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CONSTRUCTION AGREEMENT EAST CITY PARK OVERLAY -2016 BETWEEN CITY OF MOSCOW, IDAHO AND MOTLEY-MOTLEY, INC. THIS CONSTRUCTION AGREEMENT EAST CITY PARK OVERLAY - 2016 BETWEEN CITY OF MOSCOW, IDAHO AND MOTLEY-MOTLEY , INC. (hereinafter "Agreement") dated this lo day of J:l_, Lv-, , 2016, by and between the City of Moscow, Idaho, a municipal corporation of the State of Idaho, 20 6 East Third Street, Moscow, Idaho, 83843 (hereinafter "City"), and Motley-Motley, Inc., 6901 SR 270 , Pullman, Washington, 99163 (hereinafter "Contractor"); WITNESSETH: WHEREAS, City intends to contract for the work as defined in Exhibit Bid Proposal for the East City Park Overlay-2016 Project, as submitted by Motley-Motley, Inc.; and WHEREAS, City has accepted Contractor's bid; NOW THEREFORE, the parties to this Agreement, in consideration of the mutual covenants and stipulations set out, agree as follows: ARTICLE 1. CONTRACT DOCUMENTS The Contract Documents which comprise the entire agreement between City and Contractor concerning the work to be performed are this Agreement, pages one through five (1 through and the following: 1. Project Specifications titled: East City Park Overlay -2016; 2 . Bid/Proposal of Contractor, dated June 8, 2016, physically attached to this Agreement; 3. The Engineering Plans; 4. Performance and Payment Bonds and Insurance Certificates, physically attached to this Agreement; 5. No Addendum issued prior to opening of bids; 6. Change Orders which may be delivered or issued after the effective date of this Agreement. There are no Contract Documents other than those listed in Article 1. This Agreement may only be amended by change order as provided in the General Conditions. EAST CITY PARK 0VERLA Y - 2016 CITY AND MOTLEY-MOTLEY PAGE 1 OF8 ·;i.o\lo-D48 ---PAGE BREAK--- ARTICLE2. WORK Contractor shall complete the entire work as specified, indicated, and required under the Contract Documents for City project (hereinafter "Project") titled: "East City Park Overlay -2016" ARTICLE3. CONTRACT TIME/SUBSTANTIAL COMPLETION The work to be performed pursuant to this Agreement shall start no earlier than July 19, 2016 and shall be substantially completed by August 31, 2016. The work shall begin within seven (7 ) days of issuance of notice to proceed. The work shall be completed on or before seven working days from the commencement of work, unless adjustment of the contract time is made in accordance with the provisions of the Contract Documents. Contractor shall begin work in conformance with the Contract Documents and shall complete the work prior to the date of completion. ARTICLE4. CONTRACT SUM City shall pay Contractor for completion of the Work in accordance with the Contract Documents in current funds the amount of Twenty Four Thousand Six Hundred Ninety Six Dollars ($24,69 6) for Base Bid and No Alternates, as submitted by Contractor. In no event shall Contract amount exceed Contractor's bid amount of Twenty Four Thousand Six Hundred Ninety Six Dollars ($24,69 6) unless otherwise authorized by the City. Any such increase in work shall be compensated in accordance with unit pricing terms specified in bid documents. Said Contract Sum shall be paid in accordance with the Contract Documents. ARTICLE 5. INDEPENDENT CONTRACTOR The parties warrant by their signature that no employer-employee relationship is established between Contractor and City by the terms of this Agreement. It is understood by the parties hereto that Contractor is an independent contractor and as such neither it nor its employees, agents, representatives or subcontractors, if any, are employees of City for purposes of tax, retirement system, or social security (FICA) withholding. ARTICLE 6. SCOPE OF SERVICES Contractor shall perform all services required by the Contract Documents. All work shall be completed in accordance with the specifications and plans established for this Project. Contractor shall not be responsible for irrigation repair inside the construction envelope. EAST CITY PARK OVERLAY - 2016 CITY AND MOTLEY-MOTLEY PAGE20F8 ---PAGE BREAK--- ARTICLE7. HOLD HARMLESS/INDEMNIFICATION In addition to other rights granted City by the Contract Documents, Contractor shall indemnify and hold harmless the City, its officers, employees, and engineers, from all suits, actions, or claims of any character brought because of any injuries or damages received or sustained by any person, persons, or property on account of the operations of Contractor or its subcontractors; or on account of or in consequence of any neglect in safeguarding the work; or through use of unacceptable materials in constructing the work; or because of any act or omission, neglect, or misconduct of Contractor or its subcontractors; or because of any claims or amounts recovered from any infringements of patent, trademark or copyright; or from any claims or amounts arising or recovered under the Workmen's Compensation Act or any other law, ordinance, order or decree. ARTICLE 8. CONFLICT OF INTEREST Contractor covenants that it presently has no interest and will not acquire any interest, direct or indirect, in the Project which would conflict in any manner or degree with the performance of its services hereunder. Contractor further covenants that, in performing this Agreement, it will employ no person who has any such interest. Should any conflict of interest arise during the performance of this Agreement, Contractor shall immediately disclose such conflict to the Project Engineer/Engineer and City. ARTICLE9. ENTIRE AGREEMENT, MODIFICATION AND ASSIGNABILITY This Agreement and the exhibits hereto (if any) contain the entire agreement between the parties, and no statements, promises, or inducements made by either party, or agents of either party are valid or binding unless contained herein. This Agreement may not be enlarged, modified or altered except upon written agreement signed by the parties hereto. Contractor may not subcontract or assign its rights (including the right to compensation) or duties arising hereunder other than as contemplated by the Contract Documents, without the prior written consent and express authorization of City. ARTICLE 10. ADHERENCE TO LAW REQUIRED All applicable federal, state, and local statutes and regulations are hereby made a part of this Agreement and shall be adhered to at all times. Violation of any of these statutes or regulations by Contractor shall be deemed material and shall subject Contractor to termination of this Agreement for cause. No pleas of misunderstanding or ignorance on the part of Contractor will in any way serve to modify the provisions of this requirement. Contractor and its surety shall indemnify and hold harmless City and its employees, agents, engineers and representatives against any claim or liability arising from or based on the violation of any such laws, codes, ordinances, or regulations, whether by Contractor, Contractor's employees, or its subcontractors. EAST CITY PARK OVERLAY - 2016 CITY AND MOTLEY-MOTLEY PAGE3 OF8 ---PAGE BREAK--- ARTICLE 11. LEGAL FEES In the event either party incurs legal expenses to enforce the terms and conditions of this Agreement, the prevailing party is entitled to recover reasonable attorney's fees and other costs and expenses, whether the same are incurred with or without suit. ARTICLE 12 . JURISDICTION AND VENUE It is agreed that this Agreement shall be construed under and governed by the laws of the State of Idaho. In the event of litigation concerning it, it is agreed that proper venue shall be the District Court of the Second Judicial District of the State ofldaho, in and for the County of Latah. ARTICLE 13. SPECIAL WARRANTY Contractor declares that no improper personal, political or social activities have been used or attempted in an effort to influence the outcome of the competition, discussion, or negotiation leading to the award of this Agreement. Any such activity by Contractor shall make this Agreement null and void. ARTICLE 14. COMMUNICATIONS Such communications as are required by this Agreement shall be satisfied by mailing or by personal delivery to the parties at the following address: Contractor: Motley-Motley, Inc. 6901 SR270 City: Assistant Parks and Recreation Director City of Moscow Pullman, Washington 9916 3 20 6 East Third Street P 0 Box 920 3 Moscow, Idaho 8 3843 ARTICLE 1 5. EXECUTION IN WITNESS WHEREOF, said Contractor and City have caused this Agreement to be executed on the day and year first above written. Contractor: Motley-Motley, Inc. By: EAST CITY PARK OVERLAY-2016 CITY AND MOTLEY-MOTLEY City: ---PAGE BREAK--- By: STATE OF l,Ja.h+<' County of I ,i)ud:mcvy Approved As (JW Roderick Hall, City Attorney ACKNOWLEDGMENT ) ) :ss ) On this / day of Ju , 2016, before me, the undersigned, a Notary in and for said State, personally apped fia n k . I. Mo-11e.0 , known to me to be the person whose name is subscribed to the foregoing Agreement and acknowledged to me that he/she executed the same in his/her capacity as f}esid.e.A\,f for Motley-Motley, Inc. EAST CITY PARK OVERLAY - 2016 CITY AND MOTLEY-MOTLEY PAGES OF8 ---PAGE BREAK--- BID PROPOSAL TO: Parks and Recreation Department City of Moscow, Idaho EXHIBIT A Date: 6- 6- This proposal is submitted as an offer by the undersigned to enter into contract with the City of Moscow, hereinafter referred to as the 'CITY' for EAST CITY PARK OVERLAY- 2016, (hereinafter "Project"), specified herein and which construction documents are on file with the Parks and Recreation Director, Hamilton Indoor Recreation Center, Moscow, Idaho, and which are a condition hereof with the same force and effect as though they were attached hereto. The offer is conditioned on the following declarations as to the facts, intention and understanding of the undersigned and the agreement of the CITY to the terms and prices herein submitted. I. All Project specifications and drawings examined by the undersigned and their terms and conditions are hereby agreed to. 2. The undersigned certifies that he/she has received or made himself/herself aware of any and all existing site conditions that may affect the proposed work. 3. It is understood that the contract drawings may be supplemented by additional drawings and specifications in explanation and elaboration of the contract drawings and it is agreed that such supplemental drawings, when not in conflict with those referred to in paragraph I above, will have the same force and effect as if attached hereto and that when received they will be considered a part of the contract. 4. The undersigned will furnish separate performance and payment bonds in the full amount of the contract price. 5. Proposal Guarantee (Bid bond) is not required with bid submittal. 6. The undersigned further agrees that CITY shall have the right to accept or reject any bid which rejection or acceptance is deemed to be in the best interest of CITY. 7. The undersigned agrees to order all necessary equipment and materials within a period of three days after Notice to Proceed has been issued by the City Engineer. 8. The undersigned, as a bidder, acknowledges that Addenda Number 0 through 0 have been delivered to him/her and have been examined as part of the contract documents. 9. The undersigned agrees to complete all work embraced in the contract within the time limitations set forth in the specifications. I 0. The undersigned holds Idaho State Contractor's License Number IO Sflo. Anlf-1, EAST CITY PARK OVERLAY - 2016 CITY AND MOTLEY-MOTLEY ---PAGE BREAK--- 11. The undersigned proposes to use the following sub-contractors in the performance of meeting the contract requirements. Information herein must comply with Idaho Code Section 67-2310: Subcontractors Trade Specialtv Idaho Public Works License No. $Amount 12. The undersigned proposes to furnish labor, equipment and services of all kinds required for EAST CITY PARK OVERLAY- 2016 as described in the specifications, including all appurtenant work, all as required by the specifications and this proposal for the prices in accordance with the completed schedule contract prices as follows: EAST CITY PARK OVERLAY - 2016 CITY AND MOTLEY-MOTLEY ---PAGE BREAK--- Item Item Description No. 1. 2. 3. 4. 5. Mobilization Removals 3/4" Crushed Rock Base Asphalt Concrete Pavement Pedestrian Control JY/o/-k,¦ - /Ylo/? T . Firm NmK of Bidder Signature of Bidder Official Title SEAL (ifincorpoaited) ȭ 1 LS 1,272 SF 142 TONS 56TONS HS Unit Price Total Price $ Z?OU $ I $ i- $ ¤ - $ 10- $ 5; 680 - $ 2oQ - s II,. U>r:> - $ /t i;-'O D $ ?Of the policy. Endorsement Effective 1 1 /30/2015 Policy No. 15KPS30886 Insured MOTLEY-MOTLEY , INC . Endorsement No. 21 © Insurance Services Office, Inc., 2008 CG 25 03 05 09 ---PAGE BREAK--- AlaskalCtional I N S U R A N C E C O M P A N Y ADDITIONAL INSURED {CONTRACTORS} · AUTOMATIC STATUS WHEN REQUIRED IN CONSTRUCTION AGREEMENT WITH YOU THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART 1 . Who Is An Insured (Section II) is amended to Include as an insured any person or organization (herein referred to as an additional insured), but only if you are required to add that person or organization as an insured to this policy by a written contract that is in effect prior to the "bodily injury", "property damage", or "personal and advertising injury''. 2. The insurance provided to the additional insured is limited as follows: a. That person or organization is only an additional insured if, and only to the extent that, the injury or damage is caused by negligent acts or omissions of you or your subcontractor in the performance of "your work" to which the written contract applies. The person or organization does not qualify as an additional insured with respect to injury or damage caused in whole or in part by independent negligent acts or omissions of such person or organization. b. The i11surance provided to the additional insured does not apply to "bodily injury'', "property damage", or "personal and advertising injury" arising out of an architect's, engineer's, or surveyor's rendering of or failure to render any professional services including: i. the preparing, approving, or failing to prepare or approve maps, drawings, opinions, reports, surveys, change orders, design or specifications; and ANIC GL 1061 03 08 ii. supervisory, inspection, or engineering services. c. The insurance provided to the additional insured, referrĹd to in paragraph 1 . of this endorsement, does not cover nbodily injury'' or "property damage" caused by your negligent acts and omissions in the performance of "your work" that occurs within the "products completed operations hazard," unless the written contract, referred to in paragraph 1. of this endorsement, contains a specific requirement that you procure completed operations coverage or coverage within lhe "products-completed operations hazard" for the additional Insured. However, even if coverage within the "products-completed operations hazard" is required by the written contract, such coverage is available to the additional insured only if the "bodily injury'' or "property damage" occurs prior to the end of the time period during which you are required by the written contract to provide such coverage or the expiration date of the policy, whichever comes first 3. If other valid and collectible insurance, whether on a primary, excess, contingent or any other basis, is available to the additional insured for a loss we cover under this endorsement, then the insurance provided by this endorsement is excess over that other Insurance. However, the insurance provided by this endorsement will be primary to other insurance on which the additional insured is a named insured for the covered loss, if the written contract, referred to in paragraph 1 . of this ---PAGE BREAK--- Alaska IL·tional I N S U R A N C E C O M P A N Y endorsement, contains a specific requirement that this insurance be primary or primary and non contributory. In that case we will not share with that other insurance on a pro-rata or other basis. If the other insurance available to the additional insured, whether on a primary, excess, contingent or any other basis, is coverage for which it has been named as an additional insured, then the coverage provided by this endorsement is excess over that other insurance. ( This endorsement changes the policy to which it is attached and, unless otherwise stated, is effective on the date issued at 12:01 AM. standard time at yol!r mailing address shown in the policy. The information below ls required only when this endorsement is issued subsequent to commencement of the policy. Endorsement Effective 1 1 /30/20 1 5 Policy No. 15KPS30886 Insured MOTLEY-MOTLEY , Endorsement No. 1 5 ---PAGE BREAK--- mka rm ill I N S U R A ȫ C I! C O M P A N Y BLANKET WAWER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS THIS ENDORSEMENT CHANGES THE POUC_Y. _eLEASEJU:AD--IT-GAREFUt.lY.- This endorsement modifies Insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART We waive any right of recovery we may have against any person or organization because of payments we make for Injury or damage arising out of )'our work" done under a writien contract wittl that person or organization. The waiver applie only to the person or organization you contracted with and then only if the contracl requires you to obtain this agreement from us. This endorsement changes the policy to which it Is attached and is effective on the date Issued unless otherwise stated. The Jnformatfon below Is re·qulred only when this endorsement Is issued subsequent to preparetlon of the polJc;y. · Endorsement Effective 1 1 /30 / 1 5 MOTLEY-MOTLEY, INC. Insured ANIC GL 702 Polley No. 15KPS30886 Endorsement No. 5 ---PAGE BREAK--- . . COMMERCIAL GENERAL LIABILITY CG 20 01 04 13 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY AND NONCONTRIBUTORY - OTHER INSURANCE CONDITION This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART PRODUCTS/COMPLETED OPERATIONS LIABILITY COVERAGE PART The following is added to the Other Insurance Condition and supersedes any provision to the contrary: Primary And Noncontributory Insurance This Insurance is primary to and will not seek contribution from any other Insurance available to an additional insured under your policy provided that: The insured Is a Named Insured under such other insurance; and You have agreed In writing in a contract or agreement that this insurance would be primary and would not seek contribution from any other Insurance available to the additional insured. CG 20 01 04 13 © Insurance Services Office, Inc., 2012 Page 1 of 1 ---PAGE BREAK--- OP ID: CS ACORD. CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/DDIYYYY) 1 11/16/2016 THIS CERTIFICATE IS ISSUED AS A MATIER 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 pollcy(ies) must 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 2cT Cathy Sue Smith Inland Insurance Inc. 9016 E Indiana Ave., Suite A r,11gN:o Exfl: [PHONE REDACTED] I r01 Nol: [PHONE REDACTED] Spokane Valley, WA 99212 James P Dinneen INSURED MOTLEY-MOTLEY, INC. 6901 SR270 PULLMAN, WA 99163 COVERAGES CERTIFICATE NUMBER: Io":i'ss: cathvsue.sm ith®inlandins.com 23g4g567 ID#: MOTLE-1 INSURERISI AFFORDING COVERAGE 1NsuRER A :Alaska National Insurance INSURER B, RSUI Indemnity Co. INSURER c : Mt. Hawley Ins. Co INSURER D: INSURER E : INSURERF: REVISION NUMBER· NAIC# 38733 22314 37974 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 . TYPE OF INSURANCE I45 POLICY NUMBER .:8'o'591 • 62l'.fo71 LIMITS LTR GENERAL LIABILITY EACH OCCURRENCE $ 1,000,000 - A x COMMERCIAL GENERAL LIABILITY x x UJWll\\>C: TO t