CONTRACT FOR NATURAL GAS DISTRIBUTION MAIN AND SERVICE LINE LOCATING - BID 21-19CONTRACT
This CONTRACT made and entered this I h day of April, 2019, by and between the CITY OF CLEARWATER,
FL (d/b/a Clearwater Gas System), a municipal corporation of the State of Florida, 400 North Myrtle Avenue,
Clearwater, FL, hereinafter called "CGS", and OLAMETER DPG, LLC, having hereinafter called the
"CONTRACTOR".
WITNESSETH:
That the parties to this contract each in consideration of the undertakings, promises and agreement on the part of the
other herein contained, do hereby undertake, promise and agree as follows:
The Contractor, and his or its successor, assigns, executors or administrators, in consideration of the sums of money
as herein after set forth to be paid by CGS and to the Contractor, shall and will at their own cost and expense perform
all labor, furnish all materials, tools, electronics, devices and equipment for the following:
"Natural Gas Distribution Main & Service Line Locating"
As defined in Sid 21-19 in the amount of $600,000
In accordance with such proposal and such other special provisions and drawings, if any, which will be submitted by
CGS, together with any advertisement, instructions to bidder, general conditions, proposal and bond, which may be
hereto attached, and any drawings if any, which may be herein referred to, are hereby made a part of this contract, and
all of said work to be performed and completed by the contractor and its successors and assigns shall be fully
completed in a good and workmanlike manner to the satisfaction of CGS, the provision of the services including but
not limited to those services as described in Invitation to Bid #21-19, attached hereto as Exhibit "A" and
incorporated herein ("Detailed Specifications").
If the Contractor should fail to comply with any of the terms, conditions, provisions or stipulations as contained herein
within the time specified for completion of the work to be performed by the Contractor, then CGS, may at its option,
avail itself of any or all remedies provided on its behalf and shall have the right to proceed to complete such work as
Contractor is obligated to perform in accordance with the provisions as contained herein. CGS shall recover all costs
of such remedial action from the contractor for their failure to perform.
THE CONTRACTOR AND HIS OR ITS SUCCESSORS AND ASSIGNS DOES HEREBY AGREE TO ASSUME
THE DEFENSE OF ANY LEGAL ACTION WHICH MAY BE BROUGHT AGAINST CGS AS A RESULT OF
THE CONTRACTOR'S ACTIVITIES OR RELATED DEFICIENCIES ARISING OUT OF THIS CONTRACT
AND FURTHERMORE, IN CONSIDERATION OF THE TERMS, STIPULATIONS AND CONDITIONS AS
CONTAINED HEREIN, AGREES TO HOLD CGS FREE AND HARMLESS FROM ANY AND ALL CLAIMS
FOR DAMAGES, COSTS OF SUITS, JUDGMENTS OR DECREES RESULTING FROM ANY CLAIMS MADE
UNDER THIS CONTRACT AGAINST CGS OR THE CONTRACTOR OR THE CONTRACTOR'S SUB-
CONTRACTORS, AGENTS, SERVANTS OR EMPLOYEES RESULTING FROM ACTIVITIES BY THE
AFOREMENTIONED CONTRACTOR, SUB -CONTRACTOR, AGENT SERVANTS OR EMPLOYEES.
UNLESS SUCH CLAIMS ARE A RESULT OF THE CITY'S NEGLIGENCE. NOTHING HEREIN SHALL BE
CONSTRUED TO WAIVE OR MODIFY THE PROVISIONS OF SECTION 768.28, FLORIDA STATUTES, OR
THE DOCTRINE OF SOVEREIGN IMMUNITY.
In addition to the foregoing provisions, the Contractor agrees to conform to the following requirements:
1. The initial term of this agreement shall begin April 1, 2019 and terminate on March 31, 2020. Thereafter, this
agreement may be renewed for two (2), one-year term extensions. Any amendment must be made in writing
and agreed to by both parties.
2. The Contractor agrees to receive the compensation/rates stated in the bid proposal "Detailed Specifications", in
full compensation for furnishing material, tools, equipment and labor necessary to perform Locate Services
within CGS's Service Territory. CGS and Contractor agree that there are no minimum requirements for purchase
in this Agreement; the Contractor, for such consideration, shall be responsible for all claims, causes of action,
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loss or damages arising out of the nature of the work aforesaid or from any action of the elements; or from any
unforeseen obstruction or difficulties which may be encountered of every description connected with the work,
and furnishing the materials, until their final completion and acceptance. UNLESS SUCH CLAIMS ARE A
RESULT OF THE CITY'S NEGLIGENCE. NOTHING HEREIN SHALL BE CONSTRUED TO WAIVE OR
MODIFY THE PROVISIONS OF SECTION 768.28, FLORIDA STATUTES, OR THE DOCTRINE OF
SOVEREIGN IMMUNITY. Any increase or decrease in compensation shall be effective only when
incorporated in a written amendment to this Contract, executed by the Parties hereto.
3. To prevent disputes, it is agreed by and between the parties to this Contract that CGS or its authorized
representative shall in all cases determine the quality and quantity of the work to be paid for under this Contract,
and CGS shall determine questions in relation to lines, levels and dimensions of work.
4. Payment shall be made in accordance with provisions as outlined. Contractor shall render invoices and
statements to CGS on a monthly basis. Each statement shall be paid under the guidelines of FL State Statute
218 (Florida Prompt Payment Act).
Mail Invoices To:
Clearwater Gas System
Attn: Accounts Payable
400 N. Myrtle Ave
Clearwater, FL 33755
5. The Contract Documents shall consist of all sections contained in Bid 21-19, attached hereto as Exhibit A. All
of which are familiar to the Contractor and which are hereby incorporated herein by reference.
6. This agreement, together with these documents, forms the contract, and they are as fully a part of the Contract
as if hereto attached or herein repeated.
7. Contractor shall at all times furnish adequate tools, testing supplies, appliances, equipment, a sufficient number
of properly OQ certified skilled workmen (as defined in the ITB), and a sufficient amount of materials and
supplies of proper quality to efficiently and promptly prosecute the work provided for herein and shall promptly
pay for all material purchased and shall pay all workmen each week, and if required by CGS, shall obtain and
furnish CGS weekly with signed receipts from all workmen showing the date of payment, the amount paid,
number of hours paid for, the days on which said work was performed, the classification of the labor so paid,
and the rate of wage per hour paid and shall supply CGS weekly with two (2) copies of the payroll verified by
an affidavit. Contractor shall, as often as requested by CGS, furnish a sworn statement showing all parties who
furnished labor or materials to the Contractor, with their names and addresses and the amount due or to become
due each. A like statement may be required from any subcontractor of the Contractor.
8. Contractor employees and their subcontractors must meet the requirements and intent of the Code of Federal
Regulations (CFR) 49 Part 192.801, 192.803, 192.805, 192.807 and 192.809 relating to "Operator
Qualification" with mandatory knowledge, skill and abilities, training to be completed by April 1, 2019. The
contractor must state in writing that their Operator Qualification plan is in conformance with the intent of Federal
Operator Qualification Regulations and is at least equal to and applicable to Clearwater Gas System's ASME
B3 1 Q Operator Qualification Plan. OQ and all Training Documentation shall be furnished upon request. The
Contractor's Operator Qualification Plan must also explain how their employees have the ability to identify and
react to natural gas related Abnormal Operating Conditions that may be encountered while working on the gas
pipeline facility. Contractor Employee Operator Qualification, Knowledge, Skill and Ability records will be
kept for a 5 year period. Failure to provide proof of Operator Qualification compliance, and successful
maintenance will disqualify the bidder from performance of the awarded bid. Training records shall be
made available to CGS for auditing.
9. The Contractor agrees that it has in place, or will implement a Drug and Alcohol Training and Testing
Program for their employees that comply with the requirements of the United States Department of
Transportation, Title 49, Pipeline Safety Regulations, Part 199. A copy of the Alcohol and Drug Testing
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Program has been included in the response to the Invitation to Bid. The contractor will also furnish quarterly
statistical reports to CGS to show active compliance.
10. Should the Contractor default in any of the provisions of this contract and CGS employs an attorney to enforce
or construe any provision hereof or to collect damages for breach of the agreement or to recover on any bonds
provided for herein, the Contractor and/or his surety agree to pay CGS such reasonable attorney's fees as CGS
may expend therein. As against the obligations contained herein, the Contractor and his surety waive all rights
of exemption.
11. The undersigned Contractor has carefully reviewed and familiar all contract documents, and is responsible for
having heretofore, or shall be responsible at such time as it becomes necessary, examined the location and route
of all proposed work, and is satisfied as to the character of said route, the location of surface and underground
obstructions and nature thereof, the nature of the ground water table conditions and other physical characteristics
of the work and the work site in order that he may include in the price which he has bid and the price of this
contract all costs pertaining to the work.
12. This contract shall not be construed for or against any party because that party wrote it.
13. The Contractor and CGS for themselves, their heirs, executors, administrators, successors, and assigns, hereby
agree to the full performance of the covenants herein contained. Assignment by the Contractor of any portion
or all of this Contract or Contractor's obligations and rights under this Contract shall not be effective without
the written or email consent of CGS, which, may be withheld at CGS's discretion.
14. In connection with the performance of work under this contract, the Contractor agrees not to discriminate against
any employee or applicant for employment because of race, sex, religion, color, or national origin. The aforesaid
provision shall include, but not be limited to, the following: employment, upgrading, demotion, or transfer;
recruitment or recruitment advertising; lay-off or termination; rates of pay or other forms of compensation; and
selection for training, including apprenticeship. The Contractor agrees to post hereafter in conspicuous places,
available for employees or applicants for employment, notices to be provided by the contracting officer setting
forth the provisions of the non-discrimination clause.
15. The Contractor further agrees to insert the foregoing provisions in all contracts hereunder, including contracts
or agreements with labor unions and/or worker's representatives, except sub -contractors for standard commercial
supplies or raw materials.
16. It is mutually agreed between the parties hereto that time is of the essence of this contract, particularly in light
of the mandatory timeframes as set forth in Florida Statute 556 (Underground Facility Damage Prevention and
Safety Act), as may be amended from time to time, and in the event that the work to be performed by the
Contractor is not completed within the time stipulated herein, it is then further agreed that CGS may deduct from
such sums or compensation as may be due to the Contractor the sum of $1,000.00 per day for each day that the
work to be performed by the Contractor remains incomplete beyond the time limit specified herein, which sum
of $1,000.00 per day shall only and solely represent damages which CGS has sustained by reason of the failure
of the Contractor to complete the work within the time stipulated, it being further agreed that this sum is not to
be construed as a penalty but is only to be construed as liquidated damages for failure of the Contractor to
complete and perform all work within the time period as specified in this contract or CGS may terminate this
Contract immediately, being obligated to Contractor only for compensation duly earned for work completed,
minus any amounts provided for in this paragraph.
17. It is further mutually agreed between CGS and the Contractor that if, any time after the execution of this contract
and the surety bond which is attached hereto for the faithful performance of the terms and conditions as contained
herein by the Contractor, that CGS shall at any time deem the surety or sureties upon such performance bond to
be unsatisfactory or if, for any reason, the said bond ceases to be adequate in amount to cover the performance
of the work the Contractor shall, at its own expense, within ten (10) days after receipt of written, or email, notice
from CGS to do so, furnish an additional bond or bonds in such term and amounts and with such surety or
sureties as shall be satisfactory to CGS. If such an event occurs, no further payment shall be made to the
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Contractor under the terms and provisions of this contract until such new or additional security bond
guaranteeing the faithful performance of the work under the terms hereof shall be completed and furnished to
the City in a form satisfactory to it.
18. NOTICES AND CHANGES OF ADDRESS
Any notice requires or permitted to be given by the provisions of this Contract shall be conclusively deemed to
have been received by a party hereto on the date it is hand delivered, or emailed, to such party at the contact
information as indicated below (or at such other address as such party shall specify to the other party in
writing/email), or on the fifth (56) business day after the day on which such notice is mailed and properly
addressed.
COMPANY INFO Clearwater Gas System (CGS)
LA) la FRANCE. Bob Jaeger
Name Name
�I ► L( P Q E s I o E N t Operations Coordinator
Title Title
Address: II SO LQE1,1S E.D.
SSE 't
AAAIT UfU . A(C ZQIDS
400 N Myrtle Ave
Clearwater, Florida 33755
17.5 - 2 bb -1 44Z 727-562-4900
Telephone # Telephone #
104 - 44b qI;3 727-562-4902
Facsimile # Facsimile #
Email: 1 Ci -we bLAMEa'ie. cow' Email: bob.jaegerna,clearwatergas.com
19. TERMINATION OF CONTRACT
If Contractor shall fail to fulfill any of its obligations hereunder, this Contract shall be in default, the City may
terminate the Contract, and Contractor shall be paid only for work completed.
20. CONFORMANCE WITH LAWS
Contractor agrees to comply with all applicable federal, state and local laws during the life of this Contract,
including but not limited to Florida Statute 556 under which a material portion of this Contract will be fulfilled.
21. GOVERNING LAW AND VENUE
The laws of the State of Florida shall govem this Contract, and any action brought by either party shall lie in
Pinellas County, Florida.
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IN WITNESS WHEREOF, the parties to the agreement have hereunto set their hands and seals and have executed
this Contract, in duplicate, the day and year first above written.
(CONTRACTOR SEAL)
Countersigned:
—cteogr\c«Isttos
George N. Cretekos
Mayor
APPROVED AS TO FORM:
Laura Mahony
Assistant City Attorney
OLAMETER DPG, LLC
By:
1^n -nuc
Witness f r the Contractor
CITY OF CLEARWATER, FLORIDA
BY: AZAA. A. lio4A,nx
William B. Home, II
City Manager
ATTEST:
Rosemarie Call
City Clerk