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HomeMy WebLinkAbout2007-063SECTION 00530 - EJCDC STANDARD FORM OF AGREEMENT BETWEEN OWNER AND CONTRACTOR ON THE BASIS OF A STIPULATED PRICE THIS AGREEMENT, dated the _day of in the yearbza:-by and between Indian River County, a political subdivision of the State M Florida (hereinafter called OWNER) and SPS CnntractinA, Inc. of Vern Rea -h, Flnrida (hereinafter called CONTRACTOR). OWNER and CONTRACTOR, in consideration of the mutual covenants hereinafter set forth, agree as follows: ARTICLE 1. WORK CONTRACTOR shall complete all work as specified or indicated in the Contract Documents. The work is generally described as follows: Phase II Force Main West Wastewater Transmission System, Bid No. 2007-029 Furnish all labor, equipment, and materials necessary to construct approximately 10,205-1-F of 24 -inch forcemain including, but not necessarily limited to, a total of 2530 - LF horizontal directional drill at three (3) locations, all fittings, pipe, appurtenances, clearing, restoration, and all testing as shown on the drawings and as depicted in these documents. CONTRACTOR, as an independent contractor and not as an employee, shall furnish, for the sum amount of $3,341,598 as, all of the necessary labor, material, and equipment to perform the work described above in accordance with the Contract Documents. ARTICLE 2. ENGINEER The project has been designed by Kimley-Horn and Associates, Inc., hereinafter called ENGINEER, and who is to act as OWNER'S representative, assume all duties and responsibilities and have the rights and authority assigned to ENGINEER in the Contract Documents in connection with completion of the work in accordance with the Contract Documents. ARTICLE 3. CONTRACT TIME. 3.1 The work will be completed in accordance with the following time frame. (a) Within 210 calendar days from the effective date of Notice to Proceed, the CONTRACTOR shall complete the following tasks: 1. Construct facility building and pump station. 2. Install all pipes, valves, and appurtenant items. 044572007 00530-1 3. Perform all testing. 4. Provide a system to the OWNER which is of beneficial use and allows the OWNER to provide utility service to their customers with normal operations. Completion of all tasks outlined above (i.e., Subparagraphs a) constitute Siffictantial Completion. (b) From 211 calendar days to 244 calendar days from the effective date of Notice to Proceed, the CONTRACTOR shall complete the following tasks: 1. Clean up project area. 2. Restore all disturbed areas to their pre -construction condition. 3. Correct all deficiencies noted by Engineer. 4. Remove all equipment and material from project site. 5. Perform contract close-out procedures. Completion of all tasks outlined above (i.e., Subparagraphs a and b) constitute Final Completion. 3.2 Liquidated Damages. OWNER and CONTRACTOR recognize that time is of the essence of this Agreement and that OWNER will suffer financial loss if the work is not completed within the times specified in Paragraph 3.1 above, plus any extensions thereof allowed in accordance with Article 12 of the General Conditions. They also recognize the delays, expense and difficulties involved in proving in a legal proceeding the actual loss suffered by OWNER if the work is not completed on time. Accordingly, instead of requiring any such proof, OWNER and CONTRACTOR agree that as liquidated damages for delay (but not as a penalty) CONTRACTOR shall pay OWNER three hundred and fifty dollars ($350.00) for each day that expires after the time specified in Paragraph 3.1 for Substantial Completion, if CONTRACTOR shall neglect, refuse or fail to complete the remaining work within the Contract Time or any proper extension thereof granted by OWNER, CONTRACTOR shall pay OWNER three hundred and fifty dollars ($350.00) for each day that expires after the time specified in Paragraph. 3.1 for completion and readiness for final payment. 3.3 In addition to the above -stated liquidated damages, the CONTRACTOR shall be responsible for reimbursing OWNER for all costs incurred by OWNER to third party consultants including, without limiting the generality of the foregoing, any ENGINEER in administering the construction of the Project beyond the Substantial Completion date as specified in the Contract or beyond an approved extension of time granted to CONTRACTOR, whichever date is later. ARTICLE 4. CONTRACT PRICE. 4.1 OWNER shall pay CONTRACTOR for completion of the work in accordance with the Contract Documents in current funds in the amount of $3,341,598AE. 044572007 00530-2 ARTICLE 5. PAYMENT PROCEDURES. CONTRACTOR shall submit Applications for Payment in accordance with Article 14 of the General Conditions. Applications for Payment will be processed by ENGINEER as provided in the General Conditions. 5.1 Progress Payments. OWNER shall make progress payments on account of the Contract Price on the basis of CONTRACTOR'S Applications for Payment as recommended by ENGINEER, on or about the 30th day of each month during construction as provided below. All progress payments will be on the basis of the progress of the work measured by the schedule of values established in Paragraph 2.07 of the General Conditions (and in the case of Unit Price Work based on the number of units completed), or, in the event there is no schedule of values, as provided in the General Requirements. 5.2 Final payment. Upon final completion and acceptance of the work in accordance with Paragraph 14.07 of the General Conditions, OWNER shall pay the remainder of the Contract Price as recommended by ENGINEER as provided in said Paragraph 14.07. ARTICLE 6. INTEREST. Not Applicable. ARTICLE 7. CONTRACTOR'S REPRESENTATIONS. In order to induce OWNER to enter into this Agreement, CONTRACTOR makes the following representations: 7.1 CONTRACTOR has familiarized itself with the nature and extent of the Contract Documents, work, site, locality, and all local conditions and laws and regulations that in any manner may affect cost, progress, performance or furnishing of the work. 7.2 CONTRACTOR has studied carefully all reports of explorations and tests of subsurface conditions and drawings of physical conditions which are identified in the Supplementary Conditions as provided in Paragraph 4.02 of the General Conditions, and accepts the determination set forth in Paragraph SC -4.02 of the Supplementary Conditions of the extent of the technical data contained in such reports and drawings upon which CONTRACTOR is entitled to rely. 7.3 CONTRACTOR has obtained and carefully studied (or assumes responsibility for obtaining and carefully studying) all such examinations, investigations, explorations, tests, reports and studies (in addition to or to supplement those referred to in Paragraph 7.2 above) which pertain to the subsurface or physical conditions at or contiguous to the site or otherwise may affect the cost, progress, performance or furnishing of the work as CONTRACTOR considers necessary for the performance of furnishing of the work at the Contract Price, within the Contract Time and in accordance with the other terms and conditions of the Contract 044572007 00530-3 Documents, including specifically the provisions of Paragraph 4.02 of the General Conditions; and no additional examinations, investigations, explorations, tests, reports, studies or similar information or data are or will be required by CONTRACTOR for such purposes. 7.4 CONTRACTOR has reviewed and checked all information and data shown or indicated on the Contract Documents with respect to existing underground facilities at or contiguous to the site and assumes responsibility for the accurate location of said underground facilities. No additional examinations, investigations, explorations, tests, reports, studies or similar information or data in respect of said underground facilities are or will be required by CONTRACTOR in order to perform and furnish the work at the Contract Price, within the Contract Time and in accordance with the other terms and conditions of the Contract Documents, including specifically the provisions of Paragraph 4.03 of the General Conditions. 7.5 CONTRACTOR has correlated the results of all such observations, examinations, investigations, explorations, tests, reports and studies with the terms and conditions of the Contract Documents. 7.6 CONTRACTOR has given ENGINEER written notice of all conflicts, errors or discrepancies that he has is covered in the Contract Documents and the written resolution thereof by ENGINEER is acceptable to CONTRACTOR. ARTICLE 8. CONTRACT DOCUMENTS. The Contract Documents which comprise the entire agreement between OWNER and CONTRACTOR concerning the work consist of the following: 8.1 This Agreement (Section 00530). 8.2 Performance and other bonds (Sections 00610 and 00620). 8.3 Notice of Award and Notice to Proceed. 8.4 General Conditions (Section 00700). 8.5 Supplementary Conditions (Section 00800). 8.6 Technical Specifications as listed herein the table of contents of these documents. 8.7 Drawings consisting of a coversheet and sheets 2 through 17, inclusive, with each bearing the title INDIAN RIVER SUBAQUEOUS UTILITY CROSSINGS ALONG C.R. 510 BRIDGES. 8.8 Addenda numbers 1 to 5 , inclusive. 8.9 CONTRACTOR'S Bid Form (Section 00310). 8.10 The following, which may be delivered or issued after the effective date of the Agreement and are not attached hereto: All written amendments and other 044572007 00530-4 documents amending, modifying, or supplementing the Contract Documents pursuant to Paragraph 3.04 of the General Conditions. There are no Contract Documents other than those listed above in this Article 8. The Contract Documents may only be amended, modified or supplemented as provided in Paragraph 3.04 of the General Conditions. ARTICLE 9. MISCELLANEOUS 9.1 Terms used in this Agreement which are defined in Article 1 of the General Conditions will have the meanings indicated in the General Conditions. 9.2 No assignment by a party hereto of any rights under or interests in the Contract Documents will be binding on another party hereto without the written consent of the party sought to be bound. 9.3 OWNER and CONTRACTOR each binds itself, its partners, successors, assigns and legal representatives to the other party hereto, its partners, successors, assigns and legal representatives in respect of all covenants, agreements and obligations contained in the Contract Documents. 9.4 THE CONTRACTOR SHALL BE PROPERLY LICENSED TO PRACTICE ITS TRADE OR TRADES WHICH ARE INVOLVED IN THE COMPLETION OF THIS AGREEMENT AND THE WORK THEREUNDER. 9.5 This agreement shall be governed by the laws of the State of Florida. Venue for any lawsuit brought by either party against the other party or otherwise arising out of this agreement shall be in Indian River County, Florida, or, in the event of federal jurisdiction, in the United States District Court for the Southern District of Florida. 9.5 CONTRACTOR agrees to indemnify and hold harmless the OWNER, together with its agents, employees, elected officers and representatives, from liabilities, damages, losses, and costs, including but not limited to, reasonable attorney's fees, to the extent caused by the negligence, recklessness or intentional wrongful misconduct of the CONTRACTOR and persons employed or utilized by the CONTRACTOR in the performance of the work under this Agreement. This indemnification and hold harmless provision shall survive the termination or expiration of this Agreement. Article 10. OTHER PROVISIONS. IN WITNESS WHEREOF, OWNER AND CONTRACTOR have signed this Agreement in triplicate. One counterpart each has been delivered to OWNER, CONTRACTOR, and ENGINEER. All portions of the Contract Documents have been signed or identified by OWNER and CONTRACTOR or by ENGINEER on their behalf. This Agreement will be effective on OWNER: CONTRACTOR: 044572007 00530-5 Board of County Commissioners By a Wheeler, Chairman Attest: J. K. Barton: erk of the Circuit Court Approved By: osephf A. Baird, County Administrator Legal Sufficiency: BY L 5.7iY/h� ✓ieE (CORPORATE SFEAL) Attest: �, e o 4, Address for giving notices License No. CGCO07541 Agent for service of process: END OF SECTION 044572007 00530-6