REVERSE OSMOSIS PLANT NO 1 - CONCENTRATE AND BACKWASH PIPELINES - 09-0018-UT - ADDENDUM TO AGREEMENT FOR CONSTRUCTION (2)ADDENDUM TO AGREEMENT FOR CONSTRUCTION OF
Reverse Osmosis Plant No. 1 Expansion
CITY OF CLEARWATER CONTRACT No.09-0018-UT
In reference to contract 09-0018-UT dated December 31, 2012 between City of Clearwater, the Owner,
and Brandes Desian-Build, Inc, the Contractor, it is further AGREED as follows:
1. The Owner has reserved the right to purchase certain portions of the material for the Project
directly in order to save applicable sales tax in compliance with Florida Law since owner is exempt from
the payment of sales tax.
2. The attachments lettered "A", "B", and "C", attached hereto (as amended by notations thereon)
and incorporated herein shall be executed by the Contractor and applicable Sub-contractors and the
terms thereof shall govern the purchase of materials for the Project as determined by the Owner.
3. The contract price shall be reduced by the cost of the materials purchased by owner plus the
normally applicable sales tax as bid by the Contractor even if the cost is in excess of the cost for the
materials as bid by the Contractor. However, for purposes of calculating engineering fees, contractor
fees, architects fees, and any other amounts that are based on the contract amount, the original contract
amount shall be used.
4. The Contractor reserves the right to authorize payments for invoiced materials, prior to
Owner's authorization process, as outlined in Attachment "D".
5. The Contractor will assist Owner in owner's direct purchase of materials for the project.
However, owner acknowledges that Contractor's Sub-contractors nonetheless each reserves the right to
purchase project materials directly, without Owner's prior approval and consequent power to eliminate
reimbursement of sates tax.
This addendum, upon its execution by both parties, is made an integral part of the aforementioned
agreement.
CITY OF CLEARWATER:
Date: �J a'� 13
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William B. Horne II
City Manager/Owner
ATTEST:
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City Clerk
(City's C p te S I
APP VED
Camilo oto
Assistant City Attorney
CONTRACTO :
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Contractor: Brandes Design-Build, Inc
ATTEST:
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ATTACHMENT "A"
FROM: CITY OF CLEARWATER (OWNER)
TO: Brandes Desiqn-Build, Inc (CONTRACTOR)
OWNER-FURNISHED MATERIALS
PROJECT: Reverse Osmosis Plant No. 1 Expansion Proiect (09-0018-UT)
1. The Contract Price includes Florida sales and other applicable taxes for material,
supplies, and equipment which will be a part of the Contractor's Work. The owner, being exempt from
sales tax, reserves the right to make direct purchases of various construction materials included in the
Contractor's contract. Owner-purchasing of construction material, if selected, will be administered on a
deductive Change Order basis. Additionally, Purchase Orders will include Owner's Certificate of
Exemption number.
2. The Contractor shall provide the Owner a list of all intended suppliers, vendors, and
material for consideration as Owner-Furnished Materials. The Contractor shall submit price quotes from
the vendors, as well as a description of the materials to be supplied, estimated quantities, and prices.
3. The Contractor shall be fully responsible for all matters relating to the receipt of materials
furnished by the Owner in accordance with these Special Provisions including, but not limited to, verifying
correct quantities, verifying documents of orders in a timely manner, coordinating purchases, providing
and obtaining all warranties and guarantees required by the Contract Documents, inspection and
acceptance of the goods at the time of delivery due to the negligence of the Contractor. However, the
owner assumes the risk of damage or loss during the time that the building materials a�e
physically stored at the job site prior to their installation or incorporation into the project. The
Contractor shall coordinate delivery schedules, sequence of delivery, loading orientation, and other
arrangements normally required by the Contractor for the particular material furnished. The Contractor
shall provide all services required for the unloading and handling of materials. The Contractor agrees to
indemnify and hold harmless the Owner from any and all claims of whatever nature resulting from non-
payment of goods to suppliers arising from the action of the Contractor.
4. As Owner-Furnished Materials are delivered to the job site, the Contractor shall visually
inspect all shipments from the suppliers, and approve the vendor's invoice for material delivered. The
Contractor shall assure that each delivery of Owner-Furnished Materials is accompanied by
documentation adequate to identify the Purchase Order against which the purchase is made. This
documentation may consist of a delivery ticket and an invoice from the supplier conforming to the
Purchase Order together with such additional information as the Owner may require. The Contractor will
then forward the invoice to the Owner for payment, pursuant to Attachment A of this Contract.
5. The Contractor shall insure that Owner-Furnished Materia�s conform to the Specifications
and determine prior to acceptance of goods at time of delivery if such materials are patently defective,
and whether such materials are identical to the materials ordered and match the description on the bill of
lading. If the Contractor discovers defective or non-conformities in Owner-Furnished Materials upon such
visual inspection, the Contractor shall not utilize such nonconforming or defective materials in the
Contractor's Work and instead shall properly notify the Owner of the defective or nonconforming condition
so that repair or replacement of those materials can occur without undue delay or interruption to the
Project. If the Contractor fails to perform such inspection and otherwise incorporates into the Contractor's
Work such defective or nonconforming Owner-Furnished Materials, the condition of which it either knew
or should have known by performance of an inspection, Contractor shall be responsible for all damages
to the Owner, resulting from Contractor's incorporation of such materials into the Project, including
liquidating or delay damages.
6. The Contractor shall maintain records of all Owner-Furnished Materials it incorporates
into Contractor's Work from the stock of Owner-Furnished Materials in its possession. The Contractor
shall account monthly to the Owner for any Owner-Furnished Materials delivered into the Contractor's
possession, indicating portions of all such materials which have been incorporated in the Contractor's
Work.
7. The Contractor shall be responsible for obtaining and managing all warranties and
guarantees for all materials and products as required by the Contract Documents. All repair,
maintenance, or damage-repair calls shall be forwarded to the Contractor for resolution with the
appropriate supplier, vendor, or subcontractor.
8. Notwithstanding the transfer of Owner-Furnished Materials by the Owner to the
Contractor's possession, the Owner shall retain legal and equitable title to any and all Owner-Furnished
Materials.
9. The Owner shall indemnify and hold Contractor harmless from any sales tax (and interest
and penalties incurred in connection therewith) in the event there is a final determination that sales made
by Owner, which Owner treats as being exempt from sales tax, are subject to sales tax. "Final
determination" shall mean an assessment by the Department of Revenue that is no longer subject to
protest, or a determination of a court having jurisdiction over such matters that is final and not subject to
appeal. Contractor agrees to promptly notify owner of any audit, assessment, proposed assessment or
notice of deficiency issued with regard to the Project and relating to Owner-Furnished Materials.
10. As invoices are received, Contractor shall be required to review invoices submitted by all
suppliers of Owner-Furnished Materials delivered to the Project during that delivery for use by the
Contractor and either concur or object to the Owner's issuance of payment to the suppliers, based upon
Contractor's records of materials delivered to the site and any defects in such materials.
11. In order to arrange for the prompt payment to the supplier, the Contractor shall provide to
the Owner a listing indicating the acceptance of the goods or materials within thirty (30) days of receipt of
said goods or materials. The list shall include a copy of all applicable Purchase Orders which will include
owner's Certificate of Exemption number, invoices, delivery tickets, written acceptance of the delivered
item, and such other documentation as may be reasonably required by the Owner. The check will be
released, delivered and remitted directly to the supplier. The Contractor agrees to assist the Owner to
immediately obtain partial or final release or waivers as appropriate. At the end of the Project, Contractor
will be provided with a deductive Change Order for the cost incurred by the Owner to provide all Owner-
Furnished Materials. Salvage materials shall be stored or removed from the site by the Contractor at the
Owner's direction, or may be turned over to the Contractor for salvage or disposal at the Contractor's
option.
12. The Contractor shall be entitled to the benefits of any discounts attributable to the early
payment of vendor invoices for materials furnished by the Owner pursuant to the Specifications.
13. The Contract between Contractor and Owner is hereby amended to clarify that Owner-
Furnished Material shall be included in the Cost of the Work for the purpose of determining the Contract
Sum due Contractor.
ATTACHMENT "B"
FROM Brandes Desiqn-Build, Inc (CONTRACTOR)
TO Rocha Controls (SUBCONTRACTOR)
OWNER-FURNISHED MATERIALS
PROJECT: Reverse Osmosis Plant No. 1 Project (09-0018-UT)
1. The Contract Price includes Florida sales and other applicable taxes for material,
supplies, and equipment which will be a part of the Subcontractor's Work. The Owner, being exempt from
sales tax, reserves the right to make direct purchases of various construction materials included in the
Subcontractor's contract. Owner-Purchasing of construction material, if selected, will be administered on
a deductive Change Order basis. Additionally, Purchase Orders will include owner's Certification of
Exemption number.
2. The Subcontractor shall provide the owner a list of all intended suppliers, vendors, and
material for consideration as Owner-Furnished Materials. The Subcontractor shall submit price quotes
from the vendors, as well as a description of the materials to be supplied, estimated quantities, and
prices.
3. The Subcontractor shall be fully responsible for all matters relating to the receipt of
materials furnished by the Owner in accordance with these Special Provisions including, but not limited
to, verifying correct quantities, verifying documents of orders in a timely manner, coordinating purchases,
providing and obtaining all warranties and guarantees required by the Contract Documents, inspection
and acceptance of the goods at the time of delivery due to the negligence of the Subcontractor. However,
the Owner assumes the risk of damage or loss during the time that the building materials are physically
stored at the job site prior to their installation or incorporation into the project. The Subcontractor shall
coordinate delivery schedules, sequence of delivery, loading orientation, and other arrangements
normally required by the Subcontractor for the particular material furnished. The Subcontractor shall
provide all services required for the unloading and handling of materials. The Subcontractor agrees to
indemnify and hold harmless the Owner from any and all claims of whatever nature resulting from non-
payment of goods to suppliers arising from the action of the Subcontractor.
4. As Owner-Furnished Materials are delivered to the job site, the Subcontractor shall
visually inspect all shipments from the suppliers, and approve the vendor's invoice for material delivered.
The Subcontractor shall assure that each delivery of Owner-Furnished Materials is accompanied by
documentation adequate to identify the Purchase Order against which the purchase is made. This
documentation may consist of a delivery ticket and an invoice from the supplier conforming to the
Purchase Order together with such additional information as the Owner may require. The Subcontractor
will then forward the invoice to the Owner for payment, pursuant to Attachment "A" of this Contract.
5. The Subcontractor shall insure that Owner-Furnished Materials conform to the
Specifications and determine prior to incorporation into the Subcontractor's Work if such materials are
patently defective, and whether such materials are identical to the materials ordered and match the
description on the bill of lading. If the Subcontractor discovers defective or non-conformities in Owner-
Furnished Materials upon such visual inspection, the Subcontractor shall not utilize such nonconforming
or defective materials in the Subcontractor's Work and instead shall properly notify the Owner of the
defective or nonconforming condition so that repair or replacement of those materials can occur without
undue delay or interruption to the Project. If the Contractor fails to perform such inspection and otherwise
incorporates into the Subcontractor's Work such defective or nonconforming Owner-Furnished Materials,
the condition of which it either knew or should have known by performance of an inspection,
Subcontractor shall be responsible for all damages to the owner, resulting from Subcontractor's
incorporation of such materials into the Project, including liquidating or delay damages.
6. The Subcontractor shall maintain records of all owner-Furnished Materials it incorporates
into Subcontractor's Work from the stock of Owner-furnished Materials in its possession. The
Subcontractor shall account monthly to the Owner for any owner-Furnished Materials delivered into the
, .
Subcontractor's possession, indicating portions of all such materials which have been incorporated in the
Subcontractor's Work.
7. The Subcontractor shall be responsible for obtaining and managing all warranties and
guarantees for all materials and products as required by the Contract Documents. All repair,
maintenance, or damage-repair calls shall be forwarded to the Subcontractor for resolution with the
appropriate supplier, vendor, or sub-subcontractor.
8. Notwithstanding the transfer of Owner-Furnished Materials by the Owner to the
Subcontractor's possession, the Owner shall retain legal and equitable title to any and all Owner-
Furnished Materials.
9. The Owner shall indemnify and hold Subcontractor harmless from any sales tax (and
interest and penalties incurred in connection therewith) in the event there is a final determination that
sales made by Owner, which Owner treats as being exempt from sales tax, are subject to sales tax. "Final
determination" shall mean an assessment by the Department of Revenue that is no longer subject to
protest, or a determination of a court having jurisdiction over such matters that is final and not subject to
appeal. Subcontractor agrees to promptly notify Owner of any audit, assessment, proposed assessment
or notice of deficiency issued with regard to the Project and relating to Owner-Furnished Materials.
10. As invoices are received, Subcontractor shall be required to review invoices submitted by
all suppliers of Owner-Furnished Materials delivered to the Project during that delivery for use by the
Subcontractor and either concur or object to the Owner's issuance of payment to the suppliers, based
upon Subcontractor's records of materials delivered to the site and any defects in such materials.
11. In order to arrange for the prompt payment to the supplier, the Subcontractor shall
provide to the Owner a listing indicating the acceptance of the goods or materials within fifteen (15) days
of receipt of said goods or materials. The list shall include a copy of all applicable Purchase Orders which
will include owner's Certificate of Exemption number, invoices, delivery tickets, written acceptance of the
delivered item, and such other documentation as may be reasonably required by the Owner. The check
will be released, delivered and remitted directly to the supplier. The Subcontractor agrees to assist the
Owner to immediately obtain partial or final release or waivers as appropriate. At the end of the Project,
Subcontractor will be provided with a deductive Change Order for the cost incurred by the Owner to
provide all Owner-Furnished Materials. Salvage materials shall be stored or removed from the site by the
Subcontractor at the Owner's direction, or may be turned over to the Subcontractor for salvage or
disposal at the Subcontractor's option.
. , � �
ATTACHMENT "C"
From: Brandes Desian-Build. Inc (CONTRACTOR)
To: Rocha Controls (SUBCONTRACTOR)
Project: Reverse Osmosis Plant No. 1 Expansion (09-0018-UT)
This project qualifies the Owner to utilize its sales tax exemption for the purchase of materials used in the
project. In order to do this, the City of Clearwater, Florida, (Owner) must pay for the materials directly.
This shall be accomplished in the following manner:
1. Subcontracts will be issued by Contractor to Subcontractors in the usual manner,
including sales tax.
2. Subcontractors will prepare their material orders and forward same to Contractor so that
City of Clearwater (owner) purchase orders may be placed for these materials.
3. Contractor will return to the Subcontractor a copy of the City of Clearwater (owner)
purchase order on behalf of the City of Clearwater (Owner). It shall read:
To: Supplier
For: Material per attached Subcontractor order,
4. The material supplier will then bill the City of Cfearwater (Owner) c/o "Subcontractor" c/o
Contractor. Subcontractor will approve invoice and send to Contractor who will submit
same to City of Clearwater (Owner) for payment.
5. City of Clearwater (Owner) will then pay the invoice directly and the Subcontractor will be
issued a deductive change order for the amount of the invoice plus sales tax.
It is imperative that the Subcontractor approve the invoices and forward them to Contractor by the 25th of
each month for payment by the 25th. Those received after the 25th will be processed in the next month's
billing cycle.
. . • �
ATTACHMENT "D"
PROCEDURE FOR GENERATING SUB-CONTRACTOR DIRECT PURCHASE ORDERS FOR SALES
TAX CREDITS
1
2
3
4
General Contractor will submit requisition for materials with vendor information required
(see vendor application form), item description, quantity if applicable, price, etc. Also
included will be the sales tax savings amount.
Architect will review the requisition, and forward to the project manager for approval and
preparation of electronic purchase requisition. Requisition must contain project number
as well as correct account number.
Project Manager will then request requisition approval from the Finance Director.
Purchasing will issue purchase order and will mail, fax, or otherwise distribute purchase
order as requested.
5. A purchase order summary report will be maintained indicating the following: purchase
order number, owner Certificate of Exemption number, vendor, total amount of P.O., total
tax savings, amount previously requested, amount of current request, and remaining
balance of P.O. This report will be updated and issued with each group of payment
requests (monthly).
6. Payment requests with invoices must have receiving paperwork with authorized
signatures and must be submitted for approval as indicated below:
7. Payment authorization sequence: invoices must be submitted for approval in the
following order:
a. General Contractor
b. Architect
c. Project Manager
d. Engineering/City Manager
e. Purchasing/for processing only
f. Finance/for processing only
PROCEDURES FOR SALES TAX SAVINGS, REQUESTS TO
REQUISITION and RECEIVING/INVOICING
CITY OF CLEARWATER
Reverse Osmosis Plant No. 1 Expansion (09-0018-U�
Contractor: Brandes Desiqn-Build, Inc
CEI: CDM Smith
Addendum to Aqreement for Construction:
See separate instructions for completing the Addendum to Agreement.
Process qrocedures for tax savinqs:
2. Completion of the Request to Requisition forms by Contractor.
3. Approved by CEI. Approver(s):Elwood Herom (CDM)
4. Original to Owner's Representative Lan-Anh Nquven, PE, Proiect Manaqer for
processing of P.O. requisition.
5. Based on Request to Requisition forms a schedule will be prepared for the City's
Purchasing Manager to reduce the Contractor's P.O. by the amount of the P.O.s to the
Materials Suppliers. It is important to process as many material supplier Requests to
Requisition as possible at one time thereby reducing the amount of changes necessary to
Contractor's P.O. Construction contract will not change and the sum of the P.O.s to the
Materiafs Suppliers plus the Contractor's P.O will represent the total contract
commitment. Before sendin_a to the Purchasin�r Mana�er, the schedule will be
forwarded to the Owner's Representative, CEI and Contractor's representative for
aaproval. We will need the e-mail address for the Contractor's 8 CEI's contact
person(s) for this nrocess.
6. The estimated sales tax savings for each materials requisition will be deducted from the
primary lines of Contractor's P.O. A related Sales Tax Savings line for each charge code
will be added to the Contractor's P.O. No changes will be made to the sales tax savings
lines until all materials are purchased, received, accepted and paid for unless additional
materials purchases are necessary.
7. Closing of the sales tax savings line on the Contractor's P.O. can only be done through a
change order (Recommendation is that iYs done on the final C/O).
Process procedures for request to reauisition forms:
1. General description is a brief recap (sewer lines and manholes; water lines; etc)
2. Contractor should include their fax number as well as a contact number.
3. In the description section of the Request to Requisition include any special delivery
instructions.
4. Indicate whether or not retainage is to be withheld. City's standard is 5%.
5. Include the address where the supplier is to mail invoices.
6. Where applicable, shipping and handling costs should be listed as a line item on the
request to requisition.
7. City staff will complete the charge code line.
Procedures where a detailed line item proaosal has been received from the ODP suaplier:
a. On the request to requisition summarize the materials to be ordered by type of
system (stormwater, streets, water, sewer, reclaimed, etc) giving the total dollar
amount per for each system. Leave 2 line spaces between each system to allow for
the addition of the City's charge code.
b. Attach the supplier's proposal to be mailed as an attachment to the purchase order.
Attachment should include estimated auantities and tvpes of materials. Cost
information is optional.
Procedures where a detailed line item qroaosal is not available:
c. Provide quantities and detailed descriptions of the items to be ordered, per unit and
total cost as the City's P.O. will be sent directly to the Materials Supplier.
d. Materials on each request to requisition should be grouped in relation to the major
billing line items on Contractor's P.O. Leave 2 spaces between each group, as the
City will add the appropriate charge codes.
8. The requesting official will be the Contractor's official with authority to procure materials.
Contractor's authorized procurer(s):
9. The official approving that the materials requested meet the design specifications will be
authorized personnel from the CEI and Contractor. Authorized approvers:
NOTE: Anv materials ordered bv the contractor that are not included on the Citv's issued
purchase order or anv amounts ordered that exceed the amounts on the Citv issued
purchase order MUST be separatelv ordered qursuant to a purchase order directly
between the suaalier and the contractor. These materials MUST be invoiced seaarately
from the materials supplied pursuant to the City issued purchase order. Another
option would be to submit an additional Reauest to Reauisition to increase the amount
of the ODP purchase order for that supplier.
Process arocedures for receivins� and invoicing:
1. Upon receipt of materials, Contractor's representative will verifv the materials are in usable
condition and the quantity received.
2. The Materials Suppliers will be instructed on the City's P.O. to send their original invoice to
the Contractor to the attention of _ .
3. Contractor must sign off on the invoice to approve the payment and, if no receiving report is
attached, must indicate on the invoice that all materials were received in usable condition.
Any discrepancies with the invoice are to be resolved between the Contractor and the
Materials Supplier. If the invoice is in error, it can be corrected by the Contractor before
forwarding for payment under the following conditions:
a. A corrected supplier's invoice can be paid up to the amount of the originally issued
invoice but not in excess of that amount.
b. None of the original data on the invoice can be obliterated. If it is the City will return
the invoice for replacement by a corrected one from the supplier.
c. If the corrections cause the invoice amount to exceed the original billed amount, the
excess must be invoiced separately by the supplier and is to have the same support
documentation and/or approvals as all other invoices to be paid.
4. Supplier invoices for retainage amounts, if any has been withheld, are not required support
documentation but must follow the approval process as all other invoices.
5. After approval the Contractor will forward the original invoice and any attachments to City of
Clearwater's Owner Representative:
City of Clearwater
Engineering Department
Attn: Lan-Anh Nguyen, P.E.
PO Box 4748
Clearwater, FL 33758-4748
6. After approval and verification of the materials received the Owner's Representative will
forward the original invoice and any attachments to the appropriate City department for
payment processing.
�
7. Steps 1 through 7 will be followed for each materials receipt and invoice.
8. Materials purchase P.O.s can be closed only upon completion of the materials acquisition
and at the approval of the Contractor.
9. Upon closing of a materials purchase P.O. any unused balance will be added back to the
appropriate line(s) on Contractor's P.O.
Closinq of Contractor's P.O.:
1. All Materials Suppliers' P.O.'s must be closed prior to the final change order and closing of
the Contractor's P.O.
. .�
General Item Description:
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Engineering Department
REQUEST TO REQUISITION
STANDARD PURCHASE ORDER
Control Panels
Vendor: Rocha Controls Raymond Rocha 813-628-5584 rrocha@rochacontrols.com
Street Address: 5025 Rio Vista Ave
City/State/Zip: Tampa, FL 33634 Phone No:813-628-5584
Receiving Location (Ship to): City of Clearwater RO Plant
Street Address: 1657 Palmetto St
City/State/Zip: Clearwater, FL 33755
Requested by:
Phone Number:
Date Needed by:
Expense Code:
Line # Qu
6.06
12.01
6.06A
12-
OlA
1
1
1
1
Brandes Design-Build, Inc-Bryan Barelos-Vice President
bryan@brandesengineering.com
727-445-7544 Fax:727-445-7534
0381-96764-563800-533-000-0000
Units Detailed Description
6, etC. (List shipping 8� handling charges, if appticable)
Ea New Control Panel (CP) 120
EA Main CP-110 New Control Panel
Please provide 48 hour
notification prior to delivery:
Pat Toolev 727-243-6868
Total Purchase Order Amount
CEI contact: Elwood "Chip"
Herom, PE (813.262.8850),
EA Tax Savings
EA Tax Savings
Date: �/23/�j
Vice President Brandes Design-Build. Inc
Title and Organization - Contra�tor
Price Per
Each
$20,000.00
$135,000.00
$1,250.00
$8,150.00
TOtal
$ao,000.00
135,000.00
155,000.00
$i,2so.00
$8,Z50.00
Date: �rGII 3
L'01"l gw.:C� ^ C��tr's¢Z ���,n
Title and Organization - C.E.I. Services
Completed forms are routed for approval to contracted C.E.81. Firm and to Engineering. Engineering will process and provide records retention
according to City of Clearwater's Records Management Program.
9/27/2010