Exhibit A Sample Contract.pdf

STATE OF HAWAII

CONTRACT FOR GOODS OR SERVICES

BASED UPON

COMPETITIVE SEALED BIDS

(Insert name of state department, agency, board or commission)

(Insert title of person signing for State)

(Insert corporation, partnership, joint venture, sole proprietorship. or other legal form of the Contractor)

RECITALS

(Legal authority to enter into this Contract)

(Identify state sources)

(Identify federal sources)

EXHIBIT A

Sam pl e

STATE

(Signature)

(Print Name)

(Print Title)

(Date)

CONTRACTOR

CORPORATE SEAL

(If available)

(Name of Contractor)

(Signature)

(Print Name)

(Print Title)

APPROVED AS TO FORM: (Date)

EXHIBIT A

Sam

EXHIBIT A

Sam

Contractor shall provide to the State all goods and services required to fulfill the requirements of the Contract in accordance with IFB No. _____ issued by the Hawaii Housing Finance and Development Corporation (HHFDC) on _____, as amended, and Contractor’s response to IFB No. _____ submitted on _____ as amended. Both the IFB and Contractor’s response to the IFB are incorporated herein by reference and made a part of the Contract.

EXHIBIT A

Sam

The CONTRACTOR shall be compensated for services performed under this Agreement in a total amount not to exceed _______________________________________________ DOLLARS ($__________________________), including the 4.712% State General Excise Tax, as set forth in RFP No. 18-017-PEO and CONTRACTOR's response to the RFP. Any additional State General Excise Taxes shall be at the sole expense of the CONTRACTOR.

A. PAYMENT. Payment for work performed by the CONTRACTOR shall be made in accordance with paragraph 17 of the 103D General Conditions (Form AG-008).

An original invoice referencing the contract number and describing the specific deliverable for which payment is being requested shall be directed to the HHFDC Planning & Evaluation Office within 30 days from delivery of goods and/or services:

[Name of Contract Administrator] Hawaii Housing Finance and Development Corporation Planning & Evaluation Office 677 Queen Street, Suite 300 Honolulu, HI 96813

Contractor shall be paid upon acceptance of the deliverable, and receipt and approval of the invoice, by HHFDC. Payment shall be made to:

Accounts Receivable Contractor Name Contractor Payment Address

EXHIBIT A

Sam

The Contract shall be for a period three (3) years, effective _____ and ending _____. The contract price or commission paid to the Contractor for the extended period shall remain as specified in Contractor’s response to solicitation #, unless price adjustments are provided herein.

A. NOTICE TO PROCEED. The CONTRACTOR shall not commence any work under this Contract prior to receipt from the STATE of a written Notice to Proceed.

B. COMMENCEMENT OF THE WORK. The CONTRACTOR shall commence work under this Contract on the date indicated above or on the date specified in the STATE's Notice to Proceed, whichever is later.

C. DURATION. The time of completion for all the work described in the Contract shall be within one (1) year after the date of commencement indicated above or in the Notice to Proceed, whichever is later. Any extension of time or implementation of the option period will require written approval of the STATE as stated in Paragraph 19 of the 103D General Conditions (Form AG-008).

D. TERMINATION FOR CONVENIENCE. The Contract may be terminated at any time pursuant to the Termination for Convenience clause set forth in paragraph 14 of the 103D General Conditions (Form AG-008). The STATE shall give written notice of the termination to the CONTRACTOR at least thirty (30) days prior to the effective date of such termination.

EXHIBIT A

Sam

Attachment – S5

SPECIAL CONDITIONS

AG-015 Rev 9/11/2017 1

A. Insurance Requirements

Contractor shall furnish certificate(s) of insurance to HHFDC as evidence of the existence of the insurance coverage required by State policy, in amounts not less than the amounts specified herein. Contractor shall maintain this insurance for the entire performance period of the Contract at the Contractor’s own expense.

Contractor shall defend, indemnify, and hold harmless the HHFDC, the State of Hawaii and its departments, boards, and agencies, and all their officers, employees, and agents from and against all liability, loss, damage, cost, and expense, including all attorneys’ fees, and all claims, suits, and demands therefore, arising out of or resulting from the acts or omissions of the Contractor or the Contractor’s officers, employees, agents or subcontractors.

a. Workers’ Compensation

Contractor shall carry Workers’ Compensation insurance in such form and amount to satisfy the applicable state Workers’ Compensation Law. Workers’ Compensation must be issued by an admitted carrier authorized to do business in the State of Hawaii. Workers’ Compensation insurance premium expense for the Project personnel may be reimbursed by the HHFDC upon review and approval.

b. Liability Insurance

Contractor shall carry commercial general liability and automobile liability, including products and completed operations coverage, and automobile liability insurance shall be written on occurrence form and contain broad form property damage and bodily injury coverage of a combined single limit of not less than $1,000,000 per occurrence and $2,000,000 in the aggregate. Automobile insurance, and basic no-fault and personal injury protection as required by Hawaii laws, shall be no less than $1,000,000 per accident. If CONTRACTOR does not own any automobiles, it shall maintain Hired & Non-Owned Automobile Liability coverage.

The Contractor shall provide immediate written notice to the contract administrator should any of the insurance policies evidenced on its Certificate of Insurance form be canceled, limited in scope, or not renewed upon expiration. Furthermore, each insurance policy required by the Contract shall contain the following clauses:

1. “The State of Hawaii and HHFDC is added as an additional insured with respect to operations performed for the State of Hawaii.”

2. “It is agreed that any insurance maintained by the State of Hawaii will apply in excess of, and not contribute with, insurance provided by this policy.”

AG-015 Rev 9/11/2017 2

The minimum insurance required shall be in full compliance with the Hawaii Insurance Code throughout the entire term of the Contract, including all Supplemental Contracts.

During the entire term of this Contract, the Contractor agrees to deposit with the HHFDC certificate(s) of insurance necessary to satisfy the HHFDC that the insurance provisions of this Contract are being complied with and to keep such insurance in effect and the current certificate(s) therefore on deposit with the HHFDC. Upon request of the HHFDC, the Contractor shall be responsible for furnishing a copy of the policy or policies.

Failure of the Contractor to provide and keep in force such insurance shall be regarded as material default under this Contract, entitling the HHFDC to exercise any or all of the remedies provided in this Contract for default of the Contractor.

The procuring of such required insurance shall not be construed to limit the Contractor’s liability hereunder or to fulfill the indemnification provisions and requirements of this Contract. Notwithstanding said policy or policies of insurance, the Contractor shall be obligated for the full and total amount of any damage, injury, or loss caused by negligence or neglect connected with this Contract.

B. Wages, Hours, and Working Conditions of Employees of Contractors Performing

Services.

1. For services performed by laborers and mechanics, a certified copy of all payrolls shall be submitted weekly to HHFDC for review. The Contractor shall be responsible for the submission of certified copies of the payrolls of all subcontractors. The certification shall affirm that the payrolls are correct and complete, the wage rates contained therein are not less than the applicable rates, and the classifications set forth for each laborer or mechanic conform with the work the laborer or mechanic performed.

Payroll records for all laborers and mechanics working at the site of the work shall be maintained by the Contractor and the Contractor's subcontractors, if any, during the course of the work and preserved for a period of three years thereafter. The records shall contain the name of each employee, the employee's correct classification, rate of pay, daily and weekly number of hours worked, deductions made and actual wages paid. The Contractor shall make payroll records available for examination within ten days from the date of a written request by a governmental contracting agency or any authorized representatives thereof.

2. For contracts for services performed by laborers and mechanics, the governmental contracting agency shall:

AG-015 Rev 9/11/2017 3

(a) Pay or cause to be paid, within sixty days of a determination made by the contracting agency, directly to laborers and mechanics, from any accrued payment withheld under the terms of the contract, any wages or overtime compensation found to be due to laborers or mechanics under the terms of the contract subject to this section; and

(b) Order any contractor to pay, within sixty days of a determination made by the contracting agency, any wages or overtime compensation that the contractor, or any of the contractor's subcontractors, should have paid to any laborer or mechanic under any contract subject to this section

C. Order of Precedence

The Contract Documents include:

a. The Contract for Goods or Services Based Upon Competitive Sealed Proposals (the Contract), including the General Conditions (AG-008), Attachments S1 through S5, and any exhibits referenced in the Contract;

b. Modifications, including change orders, field orders, and written amendments (supplemental contracts) to the Contract;

c. Solicitation #, as amended; and

d. Contractor’s response to Solicitation #, as amended by Contractor’s Best and

Final Offer (BAFO).

In the event of conflicts or discrepancies among the Contract Documents, the documents shall govern in the following order:

a. Modifications, with those dated the most current taking precedence;

b. The Contract, with Attachment S5 Special Conditions taking precedence over the General Conditions;

c. Solicitation #, as amended; and

d. Contractor’s response to Solicitation #, as amended by Contractor’s BAFO.

The foregoing notwithstanding, the provision, section, and/or document most advantageous to the State shall control. Said controlling provision, section, and/or document shall be determined by HHFDC in its sole discretion.