Proposed_Standard_Form_of_Agreement.doc

DOCUMENT 01210

STANDARD FORM OF AGREEMENT

BETWEEN OWNER AND CONTRACTOR

ON THE BASIS OF A STIPULATED PRICE

THIS AGREEMENT is dated as of the _____ day of __________________________________ in the year ________ by and between Greenwood Metropolitan District, hereinafter called OWNER and _______________________________________________, hereinafter called CONTRACTOR.

OWNER and CONTRACTOR, in consideration of the mutual covenants hereinafter set forth, agree as follows:

Article 1.

WORK

CONTRACTOR shall complete all Work as specified or indicated in the Contract Documents. The Work is generally described as follows:

Bid documents are available at www.gmdsc.gov (Doing Business With Us icon) and include drawings, specifications and the GMD Design Manual. The work consists of furnishing all materials, equipment, tools, labor, insurance and inspection services necessary to perform one railroad bore. Approximate quantities are 180 LF of 18” steel casing and 220 LF of 10” C900 PVC force main. Open-cut point repairs are required for connections at each end of the project. Valves and appurtenances must be included, as shown on the plans and as specified. Railroad inspection services must be paid for by the contractor. GMD will reimburse the contractor up to the allowance amount shown on the bid form for paid RR inspection services. Railroad Protective Liability Insurance is required and must be included in the unit price for the work. All product testing must be included in the unit price for the work.

Article 2.

ENGINEER

The Project has been designed by:

Kevin E. Anderson, P.E.

Greenwood Metropolitan District 110 Metro Drive

Greenwood, SC 29646 who is hereinafter called ENGINEER and who is to act as OWNER'S representative, assume all duties and responsibilities and have the rights and authority assigned to ENGINEER in the Contract Documents in connection with completion of the Work in accordance with the Contract Documents.

Article 3.

CONTRACT TIME

3.1.

The Work will be substantially completed within 120 calendar days after the date when the Contract Time commences to run, and test results, etc. completed and ready for final payment within 150 calendar days after the date when the Contract Time commences to run.

3.2.

Liquidated Damages. OWNER and CONTRACTOR recognize that time is of the essence of this Agreement and that OWNER will suffer if the Work is not completed within the times specified. Accordingly, instead of requiring any such proof, OWNER and CONTRACTOR agree that as liquidated damages for delay (but not as a penalty) CONTRACTOR shall pay OWNER Five Hundred Dollars ($500.00) for each day that expires after the time specified in paragraph 3.1 for Substantial Completion until the Work is substantially complete. After Substantial Completion if CONTRACTOR shall neglect, refuse or fail to complete the remaining Work within the Contract Time or any proper extension thereof granted by OWNER, CONTRACTOR shall pay OWNER Five Hundred Dollars ($500.00) for each day that expires after the time specified in paragraph 3.1 for completion and readiness for final payment.

Article 4.

CONTRACT PRICE

4.1.

OWNER shall pay CONTRACTOR for completion of the Work in accordance with the Contract Documents in current funds as follows:

See Contractor's Bid Attached based on unit prices (Total - $XXX,XXX.XX).

Article 5.

PAYMENT PROCEDURES

CONTRACTOR shall submit Applications for Payment that will be processed by ENGINEER.

5.1.

Progress Payments. OWNER shall make progress payments on account of the Contract Price on the basis of CONTRACTOR’S Applications for Payment as recommended by ENGINEER, on or about the 1st day of each month during construction as provide below. All progress payments will be on the basis of the progress of the Work measured by the schedule of values established in Bid (and in the case of Unit Price Work based on the number of units completed).

5.1.1.

Prior to Substantial Completion, progress payments will be made in an amount equal to the percentage indicated below, but, in each case, less the aggregate of payments previously made and less such amounts as ENGINEER shall determine, or OWNER may withhold.

(a) 90% of work completed (with the balance being retainage).

(b) 95% of materials and equipment not incorporated in the Work (but delivered, suitably stored and accompanied by documentation satisfactory to OWNER.

5.1.2.

Upon Substantial Completion, payment will be made in an amount sufficient to increase total payments to CONTRACTOR to 95% of the Contract Price, less such amounts as ENGINEER shall determine, or OWNER may withhold.

5.2.

Final Payment. Upon final completion and acceptance of the Work, OWNER shall pay the remainder of the Contract Price as recommended by ENGINEER.

Article 6.

INTEREST

All moneys not paid when due shall bear interest at the rate of 1% per month on the over due amount.

Article 7.

CONTRACTOR'S REPRESENTATIONS

In order to induce OWNER to enter into this Agreement, CONTRACTOR makes the following representations:

7.1.

CONTRACTOR has familiarized itself with the nature and extent of the Contract Documents, Work, site, locality, and all local conditions and Laws and Regulations that in any manner may affect cost, progress, performance or furnishing of the Work.

7.2.

CONTRACTOR has studied carefully all reports of explorations and tests of subsurface conditions and drawings of physical conditions upon which CONTRACTOR is entitled to rely.

7.3.

CONTRACTOR has obtained and carefully studied (or assumes responsibility for obtaining and carefully studying) all such examinations, investigations, explorations, tests, reports and studies (in addition to or to supplement those referred to in paragraph 7.2 above) which pertain to the subsurface or physical conditions at or contiguous to the site or otherwise may affect the cost, progress, performance or furnishing of the Work as CONTRACTOR considers necessary for the performance or furnishing of the Work at the Contract Price, within the Contract Time and in accordance with the other terms and conditions of the Contract Documents and no additional examinations, investigations, explorations, tests, reports, studies or similar information or data are or will be required by CONTRACTOR for such purposes.

7.4.

CONTRACTOR has reviewed and checked all information and data shown or indicated on the Contract Documents with respect to existing Underground Facilities at or contiguous to the site and assumes responsibility for the accurate location of said Underground Facilities. No additional examinations, investigations, explorations, tests, reports, studies or similar information or data in respect of said Underground Facilities are or will be required by CONTRACTOR in order to perform and furnish the Work at the Contract Price, within the Contract Time and in accordance with the other terms and conditions of the Contract Documents.

7.5.

CONTRACTOR has correlated the results of all such observations, examinations, investigations, explorations, tests, reports and studies with the terms and conditions of the Contract Documents.

7.6.

CONTRACTOR has given ENGINEER written notice of all conflicts, errors or discrepancies that he has discovered in the Contract Documents and the written resolution thereof by ENGINEER is acceptable to CONTRACTOR.

Article 8.

WARRANTY

The Contractor shall warrant and guarantee all work installed under this contract for a period of one (1) year. The official date for the start of the warranty period shall be the date of final acceptance by the Owner.

Article 9.

CONTRACT DOCUMENTS

The Contract Documents which comprise the entire agreement between OWNER and CONTRACTOR concerning the Work consist of the following:

8.1.

This Agreement.

8.2.

Exhibits to this Agreement.

8.3.

Specifications bearing the Project title.

8.4.

Drawings, consisting of a cover sheet and 3 sheets bearing the following Project title 8.5.

Addendum(s) Number(s) _______.

8.6.

CONTRACTOR’S Bid (Attached).

8.7.

Documentation submitted by CONTRACTOR including Payment and Performance Bonds.

8.8. Certificate of Insurance.

8.9

GMD Design Manual, dated January 24, 2024.

Article 10.

MISCELLANEOUS

9.1.

Terms used in this Agreement are all defined in this document.

9.2.

No assignment by a party hereto of any rights under or interests in the Contract Documents will be binding on another party hereto without the written consent of the party sought to be bound; and specifically but without limitation moneys that may become due and moneys that are due may not be assigned without such consent (except to the extent that the effect of this restriction may be limited by law), and unless specifically stated to the contrary in any written consent to an assignment no assignment will release or discharge the assignor from any duty or responsibility under the Contract Documents.

9.3.

OWNER and CONTRACTOR each bind itself, its partners, successors, assigns and legal representatives to the other party hereto, its partners, successors, assigns and legal representatives in respect of all covenants, agreements and obligations contained in the Contract Documents.

Article 11.

OTHER PROVISIONS

10.1 CHANGES. The Owner may, from time to time, require changes in the scope of services of the Contractor to be performed hereunder. Such changes including any increase or decrease in the amount of the Contractor compensation which are mutually agreed upon by and between the Owner and the Contractor shall be incorporated in written amendment to this contract.

10.2 ASSIGNABILITY. The Contractor shall not assign any interest in this agreement and shall not transfer in the same without prior written consent of the Owner hereto.

10.3 ACCESS TO RECORDS. The Contractor shall make available for examination all of its records with respect to all matters covered by this contract for the purpose to audit, examine, accept and transcribe from such records, and to make audit of the Contractor, contractor’s, invoices, materials, payrolls, records or personnel, conditions of employment and other data relating to all matters covered by this contract to the Owner.

10.4 SEVERABILITY OR PROVISIONS. If any provision of this agreement is held invalid, the remainder of this agreement shall not be affected thereby if such reminder then continue to conform to the terms and requirements of applicable law.

10.5 COMPLIANCE WITH OTHER FEDERAL REGULATIONS. The Contractor agrees to comply with the following Federal Regulations as they may apply to project administration. The regulations are incorporated herein by reference.

Flood Disaster Protection Act of 1973 (P.L. 93‑234)

Clean Air Act, as amended, 42 USC 1857

Federal Water Pollution Control Act as amended, 33 USC 1241 et. seq.

Regulations of Environmental Protection Agency

Federal Labor Standards, 29 CFR Parts 3, 5 and 5a of Department of Labor

All the services required hereunder shall be performed or supervised by the Contractor and all personnel engaged in the work will be fully qualified and shall be authorized under State and local law to perform such services.

The work or services of this contract that are subcontracted must receive the prior written approval of the Owner.

IN WITNESS WHEREOF, OWNER and CONTRACTOR have signed this Agreement in triplicate. One counterpart each has been delivered to OWNER, CONTRACTOR and ENGINEER. All portions of the Contract Documents have been signed or identified by OWNER and CONTRACTOR or by ENGINEER on their behalf.

This Agreement will be effective on __________________________.

OWNER - Greenwood Metropolitan District

CONTRACTOR– ________________________

By

By

Jeff Chapman

[CORPORATE SEAL]

[Print Name]

[CORPORATE SEAL]

Attest

Attest

Address for giving notices:

Address for giving notices:

110 Metro Drive

Greenwood, SC 29646

License No.

Agent for service of process:

Greenwood Metropolitan District 01210 - 5