SCREW LIFT STATION UPGRADES NORTHEAST WATER RECLAMATION FACILITY - 12-0017-UT - ADDENDUM TO AGREEMENT FOR CONSTRUCTION OF SCREW LIFT STATION UPGRADESADDENDUM TO AGREEMENT FOR CONSTRUCTION OF
SCREW LIFT STATION UPGRADES
CITY OF CLEARWATER CONTRACT No. 12- 0017 -UT
In reference to contract # 12-001 7 UT dated April 24 2014 between City of Clearwater, the
Owner, and Wharton- Smith, 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
sales tax.
This addendum, upon its execution by both parties, is made an integral part of the aforementioned agreement.
CITY OF CLEARWATER:
Date: 9u&c. , I --()/(i
CONTRACTOR:
Date:
City Manager /Owner
ATTEST:
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City Clerk
(City's C
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Contractor
TTEST:
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Secretary
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6
Camilo Soto
Assistant City Attorney
Appendix
9/27/2010
ATTACHMENT "A"
FROM: CITY OF CLEARWATER (OWNER)
TO: Wharton- Smith, Inc. (CONTRACTOR)
OWNER- FURNISHED MATERIALS
PROJECT: SCREW LIFT STATION UPGRADES, #12- 0017 -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 are 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 Materials 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.
Appendix 9/27/2010
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.
Appendix 9/27/2010
ATTACHMENT "B"
FROM Wharton- Smith, Inc. (CONTRACTOR)
TO Lakeside Equipment Corporation (SUBCONTRACTOR)
OWNER- FURNISHED MATERIALS
PROJECT: SCREW LIFT STATION UPGRADES, #12- 0017 -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.
Appendix 9/27/2010
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.
Appendix 9/27/2010
ATTACHMENT "C"
From: Wharton- Smith, Inc. (CONTRACTOR)
To: Lakeside Equipment Corporation (SUBCONTRACTOR)
Project: SCREW LIFT STATION UPGRADES, #12- 0017 -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 Clearwater (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 of
each month for payment by the . Those received after the will be processed in the next month's
billing cycle.
Appendix 9/27/2010
ATTACHMENT "D"
PROCEDURE FOR GENERATING SUB - CONTRACTOR DIRECT PURCHASE ORDERS FOR SALES TAX
CREDITS
1 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.
2. 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.
3. Project Manager will then request requisition approval from the Finance Director.
4. 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
Appendix 9/27/2010
PROCEDURES FOR SALES TAX SAVINGS, REQUESTS TO
REQUISITION and RECEIVING /INVOICING
CITY OF CLEARWATER
SCREW LIFT STATION UPGRADES, #12- 0017 -UT
Contractor: Wharton- Smith, Inc.
CEI: Mike Nagy (mnagy @whartonsmith.com)
Addendum to Agreement for Construction:
1. See separate instructions for completing the Addendum to Agreement.
Process procedures for tax savings:
2. Completion of the Request to Requisition forms by Contractor.
3. Approved by CEI. Approver(s): Greqg Fruecht (GFRUECHT @jonesedmunds.com)
4. Original to Owner's Representative 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 Materials Suppliers plus
the Contractor's P.O will represent the total contract commitment. Before sending to the
Purchasing Manager, the schedule will be forwarded to the Owner's Representative,
CEI and Contractor's representative for approval. We will need the e-mail address for
the Contractor's & CEI's contact person(s) for this process.
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 it's done on the final C /O).
Process procedures for request to requisition 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 proposal has been received from the ODP supplier:
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.
Appendix 9/27/2010
Attachment should include estimated quantities and types of materials. Cost information
is optional.
Procedures where a detailed line item proposal 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): Mike Nagy
9. The official approving that the materials requested meet the design specifications will be
authorized personnel from the CEI only. Authorized approvers:
Gregg Fruecht
GFRUECHT @jonesedmunds.com
NOTE: Any materials ordered by the contractor that are not included on the City's issued
purchase order or any amounts ordered that exceed the amounts on the City issued
purchase order MUST be separately ordered pursuant to a purchase order directly
between the supplier and the contractor. These materials MUST be invoiced separately
from the materials supplied pursuant to the City issued purchase order. Another option
would be to submit an additional Request to Requisition to increase the amount of the
ODP purchase order for that supplier.
Process procedures for receiving and invoicing:
1. Upon receipt of materials, Contractor's representative will verify 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 Mike Nagy
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
Utilities Engineering Division
Attn: Robert Fahey
100 N. Myrtle Avenue
Clearwater, FL 33755
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.
Appendix 9/27/2010
1
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.
Closing 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.
Appendix 9/27/2010
Engineering Department
REQUEST TO REQUISITION
STANDARD PURCHASE ORDER
General Item Description: Screw Pumps and Covers
Vendor: Lakeside Equipment Corporation. Contact: Steve Eckstein (se @lakeside - equipment.com)
Street Address: 1022 E. Devon Avenue
City /State /Zip: Bartlett, IL 60103 Phone No: 630 - 837 -5640
Receiving Location (Ship to): NE Water Reclamation Facility C/0 Bernie Klemann
Street Address: 3290 State Road 580
City /State /Zip: Safety Harbor, FL 34695
Requested by: Mike Nagy (mnagy @whartonsmith.com)
Phone Number: (813) 288 -0068 ext 319
Date Needed by: ASAP
Expense Code: 0315 - 96202- 563800 - 535 - 000 -0000
Line #
Quantity
Units
($, etc.)
Detailed Description
(List shipping & handling charges, if applicable)
Price Per
Each
Total
2a.
1
LS
Four Screw Pumps
619,512.00
$619,512.00
8a.
1
LS
Screw Pump No. 2
154,878.00
$154,878.00
9a
1
LS
Screw Pump Replacement Covers
38,640.00
$38,640.00
Total PO
$813,030.00
Sales Tax Savings
(6% Florida, 1% County Surtax, on the 151 $5,000)
$48,931.80
Withhold 10% Retainage
*Please contact Bernie Klemann (48)
hours prior to delivery @ (813) 918 -4996
CEI: Gregg Fruecht
GFRUECHT@jonesedmunds.com
*Please contact Gregg Fruecht (48)
hours prior to delivery @ (727) 432 -1326
1
Requesting Of1I
Date: fo / ///ZOIV
P2c.)r-c - M AursC.'9'L/ W WAa -roN Snn TH I INC,
Title and Organization - Connf(ractor
ApRirovWiig Official
aMirtatalteWl° m -
Title and Organization — C.E.I. Sery s
Date:
Completed forms are routed for approval to contracted C.E. &I. Firm and to Engineering. Engineering will process and provide records retention
according to City of Clearwater's Records Management Program.
Requisition Request (2)
9/27/2010