12 Articles of Agreement -2024.pdf

CONTRACT

ARTICLES OF AGREEMENT

THIS AGREEMENT made and concluded this _____ day of __________ in the year

2024, by and between the City of Schenectady, N.Y. by Gary R. McCarthy as Mayor of said

City, party of the first part and ______________ , as

_______________________________________ of party of the second part.

WITNESSETH, That the parties hereto for the consideration hereinafter named, agree as follows:

ARTICLE I. PERFORMANCE EMBRACES

The party of the second part agrees to furnish all the apparatus, appliances, equipment, materials, supplies or labor called for on the Bidding Sheet, as shown on the plans where plans are supplied and as described in the specifications and to complete and deliver over to the City, in perfect order and condition, all such apparatus, appliances, equipment, materials, supplies or the results of labor included under this Contract on the date set in the bid.

The performance being for “ ”

ARTICLE II. PAYMENTS

The party of the first part agrees to pay the Contractor for the performance of all requirements under this Contract in lawful currency of the United States. When the amount of the

Contract, based upon the Engineer's estimate, is two thousand dollars ($2,000.00) or over, payments shall be made to the Contractor in monthly installments subject to reduction of not more than five percent of each progress payment to the contractor except that the City may retain in excess of five percent but not more than ten percent of each progress payment to the contractor provide there are no requirements by the City for the contractor to provide a performance bond and a labor and material bond both in full amount of the contract, provide such performance is being prosecuted in conformity with the plans, specifications and contract in a manner satisfactory to the Engineer and, also provided that the amount of each installment shall not be less than one thousand dollars ($1000.00). The party of the first part may at any time reserve and retain out of said installment, and retain by the terms hereof or by any act of the legislation of the State of New York or by any ordinance of the City of Schenectady, Final payment shall be made for one hundred percent (100%) of the value of the performance completed and accepted based upon the actual measured quantities, performance and the unit price bids (c), said unit price bids being the total unit price bids equal to the sum of unit price bid (a) for material and supplies required, necessary or proper for or incidental to the completion of the Bid Item plus unit price bid (b) for all work except supplies and materials to complete the

Bid Item in the contractor's proposal herein contained after deducting all previous payments.

Said final payment shall be paid within ninety (90) days of the completion and acceptance of the performance. When stated in the Notice to bidders or in the specifications that a definite amount will be retained for a specified period after completion of the contract, it is hereby agreed that such retainer shall be held from the final payment for the time specified.

ARTICLE III, THE CONTRACT

Articles of Agreement

It is mutually agreed by both parties hereto that the contract, the Notice to

Bidders, the Proposal, The General Conditions, the Special Conditions, the Detailed

Specifications, the Plans (when plans are supplied) and the bonds to secure the proper performance and maintenance of the work from the contract and that they are as fully a part of the contract as if hereto attached or herein repeated. The City and the contractor, for themselves, their heirs, administrators, assigns, executors or successors hereby agree to the full performance of the covenants herein contained.

ARTICLE IV

GROUNDS FOR CANCELLATION OF CONTRACT

Upon the refusal of a person, when called before a grand jury to testify concerning any transaction or contract had with the State, any political subdivision thereof, a public authority or with any public department, agency or official of the State or of any political subdivision thereof or of a public authority to sign a waiver of immunity against subsequent criminal prosecution or to answer any relevant question concerning such transaction or contract.

(a) such person and any firm, partnership or corporation of which he is a member, partner, director or officer shall be disqualified from thereafter selling to or submitting bids to or receiving awards form or entering into any contracts with the City of Schenectady for goods, work or services for a period of five years after such refusal, and

(b) any and all contracts made with the City of Schenectady since July 1, 1959 by such person and by any firm, partnership or corporation of which he is a member, partner, director or officer may be canceled or terminated by the City of Schenectady without incurring any penalty or damages on account of such cancellation or termination shall be paid.

ARTICLE V

EFFECT OF SALES TAX LITIGATION ON VALIDITY OF CONTRACT

It is recognized by the parties hereto that the solicitation of bids by the bidders in the form used in the bid sheet herein, whereby bidders separately stated prices for (a) the sale to the City of materials and (b) all work required for the performance of the Contract except materials and the preparation of the Contract in accordance with such bid form are solely to enable the City to utilize and benefit from its status as a subdivision of the State of New York exempt from the sales tax and compensating use taxes imposed by the State of New York or any of its subdivisions. If any of the contract documents should be declared illegal by any court because of such division of the total amount required for the performance of this contract into separate parts for furnishing materials on the one hand and the performance of all work except such materials on the other hand, such action or decision shall not relieve any party under this contract of its obligations there under. In the event this contract should be declared invalid as aforesaid, then the bids accepted for the performance of this contract and other contract documents shall be treated by the parties hereto as tough the bids were submitted as a single unit price bid consisting of the total of the unit price bids submitted for the above described division or parts respectively for materials on the one hand and the performance of all work except materials on the other hand for each bid item.