Section C - Owner-Contractor Agreement - FINAL.pdf

IFB Number: 24-26-TS Section C Calhoun Drive Sewer Replacement C-1

SECTION C - OWNER-CONTRACTOR AGREEMENT

CONTRACT NUMBER: 24-26-TS

THIS AGREEMENT made by and between The Board of Supervisors of Spotsylvania County

(herein referred to as the “County” or "Owner"), whose mailing address is c/o County Administrator, 9104 Courthouse Road, Spotsylvania, Virginia 22553, a political subdivision of the Commonwealth of

Virginia and Click or tap here to enter text. (herein referred to as the "Contractor"), whose mailing address is Click or tap here to enter text.. All correspondence, submittals and notices relating to or required under this Contract shall be sent in writing to the above addresses; unless either party is notified in writing by the other, of a change in address.

WITNESSETH:

WHEREAS it is the intention of the Owner to obtain the services of the Contractor in connection with the construction of Calhoun Drive Sewer Replacement hereinafter referred to as the "Project" or the

"Work"; and

WHEREAS the Contractor desires to perform such construction in accordance with the terms and conditions of this Agreement, NOW, THEREFORE, in consideration of the promises made herein and other good and valuable considerations, the following terms and conditions are hereby mutually agreed to, by and between the

Owner and Contractor:

Calhoun Drive Sewer Replacement C-2

Article 1

DEFINITIONS

1.1 All terms in this Agreement which are defined in the Information for Bidders and the General Conditions shall have the meanings designated therein.

1.2 The Contract Documents shall consist of the: Invitation for Bid, Information for Bidders, Bid Form, Owner Contractor Agreement, Drawings, General Conditions and Special Conditions (if any) and any supplements thereto, Specifications and all Addenda issued prior to and all Modifications issued after execution of the Contract. A Modification is (1) a written Amendment to the Contract signed by both parties, (2) a written Change Order signed by both parties (3) a written Field Order or Architect/Engineer/Construction Manager’s Supplemental Instructions, (4) a Unilateral Change Order or Construction Change Directive issued by the Owner. The Contract Documents form the Contract, and all are as fully a part thereof as if attached to this Agreement or repeated herein.

1.3 The Department Director, as that term is used in the General Conditions and Contract Documents, shall mean Director, Spotsylvania County Department of Utilities, or his authorized designee.

Article 2

STATEMENT OF THE WORK

2.1 The Contractor shall provide and pay for all materials, tools, equipment, labor and professional and non-professional services, and shall perform all other acts and supply all other things necessary, to fully and properly perform and complete the Work, as required by the Contract Documents.

2.2 The Contractor shall further provide and pay for all related facilities described in any of the Contract

Documents, including all work expressly specified therein and such additional work as may be reasonably inferred therefrom, saving and excepting only such items of work as are specifically stated in the Contract Documents not to be the obligation of the Contractor. The totality of the obligations imposed upon the Contractor by this Article and by all other provisions of the Contract Documents, as well as the structures to be built and the labor to be performed, is herein referred to as the “Work”.

Article 3

ARCHITECT/ENGINEER/CONSTRUCTION MANAGER

3.1 The Architect/Engineer/Construction Manager (hereinafter referred to as the "A/E/CM" and as defined in the General Conditions) shall be:

Construction Manager: Spotsylvania County

Engineer: Sullivan, Donahoe and Ingalls, PC

; provided, however, that the Owner may, without liability to the Contractor, unilaterally amend

Calhoun Drive Sewer Replacement C-3 this Article from time to time by designating a different person(s) or organization(s) to act as its A/E/CM and so advising the Contractor in writing, at which time the person(s) or organization(s) so designated shall be the A/E/CM for purposes of this Contract.

Article 4

TIME OF COMMENCEMENT AND COMPLETION

4.1 The Contractor shall commence the Work within ten (10) days of the date established in the Notice to Proceed. If there is no Notice to Proceed, the date of commencement of the Work shall be the date of this Agreement or such other date as may be established herein. Pursuant to the General Conditions and Special Conditions, Owner may also issue a Limited Notice to Proceed for a portion of the Work.

4.2 Time is of the essence. The Contractor shall achieve Substantial Completion, as defined in the

General Conditions, within 240 calendar days from the date of Notice to Proceed or the date otherwise established for the commencement of Work. This time period shall be designated the Contract Time.

4.3 The liquidated damages incurred by the Owner due to the Contractor's failure to achieve Substantial

Completion complete the Work within the Contract Time, including any extensions thereof, shall be $525.00 per calendar day for each consecutive calendar day beyond the Contract Time (Sundays and all holidays included) for which the Contractor shall fail to complete the Work.

4.4 The Contractor shall achieve Final Completion, as defined in the General Conditions, within 300 calendar days from the date of Notice to Proceed or the date otherwise established for the commencement of Work.

4.5 The liquidated damages incurred by the Owner due to the Contractor's failure achieve final completion of all Work within the time period specified in Article 4.4, including any extensions thereof, shall be $1050.00 per calendar day for each consecutive calendar day (Sundays and all holidays included) for which the Contractor shall fail to achieve Final Completion of the Work.

4.6 The amount of liquidated damages set forth in Articles 4.3, and 4.5 hereinabove shall be assessed cumulatively. The basis for the assessment of liquidated damages is described in the General Conditions.

Article 5

CONTRACT SUM

5.1 Provided that the Contractor shall strictly and completely perform all of its obligations under the Contract Documents, and subject only to additions and deductions by Modification or as otherwise provided in the Contract Documents, the Owner shall pay to the Contractor, in current funds and at the times and in the installments hereinafter specified, the sum of:

Click or tap here to enter text.Dollars, Calhoun Drive Sewer Replacement C-4

($Click or tap here to enter text.) (herein referred to as the "Contract Sum").

Article 6

PROGRESS PAYMENTS

6.1 The Contractor hereby agrees that on or about the first day of the month for every month during the performance of the Work he will deliver to the A/E/CM a Pay Request Application in accordance with the provisions of Article 10 of the General Conditions. This date may be changed upon mutual agreement, stated in writing, between the Owner and Contractor. Payment under this Contract shall be made as provided in the General Conditions.

Article 7

OTHER REQUIREMENTS

7.1 The Contractor shall submit the Performance Bond, Labor and Material Payment Bond and Certification of Insurance as required by the Contract Documents.

7.2 The Contractor shall perform at least thirty percent (30%) of the total Work with forces that are in the direct employment of the Contractor's organization.

Witness the following signatures:

OWNER:

Board of Supervisors of Spotsylvania County, Virginia

CONTRACTOR:

Click or tap here to enter text.

By: By:

Printed Name:

Printed Name:

Title: Title:

Date: Date:

As approved to form:

County Attorney Date