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CONSTRUCTION AGREEMENT WWTP SLIDE GATES REPLACEMENT PROJECT-2015 BETWEEN CITY OF MOSCOW, IDAHO AND WILLIAMS BROTHER CONSTRUCTION THIS CONSTRUCTION AGREEMENT WWTP SLIDE GATES REPLACEMENT PROJECT - 2015 BETWEEN CITY OF MOSCOW, IDAHO AND WILLIAMS BROTHER CONSTRUCTION (hereinafter 'Agreement") dated this 2dJ_ day of elo(lA.. 20L5 by and between the City of Moscow, Idaho, a municipal corporation of the State of Idaho 06 Ea t Third Street, Moscow Idaho, 83843 (hereinafter "City"), and Williams Brother Construction, 5713 West Garden Springs Road, Spokane, Washington, 99224 (hereinafter "Contractor"); WITNESSETH: WHEREAS, pursuant to the invitation of City through a "Solicitation For Bids", Contractor submitted a proposal containing an offer invited by said notice; and WHEREAS, City has determined that said offer was the lowest responsive bid; 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 5) and the following: 1. Advertisement for Bids; 2. Project Specifications titled: WWTP Slide Gates Replacement Project - 2015 City of Moscow Project No. 117-014 3. Bid/Proposal of Contractor, dated January 16, 2015, physically attached to this Agreement; 4. The Engineering Plans; 5. Performance and Payment Bonds and Insurance Certificates, physically attached to this Agreement; 6. No Addendum issued prior to opening of bids, attached to this Agreement; 7. 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. WWTP SLIDE GATES REPLACEMENT PROJECT- 2015 CJTY AND WILLIAMS BROTHER CONSTRUCTION 1-D\ 5-D\ PAGE 1OF5 ---PAGE BREAK--- ARTICLE 2. WORK Contractor shall complete the entire work as specified, indicated and required under the Contract Documents for City project (hereinafter "Project") titled: "WWTP SLIDE GATES REPLACEMENT PROJECT-2015" ARTICLE3. CONTRACT TIME/SUBSTANTIAL COMPLETION The work to be performed pursuant to this Agreement shall be substantially completed no later than April 1, 2015. The work shall be completed on or before thirty (30) calendar days from the commencement of work, unless adjustment of the Agreement time is made in accordance with the provisions of the Contract Documents. Upon commencement of work, the Contractor will install two gates (north gates 1 and 2) immediately, and installation of the remaining two gates (south gates 1 and 2) will not proceed for approximately one week after installation and acceptance of the initial two gates. This interim is necessary to allow City time to properly drain and re-fill the applicable chamber and balance the Wastewater Treatment Plant (WWTP) before draining the remaining tanks for gate installation. 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 Fifteen Thousand One Hundred Fifty Three and Thirty Six/Hundredths Dollars ($15,153.36) for Base Bid and No Alternates. 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. ARTICLE6. 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. WWTP SLIDE GATES REPLACEMENT PROJECT - 2015 CITY AND WILLIAMS BROTHER CONSTRUCTION PAGE 2 OF 5 ---PAGE BREAK--- ARTICLE7. HOLD HARMLESS/INDEMNIFICATION In addition to other rights granted City by the Contract Documents, Contractor shall indemnify and save 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. ARTICLES. 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 local, state and federal 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 save 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. WWTP SLIDE GA TES REPLACEMENT PROJECT - 2015 CITY AND WILLIAMS BROTHER CONSTRUCTION PAGE3 OF 5 ---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 warrants that nothing of monetary value has been given, promised or implied as remuneration or inducement to enter into this Agreement. 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 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: Williams Brother Construction 571 3 West Garden Springs Road Spokane, Washington 99224 WWTP SLIDE GA TES REPLACEMENT PROJECT - 2015 CITY AND WILLIAMS BROTHER CONSTRUCTION City: City Engineer City of Moscow 206 East Third Street P 0 Box 9203 Moscow, Idaho 83843 PAGE40F 5 ---PAGE BREAK--- ARTICLE 15. EXECUTION IN WITNESS WHEREOF, said Contractor and City have caused this Agreement to be executed on the day and year first above written. Contractor: Williams Brother Construction City: City of Moscow, Idaho U$SSS ACKNOWLEDGMENT State of w4 County of Sa:, l POLICY NUMBER LIMITS COMMERCIAL GENERAL LIABILITY CLAIMS-MADE D OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY o jrc?-r D LOC OTHER: AUTOMOBILE LIABILITY ANY AUTO ALL OWNED AUTOS HIRED AUTOS UMBRELLA LIAB EXCESS LIAB SCHEDULED AUTOS NON-OWNED AUTOS OCCUR CLAIMS-MADE OED RETENTION$ WORKERS COMPENSATION AND EMPLOYERS' LIABILITY MED EXP (Any one person) PERSONAL & ADV INJURY GENERAL AGGREGATE PRODUCTS - COMP/OP AGG COMBINED SINGLE LIMIT Ea accident BODILY INJURY (Per person) BODILY INJURY (Per accidenl) PROPERTY DAMAGE Per accident EACH OCCURRENCE AGGREGATE X OTH ER A Y / N ANY PROPRIETOR/PARTNER/EXECUTIVE D OFFICER/MEMBER EXCLUDED? N I A 14GWS09121 07/01/2014 07/01/2015 E.L. EACH ACCIDENT 1,000,000 (Mandatory in NH) E.L. DISEASE - EA EMPLOYE $ 1,000,000 1,000,000 If yes, describe under DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remar1co Schedule, may be ettached if more space is required) WWTP Slide Replacement Project 2015 CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Moscow THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN PO Box9203 ACCORDANCE WITH THE POLICY PROVISIONS. Moscow, ID 83843 AUTHORIZED REPRESENTATIVE I *A @ © 1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014/01) The ACORD name and logo are registered marks of ACORD ---PAGE BREAK--- WILLBR0-02 JKRUSE ACORD" CERTIFICATE OF LIABILITY INSURANCE I DATE (MM/DD/YYYY) ĺ 2/10/2015 THIS CERTIFICATE IS ISSUED AS A MATTER 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 policy(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 Spokane-Riverpoint Pa.yneWest Insurance, Inc. 50 N. Riverpoint Blvd., Ste 403 Spokane, WA 99202 INSURED Williams Brother Construction LLC 5713 W Garden Springs Rd Spokane, WA 99224 COVERAGES CERTIFICATE' NUMBER: CONTACT NAME: Rbu: (509) 838-3501 E-MAIL ADDRESS: INSURER(S) AFFORDING COVERAGE INSURER A: Colony Insurance Company INSURER e: The Cincinnati Insurance Co. INSURER C: INSURER D: INSURER E: INSURER F: I rw Nol: (509) 838-3511 NAIC# 10677 REVISION NUMBER: 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, Tb!E INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. lllMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. 1{4'z TYPE OF INSURANCE A X COMMERCIAL GENERAL LIABILITY CLAIMS-MADE Q5J OCCUR GEN'L AGGREGATE LIMIT APPLIES PER: POLICY xy8-r D LOG OTHER: AUTOMOBILE LIABILITY 8 X ANY AUTO A ALL OWNED AUTOS HIRED AUTOS X UMBRELLA LIAB SCHEDULED AUTOS NON-OWNED AUTOS EXCESS LIAB CLAIMS-MADE OED X RETENTIONS Q Y / N ANY PROPRIETOR/PARTNER/EXECUTIVE D OFFICER/MEMBER EXCLUDED? N I A (Mandatory In NH) WORKERS COMPENSATION AND EMPLOYERS' LIABILITY If yes, describe under DESCRIPTION OF OPERATIONS below POUCY NUPllBER EBA0248370 EXC302245 05/01/2014 05/01/2015 LIMITS MED EXP (_Any one person) PERSONAL & ADV INJURY GENERALAGGREGATE PRODUCTS· COMP/OP AGG STOP GAP WA COMBINED SINGLE LIMIT Ea accident 05/01/2014 05/01/2015 BODILY INJURY (Per person) 1,000,000 50,00 5,00 2,000,00 2,000,00 1,000,000 1,000,000 1--`abc1-efg1 05/01/2014 05/01/2015 BODILY INJURY (Per accident) PROPERTY DAMAGE Per aocidenl CH OCCURRENCE OTH· ER E.L. EACH ACCIDENT $ E.L. DISEASE • EA EMPLOYE $ E.L. DISEASE - POLICY LIMIT $ 6,000,00 6,000,00 DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (ACORD 101, Additional Remarks Schedule, ma± be attached if more space Is required) City of Moscow is added as additional insured per attached form as respects to: WWTP Slide Replacement Project 2015 CERTIFICATE HOLDER CANCELLATION SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE City of Moscow THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN PO Box9203 ACCORDANCE WITH THE POLICY PROVISIONS. Moscow, ID 83843 AUTHORIZED REPRESENTATIVE I @ © 1988-2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014/01) The ACORD name and logo are registered marks of ACORD ---PAGE BREAK--- THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULL V. AMENDATORY - POLICY AGGREGATE LIMITS OF INSURANCE PER PROJECT This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART SECTION IV - LIMITS OF INSURANCE AND DEDUCTIBLE, Paragraph 3. w^hln the Common Polley Provisions is amended by the addition of the following: The Polley Aggregate Limit applies separately to each of your projects away from premises owned by or rented to you. ALL OTHER TERMS AND CONDITIONS OF THE POLICY REMAIN UNCHANGED . EV107-0609 Includes copyrighted material of ISO Properties, Inc., with its permission. Page 1 of 1 ---PAGE BREAK--- THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. AMENDED WAIVER OF TRANSFER OF RIGHTS OF RECOVERY AGAINST OTHERS TO US This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART CONTRACTORS POLLUTION LIABILITY COVERAGE PART ERRORS AND OMISSIONS LIABILITY COVERAGE PART THIRD PARTY POLLUTION LIABILITY COVERAGE PART CLEANUP COSTS - YOUR LOCATION COVERAGE PART SCHEDULE Name Of Person(s) or Oraanlzatlon(s): Where Required By Written Contract Information recmired to complete this Schedule, If not shown above, wlll be shown in the Declarations. SECTION VI - COMMON CONDITIONS, 17. Transfer Of Rights Of Recovery Against Others To Us within the Common Policy Provisions Is amended by the addition of the following: Solely as respects the person(s) or organization(s) Indicated In the Schedule shown above, we waive any right of recovery we may have against the person(s) or organization(s) indicated in the Schedule shown above because of payments we make for "damages" arising out of your ongoing operations or "your work" performed under a written contract with that person(s) or organization(s) and included in the "products-completed operations hazard". However, this waiver shall not apply to "damages" resulting from the sole negligence of the person(s) or organization(s) indicated in the Schedule shown above. ALL OTHER TERMS AND CONDITIONS OF THE POLICY REMAIN UNCHANGED. EV152-0609 Page 1 of 1 ---PAGE BREAK--- THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. PRIMARY AND NON-CONTRIBUTORY ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART CONTRACTORS POLLUTION LIABILITY COVERAGE PART SCHEDULE Name Of Additional Insured Person(s} or Organizatlon(s): Where Required By Written Contract SECTION Ill - WHO IS AN INSURED within the Common Policy Provisions is amended to include as an additional insured the person(s) or organization(s) indicated in the Schedule shown above, but solely as respects "claims" caused in whole or in part, by "your work" for that insured by you, or by those acting on your behalf. This insurance shall be primary and non-contributory, but only in the event of a named lnsured's sole negligence. ALL OTHER TERMS AND CONDITIONS OF THE POLICY REMAIN UNCHANGED. EV200-1012 Page 1 of 1 ---PAGE BREAK--- THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. ADDITIONAL INSURED - OWNERS, LESSEES OR CONTRACTORS - COMPLETED OPERATIONS This endorsement modifies insurance provided under the following: COMMERCIAL GENERAL LIABILITY COVERAGE PART CONTRACTORS POLLUTION LIABILITY COVERAGE PART SCHEDULE Name Of Insured Person(s) or Organlzatlon(s): Where Required By Written Contract SECTION Ill - WHO IS AN INSURED within the Common Policy Provisions is amended to include as an additional insured the person(s) or organlzation(s) Indicated in the SCHEDULE above, but only with respect to llabllity for "bodily Injury" or nproperty damage" caused, in whole or in part, by "your work" at the location designated in the SCHEDULE above performed for that additional insured and Included in the "products-completed operations hazard". ALL OTHER TERMS AND CONDITIONS OF THE POLICY REMAIN UNCHANGED. EV238-0212 Page 1 of 1 ---PAGE BREAK--- WILLIAMS BROTHER CONSTRUCTION, LLC 571 3 W. GARDEN SPRINGS ROAD SPOKAN E, WA 99224 (509) 455-9 1 95 FAX: 455-91 89 Date: 2/1 1 /1 5 Project: Moscow Slide Gates To: Scott Bontrager P.E. Transmittal 96-001 City of Moscow PO Box 9203 Submit ta I Moscow, ID 83843 Reference: WE ARE ENCLOSING: DISPOSITION: D PLANS/SPEC I F ICATIONS D SHOP DRAW I NGS D D FOR EXECUTION FOR RESUBMISSION D CHANGE ORDER D FOR YOU R APPROVAL IZJ OTHER: D FOR YOU R USE Contract Documents D APPROVED AS NOTED D APPROVED AS REVISED COPIES DRAWING NO. DESCRIPTION 1 each Performance and Payment Bond 1 signed Construction Agreement 1 Certificate of General Liability I nsurance and workers compensation Remarks: PLEASE RETURN 0 COPIES TO US CC: file RECEIVED Signed : FEB. t 7 2015 City of Moscow J:\Moscow Slide Gates 1 596\11a11s111i1nl\9().()0 1 doc REVISION ---PAGE BREAK--- PubLtc WorR.s • • • Les MacDonald, P.E. Public Works Director • Kevin Lilly, P.E. Deputy Director - Engineering City Engineer Tyler Palmer Deputy Director - Operations • • • Bill Lambert Mayor . . Gary J. Riedner City Supervisor City of Moscow, City Hall 221 East 2nd Street P.O. Box 9203 Moscow ID 83843 Phone (208) 883· 7034 Fax (208) 883-7033 City (208) 883-7000 Website: www.ci.moscow.id.us Hearing Impaired (208) 883-7019 February 6, 2015 John Williams Williams Brother Construction 5713 W. Garden Springs Rd. Spokane, WA. 99224 Re: WWTP SLIDE GATES REPLACEMENT PROJECT - 2015 Dear Mr. Williams: The City Council accepted your bid dated January 16, 2015. Consider this your NOTICE OF A WARD in the amount of $15,153.36. A copy of the agreement is enclosed. Please sign, notarize, and return two copies along with separate performance and payment bonds and the appropriate insurance certificates (both liability and workmen's compensation), within ten days. Please be sure the insurance certificate includes the wording as per the sample enclosed and that the documents are returned to mv attention. Feel free to call me at (208) 883-7030 if there are any questions. Thank you . Sincerely, Scott Bontrager, P Assistant City Engineer En els.