Loading...
HomeMy WebLinkAbout2016-111-E DEAPR - Gateway Building Company for shelter construction DocuSign Envelope ID: 5D99AC7B-FD9F-4A53-8F87-6D72739989E9 [Departmental Use Only] TITLE W10 Shelter FY 2016 NORTH CAROLINA CONSTRUCTION AGREEMENT UNDER$250,000.00 ORANGE COUNTY THIS CONSTRUCTION AGREEMENT(hereinafter called"Agreement"), made as of the 7th day of January, 2016, by and between Gateway Building Company, (hereinafter called the "Contractor"), and Orange County, a body politic and a political subdivision of the State of North Carolina, (hereinafter called the"Owner"). WITNESSETH: That the Contractor and the Owner, for the consideration herein named, agree as follows: 1. CONTRACT DOCUMENTS; PRIORITY The Contract Documents consist of this Agreement, the Request for Proposals, Proposal, Construction Drawings and Written Specifications. The Contract Documents form the Contract. In the event of any inconsistency between or among the Contract Documents the Contract Documents shall be interpreted in the following order of priority: a. This Agreement. b, Designer Approved Bulletins and/or Field Orders. c. Request for Proposals and addenda thereto. d. Proposal. 2. SCOPE OF WORK The Contractor shall turnish and deliver all of the materials, and perform all of the work required by this Agreement within the time period stipulated in a written Notice-to-Procced to be executed by the Contractor and Owner and in accordance with the following enumerated documents, which are made a part hereof as if ffilly contained herein: a. Construction Drawings prepared by Lysaght& Associates and Marabeth Carr, RLA (Sheet I of I and not numbered dated 1/4/2016 and 12/1/2015) b. Written specifications prepared by the project engineer. c. Orange County Bid #1716 Erect Picnic Shelter on Existing Concrete Pad at the Soccer Center, and Gateway Building Company proposal dated January 6, 2016 which fully describes the work to be performed, such work(hereinafter called the"Work"). d. Related documents listed under Section I above. Revised 10114 . 1 DocuSign Envelope ID: 5D99AC7B-FD9F-4A53-8F87-6D72739989E9 3. TERM AND SCHEDULING a, The Contractor agrees to commence work pursuant to the written Notice-to Proceed. b. The Contractor agrees to complete substantially all Work included by March 15, 2016. c. Time is of the essence with respect to all dates specified in the Contract Documents as Completion Dates. d. The Contractor shall perform the Work in the time, manner and form required by the Contract Documents and as stipulated in a written Notice-to-Proceed to be executed by the Contractor and Owner. c. It is expressly understood that the Owner will employ other contractors to perform work as a part of the Project whose work will be performed simultaneously and sequentially with the performance of the Work by the Contractor. It shall be necessary for the Contractor to coordinate its activities with such other contractors, particularly with respect to access to work areas, storage of materials and other common facilities. f. Should the Owner determine that the Contractor is behind schedule Owner may require, at no additional cost to the Owner, the Contractor to expedite and accelerate its efforts, including providing additional resources and working overtime, as necessary, to perform the Work in accordance with the approved project schedule. 4. STANDARD OF CARE a. The Contractor shall exercise reasonable care and diligence in performing the Work in accordance with the highest generally accepted standards of this type of Contractor practice throughout the United States and in accordance with applicable federal, state and local laws and regulations applicable to the performance of these services. Contractor is solely responsible for the professional quality, accuracy and timely completion and/or submission of all work. b. The Contractor shall not load or permit any part of the Work to be loaded with a weight that will endanger its safety, intended performance or configuration. c. Contractor shall be responsible for all errors or omissions caused by its employees, agents, contractors, or assigns in the performance of the Agreement. Contractor shall correct any and all errors, omissions, discrepancies, ambiguities, mistakes or conflicts at no additional cost to the Owner. d. Contractor is an independent contractor of Owner. Any and all employees of the Contractor engaged by the Contractor in the performance of any work or services required of the Contractor under this Agreement, shall be considered employees or agents of the Contractor only and not of the Owner, and any and all claims that may or might arise under any workers compensation or other law or contract on behalf of said employees while so engaged shall be the sole obligation and responsibility of the Contractor. c. Contractor agrees that Contractor, its employees, agents and its subcontractors, if any, shall Revised 10114 2 DocuSign Envelope ID: 5D99AC7B-FD9F-4A53-8F87-6D72739989E9 be required to comply with all federal, state and local antidiscrimination laws, regulations and policies that relate to the performance of Contractor's services under this Agreement. f. If activities related to the performance of this Agreement require specific licenses, certifications, or related credentials Contractor represents that it and/or its employees, agents and subcontractors engaged in such activities possess such licenses, certifications, or credentials and that such licenses certifications, or credentials are current, active, and not in a state of suspension or revocation. 5. PAYMENT & TAXES a. The Owner hereby agrees to pay to the Contractor for the faithfill performance of this Agreement, and the Contractor hereby agrees to perform all of the Work for a sum not-to- exceed sixty-eight thousand, three hundred, ninety-eight Dollars ($68,398). Not later than the fifth (5th) day of each calendar month the Contractor shall submit to the Owner's Representative, generally the architect if an architect is retained on the Work, a Request for Payment for work done during the previous calendar month. i. The Request for Payment shall be in form of a standardized invoice or AIA Document G702-703 appropriately addressed to Owner's Representative at Itaft @orangecountyne.gov and shall show substantially the value of work done during the previous calendar month. ii. The amount due for payment shall be ninety-five percent (95%) of the value of work completed since the last Request for Payment and this amount shall be paid by the Owner on or before the last business day of the month. Owner shall retain five percent (5%). 1. Upon Owner's Representative's certification that ninety percent (90%) of the Work has been satisfactorily completed retainage may be discontinued. Retainage may be discontinued, at Owner's Discretion, so long as work continues to be completed satisfactorily and on schedule. iii. Final payment shall not be due to the Contractor until thirty (30) days after one hundred percent (100%) of the Work, including punch list work, has been satisfactorily completed and an appropriate affidavit as required in Section 7(c) below has been received by Owner, b. Should Owner reasonably determine that Contractor has failed to perform.the Work related to a Request for Payment, Owner, at its discretion may provide the Contractor tell (10) days to cure the breach. Owner may witt-Alold the accompanying payment without penalty until such time as Contractor cures the breach. i. Should Contractor or its representatives fail to cute the breach within ten (10) days, or fail to reasonably agree to such modified schedule, Owner may immediately terminate this Agreement in writing, without penalty or incurring further obligation to Contractor. ii. This section shall not be interpreted to limit the definition of breach to the failure to perform the Work related to a Request for Payment. c. The Contractor has included in the Contract Price and shall pay all taxes assessed by any authority on the Work or the labor and materials used therein. It shall be the Contractor's responsibility to furnish the Owner documentary evidence showing the materials used and sales and use tax paid by the Contractor and each of its subcontractors. Revised 10/14 3 DocuSign Envelope ID: 5D99AC7B-FD9F-4A53-8F87-6D72739989E9 6. INSURANCE AND BONDS a. Minimum requirements —Contractor shall obtain, at its sole expense, Commercial General Liability Insurance, Automobile Insurance, Workers' Compensation Insurance, and any additional insurance as may be required by Owner's Risk Manager as such insurance requirements are described in the Orange County Risk Transfer Policy and Orange County Minimum Insurance Coverage Requirements (each document is incorporated herein by reference and may be viewed at http•//orangecountytic..gov/purchasiiig/coiitractL.asL). If Owner's Risk Manager determines additional insurance coverage is required such additional insurance shall be designated here n/a (if no additional insurance required mark N/A as being not applicable). Contractor shall not commence construction work until such insurance is in effect and certification thereof has been received by the Owner's Risk Manager, b. Performance Bonds — Contractor shall ftirnisli bonds covering the faitliftil performance of the Contract and payment of all obligations arising under any of the Contract Documents or related in any way to the Work. Contractor shall immediately furnish a copy of such bonds to any requesting person who appears to be a potential beneficiary of bonds covering payment obligations arising under any of the Contract Documents. This subsection 6(b) applies only to Contracts of fifty thousand dollars ($50,000.00) or more �vherc the total cost for the project is three hundred thousand dollars ($300,000.00) or more. 7. INDEMNITY a. The Contractor shall indeninify and hold harmless to the extent permitted by law the Owner and its agents and employees from and against any and all claims, damages, losses and expenses, including attorney's fees, arising out of or resulting from the performance or nonperformance of the Work, provided that any such claim, damages, loss or expense (A) is attributable to bodily injury, sickness, disease or death or injury to, or destruction of, property, including the loss of use resulting therefrom; and (B) is caused in whole or in part by any breach of any provision of the Agreement or by any negligent or wrongful act or omission of the Contractor, any Subcontractor, or supplier of the Contractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable. The indemnification obligation under this paragraph shall not be limited in any way by any limitation of the amount or type of damages, compensation or benefits payable by or for the Contractor or any subcontractor tinder workers' compensation acts, disability benefits acts or other employee benefit acts. b. The Contractor shall indemnify and hold harmless Owner from any lien of whatever type through the purchase of appropriate bonds and insurance as designated in Section 6 above. In the event any such lien is filed against Owner's property Contractor shall, through such bonds and insurance or at Contractors expense, defend Owner against all such claims of lien. c. Upon completion of the Work the Contractor shall execute an affidavit stating there are no unpaid debts for any work that has been done or materials that have been furnished to the Project prior to and as of the date of substantial completion and further stating that Contractor shall indemnify, save and protect Owner and Owner's tender, if any, harmless from and against any and all claims, liabilities, losses, damages, causes of action, and expenses (including court costs and reasonable attorney's fees related thereto) arising out Revised 10714 4 DocuSign Envelope ID: 5D99AC7B-FD9F-4A53-8F87-6D72739989E9 of, in connection with, or resulting from any such debts and liens. Stich indemnification shall be in a form and substance acceptable to Owner. d, By executing this Agreement Contractor agrees to abide by and be bound by the indemnification provisions herein and of Section 7(c) specifically. S. DISPUTE RESOLUTION AND GOVERNING LAW a. Owner and Contractor agree that should a dispute arise as to the terms of the Contract Documents the architect shall serve as the initial decision-maker, unless there is no architect retrained on the project related to the Work. Owner and Contractor further agree as follows: L If there is no architect retained for the Work, Owner and Contractor agree, prior to the initiation of any civil litigation, to submit to mediation by agreeing on all individual to serve as mediator to mediate the dispute. ii. Should the Owner and Contractor fail to mutually agree on an individual to serve as mediator Owner may select a mediator to mediate the dispute. iii. Any mediator selected tinder this section shall be an attorney licensed to practice law in the State of North Carolina and shall be generally recognized as having experience in inediating construction disputes. iv. Owner and Contractor agree to equally share in the cost of a mediator selected tinder this section. b. The laws of the State of North Carolina shall apply to the interpretation and enforcement of this Agreement. Any and all suits or actions to enforce, interpret or seek damages with respect to any provision of, or the performance or nonperformance of, this Agreement or the Contract shall be brought in the General Court of Justice of North Carolina sitting in Orange County, North Carolina and it is agreed by the parties that no other court shall have jurisdiction or venue with respect to such suits or actions. Provider shall at all times remain in compliance with all applicable local, state, and federal laws, rules, and regulations including but not limited to all anti-discrimination laws. c. Notice of any claim by Owner or Contractor must be initiated by written notice to the other Party within thirty (30) days of the occurrence of the event giving rise to the claim or within thirty (30) days of the discovery of the event or condition giving rise to the claim, whichever is later. i. Should any claim be made, regardless of whether such claim is made by Owner or Contractor, Contractor shall continue to faithfully and diligently perform the Work in such a mariner as to meet all scheduled timelines. Any failure to faithfully and diligently perform the Work may be deemed, by the Owner, a breach of the Contract. ii. If a claim is made such claim shall be made to the initial decision maker, if applicable, who may request more supporting data, reject the claim in whole or in part, approve the claim in whole or in part or advise the parties the claim is tillable to be resolved. iii. If a claim is made by the Owner the Owner may, but is not obligated to, notify the surety. 9. NON—APPROPRIATION Revised 10114 5 DocuSign Envelope ID: 5D99AC7B-FD9F-4A53-8F87-6D72739989E9 a, Contractor acknowledges that Owner is a goverriniental entity, and the validity of this Agreement is based upon the availability of public ftinding under the authority of its statutory mandate, b. In the event that public funds are unavailable and not appropriated for the performance of Owner's obligations under this Agreement, then this Agreement shall automatically expire without penalty to Owner immediately upon written notice to Contractor of the unavailability and non-appropriation of public ftinds. It is expressly agreed that Owner shall not activate this non-appropriation provision for its convenience or to circumvent the requirements of this Agreement, but only as an emergency fiscal measure during a substantial fiscal crisis. c. In the event of a change in the Owner's statutory authority, mandate and/or mandated functions, by state and/or federal legislative or regulatory action, '.vliich adversely affects Owner's authority to continue its obligations tinder this Agreement, then this Agreement shall automatically terminate without penalty to Owner upon written notice to Contractor of such limitation or change in Owner's legal authority. 10. NOTICES Any notice required by this Agreement shall be in writing and delivered by certified or registered mail, return receipt requested to the following: Owner: Contractor: Orange County Gateway Building Company Attn: Lori Taft, DEAPR Attn: Jack Moore P.O. Box 8181 P.O. Box 3814 Hillsborough, NC 27278 Durliam,NC 27702 11. MISCELLANEOUS a. Duties and Obligations imposed by the Contract Documents shall be in addition to ally Duties and Obligations imposed by state, federal or local law, rules, regulations and ordinances. b. No act or failure to act by the Owner or Contractor shall constitute a waiver of any right or duty granted them under the Contract Documents, nor shall any act or failure to act constitute any approval except as specifically agreed in writing. c. The Work shall be tested and inspected as required by the Contract Documents and as required by law. Unless prohibited by law the costs of all such tests and inspections related to state and federal codes such as ADA, Administrative, Electrical, Plumbing, Mechanical and Building Codes shall be borne by the Contractor. The costs for material and structural testing shall be conducted by an independent third party at the expense of the Owner. Delays related to any of the aforementioned tests and inspections shall not be grounds for delaying the completion of the work. If any such tests and inspections reveal deficiencies in the Work such that the Work does not comply with terms or requirements of the Contract Documents and/or the requirements of any code or law the Contractor is solely responsible for the cost of bringing such deficiencies into compliance with the terms of the Contract Documents and/or any code or law. Revised 10/14 6 DocuSign Envelope ID: 5D99AC7B-FD9F-4A53-8F87-6D72739989E9 d. Should the Architect, if an architect is retained for the project involving the Work, or Owner reject any portion of the Work for failing to comply with the Contract Documents Contractor shall immediately, at Contractor's expense, correct the Work. Any such rejection may be made before or after substantial completion. If applicable, any additional expense borne by the Architect under this section shall be paid at Contractor's expense. e. The Contractor shall not assign any portion of this Agreement nor subcontract the Work in its entirety without the prior written consent of the Owner. f. This Agreement together with any amendments or modifications may be executed electronically. All electronic signatures affixed hereto evidence the intent of the Parties to comply with Article I I A and Article 40 of North Carolina General Statute Chapter 66. 12. CONSEQUENTIAL AND LIQUIDATED DAMAGES a. Owner and Contractor mutually waive any claim against each other for consequential damages. Consequential Damages include: i. Damages incurred by Owner for loss of use, income, financing,or business. ii. Damages incurred by Contractor for office expenses, including personnel, loss of financing, profit, income, business, damage to reputation, or any other non-direct damages. b. Liquidated damages shall be in accord with the Contract Documents. 13. TERMINATION OR SUSPENSION a. The Owner may, without cause, order the Contractor to terminate, suspend, delay or interrupt the Work in whole or in part for such period of time as the Owner may determine. In the event of termination by the Owner under this Agreement, the Contractor shall be entitled to receive its reasonable and documented direct costs prior to termination, including the cost of materials purchased for the Work which purchases cannot be canceled or which material cannot reasonably be used by the Contractor on other work, and the cost of closing down the work in a safe and efficient mariner. i. If Owner orders a delay, suspension or interruption of the Work, and such order is not due to or as a result of any fault on the part of the Contractor, the Contractor may recover a per diem amount at a rate calculated by contractor's calculated profit per day. ii. If Contractor elects to accept the amount listed in the General Conditions provision of the Construction Documents Contractor waives any right to ftirther claims for payment of damages sustained as a result of Owner's order to delay, suspend or interrupt the Work. b. Contractor may terminate the Contract if, at the Owner's written direction, the Work is stopped for thirty (30) consecutive days through no act or fault of the Contractor, their agents or employees, or a subcontractor or their agents or employees or any other person performing work pursuant to the Contract Documents. Contractor may terminate the Contract if a Court or other Public authority having jurisdiction enters a lawftll order that Revised 10114 7 DocuSign Envelope ID: 5D99AC7B-FD9F-4A53-8F87-6D72739989E9 requires all work to be stopped and such stoppage lasts for thirty (30) consecutive days. 14. ENTIRE, AGREEMENT All of the documents listed, referenced or described in this Agreement, the written Notice-to- Proceed, together with Modifications made or issued in accordance herewith are the Contract Documents, and the work, labor, materials and completed construction required by the Contract Documents and all parts thereof is the Work. The Contract Documents constitute the entire agreement between Owner and Contractor. This Agreement may be amended only by written instrument signed by both parties. Modifications may be evidenced by facsimile signatures. If any provision of the Agreement shall be declared invalid or unenforceable, the remainder of the Agreement shall continue in ftill force and effect. [SIGNATURE PAGE TO FOLLOW] Revised 10/14 8 DocuSign Envelope ID: 5D99AC7B-FD9F-4A53-8F87-6D72739989E9 IN WITNESS WHEREOF, the Parties hereto have executed this Agreement as of the day and date first above written wholly or in a number of counterparts each of which shall, without proof or accounting for other counterparts, be deemed an original contract. ORANGE COUNTY CONTRACTOR DocuSigned by, Signed by:�Awtwtt VS 5a AC66M "Ocu ---------------- S�MaMV14MMF5— Count), Manager Printed Name and Title Revised 10/14 DocuSign Envelope ID: 5D99AC7B-FD9F-4A53-8F87-6D72739989E9 GATEW-1 OP ID: SF .�COF:Uh CERTIFICATE OF LIABILITY INSURANCE DATE(MhVDDIYYYY) 01107/2016 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 polley(les)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 CONTACT Tara J.Smithwick First Insurance Services,Inc. NAME' P.0.Box 13687 A/c°No E ,,:919-941-0548 FAX No:919-941-0135 RTP,NC 27709 EMAIL Tara J.Smithwick ADDRESS: INSURER(S)AFFORDING COVERAGE NAIC N INSURERA:Montgomery,Insurance Companies 24198 INSURED Gateway Building Company INSURERS:Peerless Insurance Company 24198 PO Box 3814 INSURER C:Great American Ins Co-IM Durham, NC 27702 INSURER D: INSURER E: INSURER F: COVERAGES CERTIFICATE NUMBER: 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, 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. BR _ POLICY EFF POLICY EXP -- I INSR TYPE OF INSURANCE POLICYNUMBER MMJDDIYYYY) (MWDDNYYYI LIMITS LTR A X COMMERCIAL GENERAL LIABILITY EAGH OCCURRENCE $ 1,000,00 CLAIMS-MADE a OCCUR BKA55525172 0413012015 0413012016 PREMISESO(E occurrence) $ 100,00 MED EXP(Anyone person) $ 10,000 PERSONAL&ADV INJURY $ 1,000,00 GEN'L AGGREGATE LIMIT APPOES PER: GENERAL AGGREGATE S 3,000,00 POLICY nX PR O 1:1 LOG PRODUCTS-COMPIOP AGG S 3,000,00 OTHER: $ AUTOMOBILE LIABILITY GOMTd..")SINGLE LIMIT $ 1,000,00 Ea accidanl _ B X ANY AUTO BASS5525172 04/3012015 04/30/2016 BODILY INJURY(Per person) $ ALL OWNED SCHEDULED BODILY INJURY(Per accident) $ X TS X DAdAGE NON OWNED eaH REDAUTOS P £ cde $ $ X UMBRELLAUAB X OCCUR EACH OCCURRENCE S 1,000,00 A EXCESS LIAR CLAIMS-MADE US01455526172 04/3012015 04/30/2016 AGGREGATE $ 1,000,00 DER I X I RETENTION$ 0 $ WORKERS COMPENSATION x AND EMPLOYERS'LIABILITY STATUTE ER,H_ B ANY PROPRIETORIPARTNERtEXECUTIVE YIN XWASS525172 04/3012015 04/30/2016 E.L.EACH ACCIDENT $ 1,000+00 OFFIC(Mandator EMBEREXCLifDE07 NtA EXCLUDE ROBIN J.MOORS (h4andatory In NN) E.L.DISEASE-EA EMPLOYEE $ 1,000,00 If yas,describe under DESCRIPTION OF OPERATIONS below E.L.DISEASE-POLICY LIMIT $ 1,000,00 C Leased&Rented IMP048356900 0510112015 05/0112016 Limit 250,00 Equipment Ded 1,00 DESCRIPTION OF OPERATIONS/LOCATIONS/VEHICLES (ACORD 144,Additional Remarks Schedule,maybe attached if more space Is required) CERTIFICATE HOLDER CANCELLATION ORANGE6 SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE Orange County DEAPR THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. 302 W.Tryon St. PO BOX 8181 AUTHORIZED REPRESENTATIVE Hillsborough,NC 27278 ©1988-2014 ACORD CORPORATION. All rights reserved. ACORD 26(2014101) The ACORD name and logo are registered marks of ACORD