05 -Construction Agreement.pdf

CONSTRUCTION AGREEMENT

THIS CONSTRUCTION AGREEMENT (“Agreement”) is made as of the xx day of , 201x, between the BOULDER VALLEY SCHOOL DISTRICT RE-2, State of Colorado ("Owner”) and

CONTRACTOR NAME ("Contractor"), in connection with the construction, repair, renovation, etc. of PROJECT NAME, located at ADDRESS, complete with all work appurtenant there to (“Project”).

In consideration of the compensation to be paid to the Contractor and of the mutual agreements herein contained, the parties agree as follows:

1.00 THE CONTRACT DOCUMENTS. The Contract Documents shall consist of this Construction Agreement, which Agreement also incorporates by this reference all of the instruments set forth in Article 1 of the General Contract Conditions as fully as if they were set forth in this Agreement in full and instruments described in the RFP/ITB.

2.00 SCOPE OF THE WORK. The Contractor will furnish all tools, equipment, machinery, supplies, superintendence, insurance, transportation, and other construction accessories, services, and facilities specified or required to be incorporated in and form a permanent part of the completed work.

In addition, the Contractor shall provide and perform all necessary labor in a first-class and workmanlike manner and in accordance with the conditions and prices stated in the Bid Proposal and the requirements, stipulations, provisions, and conditions of the Contract Documents, as defined in the attached General Conditions. The Contractor shall further perform, execute, construct, and complete all things mentioned to be done by the Contractor and all work included in and covered by the Owner's official award of this contract to the Contractor, such award being based on the acceptance by the Owner of the Contractor's bid, or part thereof.

3.00 TIME OF COMMENCEMENT AND COMPLETION. The Contractor agrees to commence work under this Agreement in accordance with the applicable Proposal (Exhibit A) or by DATE and to fully complete all work by no later than DATE.

4.00 TIME OF THE ESSENCE. All time limits stated in this Agreement and the Contract Documents are of the essence of the Agreement.

5.00 LIQUIDATED DAMAGES. The Contractor understands and agrees that the completion of the entire project within the time provided is an essential feature of this Agreement and that the Owner will sustain substantial damages, the amount of which is not possible to accurately determine at this time, if the work is not so completed. The Contractor, therefore, agrees to proceed with due diligence, taking all precautions and making all necessary arrangements to ensure the completion of the work within the prescribed time. The Contractor further agrees that failure to finally and fully complete the work within the time allowed shall be considered as a breach of the Agreement and entitle the Owner to collect liquidated damages for the delay in completion of the sum of five hundred/one thousand dollars ($500.00/1000.00) for each calendar day that elapses between the date set forth in Section 3.00 of this Agreement, as extended in accordance with the General Conditions, and the date of final completion of the Project, as more fully defined in the General Conditions Article 45.00.

4813-3666-2563, v4 050119

6.00 CONTRACT SUM. The Owner shall pay to the Contractor for performance of the work encompassed by this Agreement, and the Contractor will accept as full compensation therefor the lump sum of SPELL AMOUNT Dollars ($ ) (“Contract Sum”), subject to adjustment as provided by the Contract Documents, to be paid by progress payments in the manner provided for in the Contract Documents. The amount of money appropriated by the Owner for the project is equal to or in excess of the Contract Sum.

7.00 ACCEPTANCE AND FINAL PAYMENT. Upon receipt of written notice that the work is ready for final inspection and acceptance, the Contractor, the Architect, and the Owner shall make such inspection, and when the work is found to be acceptable under the Agreement and the Agreement fully performed, including the satisfactory completion of all punch list items, the Architect shall promptly so certify to the Owner, over own signature, stating that the work provided for in this Agreement has been completed in accordance with the Contract Documents and is accepted by under the terms and conditions therefor, and that the entire balance found to be due the Contractor, and noted in said final certificate, is due and payable. Before issuance of the Owner's Letter of Acceptance, the Contractor shall submit evidence satisfactory to the Owner that all payrolls, material bills, and other indebtedness connected with the work has been or will promptly be paid. Final payment shall be made following the procedures set forth in the Contract Documents.

8.00 REPRESENTATIONS. The Contractor shall not extend the credit or faith of the Owner to any other persons or organizations.

9.00 BINDING EFFECT AND ASSIGNMENT. This Agreement shall be binding on the parties as well as their successors, assigns and personal representatives. Notwithstanding the foregoing, the Contractor shall not assign any of rights or obligations under this Agreement without the express written consent of the Owner. Upon any assignment even though consented to by the Owner, the Contractor shall remain liable for the performance of the work under this Agreement.

10.00 PARTIAL INVALIDITY. If any provisions of this Agreement are finally determined by a court of competent jurisdiction to be in violation of any statute or rule of law of the State of Colorado, then such provisions shall be deemed null and void to the extent that they may be violate of law, but without invalidating the remaining provisions hereof.

11.00 WAIVER. No waiver of any breach of any one of the agreements, terms, conditions, or covenants of this Agreement by the Owner shall be deemed or imply or constitute a waiver of any other agreement, term, condition, or covenant of this Agreement. The failure of the Owner to insist on strict performance of any agreement, term, condition, or covenant, herein set forth, shall not constitute or be construed as a waiver of the Owner's rights thereafter to enforce any other default; neither shall such failure to insist upon strict performance be deemed sufficient grounds to enable the Contractor to forego or subvert or otherwise disregard any other agreement, term, condition, or covenant of this Agreement.

12.00 ENTIRE AGREEMENT. This Agreement, together with the Contract Documents as defined in Article 1.00 herein, constitute the entire agreement of the parties hereto. No modification, change, or alteration of the within Agreement shall be of any legal force or effect unless in writing, signed by all the parties hereto.

13.00 COUNTERPARTS. This Agreement may be executed in several counterparts, and each such counterpart shall be deemed an original.

14.00 GOVERNING LAW. Venue for any and all legal actions regarding or arising out of the transaction covered herein shall be solely in the District Court in and for Boulder County, State of Colorado.

This transaction shall be governed by the laws of the State of Colorado.

15.00 ATTORNEYS' FEES. In the event it becomes necessary for either party to enforce any provisions or breach of this Agreement by commencing litigation, the prevailing party in such action shall be entitled to collect, as part of any judgment entered, its reasonable expert witness and attorneys' fees and costs.

16.00 CERTIFICATION. The Contractor certifies that it shall comply with the provisions of C.R.S. § 8-17.5-101 et seq. The Contractor shall not knowingly employ or contract with an illegal alien to perform work under this contract; or enter into a contract with a subcontractor that fails to certify to the Contractor that the subcontractor shall not knowingly employ or contract with an illegal alien to perform work under this Agreement.

The Contractor represents, warrants, and agrees that:

(1) it has confirmed the employment eligibility of all employees who are newly hired for employment to perform work under the public contract for services through participation in either the federal E-Verify or the Colorado Department of Labor and Employment Program;

(2) it is prohibited from using either the E-Verify Program or the Department Program procedures to undertake pre-employment screening of job applicants while the public contract for services is being performed;

(3) if it obtains actual knowledge that a subcontractor performing work under the public contract for services knowingly employs or contracts with an illegal alien, the contractor shall be required to:

(a) Notify the subcontractor and the School District within three days that the contractor has actual knowledge that the subcontractor is employing or contracting with an illegal alien; and

(b) Terminate the subcontract with the subcontractor if within three days of receiving the notice required pursuant to C.R.S. § 8-17.5-102(2)(b)(III)(A) the subcontractor does not stop employing or contracting with the illegal alien;

except that the contractor shall not terminate the contract with the subcontractor if during such three days the subcontractor provides information to establish that the subcontractor has not knowingly employed or contracted with an illegal alien;

(4) it is required to comply with any reasonable request by the Colorado Department of Labor and Employment made in the course of an investigation that the Department is undertaking pursuant to C.R.S. § 18-17.5-102(5).

17.00 PREMISES ACCESS CERTIFICATION. Contractor certifies it shall not employ on Boulder Valley School District premises any persons convicted of any felony or misdemeanor crime of unlawful sexual behavior involving children.

18.00 PROJECT MANAGEMENT SOFTWARE. The Contractor shall use e-Builder® Software as the primary tool for Project control, communication, and documentation among the Project participants, including, but not limited to Owner, Architect, and Contractor. Contractor submittals made using e- Builder® Software shall accurately reflect the Schedule of Values and contractor’s cost accounting. Owner shall provide contractor with a license to access Owner’s web-based e-Builder® Software and shall provide contractor one day of training for same.

(NOTE: The Above Section is applicable to 2014 Bond Related Projects. This can be struck out if Not applicable)

19.00 NOTICES. All notices, requests, demands, and other communications given or to be given under this Agreement shall be in writing and shall be deemed to have been duly given when served if served personally, or on the second day after mailing if mailed by first-class mail, registered or certified, postage prepaid, and properly addressed to the party to whom notice is to be given as set forth below.

If to Owner: Boulder Valley School District RE-2 Attn: Procurement 6500 Arapahoe Avenue Boulder, Colorado 80303 Purchasing.helpdesk@bvsd.org

With a copy to: Kathleen Sullivan Legal Counsel Boulder Valley School District RE-2 6500 Arapahoe Avenue Boulder, Colorado 80303

If to Contractor, then to the individual at the address set forth in the signature block below.

Either party may change its address for purposes of notice by giving written notice to the other party in accordance with this paragraph.

[Signature Page is Next Page.]

IN WITNESS WHEREOF, the parties have executed this Agreement on the day and year first above written and shall extend to and bind the parties, their successors, assigns, and personal representatives.

CONTRACTOR: OWNER:

BOULDER VALLEY SCHOOL DISTRICT RE-2

Legal Name of Contracting Entity

Signature of Authorized Officer Nicole Rajpal, President, Board of Education

Printed Name of Signatory Laura Shafer, Board Secretary (if needed)

Street Address Rob Anderson EdD , Superintendent

City, State, Zip Code NAME , Director of xxxx

Social Security Number or FEIN Kathleen Sullivan, Legal Review

Exhibit A Proposal

The following _______pages are the proposal / Bid / RFP / Etc.

OR

See attached .pdf

Information General Contract Conditions

Note :

- The most recent version of the General Contract Conditions should be sent with contract and/ or available for review on BVSD website.

- Several areas in this agreement reference the General Contract Conditions and they are incorporated into the agreement by reference.

- Please make sure they are reviewed carefully. Excerpt from reference in Article 1 defining the contract documents:

“…All Work under the Construction Agreement shall be accomplished in accordance with the Contract Documents, which shall consist of the Request for Qualifications, Request for Proposals, Proposal(s), Notice of Award, Notice to Proceed, Performance Bond, Labor and Material Payment Bond, Construction Agreement, General Contract Conditions, Supplementary Conditions, Asbestos Management Plan Contractor Responsibility Form, Drawings and Specifications, tests and engineering data, approved Change Orders, Contractor’s Requests for Payment, Architect’s Certificates, and all addenda issued by the Owner or Architect prior to execution of the Construction Agreement and all modifications issued by the Owner or Architect after execution of the Construction Agreement…”