Full Text
CONSTRUCTION CONTRACT THIS AGREEMENT, dated this day of ' 2012, by and between the City of Moscow, Idaho, a municipal corporation of the St (hereinafter, "City") and Motley & Motley Inc., (hereinafter, "Contractor"): WITNESSETH: WHEREAS, pursuant to the invitation of the City, extended through an officially published "Advertisement for Bids", the Contractor did, in accordance therewith file with the City a proposal containing an offer which was invited by said notice; and WHEREAS, the City has determined that said offer was the lowest and best submitted: NOW THEREFORE, the parties to this Contract, 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 the City and the Contractor concerning the work to be performed are this Contract, pages one through U and the following: 1. Advertisement for Bids; 2. Project Specifications titled: F Street Grind, Mix, and Pave- 2012. 3. Quote/Proposal of the Contractor, dated July 10, 2012, to be physically attached to this Contract; 4. Change Orders, which may be delivered or issued after the effective date of this Agreement; 5. Addenda issued prior to opening of bids, to be physically attached to this contract. There are no Contract Documents other than those listed in Article I. This Contract may only be amended by change order as provided in the General Conditions. ARTICLE2. WORK The Contractor shall complete the entire work as specified, indicated and required under the Contract Documents. ARTICLE3. CONTRACT TIME/SUBSTANTIAL COMPLETION The work to be performed pursuant to this Contract shall be substantially complete on or before Seventy (70) calendar days from the issuance of the Notice to Proceed, unless adjustment of the contract time is made in accordance with the provisions of the Contract Documents. The Contractor shall begin work in conformance with the Contract Documents and shall complete the work prior to the date of completion. ARTICLE 4. CONTRACT SUM The City shall pay the Contractor for completion of the Work in accordance with the Contract Documents in current funds the amount of Ninety Nine Thousand Nine Hundred and Fifty DOLLARS ($99,950.00). Said Contract Sum shall be paid in accordance with the Contract Documents. 2012..·100 ---PAGE BREAK--- ARTICLES. INDEPENDENT CONTRACTOR The parties warrant by their signature that no employer-employee relationship is established between the Contractor and the City by the terms of this contract. It is understood by the parties hereto that the Contractor is an independent contractor and as such neither it nor its employees, agents, representatives or subcontractors, if any, are employees of the City for purposes of tax, retirement system, or social security (FICA) withholding. ARTICLE6. SCOPE OF SERVICES The 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. ARTICLE 7. HOLD HARMLESS/INDEMNIFICATION rn addition to other rights granted the City by the Contract Documents, the Contractor shall indemnify and save harmless the Engineer and the City, its officers and employees, 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 the Contractor or his 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 the Contractor or his 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 The 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. The Contractor further covenants that, in performing this Contract, it will employ no person who has any such interest. Should any conflict of interest arise during the performance of this Contract, Contractor shall immediately disclose such conflict to the Project Engineer/Engineer and the City. ARTICLE9. ENTIRE AGREEMENT, MODIFICATION AND ASSIGNABILITY This Contract and the exhibits hereto 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 contract may not be enlarged, modified or altered except upon written agreement signed by the parties hereto. The 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 the City of Moscow. ARTICLE 10. ADHERENCE TO LAW REQUIRED All applicable local, state and federal statutes and regulations are hereby made a part of this contract and shall be adhered to at all times. Violation of any of these statutes or regulations by the Contractor shall be deemed material and shall subject the Contractor to termination of this contract for cause. No pleas of misunderstanding or ignorance on the part of the Contractor will in any way serve to modifY the provisions of this requirement. The Contractor and his surety shall indemnify and save harmless the City and its employees, agents and representatives against any claim or liability arising from or based on the violation of any such laws, codes, ordinances, or regulations, whether by himself, his employees, or his subcontractors. ---PAGE BREAK--- ARTICLE 11. LEGAL FEES In the event either party incurs legal expenses to enforce the terms and conditions of this contract, 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. SPECIAL W ARRANTY The Contractor warrants that nothing of monetary value has been given, promised or implied as remuneration or inducement to enter into this Contract. The Contractor further 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 Contract. Any such activity by the Contractor shall make this Contract null and void. ARTICLE 13 COMMUNICATIONS Such communications as are required by this contract shall be satisfied by mailing or by personal delivery to the parties at the following address: Contractor: City: City of Moscow 206 E. 3'd Street P.O. Box 9203 Moscow, Idaho 83843 IN WITNESS WHEREOF, said Contractor and the City have caused this Contract to be executed on the day and year first above written. Contractor: by: D. Fife, City Attorney ACKNOWLEDGMENT