Full Text
CONSTRUCTION AGREEMENT MOSCOW CITY-WIDE SIDEWALK REPLACEMENT PROJECT - 2014 BETWEEN CITY OF MOSCOW, IDAHO AND K NOX CONCRETE, LLC THIS CONSTRUCTION AGREEMENT MOSCOW CITY-WIDE SIDEWALK REPLACEMENT PROJECT - 2014 BETWEEN CITY OF MOSCOW, IDAHO AND KNOX CONCRETE, LLC (hereinafter "Agreement), dated this day of Apri I , 2014, by and between the City of Moscow, Idaho, a municipal corporation of the State of Idaho, 206 East Third Street, Moscow, Idaho, 83843 (hereinafter "City") and Knox Concrete, LLC, 913 Snake River Avenue, Lewiston, Idaho, 83501 (hereinafter "Contractor"): WITNESSETH: WHEREAS, pursuant to the invitation of City, extended through a "Solicitation For Bids", Contractor did, in accordance therewith file with City a proposal containing an offer which was invited by said notice; and WHEREAS, City and Contractor agree that City will direct and assign Contractor to work on various locations in City on an "as needed" basis for the price determined by Contractor's Agreement; and WHEREAS, City has determined that said offer was the lowest and best submitted: 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: Mo sco w City-Wide Sidewalk Replacem ent Pro ject - 2014. City o f Mo sco w Pro ject No . 106-014 3. Bid/Proposal of Contractor, dated February 28, 2014, physically attached to this Agreement; 4. The Special Drawings; 5. Performance and Payment Bonds and Insurance Certificates, physically attached to this Agreement; Moscow CITY-WIDE SIDEWALK REPLACEMENT - 2014 CITY AND KNOX CONCRETE ---PAGE BREAK--- 6. Change Orders, which may be delivered or issued after the effective date of this Agreement; 7. No Addendum issued prior to closing of solicitation, physically attached to 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. ARTICLE2. WORK Contractor shall complete the entire work as specified, indicated and required under the Contract Documents. Two weeks prior to expected construction, Contractor will be issued consecutively numbered work tasks detailing locations and expected quantities of work. City will direct Contractor's work on an "as needed" basis according to the price of work determined by their Agreement so that there is some flexibility in where and when the work is performed, based upon the needs of City, as determined by the City Engineer. ARTICLE3. CONTRACT TIME/SUBSTANTIAL COMPLETION The work to be performed pursuant to this Agreement shall start no earlier than March 31, 2014 and be substantially complete on or before October 17, 2014, 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 the amounts listed as the Unit Prices in the attached Contractor's Proposal. Said Contract Sum shall be paid in accordance with the Contract Documents. ARTICLES. 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. Moscow CITY-WIDE SIDEWALK REPLACEMENT- 2014 CITY AND KNox CONCRETE PAGE20F5 ---PAGE BREAK--- 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. 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. Moscow CITY-WIDE SIDEWALK REPLACEMENT- 2014 CITY AND KNox CONCRETE PAGE3 OF5 ---PAGE BREAK--- 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. 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 of Idaho, 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: Moscow CITY-WIDE SIDEWALK REPLACEMENT- 2014 CITY AND KNOX CONCRETE PAGE40F5 ---PAGE BREAK--- Contractor: Knox Concrete, LLC 913 Snake River Avenue. Lewiston, Idaho 83501 City: City of Moscow ARTICLE 14 EXECUTION 206 E. 3rd Street P 0 Box 9203 Moscow, Idaho 83843 IN WITNESS WHEREOF, said Contractor and City have caused this Agreement to be executed on the day and year first above written. Contractor: Knox Concrete, LLC d- (Gf By: Travis Knox By: Approved As To Form: t.JXL Roderick Hall, City Attorney ACK NOWLEDGMENT State of lofah o ) ) :ss ) County of e. Pe..12.c..,e., On this a.4""g day of rl'\d.Jl.i:,lr. , 2014l'/Uration, a,ssociation or other le,fal entity:, including any government or governme.ntal si.Ibdiv:i'.sion or agency. (fl "Policyholder" means a person \·1ho has contracted with a property or casualty insurer for·insurance coverage. "Group master p0licy" means an insurance policy that provides coverage to eligible persons on a group basis through a group insurance program. No person, whereve.r located, may prepare, ;i.ssue or knowingly request the issuance of a certificate of insurance unless the form has been filed with t,he director by or on behalf of an insurer. No person, wheire.v'er located, may alter or modify a certificate of insurance form unless the alteration or modification has been filed with the director. The dire¢tor shall disapprove the use of any form filed under thi.s section, or withdraw approval of a form, if the form: Is unfair, misleading or deceptive, or violates pi.Iblic policy; Fails to comply wit.h th.e requirements of this section; or Violate. s any provision of title 411 Idaho Code,· including ariy rule promulgated by the director. Each certificate of insurance must contain the following or similar statement: "This certificate of insurance is issued as a matter of information only and confers no rights upon the certificate holder. This certificate does not alter, amend or extend the coverage, terms, exclusions and conditions afforded by the policies referenced herein." The current edition of standard certificate of insurance forms promulgated and filed with the director by the assoc.iation for cooperative operations research and development (ACORD) or the insurance services office (ISO) are not required to be refiled by individual insurers. No pen;on, wherever located, Shall demand or request the. issuance of a ·certificate of insurance or other document, record or corr.eispondence that the person knows contains any ƹalse qr misleading information or that purports to affirmatively or negatively alter, amend or ext.end the coverage provided by the policy of insurance to which the certificate makes reference. No person, wherever located, may knowingly prepare or issue a certificate of insurance or other document, record or correspondence that contains any false or misleading inforll)ation or that purp·orts to affirmatively or negatively alter, amend or extend the coverage provided by the policy of insurance to which the certificate makes reference. The provisions of this section shail apply to Q.il certif,icate holders, policyholders, insurers, insurance producers and certificate of insurance forms issued as evidence of property or casualty insurance coverages on property, operations or risks located in this state, regardless 0£ where the certificate holder, policyholder, insurer or insurance prod. ucer is located. A certificate of insurance is not a policy of insurance and does. not affirmatively or negatively alter, amend o . r extend the coverage afforded by the policy to which the certificate of insurance makes reference. A certificate of influrance shall not confer to a certificate holder new or additional rights beyond what the referenced policy· 0£ insurance provides. (10) No certificate o! insurance shall contain references to contracts other than the underlying contracts of insurance, including construction or service contracts. Notwithstanding any requirement, term or condition of any contract or other document with respect to which a certificate of insurance may be issued or may pertain, the insurance afforded by the referenced policy of insurance is subject to all the terms, exclusions and conditions of the policy itself. (11) A person is entitled to receive notice of cancellation, nonrep.ewal or any material change or any similar notice concerning a policy of insurance only if the person has such notice rights under the Page2 of3 1 'l ---PAGE BREAK--- Statutes of the policy or any endorsement to the policy. The terms and conditions of the notice, including the required timing of the notice, are governed by the policy of insurance or endor_sement and may not be iiltered by a certificate of insurance (12) Any certificate of insurance or any other document, record or correspondence prepared, issued or requested in violation of this section s_hall be null and void and of no force and effect. (13) Any person who violates this section shall be subject to an administrative penalty imposed by tp.e director in an amount as provided for in section Idaho Code, per violation. (14) The director shall have the power to· examine and investigate the activities of any person that the director believes has be.en or is engaged in an act or practice prohibited by this section. The director shall have the power to enforce the provisions of this section and impose any authorized penalty or remecty against any person who violates this sec_tion. · (15) The director may, iri accordance with section 41-211, Idaho Code, adopt reasonable rules as are necessary or proper êarry out the provisi011s of this sectiqn. (16) This sectiori shall not apply to any certificate of insurance prepared and/or issued by an ini;mrer pu_rsuant to any federal law, rule or regulation, or any qther I.aw, rul.e or regul.ation of this state, in which the specific content and form of said certificate is enumerated therein, or a certificate issued to a per.son or entity that has purchased coverage under a group master policy. History: [41-1850, added 2012, ch. 314, sec. 1, p. 863.] How current Is this law? The Idaho Code Is the property of the state of Idaho and /s ma.de _available on the Internet as a public service, Any perso11 who. reproduces or distributes the Idaho Code for cominercfal purposes Is In violation of the provisions of Idaho law and shall be deemed to be an Infringer of the state of Idaho's copyright. Search the Idaho Statutes Page 3of3 Legislative Services Office • P.O. Box 83720 • Boise, ID • 83720-0054 20.8/334-2475 •FAX 208/.334-2125 Maintained by [EMAIL REDACTED] Slla Disclaimer: hllp:meglslalure.ldah0.gov/disclalmer,hlm ©2013 Idaho Legfslature http://www.legislature.idaho.gov/idstat/Title41/T41CH18SECT41-1850.htm 6/20/2013