Sample_HVAC_Maintenance_Contract.pdf

Sample Agreement

MUNICIPAL FACILITY HVAC MAINTENANCE AGREEMENT

This ____________ Contract (the “Contract”) is entered into the _____ day of _____, 20__ (“Effective Date”) by and between the Town of Waterford a political subdivision of the State of Connecticut, (the “Town”) and __________________________ [name of entity], a _________________ [type of entity], whose principal office is located at ______________ _______________,_________, _____ (the “Contractor”).

WHEREAS, the Town has issued a Request for Bids (the “IFB”) for Contracted Municipal Facility HVAC Maintenance (the “Work”); and

WHEREAS, Contractor submitted a Bid to the Town, dated ____________, 20___ (the “Bid”); and

WHEREAS, the Town has selected Contractor and the Town and the Contractor desire to enter into a formal agreement for the performance of the Work;

THEREFORE, in consideration of the recitals set forth above and the mutual promises by the parties below, the parties agree as follows:

1. General. The Contractor agrees to perform the Work in accordance with the Contract Documents, as defined in Section 2 below.

2. Contract Documents. The Contract Documents include the following:

(i) The Contract;

(ii) The IFB, including the Standard Instructions to Bidders, Required Contract Terms, and Specifications;

(iii) Any addenda or modifications to the IFB issued prior to opening of IFB or agreed to by the parties after opening but prior to Contract execution; and

(iv) The Bid submitted by the Contractor.

In the event of a conflict or inconsistency between or among the Contract, the IFB and/or the Bid, this Contract shall have the highest priority, the IFB the second priority, and the Bid the third priority.

3. Incorporation of Required Contract Terms. Without limiting the foregoing, this Contract incorporates by reference all of the Required Contract Terms set forth in the IFB, which shall be deemed as fully as part of this Contract as if they were set forth in their entirely in this Contract.

4. Term of Contract; Commencement of Work. Unless earlier terminated as provided in Section 6 below, the term of the Contract shall commence on the Effective Date of the Contract and be in effect until ____________. However, the Contractor shall not start the Work prior to having received a notification to proceed from the Town.

5. Contract Payments. The Town will pay the Contractor for work completed in accordance with Section 4 of the Required Contract Terms of the IFB and the Price Bid contained in the Bid Form of the IFB

6. Failure to Perform by Contractor. If the Contractor fails to perform this Contract in accordance with its terms, the Town shall have the right, in addition to all other remedies it may have, to declare the Contract in default and enter into an agreement with another person to perform the Work. In that event, the Contractor shall pay the Town, as liquidated damages, the amount of any excess of the new price over the price in the Contract Documents, both pro-rated to the period of time covered by the unexpired term of the Contract at the time of default, plus any legal or other costs incurred by the Town in terminating the Contract and securing a new contractor.

7. If the Town does not budget funds in sufficient amounts to pay for the continuation of Contract in years subsequent to the first year of the Contract, the Town may terminate the Contract at the end of the last year for which funding has been approved and the Town shall have no obligation or liability to the Contractor for the unfunded year or years.

8. Change Orders, Price Modifications, and Other Amendments. The Town shall have the right to require the Contractor to make alterations of, additions to and deductions from the Work.

All such changes to the Scope of Work shall be made by a written change order written by the Town. The Contractor shall compute the effect of the change order upon the Contract price, subject to review and acceptance by the Town.

9. Entire Contract. The Contract Documents represent the entire and integrated agreement between the Town and the Contractor and supersede all prior negotiations, representations or agreements, whether written or oral.

10. Amendments. The Contract may not be altered or amended except by a written agreement executed by both parties.

11. Execution. The Contract may be executed in one or more counterparts, each of which shall be considered an original instrument, but all of which shall be considered one and the same agreement. The Contract shall become binding when one or more counterparts have been signed by each of the parties hereto and delivered (including delivery by facsimile or other electronic means) to each of the parties.

IN WITNESS WHEREOF, the Parties have executed this Contract as of the day and year first written above.

THE TOWN OF WATERFORD

___________________________ By ______________________________ [Witness] Robert J. Brule

FirstSelectmen

[COMPANY NAME]

____________________________ By ______________________________ [Witness] Its ___________________