement. This right of entry is in addition to those Due Diligence Period rights as identified in Section 4 above. The Buyer’s entry upon the Property in accordance with this paragraph shall be undertaken in such a manner so as to not unreasonably interfere with Seller’s ongoing operations or in such a manner as would do permanent or long-term damage to the Property. Buyer agrees to repair any damage that may be caused by it or its agents and/or contractors in exercising the rights of entry provided in this Section and Section 4 above. The restoration agreements provided in this Section shall survive the termination, lapse, breach or closing of this Agreement. Buyer shall require any agent or sub- contractor of Buyer, at all times that it may be upon the Property, to keep in force public liability insurance in good and solvent insurance companies in limits of at least $1,000,000 per occurrence and $5,000,000 aggregate for bodily injury and $l,000,000 for property damage and 7 shall cause each such agent or sub-contractor to execute and deliver to Seller the Access Agreement in form attached hereto as Exhibit "D" before entering the Property. 11. Preservation of Property. The Seller agrees to preserve the Property substantially as it now is until the delivery of possession of the Property by the Seller to the Buyer, and that the Seller will refrain from any use of the Property for any purpose or in any manner which would materially and adversely affect the Buyer's use and enjoyment of the Property in the future. In the event of such actions, the Buyer may, without liability, and if such condition is not cured by Seller after thirty (30) days’ notice to Seller and opportunity to cure, terminate this Agreement and receive a full refund of the Earnest Money, or the Buyer alternatively may elect to accept conveyance of the Property "AS IS ". 12. Remedies on Default. A. The parties agree that in the event of a breach hereof by the Seller (i.e., the refusal to execute the deed at Closing or to deliver possession of the Property to the Buyer at the appointed time), Buyer shall be entitled to: (i) close the transaction contemplated by this Agreement, thereby waiving such breach, default or failure; (ii) terminate this Agreement by notice to Seller and receive an immediate return of the Earnest Money, or (iii) seek specific performance of Seller's obligations under this Agreement. In the event Buyer elects to pursue an action for specific performance, Buyer shall be required to file such action within thirty (30) days following the date of the alleged default. Otherwise, Buyer shall be deemed to have elected to terminate this Agreement and receive a refund of the Earnest Money as its sole remedy for such default. If an action for specific performance is dismissed with or without prejudice, Buyer shall be deemed to have elected to terminate this Agreement and receive a refund of the Earnest Money as its sole remedy for such default. The remedies set forth herein are the sole and 8 exclusive remedies available to Buyer for such default. Seller shall have no liability for damages as a result of any default of Seller under this Agreement. B. If Buyer defaults under this Agreement and Seller has not defaulted under this Agreement and all conditions precedent and contingencies to Buyer's obligations are satisfied, then, upon written notice of default to Buyer, Buyer shall be afforded a reasonable amount of time (not to exceed ten (10) business days) to cure such default. If Buyer’s default cannot be cured within such time, as Seller's sole and exclusive remedy for such default, Escrow Agent shall pay to Seller the Earnest Money. Buyer and Seller acknowledge that it is impossible to estimate precisely the damages which might be suffered by Seller upon Buyer's default and that the Earnest Money represents a reasonable estimation of such damages. Seller's retention of the Earnest Money is intended not as a penalty, but as full liquidated damages as provided under O.C.G.A. § 13-6-7. The right to receive and retain the Earnest Money as full liquidated damages is Seller's sole and exclusive remedy in the event of default hereunder by Buyer, and Seller hereby waives and releases any right to and covenants that Seller shall not sue Buyer: (a) for specific performance of this Agreement, or (b) to recover actual damages in excess of the Earnest Money. The Earnest Money shall constitute the stipulated damages of Seller, and Buyer shall thereupon be relieved of all further obligations and liabilities arising out of this Agreement, it being agreed that the actual damages of Seller are impossible to ascertain and said amount represents the reasonable damages of Seller. 13. Binding Effect. The agreements set forth herein are to apply to and bind the heirs, executors, administrators, successors, personal representatives and assigns of the Seller. 9 14. Final Agreement. This Agreement terminates and supersedes all prior understandings or agreements on the subject matter hereof. This Agreement may be modified only by a further writing that is duly executed by both parties. 15. Severability. If any paragraph, subparagraph, sentence, clause, phrase, or any portion of this Agreement shall be declared invalid or unconstitutional by any court of competent jurisdiction or if the provisions of any part of this Agreement as applied to any particular situation or set of circumstances shall be declared invalid or unconstitutional, such invalidity shall not be construed to affect the portions of this Agreement not held to be invalid. It is hereby declared to be the intent of the parties to provide for separable and divisible par ts, and they do hereby adopt any and all parts hereof as may not be held invalid for any reason. 16. Governing Law. This Agreement shall be governed, construed and interpreted by, through and under the Laws of the State of Georgia, including but not limited to the Georgia Open Meetings Act (O.C.G.A. § 50-14-1 et seq.) and the Georgia Open Records Act (O.C.G.A. § 50-18-70 et seq.). 17. Public Meeting Requirement. In accordance with the Georgia Open Meetings Act, Buyer’s decision to enter into this Agreement to acquire the Property must be made in an open (i.e., public) meeting where the identity of the Property and the terms of the acquisition are disclosed before the vote. See O.C.G.A. § 50-14-3(b). 18. Broker or Agent. Buyer and Seller hereby agree, warrant, and acknowledge that no real estate brokers or agents are involved in this transaction or would be considered the procuring cause of this transaction. 19. Notice. All notices shall be in writing and shall be deemed to have been properly given on the earlier of (i) when delivered in person, (ii) when deposited in the United States 10 Mail, with adequate postage, and sent by registered or certified mail with return receipt requested, to the appropriate party at the address set out below, (iii) when deposited with Federal Express, Express Mail or other overnight delivery service for next day delivery, addressed to the appropriate party at the address set out below, or (iv) when transmitted by electronic mail to the Email address for each party set forth below. Purchaser: City of Milton 2006 Heritage Walk, Milton, GA 30004 Attn: Joe Lockwood, Mayor E-mail address: _____________________ With a copy to: Jeffrey M. Strickland Jarrard & Davis, LLP 222 Webb Street Cumming, Georgia 30040 E-mail address: jstrickland@jarrard-davis.com Seller: Cogburn Road Investments, L.P. 3082 East Shadowlawn Avenue Atlanta, Georgia 30305 E-mail address: ehc@mindspring.com With a copy to: David N. Dorough, Jr. Dorough & Dorough, LLC 160 Clairemont Avenue, Suite 650 Decatur, Georgia 30030 E-mail address: dnd@dorough.com Rejection or other refusal by the addressee to accept, or the inability to deliver because of a changed address, changed facsimile number, or changed electronic mail address of which no notice was given, shall be deemed to be receipt of the notice sent. Any party shall have the right, from time to time, to change the address, facsimile number, or electronic mail address to which notices to it shall be sent by giving to the other party or parties at least ten (10) days prior notice of the changed address, changed facsimile number, or electronic mail address. 11 20. Additional Contingency. Buyer is also under contract of even date herewith to acquire a separate parcel owned by RED BULL HOLDINGS, LLC, located on Hamby Road in the City of Milton. Seller’s obligation to close the sale of the Property herein is contingent on Buyer successfully closing its acquisition of the Hamby Road parcel and the parties hereto agree that both transactions shall be closed simultaneously. In the event that Buyer terminates the contract to acquire the Hamby Road parcel, Seller may, but shal l not be obligated to, terminate this Agreement and return the Earnest Money to Buyer whereupon the parties shall have no further rights or obligations under this Agreement. 21. Tax-Free Exchange. Seller is considering selling the Property and placing the sales proceeds (or a portion thereof) in escrow in order to effect a tax deferred exchange under Section 1031 of the Internal Revenue Code. Buyer agrees to cooperate with the Seller in effecting such an exchange provided that (i) Buyer shall not be obligated to purchase or hold title to any other property, (ii) Seller shall remain fully obligated under this Agreement and title to the Property will be conveyed to Buyer directly from Seller, and (iii) Buyer shall incur no additional expenses in connection with such an exchange. 12 IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year first written above (the "Effective Date"), which shall be the date this Agreement is executed by all parties hereto. SELLER: SIGNED, SEALED, AND DELIVERED in the presence of: _____________________________ Witness _____________________________ Notary Public My Commission Expires:________ [NOTARY SEAL] COGBURN ROAD INVESTMENTS, L.P. By: CARSON DEVELOPMENTS, INC., a Georgia corporation, its General Partner By: __________________________________ E. Howard Carson, Jr., President [CORPORATE SEAL] [Signatures Continue on Following Page(s)] 13 [Signatures Continued from Previous Page] BUYER: CITY OF MILTON, GEORGIA By: ____________________________________ Joe Lockwood, Mayor [CITY SEAL] SIGNED, SEALED, AND DELIVERED in the presence of: _____________________________ Witness _____________________________ Notary Public My Commission Expires:________ [NOTARY SEAL] 14 EXHIBIT "A" PROPERTY DESCRIPTION 15 EXHIBIT "B" IRS FORM W-9 [ATTACHED ON FOLLOWING PAGE] 16 EXHIBIT "C" PERMITTED TITLE EXCEPTIONS 1. Taxes or assessments for the year 2019 and subsequent years, not yet due and payable. 2. Drainage rights as contained in that certain Easement from R. L. Brown to Highway Board of Georgia, dated May 12, 1932, filed for record May 19, 1932 at 4:18 p.m., recorded in Deed Book 1418, Page 403, Fulton County, Georgia Records. 3. Right-of-Way Easement from Mrs. O. M. Fuller, as executrix of the Will of Robert Anderson Lee Bowen, Deceased to Sawnee Electric Membership Corporation, a corporation, dated September 15, 1966, filed for record October 10, 1966 at 8:48 a.m., recorded in Deed Book 4651, Page 353, aforesaid Records. 4. Right-of-Way Easement from H. D. Bowen to Sawnee Electric Membership Corporation, a corporation, dated April 10, 1969, filed for record May 28, 1969 at 8:30 a.m., recorded in Deed Book 5070, Page 224, aforesaid Records. 5. Drainage rights as contained in that certain Right of Way Deed from Ellen B. Coleman to Fulton County, dated April 19, 1977, filed for record June 17, 1977 at 8:58 a.m., recorded in Deed Book 6726, Page 348, aforesaid Records. 6. Right of-Way Easement from Peter Koscher and Eva Koscher to Southern Bell Telephone and Telegraph Company, dated March 14, 1989, filed for record April 4, 1989 at 12:34 p.m., recorded in Deed Book 12392, Page 316, aforesaid Records. 7. Master Declaration of Protective Covenants, Conditions, Restrictions and Easement for Windward Village by Cogburn Road Investments, L.P., a Georgia limited partnership, dated May 16, 2000, filed for record May 26, 2000 at 12:25 p.m., recorded in Deed Book 29110, Page 224, aforesaid Records; as affected by that certain Supplementary Declaration to Master Declaration of Protective Covenants, Conditions, Restrictions and Easements for Windward Village by Cogburn Road Investments, L.P., a Georgia limited partnership, dated as of December 21, 2001, filed for record September 20, 2002 at 9:00 a.m., recorded in Deed Book 33150, Page 579, aforesaid Records; but omitting any restriction based on race, color, religion, sex, handicap, familial status, or national origin unless and only to the extent that said covenant (a) is exempt under Chapter 42, Section 3607 of the United States Code or (b) relates to handicap but does not discriminate against handicapped persons. 8. Declaration of Reciprocal Easement and Operating Agreement by and between Cogburn Road Investments, L.P., a Georgia limited partnership and Brooks Land, Inc., a Georgia corporation, dated May 16, 2000, filed for record May 26, 2000 at 12:25 p.m., recorded in Deed Book 29110, Page 286, aforesaid Records; as amended by that certain First Amendment to Declaration of Reciprocal Easement and Operating Agreement by and between Cogburn Road Investments, L.P., a Georgia limited partnership and Brooks 17 Land, Inc., a Georgia corporation, dated September 18, 2000, filed for record September 29, 2000 at 10:26 a.m., recorded in Deed Book 29523, Page 359, aforesaid Records; as re-recorded October 18, 2000 at 11:09 a.m., recorded in Deed Book 29583, Page 1, aforesaid Records. 9. Declaration of Reciprocal Easement and Operating Agreement by and between Cogburn Road Investments, L.P., a Georgia limited partnership, Cogburn Road, L.P., a Georgia limited partnership, Windward Village Owners Association, Inc., a Georgia non-profit corporation and The Hermitage Community Association, Inc., a Georgia non-profit corporation, dated August 15, 2000, filed for record August 17, 2000 at 11:08 a.m., recorded in Deed Book 29385, Page 47, aforesaid Records. 10. Joint Use Driveway Agreement from Brooks Land, Inc. to Cogburn Road Investments, L.P., dated February 28, 2001, filed for record March 9, 2001 at 3:12 p.m., recorded in Deed Book 30062, Page 242, aforesaid Records. 11. Drainage rights as contained in that certain Right-of-Way Deed from Cogburn Road Investments, LP to Fulton County, dated February 22, 2001, filed for record April 24, 2001 at 3:52 p.m., recorded in Deed Book 30267, Page 388, aforesaid Records. 12. Water Line Easement Agreement by and between Park at Windward Village, LLC, a Georgia limited liability company, Cogburn Road Investments, L.P., a Georgia limited partnership, The Park at Windward Village Townhome Association, Inc., and Pulte Home Corporation, a Michigan corporation, dated November 9, 2001, filed for record December 14, 2001 at 8:30 a.m., recorded in Deed Book 31522, Page 175, aforesaid Records. 13. Temporary Construction Easement Agreement by and between Cogburn Road Investments, L.P., a Georgia limited partnership and Sembler Alpharetta I, LLC, a Georgia limited liability company, dated as of June 22, 2007, filed for record July 6, 2007 at 12:53 p.m., recorded in Deed Book 45313, Page 261, aforesaid Records. 14. Sewer Easement by and between Cogburn Road Investments, L.P., a Georgia limited partnership, and Fulton County, a political subdivision of the State of Georgia, dated March 24, 2003, filed for record February 19, 2009 at 10:25 a.m., recorded in Deed Book 47614, Page 610, aforesaid Records. 15. All matters disclosed by that certain survey entitled Boundary Plat of Property located in Land Lots 1041 and 1048, 2nd District, 2nd Section, Fulton County, Georgia in the City of Milton, prepared for Carson Developments, Inc. by Shirey, Nelson and Associates, Inc., containing the seal of Stephen B. Nelson, GRLS #2924, dated April 10, 2019. 18 EXHIBIT "D" ACCESS AGREEMENT [ATTACHED ON FOLLOWING PAGE] 19 GENERAL RELEASE AND INDEMNITY AGREEMENT For the sole consideration of COGBURN ROAD INVESTMENTS, L.P. ("Cogburn") providing the undersigned and/or its employees with the privilege to enter upon the real property located on Webb Road in the City of Milton and containing a total of 4.82 acres, more or less, as shown on a survey entitled Boundary Plat of Property located in Land Lots 1041 and 1048, 2nd District, 2nd Section, Fulton County, Georgia in the City of Milton, Prepared for Carson Developments, Inc. by Shirey, Nelson and Associates, Inc., containing the seal of Stephen B. Nelson, GRLS #2924, dated April 10, 2019 attached hereto as Exhibit “A” (the "Property") to conduct due diligence inspection, surveying and/or testing thereof on behalf of the Cit y of Milton, the undersigned hereby agrees to indemnify and to hold Cogburn harmless from and against any and all loss, damage, cost, cause of action and expense (including but not limited to court costs and attorney's fees), including, without limitation, death or injury to persons, resulting from claims or damages caused by, arising out of or incurred in connection with said inspections, examinations or tests or said entry upon the Property. The undersigned certifies that it has in force and will maintain at all times when entering the Property public liability insurance in good and solvent insurance companies in limits of at least $1,000,000 per occurrence and $5,000,000 aggregate for bodily injury and $l,000,000 for property damage. IN WITNESS WHEREOF, the undersigned has executed this General Release and Indemnity Agreement under seal this _____ day of ___________, 2019. Indemnitor: ____________________________(SEAL) By: ________________________________ Name: ________________________________ Title: ________________________________ Signed, sealed, and delivered in the presence of: _____________________________ Notary Public Commission Expires:____________ [AFFIX NOTARY SEAL] MILTON .. ESTABLISHED 2006 CITY COUNCIL AGENDA ITEM TO : City Council DATE: April 16, 2019 FROM: Steven Krokoff, City Manager AGENDA ITEM: Agreement for Sale of Realty between City of Milton and Red Bull Holdings, LLC, a Georgia limited liability company, for 28.20 acres, more or less, located in Land Lots 399, 465 and 466, 2nd District, 2nd Section, in the City of Milton, Fulton County, Georgia, on Hamby Road (Fulton Tax Parcel No. 22- 518003990285 and 22-519004660398), for a purchase price of $1,050,000. MEETING DATE: Monday, April 22, 2019 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: (¥'APPROVED CITY ATTORNEY APPROVAL REQUIRED: CITY ATTORNEY REVIEW REQUIRED: (iY'(ES (f'YES APPROVAL BY CITY ATTORNEY: ( ,J,,'APPROVED PLACED ON AGENDA FOR: 01.,tl 71( l Cl () NOT APPROVED () NO () NO () NOT APPROVED 2006 Heritage Walk Milton, GA P: 678 .242.2500 IF: 678.242.2499 info@cityofmiltonga.usIwww.cityofmiltonga.us 0900 To: Honorable Mayor and City Council Members From: Ken Jarrard, Jarrad & Davis Date: Submitted April 18, 2019, 2019 for the April 22, 2019 Regular City Council Meeting Agenda Item: Agreement for Sale of Realty between City of Milton and RED BULL HOLDINGS, LLC, a Georgia limited liability company, for 28.20 acres, more or less, located in Land Lots 399, 465 and 466, 2nd District, 2nd Section, in the City of Milton, Fulton County, Georgia, on Hamby Road (Fulton Tax Parcel No. 22-518003990285 and 22- 519004660398), for a purchase price of $1,050,000 Department Recommendation: Staff recommends approval of the contract for the purchase of the above referenced Fulton County tax parcels. Executive Summary: The Milton Greenspace Advisory Committee (MGAC), charged with evaluating, prioritizing, and recommending property to the City Council, identified these two parcels for acquisition as part of the city’s greenspace initiative. The property meets several of the criteria used to evaluate potential acquisitions, including water resources, natural areas and wildlife habitat, and rural viewshed. Procurement Summary: Purchasing method used: Other (See Comment Above) Account Number: 310-6110-541100001 Requisition Total: $1,050,000 Financial Review: Bernadette Harvill, April 8, 2019 Legal Review: Jeff Strickland, Jarrard & Davis, April 18, 2019 Concurrent Review: Steve Krokoff, City Manager Attachment: Contracts to purchase 1 AGREEMENT FOR SALE OF REALTY THIS AGREEMENT FOR SALE OF REALTY (the "Agreement") is made and entered into this _____ day of ______________, 2019, by and between the CITY OF MILTON, a Georgia municipal corporation ("Buyer"), and RED BULL HOLDINGS, LLC, a Georgia limited liability company (referred to herein as "Seller"). AGREEMENT 1. The Buyer agrees to buy, and the Seller agrees to sell all that tract or tracts of land located in Land Lots 399, 465 and 466, 2nd District, 2nd Section, Fulton County, Georgia on Hamby Road in the City of Milton and containing a total of 28.20 acres, more or less, as shown on Exhibit "A" attached hereto and incorporated herein by reference, and otherwise known as Fulton County Tax Parcel(s) 22-518003990285 and 22-519004660398, and including all structures, fixtures and appurtenances attached thereto (hereinafter referred to as the "Property") Prior to closing this transaction, Buyer may have prepared a survey and associated plat of the Property by a licensed land surveyor and shall make same available for Seller’s prior review and approval. The Limited Warranty Deed shall have a legal description based on Exhibit "A" of this Agreement and Seller shall execute a Quit Claim Deed with a legal description based on the Buyer’s approved survey contemplated in this paragraph. 2. Purchase Price. The purchase price of the Property shall be ONE MILLION FIFTY THOUSAND U.S. DOLLARS ($1,050,000.00) and shall be paid by immediately available federal wire transfer at the closing of the transaction contemplated by this Agreement (hereinafter referred to as the "Closing"). The Earnest Money paid by City shall be credited against the Purchase Price at Closing. 2 3. Earnest Money. Promptly following execution of this Agreement, Buyer will pa y to Seller TEN THOUSAND U.S. DOLLARS ($10,000.00) as earnest money to be held by Seller ("Earnest Money") until the Closing, which Earnest Money shall be applied as part payment of the purchase price of the Property at the time of Closing, and in the event the sale is not closed, then in that event the earnest money shall be immediately returned to Buyer, except as otherwise provided for herein. Upon execution of this Agreement, Seller shall provide a completed IRS Form W-9 (a form of which is attached hereto marked Exhibit "B") to Buyer to facilitate the processing of any and all payments hereunder, including the Earnest Money. Buyer’s obligation to pay Earnest Money shall not arise until Buyer has received a completed IRS Form W-9 from Seller. 4. Due Diligence. A. The Buyer shall have a Forty Five (45) day Due Diligence Period commencing immediately upon execution of this Agreement. During the Due Diligence Period, the Buyer may enter the property and may conduct geotechnical and environmental testing, including but not limited to soil borings, and may otherwise generally inspect the Property, to include surveying same. Buyer may prior to the end of the Due Diligence Period terminate this Agreement with or without cause, and in the event of such termination Buyer shall receive a full refund of the Earnest Money. At the conclusion of the Due Diligence Period, the Buyer’s right to terminate as described in this Section shall expire. Time is of the essence with respect to the giving of any such notice by Buyer. All engineering, development and other inspections, tests and examinations shall be conducted by parties qualified and, where applicable, licensed to conduct such inspections, tests and/or examinations. Buyer shall pay the costs of all tests, inspections, examinations, investigations, and reviews conducted pursuant to this Agreement. After the 3 performance of any tests, inspections, examinations, investigations and reviews, Buyer shall promptly repair any damage to the Property to substantially the same condition as existed prior to the conduct of said tests, inspections, examinations, investigations and reviews, and this obligation of Buyer shall survive any termination of this Agreement. Furthermore, and notwithstanding anything in this Agreement to the contrary, Buyer shall not be permitted to perform a Phase II environmental audit and inspection of the Property (a "Phase II Study") or any other form of invasive property testing without Seller’s prior written approval, which approval may not be unreasonably withheld, conditioned or delayed by Seller. In addition, Seller may not withhold Seller’s approval of a Phase II Study if Buyer’s Phase I Report, requires that a Phase II Study be conducted. In the event that a Phase II Study is authorized by Seller under this Agreement, under no circumstances shall the Phase II Study, or the findings thereunder, be disclosed to Seller by Buyer or Buyer’s, agents, employees, environmental consultants or legal counsel (the "Nondisclosure Obligations") unless and until Seller requests such disclosure in writing or unless such disclosure is required by any applicable law, including but not limited to the Georgia Open Records Act (O.C.G.A. § 50-18-70 et seq.). Buyer’s obligations to Seller under this Section 4 shall survive any termination of this Agreement or Closing, as the case may be. B. Buyer shall procure, at Buyer’s cost, a written title opinion establishing that title to the Property is good, insurable, and marketable, and vested in Seller. Buyer, after examining said title opinion, shall notify Seller of any defects or unacceptable exceptions thereto at least five (5) days prior to the end of the Due Diligence period ("Buyer's Objection Notice"). Seller, within five (5) business days of receipt of Buyer's Objection Notice, shall notify Buyer in writing ("Seller's Cure Notice") of any matters in Buyer's Objection Notice which Seller elects to cure; 4 provided, however, that, notwithstanding the foregoing, Seller shall be required to cure (or, at Seller's election, bond over) all monetary liens and/or encumbrances, which encumber the Property, whether or not objected to in Buyer's Objection Notice. In the event Seller shall fail to timely notify Buyer with respect to Buyer's Objection Notice, Seller shall b e deemed to have elected not to cure all matters set forth therein. In the event Seller informs Buyer in Seller's Cure Notice that Seller is unable to cure or unwilling to cure any objections raised in Buyer's Objection Notice or Seller fails to timely respond to Buyer's Objection Notice, Buyer shall be entitled to, either (i) terminate this Agreement and receive the return of the Earnest Money, or (ii) to waive such objection and proceed to close the transaction contemplated by this Agreement. In the event Buyer fails to make such election within five (5) business days after receipt of Seller's Cure Notice, Buyer shall be deemed to have selected (ii) above. It is agreed that such papers that may be legally necessary to carry out the terms of this Agreement shall be executed and delivered by the parties prior to closing. 5. Marketable Title. Seller agrees to furnish to the Buyer good, insurable, and marketable fee simple title to the Property. "Good, insurable, and marketable, fee simple title" shall be such title as is acceptable to a reasonable purchaser using Georgia Bar Association "Title Standards", as currently published, as the criteria to marketability of the title required hereby, and is insurable by a title insurance company acceptable to Buyer at standard rates and without exception other than the Permitted Exceptions as defined herein. Title to the Property shall be conveyed by Seller to Buyer free of all liens, leases and encumbrances subject to the matters set forth on Exhibit "C" attached hereto and by this reference incorporated herein (which exceptions together with any additional exceptions to which Buyer does not timely object are hereinafter referred to as the "Permitted Exceptions"). 5 6. Warranty. The Seller hereby affirmatively warrants that it has no actual knowledge of any latent or patent physical condition(s), hazards(s) or feature(s) of, on or below the Property that will in any material way impede or frustrate the use of the Property by Buyer, as a passive park and greenspace area. The words "knowledge" or "actual knowledge" as used in this Agreement shall mean the actual (and not imputed) knowledge of E. Howard Carson, Jr. without investigation. 7. Closing Date. The Closing shall be conducted within thirty (30) days of the conclusion of the Due Diligence period described in Section 4 above. Title to the Property shall transfer at the time of Closing. At the Closing, the Seller shall deliver to the Buyer a Limited Warranty Deed to the Property conveying good, insurable, and marketable title to the Property, and all of Seller’s interest in mineral and sub -surface rights (if any), with the hereditaments and appurtenances, to the Buyer and its assigns, in fee simple, free and clear of all liens, encumbrances, or exceptions on all or any part of the Property, except for easements, restrictions, and other exceptions of record, together with all right, title, and interest of the Seller in and to the Property. Buyer shall pay all costs associated with Buyer's due diligence, the costs of the Buyer’s Survey, the costs of the title examination, any title insurance policy premium, and any recording costs. Each party shall bear its own attorneys' fees. 8. Taxes. All taxes, assessments, and encumbrances which are a lien against the Property and are due and payable at the time of conveyance to the Buyer shall be satisfied by the Seller. Real estate taxes which are a lien (but are not yet due and payable) will be prorated as of the date of the Closing. The Seller will pay the Georgia transfer tax, if any, on the deed of conveyance. 6 9. Risk of Loss. All risk of loss or damage to the Property will pass from the Seller to the Buyer at Closing. In the event that loss or damage occurs that materially and adversely does permanent or long-term damage to the Property prior to Closing, the Buyer may, without liability, terminate this Agreement by notice to Seller within ten (10) days after such occurrence and receive a full refund of the Earnest Money, or it alternatively may elect to accept the Property "AS IS." The Seller shall deliver possession of the Property to the Buyer at the time of Closing. 10. Right of Entry. The Buyer may enter upon the Property at reasonable times for surveying and other reasonable purposes related to this transaction from the date of execution of this Agreement, through and including the time of delivery of possession of the Property to the Buyer by the Seller or the earlier termination of this Agreement. This right of entry is in addition to those Due Diligence Period rights as identified in Section 4 above. The Buyer’s entry upon the Property in accordance with this paragraph shall be undertaken in such a manner so as to not unreasonably interfere with Seller’s ongoing operations or in such a manner as would do permanent or long-term damage to the Property. Buyer agrees to repair any damage that may be caused by it or its agents and/or contractors in exercising the rights of entry provided in this Section and Section 4 above. The restoration agreements provided in this Section shall survive the termination, lapse, breach or closing of this Agreement. Buyer shall require any agent or sub - contractor of Buyer, at all times that it may be upon the Property, to keep in force public liability insurance in good and solvent insurance companies in limits of at least $1,000,000 per occurrence and $5,000,000 aggregate for bodily injury and $l,000,000 for property damage and shall cause each such agent or sub-contractor to execute and deliver to Seller the Access Agreement in form attached hereto as Exhibit "D" before entering the Property. 7 11. Preservation of Property. The Seller agrees to preserve the Property substantially as it now is until the delivery of possession of the Property by the Seller to the Buyer, and that the Seller will refrain from any use of the Property for any purpose or in any manner which would materially and adversely affect the Buyer's use and enjoyment of the Property in the future. In the event of such actions, the Buyer may, without liability, and if such condition is not cured by Seller after thirty (30) days’ notice to Seller and opportunity to cure, terminate this Agreement and receive a full refund of the Earnest Money, or the Buyer alternatively may elect to accept conveyance of the Property "AS IS". 12. Remedies on Default. A. The parties agree that in the event of a breach hereof by the Seller (i.e., the refusal to execute the deed at Closing or to deliver possession of the Property to the Buyer at the appointed time), Buyer shall be entitled to: (i) close the transaction contemplated by this Agreement, thereby waiving such breach, default or failure; (ii) terminate this Agreement by notice to Seller and receive an immediate return of the Earnest Money or (iii) seek specific performance of Seller's obligations under this Agreement. In the event Buyer elects to pursue an action for specific performance, Buyer shall be required to file such action within thirty (30) days following the date of the alleged default. Otherwise, Buyer shall be deemed to have elected to terminate this Agreement and receive a refund of the Earnest Money as its sole remedy for such default. If an action for specific performance is dismissed with or without prejudice, Buyer shall be deemed to have elected to terminate this Agreement and receive a refund of the Earnest Money as its sole remedy for such default. The remedies set forth herein are the sole and exclusive remedies available to Buyer for such default. Seller shall have no liability for damages as a result of any default of Seller under this Agreement. 8 B. If Buyer defaults under this Agreement and Seller has not defaulted under this Agreement and all conditions precedent and contingencies to Buyer's obligations are satisfied, then, upon written notice of default to Buyer, Buyer shall be afforded a reasonable amount of time (not to exceed ten (10) business days) to cure such default. If Buyer’s default cannot be cured within such time, as Seller's sole and exclusive remedy for such default, Escrow Agent shall pay to Seller the Earnest Money. Buyer and Seller acknowledge that it is impossible to estimate precisely the damages which might be suffered by Seller upon Buyer's default and that the Earnest Money represents a reasonable estimation of such damages. S eller's retention of the Earnest Money is intended not as a penalty, but as full liquidated damages as provided under O.C.G.A. Sec. 13-6-7. The right to receive and retain the Earnest Money as full liquidated damages is Seller's sole and exclusive remedy in the event of default hereunder by Buyer, and Seller hereby waives and releases any right to and covenants that Seller shall not sue Buyer: (a) for specific performance of this Agreement, or (b) to recover actual damages in excess of the Earnest Money. The Earnest Money shall constitute the stipulated damages of Seller, and Buyer shall thereupon be relieved of all further obligations and liabilities arising out of this Agreement, it being agreed that the actual damages of Seller are impossible to ascertain and said amount represents the reasonable damages of Seller. 13. Binding Effect. The agreements set forth herein are to apply to and bind the heirs, executors, administrators, successors, personal representatives and assigns of the Seller. 14. Final Agreement. This Agreement terminates and supersedes all prior understandings or agreements on the subject matter hereof. This Agreement may be modified only by a further writing that is duly executed by both parties. 9 15. Severability. If any paragraph, subparagraph, sentence, clause, phrase, or any portion of this Agreement shall be declared invalid or unconstitutional by any court of competent jurisdiction or if the provisions of any part of this Agreement as applied to any particular situation or set of circumstances shall be declared invalid or unconstitutional, such invalidity shall not be construed to affect the portions of this Agreement not held to be invalid. It is hereby declared to be the intent of the parties to provide for separable and divisi ble parts, and they do hereby adopt any and all parts hereof as may not be held invalid for any reason. 16. Governing Law. This Agreement shall be governed, construed and interpreted by, through and under the Laws of the State of Georgia, including but not limited to the Georgia Open Meetings Act (O.C.G.A. § 50-14-1 et seq.) and the Georgia Open Records Act (O.C.G.A. § 50-18-70 et seq.). 17. Public Meeting Requirement. In accordance with the Georgia Open Meetings Act, Buyer’s decision to enter into this Agreement to acquire the Property must be made in an open (i.e., public) meeting where the identity of the Property and the terms of the acquisition are disclosed before the vote. See O.C.G.A. § 50-14-3(b). 18. Broker or Agent. Buyer and Seller hereby agree, warrant, and acknowledge that no real estate brokers or agents are involved in this transaction or would be considered the procuring cause of this transaction. 19. Notice. All notices shall be in writing and shall be deemed to have been properly given on the earlier of (i) when delivered in person, (ii) when deposited in the United States Mail, with adequate postage, and sent by registered or certified mail with return receipt requested, to the appropriate party at the address set out below, (iii) when deposited with Federal Express, Express Mail or other overnight delivery service for next day delivery, addressed to the 10 appropriate party at the address set out below, or (iv) when transmitted by electronic mail to the Email address for each party set forth below. Purchaser: City of Milton 2006 Heritage Walk, Milton, GA 30004 Attn: Joe Lockwood, Mayor E-mail address: _____________________ With a copy to: Jeffrey M. Strickland Jarrard & Davis, LLP 222 Webb Street Cumming, Georgia 30040 E-mail address: jstrickland@jarrard-davis.com Seller: Red Bull Holdings, LLC 3082 East Shadowlawn Avenue Atlanta, Georgia 30305 E-mail address: ehc@mindspring.com With a copy to: David N. Dorough, Jr. Dorough & Dorough, LLC 160 Clairemont Avenue, Suite 650 Decatur, Georgia 30030 E-mail address: dnd@dorough.com Rejection or other refusal by the addressee to accept, or the inability to deliver because of a changed address, changed facsimile number, or changed electronic mail address of which no notice was given, shall be deemed to be receipt of the notice sent. Any party shall have the right, from time to time, to change the address, facsimile number, or electronic mail address to which notices to it shall be sent by giving to the other party or parties at least ten (10) days prior notice of the changed address, changed facsimile number, or electronic mail address. 20. Tax-Free Exchange. Seller is considering selling the Property and placing the sales proceeds (or a portion thereof) in escrow in order to effect a tax deferred exchange under Section 1031 of the Internal Revenue Code. Buyer agrees to cooperate with the Seller in effecting such an exchange provided that (i) Buyer shall not be obligated to purchase or hold 11 title to any other property, (ii) Seller shall remain fully obligated under this Agreement and title to the Property will be conveyed to Buyer directly from Seller, and (iii) Buyer shall incur no additional expenses in connection with such an exchange. IN WITNESS WHEREOF, the parties have executed this Agreement as of the day and year first written above (the "Effective Date"), which shall be the date this Agreement is executed by all parties hereto. SELLER: SIGNED, SEALED, AND DELIVERED in the presence of: _____________________________ Witness _____________________________ Notary Public [NOTARY SEAL] My Commission Expires:_________ RED BULL HOLDINGS, LLC, a Georgia limited liability company By: __________________________________ E. Howard Carson, Jr., Member/Manager By: __________________________________ F. Turner Kurzweg, Jr., Member/Manager [Signatures Continue on Following Page(s)] 12 [Signatures Continued from Previous Page] BUYER: CITY OF MILTON, GEORGIA By: ____________________________________ Joe Lockwood, Mayor [CITY SEAL] SIGNED, SEALED, AND DELIVERED in the presence of: _____________________________ Witness _____________________________ Notary Public [NOTARY SEAL] My Commission Expires:_________ 13 EXHIBIT "A" PROPERTY DESCRIPTION 14 EXHIBIT "A" (continued) 15 EXHIBIT "A" (continued) 16 EXHIBIT "B" IRS FORM W-9 [ATTACHED ON FOLLOWING PAGE] 17 EXHIBIT "C" PERMITTED TITLE EXCEPTIONS 1. All taxes for the year of closing and subsequent years not yet due and payable. 2. Declaration of Covenants and Restrictions by Brooks Land, Inc., a Georgia corporation, filed for record February 10, 2004, recorded in Deed Book 37034, page 132, Records of Fulton County, Georgia. 3. Easements contained in that certain right of way deed from Barney Hudgens to Fulton County, dated July 20, 1957, recorded August 20, 1957, in Deed Book 3250, page 343, Records of Fulton County, Georgia. 4. Easements contained in that certain right of way deed from John A. West, et al., to Fulton County, dated February 18, 1965, recorded March 10, 1965, in Deed Book 4383, page 495, Records of Fulton County, Georgia. 5. Right of Way Easement from Mrs. Enid Watson Lawson, et al., to Sawnee Electric Membership Corporation, dated August 5, 1965, recorded August 19, 1965, in Deed Book 4464, page 131, Records of Fulton County, Georgia. 6. Right of Way Easement from Preston McCleskey to Sawnee Electric Membership Corporation, dated June 6, 1965, recorded July 5, 1968, in Deed Book 4921, page 96, Records of Fulton County, Georgia. 7. Easement for Right-of-Way from Preston McCleskey to Georgia Power Company, dated July 11, 1965, recorded September 7, 1965, in Deed Book 4476, page 177, Records of Fulton County, Georgia. 8. Right of Way Easement from Pembroke Rees to Sawnee Electric Membership Corporation, dated November 12, 1981, recorded in Deed Book 8023, page 241, Records of Fulton County, Georgia. 18 9. Right of Way Easement from Ralph C. Haynes to Sawnee Electric Membership Corporation, dated November 1, 1987, recorded December 1, 1987, in Deed Book 11204, page 470, Records of Fulton County, Georgia. 10. Order of Condemnation in case of Oglethorpe Power Corporation (an Electric Membership Generation & Transmission Corporation vs. A Certain Parcel of Land Lying and Being in This Said County, Ralph C. Haynes, et al., Civil Action File No. E53375, in the Superior Court of Fulton County, Georgia, dated December 2, 1996, recorded December 3, 1996, in Deed Book 21841, page 331, Records of Fulton County, Georgia. 19 EXHIBIT "D" Access Agreement [ATTACHED ON FOLLOWING PAGE] 20 GENERAL RELEASE AND INDEMNITY AGREEMENT For the sole consideration of RED BULL HOLDINGS, LLC (“Red Bull”) providing the undersigned and/or its employees with the privilege to enter upon the real property located in Land Lots 399, 465 and 466, 2nd District, 2nd Section, Fulton County, Georgia on Hamby Road in the City of Milton and containing a total of 28.20 acres, more or less, as shown on Exhibit “A,” attached hereto and incorporated herein by reference, and otherwise known as Fulton County Tax Parcel(s) 22-518003990285 and 22-519004660398, and including all structures, fixtures and appurtenances attached thereto (hereinafter referred to as the “Property”) to conduct due diligence inspection, surveying and/or testing thereof on behalf of the City of Milton, the undersigned hereby agrees to indemnify and to hold Red Bull harmless from and against any and all loss, damage, cost, cause of action and expense (including but not limited to court costs and attorney's fees), including, without limitation, death or injury to persons, resulting from claims or damages caused by, arising out of or incurred in connection with said inspections, examinations or tests or said entry upon the Property. The undersigned certifies that it has in force and will maintain at all times when entering the Property public liability insurance in good and solvent insurance companies in limits of at least $1,000,000 per occurrence and $5,000,000 aggregate for bodily injury and $l,000,000 for property damage. IN WITNESS WHEREOF, the undersigned has executed this General Release and Indemnity Agreement under seal this _____ day of ___________, 2019. Indemnitor: ____________________________(SEAL) By: ________________________________ Name: ________________________________ Title: ________________________________ Signed, sealed, and delivered in the presence of: _____________________________ Notary Public Commission Expires:____________ [AFFIX NOTARY SEAL] MILTON "' TO: FROM: AGENDA ITEM: MEETING DATE: ESTABLISHED 2006 CITY COUNCIL AGENDA ITEM City Council DATE: April 16, 2019 Steven Krokoff, City Manager (}) Consideration of a Resolution of the City of Milton Authorizing the Submission of Application to Georgia Institute of Technology (GATECH) for the 2019 Georgia Smart Communities Challenge (Georgia Smart) Program for Funding in the Amount of One Hundred Thousand Dollars ($100,000). Monday, April 22, 2019 Regular City Council Meeting BACKGROUND INFORMATION: (Attach additional pages if necessary) See attached memorandum APPROVAL BY CITY MANAGER: ( J4,PPROVED CITY ATTORNEY APPROVAL REQUIRED: CITY ATTORNEY REVIEW REQUIRED: (.j'YES (.{YES APPROVAL BY CITY ATTORNEY: (J/APPROVED PLACED ON AGENDA FOR: () NOT APPROVED () NO () NO () NOT APPROVED 2006 Heritage Walk Milton, GA P: 678.242.2500 IF: 678.242.2499 info@cityofmiltonga.usIwww.cityofmiltonga.us 0900 To: Honorable Mayor and City Council Members From: Parag Agrawal, Director Community Development Date: Submitted on April 18, 2019 for the April 22, 2019 Regular City Council Meeting Agenda Item: Consideration of a Resolution of the city of Milton Authorizing the Submission of an Application to Georgia Institute of Technology (GATech) for the 2019 Georgia Smart Communities Challenge (Georgia Smart) grant program for funding in the amount of One Hundred Thousand Dollars ($100,000) _____________________________________________________________________________________ Project Description: This request is to submit a grant application to the Georgia Smart Communities Challenge Grant Program for assistance in planning a Smart downtown, Smart Corridor and Smart Trails in the City of Milton. The match required from the city is $50,000 which can encompass up to $40,000 of in-kind contributions including staff hours. A minimum of Ten Thousand Dollars ($10,000) is required to be provided in cash. Procurement Summary: Purchasing method used: Other (See Comment Above) Account Number: Capital Grant Account Number TBD upon Council Approval Requisition Total: $10,000 Financial Review: Bernadette Harvill, April 18, 2019 Legal Review: Paul Frickey, April 16, 2019 Attachment(s): 1) Resolution Authorizing the submittal of a grant application to the Georgia Smart Communities Challenge Grant program. STATE OF GEORGIA COUNTY OF FULTON RESOLUTION NO. A RESOLUTION OF THE CITY OF MILTON AUTHORIZING THE SUBMISSION OF AN APPLICATION TO GEORGIA INSTITUTE OF TECHNOLOGY (GATECH) FOR THE 2019 GEORGIA SMART COMMUNITIES CHALLENGE (GEORGIA SMART) GRANT PROGRAM FOR FUNDING IN THE AMOUNT OF ONE HUNDRED THOUSAND DOLLARS ($100,000) BE IT RESOLVED by the City Council of the City of Milton, GA while in a Regular Meeting on April 22, 2019 at 6:00 p.m. as follows: WHEREAS, the Georgia Smart Communities Challenge also known as Georgia Smart, is a grant funding and research assistance program developed by Georgia Institute of Technology (GaTech) with funds provided by Georgia Power, and WHEREAS, Georgia Smart makes $50,000 available per community with a 100% match requirement, and WHEREAS, provided that the City receives the grant, Georgia Smart allows the City’s matching funds to be comprised of Ten Thousand Dollars ($10,000) in cash, and Forty Thousand Dollars ($40,000) in like-kind materials, services, or donations, and WHEREAS, the Community Development Department of the City of Milton has identified Ten Thousand Dollars ($10,000) within the Community Development budget for use in the cost of the required matching funds, and can attest to Forty Thousand Dollars ($40,000) of like- kind resources (including, but not limited to supplies, materials, equipment, meeting space, volunteer hours and staff time) that can be attributed to the Georgia Smart grant, and WHEREAS, the Community Development Department of the City of Milton is prepared to submit a Georgia Smart application, NOW THEREFORE BE IT RESOLVED, that the City Council of the City of Milton does hereby authorize the Community Development Department to submit an application to Georgia Institute of Technology for the 2019 Georgia Smart grant program in the amount of One Hundred Dollars ($100,000). RESOLVED this 22nd, day of April 2019 Approved: _____________________________ Joe Lockwood, Mayor Attest: _________________________________ Sudie Gordon, City Clerk Smart Communities Challenge Application Schedule Monday Tuesday Wednesday Thursday Friday April 15 April 16 Staff Memo due to Sudie April 17 Identify a GATech Professor and get a commitment April 18 Resolution due to Sudie April 19 20 21 April 22 Council Meeting Resolution to approve the grant application April 23 April 24 Draft Due to WSP for their Review April 25 April 26 27 28 April 29 April 30 May 1 May 2 May 3 Application due to GATech Staff Memo to Sudie on Tuesday April 16 by noon - Parag Resolution to request approval of a grant application and to commit $50,000 in match money due to Sudie by Thursday April 18 10am – Parag with Paul Frickey Identify a GA tech professor and get a commitment that he/she will work on Milton’s project. - Parag Resolution on the Monday 22 Council meeting to approve grant application - Parag Work on Application April 15 to April 30 – Michele, with assistance from Shuba, Sara, Melissa, Teresa and Parag Application draft for review by WSP on Tuesday April 24. - Michele Application due to GATech on Friday May 3 - Michele