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HomeMy WebLinkAbout1990 - Capp Custom Builders AgreementI N S T I T U T E O F A R C H I T E C T S AIA Document A101 Standard Form of Agreement Between Owner and Contractor where the basis of payment is a STIPULATED SUM 1987 EDITION THIS DOCUMENT HAS IMPORTANT LEGAL CONSEQUENCES, CONSULTATION WITH AN ATTORNEY IS ENCOURAGED WITH RESPECT TO ITS COMPLETION OR MODIFICATION. The 1987 Edition of AIA Document A201, General Conditions of the Contract for Construction, is adopted in this document by reference. Do not use with other general conditions unless this document is modified. This document has been approved and endorsed by The Associated General Contractors of America. AGREEMENT made as of the 5th Nineteen Hundred and BETWEEN the Owner: (Name and address) and the Contractor: (Name and address) day of MARCH NINETY CITY OF SEBASTIAN 1225 Main Street Sebastian, F1. 32958 CAPP CUSTOM BUILDERS, INC. 424 Bywood Ave. Sebastian, F1. 32958 The Project is: Concessions/Toilets/Switch Room (Name and location) BARBER STREET COMPLEX Sebastian, FL 32958 The Architect is: Mosby and Associates, Inc. (Name and address) The Owner and Contractor agree as set forth below. in the year of Copyright 1915. 1918, 1925, 1937. 1951. 1958, 1961, 1963, 1967, 1974, 1977, ©1987 by The American Institute of Archi- tects, 1735 New York Avenue, N.W., Washington, D.C. 20006. Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will be subject to legal prosecution. AIA DOCUMENT A101 • OWNER -CONTRACTOR AGREEMENT • TWELFTII EDITION • AIA® • ©1987 THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W.. WASHINGTON, D.C. 20006 A101-1987 1 1 E' ry M i i E R I C A N I N S T I T U T E O F A R C H I T E C T S AIA Document A101 Standard Form of Agreement Between Owner and Contractor where the basis of payment is a STIPULATED SUM 1987 EDITION THIS DOCUMENT HAS IMPORTANT LEGAL CONSEQUENCES, CONSULTATION WITH AN ATTORNEY IS ENCOURAGED WITH RESPECT TO ITS COMPLETION OR MODIFICATION. The 1987 Edition of AIA Document A201, General Conditions of the Contract for Construction, is adopted in this document by reference. Do not use with other general conditions unless this document is modified. This document has been approved and endorsed by The Associated General Contractors of America. AGREEMENT made as of the 5th Nineteen Hundred and BETWEEN the Owner: (Name and address) and the Contractor: (Name and address) day of MARCH NINETY CITY OF SEBASTIAN 1225 Main Street Sebastian, F1. 32958 CAPP CUSTOM BUILDERS, INC. 424 Bywood Ave. Sebastian, F1. 32958 The Project is: Concessions/Toilets/Switch Room (Name and location) BARBER STREET COMPLEX Sebastian, FL 32958 The Architect is: Mosby and Associates, Inc. (Name and address) The Owner and Contractor agree as set forth below. in the year of Copyright 1915. 1918, 1925, 1937. 1951. 1958, 1961, 1963, 1967, 1974, 1977, ©1987 by The American Institute of Archi- tects, 1735 New York Avenue, N.W., Washington, D.C. 20006. Reproduction of the material herein or substantial quotation of its provisions without written permission of the AIA violates the copyright laws of the United States and will be subject to legal prosecution. AIA DOCUMENT A101 • OWNER -CONTRACTOR AGREEMENT • TWELFTII EDITION • AIA® • ©1987 THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W.. WASHINGTON, D.C. 20006 A101-1987 1 ARTICLE 1 THE CONTRACT DOCUMENTS The Contract Documents consist of this Agreement, Conditions of the Contract (General, Supplementary and other Conditions), Drawings, Specifications, Addenda issued prior to execution of this Agreement, other documents listed in this Agreement and Modifications issued after execution of this Agreement; these form the Contract, and are as fully a part of the Contract as if attached to this Agreement or repeated herein. The Contract represents the entire and integrated agreement between the parties hereto and supersedes prior negotiations, representations or agreements, either written or oral. An enumeration of the Contract Documents, other than Modifications, appears in Article 9. ARTICLE 2 THE WORK OF THIS CONTRACT The Contractor shall execute the entire Work described in the Contract Documents, except to the extent specifically indicated in the Contract Documents to be the responsibility of others, or as follows: Per Plans and Spec. drawn by Peter Jones, dated Feb. 16, 1990 and Wastewater System #2, Engineered by Mosby and Associates, Inc., Job #89-128. ARTICLE 3 DATE OF COMMENCEMENT AND SUBSTANTIAL COMPLETION 3.1 The date of commencement is the date from which the Contract Time of Paragraph 3.2 is measured, and shall be the date of this. Agreement, as fust written above, unless a different date is stated below or provision is made for the date to be fixed in a notice to proceed issued by the Owner. (Insert the date of commencement, !f It dtffers from the date of this Agreement or, if applicable, state that the date will befixed in a notice to proceed.) March 19th or Seven Days after Given Notice to Proceed. Unless the date of commencement is established by a notice to proceed issued by the Owner, the Contractor shall notify the Owner in writing not less than five days before commencing the Work to permit the timely filing of mortgages, mechanic's liens and other security interests./ -7 9 ff �unf �, 3.2 The Contractor shall achieve=>c7a10Dd Compledon of the entire ork not later than (Insert the calendar date or number of calendar dovs after the date rain portions of the Rork. if not stated elsewhere in the Contract s after given Notice to Notwithstanding any language herein to the contrary, Proc�comipletion" shall mean a "turn -key" job in complete conformance with the plans and specifications, ready for intended use without further expense to owner, and shall include issuance of a final Certificate of subject to adjustments of this Contract Time as provided in the Contract Documents. Occupancy. (Insert provistont, if any, for liquidated damages relating to failure to complete on time.) If one hundred (100) percent of work is not completed by June 1, 1990, or seventy-five (75) calendar days after given Notice to Proceed, then the owner may deduct one hundred fifty dollars ($150) per calendar day as liquidated damages and not a penalty, for each extra day spent to one hundred (100) percent completion. T4is deduction willbe taken from final patent due to contractor. R6✓ 3%�/'�/y� AIA DOCUMENT A101 • OWNER -CONTRACTOR AGREEMENT • TWELFTH EDITION • AIA@ • 9)1987 THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W., WASHINGTON, D.C. 20006 A101-1987 2 I ARTIM F a CONTRACT SUM 4.1 The Owner shall pay the Contractor in current funds for the Contractor's performance of the Contract the Contract Sum of Forty Seven Thousand Eight Hundred Forty One and 00/100 Dollars (f 47,841.00 ), subject to additions and deductions as provided in the Con- tract Documents. 4.2 The Contract Sum is based upon the following alternates, if any, which are described in the Contract Documents and are hereby accepted by the Owner: (State the numbers or orber identification of accepted alternates. if decisions on otber alternates are in be made by the Ownersubtequent to the executiob of ibis Agreement, artacb a schedule of sucb otber alternates sbowing the amount for eacb and the date until wbicb tbat amount is valid.) See Bid Clarification Meeting held Wed. Feb. 28, 1990, 2 P.M. (ATTACHED) 4.3 Unit prices, if any, are as follows: AIA DOCUMENT A101 • OWNER -CONTRACTOR AGREEMENT • TWELFTH EDITION • AIA® • ©1987 THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE. N.W., WASHINGTON, D.C. 201)16 A101-1987 3 ARTICLE 5 PROGRESS PAYMENTS MV 3/711, 5.1 Based upon Applications for Payment submitted tXMXXXX3rcxby the Contractor and Certificates for PaymentYcnrtteMN-lbe Xk1dd1 q[, the Owner shall make progress payments on account of the Contract Sum to the Contractor as provided below and elsewhere in the Contract Documents. 5.2 The period covered by each Application for Payment shall be one calendar month ending on the last day of the month, or as follows: DRAW #1 - Slab in Place 20% DRAW #2 - Roof Trusses in Place and Dried -In 25% DRAW #3 - Roof Complete, Rough Plumbing & Electric in Place 25% DRAW #4 - Building and Wastewater System Complete (100%) 30% Owner reserves the right to make payments directly to the subcontractor in the event that a lien is claimed against the project. A Release of Lien shall be provided to Owner prior to next draw from any person giving Notice To Owner. ROV .4/7/90M& 5.3 Provided an Application for Payment is received DPC*X fZ=t not later than the First (1st) day of a month, the Owner shall make payment to the Contractor not later than the Tenth ( 10th) day of the '3me month. If an Application for Payment is received*TWw Architect after the application date fixed above, payment shall be made by the Owner not later than Teri (10 ) -iws after xgc the Application for Payment. R6✓ S 7 1WWBB 5.4 Each Application for Payment shall be aced upon the Schedule of Values submitted by the Contractor N accordance with the Contract Documents. The Schedule of Values shall allocate the entire Contract Sum among the various portions of the Work and be prepared in such form and supported by such data to substantiate its accuracy as the Architect may require. This Schedule, unless objected to by the Architect, shall be used as a basis for reviewing the Contractor's Applications for Payment. 5.5 Applications for Payment shall indicate the percentage of completion of each portion of the Work as of the end of the period covered by the Application for Payment. 5.6 Subject to the provisions of the Contract Documents, the amount of each progress payment shall be computed as follows: 5.6.1 Take that portion of the Contract Stun properly allocable to completed Work as determined by multiplying the percentage completion of each portion of the Work by the share of the total Contract Sum allocated to that portion of the Work in the Schedule of Values, less retainage of Ten percent ( 10 %). Pending final determination of cost to the Owner of changes in the Work, amounts not in dispute may be Included as provided in Subparagraph 7.3.7 of the General Conditions even though the Contract Sum has not yet been adjusted by Change Order; 5.6.2 Add that portion of the Contract Sum properly allocable to materials and equipment delivered and suitably stored at the site for subsequent incorporation in the completed construction (or, if approved in advance by the Owner, suitably stored off the site at a location agreed upon in writing), less retainage of Ten percent ( 10 %); 5.6.3 Subtract the aggregate of previous payments made by the Owner; and 5.6.4 Subtract amounts, if any, for which the Architect has withheld or nullified a Certificate for Payment as provided in Para- graph 9.5 of the General Conditions. 5.7 The progress payment amount determined in accordance with Paragraph 5.6 shall be further modified under the following circumstances: 5.7.1 Add, upon Substantial Completion of the Work, a sum sufficient to increase the total payments to Ninety percent( go %) of the Contract Sum, less such amounts as the Architect shall determine for incomplete Work and unsettled claims; and 5.7.2 Add, if final completion of the Work is thereafter materially delayed through no fault of the Contractor, any additional amounts payable in accordance with Subparagraph 9.10.3 of the General Conditions. 5.8 Reduction or limitation of retainage, if any, shall be as follows: (if it is toteuded. prtor to Substantial Completion of the entire Work. to reduce ar limit the retainage resulting from the percentages inserted in Subpara- graphs i. G.1 and 5.6.2 above, and this is not explained elseubere in the Contract Documents. btsen Gere provisions for such reduction or limitation.) AIA DOCUMENT A101 • OWNER -CONTRACTOR AGREEMENT • TWELFTH EDITION - AIA- • ©1987 THE AMERICAN INSTITUTE OF ARCHITECTS. 1735 NEWYORK AVENUE, N.W., WASHINGTON. D.C. 2tRR76 A101-1987 4 ARTICLE 6 FINAL PAYMENT Final payment, constituting the entire unpaid balance of the Contract Stun, shall be made by the Owner to the Contractor when (1) the Contract has been fully performed by the Contractor except for the Contractor's responsibility to correct nonconforming Work as provided in Subparagraph 12.2.2 of the General Conditions and to satisfy other requirements, if any, which necessarily survive final payment; and (2) a final Certificate for Payment has been issued by the Architect; such final payment shall be made by the Owner not more than 30 days after the issuance of the Architect's final Certificate for Payment, or as follows: Additionally, completion per 3.2 and delivery to Owner of a Contractor's Final Affidavit per F.S. 713 shall be required prior to final payment. ARTICLE 7 MISCELLANEOUS PROVISIONS 7.1 Where reference is made in this Agreement to a provision of the General Conditions or another Contract Document, the ref- erence refers to that provision as amended or supplemented by other provisions of the Contract Documents. 7.2 Payments due and unpaid under the Contract shall bear interest from the date payment is due at the rate stated below, or in the absence thereof, at the legal rate prevailing from time to time at the place where the Project is located. (Insert rate of interest agreed upon, if arty.) Eight Percent Simple Annual Interest (Usury laws and requtrements under the Federal Trull, in Lending Act. similarstate and local consumercmalit laws and otber regulations at lbe Owner's and Contractor's principal places of business, the location of the project and elsewbem may affect the tnitatty of Ibis provision. Legal advice should be obtained with respect to deletions or modifications, and also regarding requirements sucb as written disclosures or waivers.) 7.3 Other provisions: CHANGE ORDERS: ALL requests for change orders must be presented by Contractor to Owner and signed by Owner BEFORE any extra work is done, or the owner is not obligated to pay for same. ARTICLE 8 TERMINATION OR SUSPENSION 8.1 The Contract maybe terminated by the Owner or the Contractor as provided in Article 14 of the General Conditions. 8.2 The Work may be suspended by the Owner as provided in Article 14 of the General Conditions. AIA DOCUMENT A101 • OWNER -CONTRACTOR AGREEMENT • TWELFTH EDITION • AIA® • @1987 THE AMERICAN INSTITUTE OF ARCHITECTS. 1735 NEW YORK AVENUE, N.W., WASHINGTON. D.C. 2(X)16 A101-1987 5 ARTICLE 9 ENUMERATION OF CONTRACT DOCUMENTS 9.1 The Contract Documents, except for Modifications issued after execution of this Agreement, are enumerated as follows 9.1.1 The Agreement is this executed Standard Form of Agreement Between Owner and Contractor, AIA Document A101, 1987 Edition. 9.1.2 The General Conditions are the General Conditions of the Contract for Construction, AIA Document A201, 1987 Edition. 9.1.3 The Supplementary and other Conditions of the Contract are those contained in the Project Manual dated , and are as follows: Document Title Pages 9.1.4 The Specifications are those contained in the Project Manual dated as in Subparagraph 9.1.3, and are as follows: (Either list rhe Specifications bere or refer to an exhibit ariacbed to this Agreement.) Section Title Pages AIA DOCUMENT A101 • OWNER -CONTRACTOR AGREEMENT • TWELFTH EDITION a AIAO • ©1987 THE AMERICAN INSTITUTE OFARCHITECTS, 1735 NEW YORK AVENUE, N.W., WASHINGTON, D.C. 20006 A101-1987 6 9.1.5 The Drawings are as follows, and are dated (Eitber list the Drawings bere or refer to an exhibit attacbed to this Agreement.) Number Title 9.1.6 The Addenda, if any, are as follows: Number Date unless a different date is shown below: Date Pages Portions of Addenda'FeTating to bidding requirements are not part of the Contract Documents unless the bidding requirements are also enumerated in this Article 9. AIA DOCUMENT A101 • OWNER -CONTRACTOR AGREEMENT • TWELFTH EDITION • AIA' • @ 1987 THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W. WASHINGTON, D.C. 20006 A101_1987 7 9.1.7 Other documents, if any, forting part of the Contract Documents are as follows: (List bete any additional documents wbicb are intended to form pan of the Contract Documents. The General Condttlons provide that bidding requirements suck, as advertisement or invitation to bid, hisbuaions to Bidders. sample forma and the Contractor's bid are not part of the Contract Documents unless enumerated in this Agreenem. They sbould be listed bere only (f intended to be part of the Contract Documents.) This Agreement is entered into as of the day and year first written above and is executed in at least three original copies of which one is to be delivered to the Contractor, one to the Architect for use in the administration of the Contract, and the remainder to the Owner. CITY OF SEBASTIAN OWNER Z�2�69 V - (Signature) (Printed name and title) CAPP CUSTOM BUILDERS, INC. CONTRACTOR y� (Signature) Michael P. Capp/President (Printed name and title) AIA DOCUMENT A101 - OWNER -CONTRACTOR AGREEMENT - TWELFTH EDITION - AIA® - ©1987 THE AMERICAN INSTITUTE OF ARCHITECTS. 1735 NEW YORK AVENUE, N.W., WASHINGTON, D.C. 20006 A101-1987 8 -�••� �•. �.��� •a L=Lcll wttuicions snarl mean vomer ARTICLE 7 /)A__. CONTRACT DOCUMENTS 7.1 The Contract Documents consist of this Agreement with Conditions of the Contract (General, Supplementary and other Conditions), Drawings, Specifications, addenda Issued prior to the execution of this Agreement, other documents listed in this Agreement and Modifications Issued after execution of this Agreement. The intent of the Contract Documents is to include all items necessary for the proper execution and completion of the Work by the Contractor. The Contract Documents are complementary, and what Is required by one shall be as bind- ing as if required by all; performance by the Contractor shall be required only to the extent consistent with the Contract Docu. menes and reasonably inferable from them as being necessary to produce the Intended results. 7.2 The Contract Documents shall not be construed to create a contractual relationship of any kind (1) between the Architect and Contractor, (2) between the Owner and a Subcontractor or Sub -subcontractor or (3) between any persons or entities other than the Owner and Contractor. 7.3 Execution of the Contract by the Contractor is a represen- tation that the Contractor has visited the site and become famd. lir with the loci conditions under which the Work Is to be performed. 7.4 The term "Work" means the construction and services required by the Contract Documents, whether completed or partially completed, and includes 211 other labor, materials, equipment and services provided or to be provided by the Contractor to fulfill the Contractor's obligations. The Work may constitute the whole or a pan of the Project. ARTICLE 8 OWNER 8.1 The Owner shall furnish surveys and a legal description of the site. 8.2 Except for permits and fees which are the responsibility of the Contractor under the Contract Documents, the Owner shall secure and pay for necessary approvals, easements, assessments and charges required for the construction, use or occupancy of permanent structures or permanent changes In existing facilities. 8.3 If the Contractor fails to correct Work which Is not In accordance with the requirements of the Contract Documents or persistently fails to carry out the -Work in accordance with the Contract Documents, the Owner, by a written order, may order the Contractor to stop the Work, or any portion thereof, until the cause for such order has been eliminated; however, the right of the Owner to stop the Work shall not give rise to a duty on the pan of the Owner to exercise this right for the benefit of the Contractor or any other person or entity. ARTICLE 9 JeB✓ CONTRACTOR "/•!n 9.1 The Contractor shall supervise and direct the Work, using the Contractor's but skill and attention. The Contractor shall be solely responsible for and have control over construction means, methods, techniques, sequences and procedures and for coordinating all portions of the Work under the Contract, unless Contract Documents give other specific instructions concerning these matters. 9.2 Unless otherwise provided in the Contract Documents, the Contractor shall provide and pay for labor, materials, equip- ment, tools, cpnstrucdon equipment and machinery,.lv2ter, heat, utilities, transportation, and other facilities and services necessary for the proper execution and completion of the Work, whether temporary or permanent and whether or not Incorporated or to be Incorporated in the Work. 9.3 The Contractor shall enforce strict discipline and good order among the Contractor's employees and other persons carrying out the Contract. The Contractor shall not permit employment of unfit persons or persons not skilled in tasks assigned to them. 9.4 The Contractor warrants to the Owner and Architect that materials and equipment furnished under the Contract will be of good quality and new unless otherwise required or permit- ted by the Contract Documents, that the Work will be free from defects not inherent In the quality required or permitted, and that the Work will conform with the requirements of the Contract Documents. Work not conforming to these require- merus, Including substitutions not properly- approved and 2uthorized, may be considered defective. The Contractor's warranty excludes remedy for damage or defect caused by abuse, modifications not executed by the Contractor, improper or insufficient maintenance, improper operation, or normal wear and tear under normal usage. If required by the Architect, the Contractor shag furnish satisfactory evidence as to the kind and quality of materials and equipment. 9.5 Unless otherwise provided in the Contract Documents, the Contractor shall pay sales, consumer, use, and other similar taxes which are legally enacted when bids are received or nego- tiations concluded, whether or not yet effective or merely scheduled to go into effect, and shall secure 2nd pay for the building permit and other permits and governmental fees, licenses and inspections necessary for proper execution and completion of the Work. 9.8 The Contractor shall comply with and give notices required by laws, ordinances, rules, regulations, and lawful orders of public authorities bearing on performance of the Work. The Contractor shall promptly notify the Architect and Owner If the Drawings and Specifications are observed by the Contractor to be at variance therewith. 9.7 The Contractor shall be responsible to the Owner for the acts and omissions of the Contractor's employees, Subcontme- tors and their agents and employees. and other persons per. forming portions of the Work under a contract with the Contractor. - ABBREVIATED OWNER -CONTRACTOR AGREEMENT -NINTH EDITION• AIA' •CO1987 THE AMERICAN INSTITUTE OF ARCHITECTS. 1735 NEW YORK AVENUE, N.W., WASHINGTON. D.C. 20006 8 GENERAL CONDITIONS -�••� �•. �.��� •a L=Lcll wttuicions snarl mean vomer ARTICLE 7 /)A__. CONTRACT DOCUMENTS 7.1 The Contract Documents consist of this Agreement with Conditions of the Contract (General, Supplementary and other Conditions), Drawings, Specifications, addenda Issued prior to the execution of this Agreement, other documents listed in this Agreement and Modifications Issued after execution of this Agreement. The intent of the Contract Documents is to include all items necessary for the proper execution and completion of the Work by the Contractor. The Contract Documents are complementary, and what Is required by one shall be as bind- ing as if required by all; performance by the Contractor shall be required only to the extent consistent with the Contract Docu. menes and reasonably inferable from them as being necessary to produce the Intended results. 7.2 The Contract Documents shall not be construed to create a contractual relationship of any kind (1) between the Architect and Contractor, (2) between the Owner and a Subcontractor or Sub -subcontractor or (3) between any persons or entities other than the Owner and Contractor. 7.3 Execution of the Contract by the Contractor is a represen- tation that the Contractor has visited the site and become famd. lir with the loci conditions under which the Work Is to be performed. 7.4 The term "Work" means the construction and services required by the Contract Documents, whether completed or partially completed, and includes 211 other labor, materials, equipment and services provided or to be provided by the Contractor to fulfill the Contractor's obligations. The Work may constitute the whole or a pan of the Project. ARTICLE 8 OWNER 8.1 The Owner shall furnish surveys and a legal description of the site. 8.2 Except for permits and fees which are the responsibility of the Contractor under the Contract Documents, the Owner shall secure and pay for necessary approvals, easements, assessments and charges required for the construction, use or occupancy of permanent structures or permanent changes In existing facilities. 8.3 If the Contractor fails to correct Work which Is not In accordance with the requirements of the Contract Documents or persistently fails to carry out the -Work in accordance with the Contract Documents, the Owner, by a written order, may order the Contractor to stop the Work, or any portion thereof, until the cause for such order has been eliminated; however, the right of the Owner to stop the Work shall not give rise to a duty on the pan of the Owner to exercise this right for the benefit of the Contractor or any other person or entity. ARTICLE 9 JeB✓ CONTRACTOR "/•!n 9.1 The Contractor shall supervise and direct the Work, using the Contractor's but skill and attention. The Contractor shall be solely responsible for and have control over construction means, methods, techniques, sequences and procedures and for coordinating all portions of the Work under the Contract, unless Contract Documents give other specific instructions concerning these matters. 9.2 Unless otherwise provided in the Contract Documents, the Contractor shall provide and pay for labor, materials, equip- ment, tools, cpnstrucdon equipment and machinery,.lv2ter, heat, utilities, transportation, and other facilities and services necessary for the proper execution and completion of the Work, whether temporary or permanent and whether or not Incorporated or to be Incorporated in the Work. 9.3 The Contractor shall enforce strict discipline and good order among the Contractor's employees and other persons carrying out the Contract. The Contractor shall not permit employment of unfit persons or persons not skilled in tasks assigned to them. 9.4 The Contractor warrants to the Owner and Architect that materials and equipment furnished under the Contract will be of good quality and new unless otherwise required or permit- ted by the Contract Documents, that the Work will be free from defects not inherent In the quality required or permitted, and that the Work will conform with the requirements of the Contract Documents. Work not conforming to these require- merus, Including substitutions not properly- approved and 2uthorized, may be considered defective. The Contractor's warranty excludes remedy for damage or defect caused by abuse, modifications not executed by the Contractor, improper or insufficient maintenance, improper operation, or normal wear and tear under normal usage. If required by the Architect, the Contractor shag furnish satisfactory evidence as to the kind and quality of materials and equipment. 9.5 Unless otherwise provided in the Contract Documents, the Contractor shall pay sales, consumer, use, and other similar taxes which are legally enacted when bids are received or nego- tiations concluded, whether or not yet effective or merely scheduled to go into effect, and shall secure 2nd pay for the building permit and other permits and governmental fees, licenses and inspections necessary for proper execution and completion of the Work. 9.8 The Contractor shall comply with and give notices required by laws, ordinances, rules, regulations, and lawful orders of public authorities bearing on performance of the Work. The Contractor shall promptly notify the Architect and Owner If the Drawings and Specifications are observed by the Contractor to be at variance therewith. 9.7 The Contractor shall be responsible to the Owner for the acts and omissions of the Contractor's employees, Subcontme- tors and their agents and employees. and other persons per. forming portions of the Work under a contract with the Contractor. - ABBREVIATED OWNER -CONTRACTOR AGREEMENT -NINTH EDITION• AIA' •CO1987 THE AMERICAN INSTITUTE OF ARCHITECTS. 1735 NEW YORK AVENUE, N.W., WASHINGTON. D.C. 20006 8 9,8 The Contractor shall review, approve and submit to the Architect Shop Drawings, Product Data, Samples and similar submittals required by the Contract Documents with reason- able promptness. The Work shall be in accordance with approved submittals. When professional certification of per- formance criteria of materials, systems or equipment is required by the Contract Documents, the Architect shall be entitled to rely upon the accuracy and completeness of such certifications. 9.9 The Contractor shall keep the premises and surrounding area free from accumulation of waste materials or rubbish caused by operations under the Contract. At completion of the Work the Contractor shall remove from and about the Project waste materials, rubbish, the Contractor's tools, construction equipment, machinery and surplus materials. 9.10 The Contractor shall provide the Owner and Architect access to the Work in preparation and progress wherever located. 9.11 The Contractor shag pay all royalties and license fees; shall defend suits or claims for infringemeht of patent rights and shall hold the Owner harmless from loss on account thereof, but shall nor be responsible for such defense or loss when a particular design, process or product of a particular manufac- turer or manufacturers is required by the Contract Documents unless the Contractor has reason to believe that there is an infringement of patent. 9.12 To the fullest extent permitted by law, the Contractor shag Indemnify and hold harmless the Owner, Architect, Archi- tea's consultants, and agents and employees of any of them from and against claims, damages, losses and expenses, includ- ing but not limited to attorneys' fees, arising out of or resulting from performance of the Work, provided that such claim, dam- age, loss or expense is attributable to bodily injury, sickness, disease or death, or to injury to or destruction of tangible prop- eny (other than the Work itself) including loss of use resulting therefrom, but only to the extent caused in whole or in part by negligent acts or omissions of the Contractor, a Subcontractor, anyone directly or indirectly employed by them or anyone for whose acts they may be liable, regardless of whether or not such claim, damage, loss or expense i5 caused in part by a patty Indemnified hereunder. Such obligation shall not be construed to negate, abridge, or reduce other rights or obligations of idcmnity which would otherwise exist as to a pony or person described in this Paragraph 9.12. 9.12.1 in claims against any person or entity Indemnified under this Paragraph 9.12 by an employee of the Contractor, a Subcontractor, anyone directly or indirectly employed by them or anyone for whose acts they may be liable, the Indemnifica- tion obligation under this Paragraph 9.12 shall not be limited by a limitation on amount or type of damages, compensation or benefits payable by or for the Contractor or a Subcontractor under workers' or workmen's compensation acts, disability benefit acts or other employee benefit acts. 9.12 shall not extend to the liability of the Architect chi• tea's consultants, and agents and employe any of them arising out of (1) the preparation or ap of maps, drawings, opinions, reports, surveys, ge Orders, Construction Change Directives, dest r specifications, or (2) the giving of or the failure to sections or Instructions by the Architect, the Archil consultants, and agents and employees of any of 2=01 he ovided such giving or failure to give Is the primary /✓/C Rol✓ 3/740 ARTICLE 10 ADMINISTRATION OF THE CONTRACT and will be the Owner's representative (1) nsrructlon, (2) until final payment is du with rhe Owner's concur• rence, from t' a during the correction period described + %li4. t6✓ 3/7140 10.2 The Architect will visit the sits at intervals appropriate to the stage of construction to become generally familiar with the progress and quality of the completed Work and to determine in general if the Work is being performed in a manner indtcat- Ing that the Work, when completed, will be in accordance with the Contract Documents. however, the Architect will not he required to make exhaustive or continuous on-site inspections to check quality or quantity of the Work. On the basis of on. site observations as an architect, the Architect will keep the Owner informed of progress of the Work and will endeavor to guard the Owner against defects and deficiencies in the Work. will not be responsible for construction means, met y niques, sequences or procedures, or for sof recauhona and programs in connection with the ' ,since these are solely the Contractor's respons' as provided in Paragraphs 9.1 and i G. I . The Ar ' t will not be responsible for the Contrac. (or's fail carry out the Work in accordance with the Con - /Z14• 1W 3/71!0 . 6serc>tionrmd-cs^ the Contractor's Applications f o c Architect will review and ounts due the Contractor and will iaine eelnfieates for Papmcm int ell atatsvnts, /4 : R6y Ing performance under and requirements of the Contra • ucu- ments on written request of either the Owner ontrac[or. The Architect will make initial decisions o claims, disputes or other matters in question bntwcen Owner snd Comrac• tor, but will not be liable Curr • of any interpretations or decisions rendered in goo th, The Architects decisions in matters relating to a ae effect will be final if consistent with the stent cxpr in the Contract Documents. All ocher deet• sions of t chitect, except those which have been waived by ng or acceptance of final payment, shall be subject to ✓rf6 3/7hi) 10.8 The Architect will have authority to reject Work which does not conform to the Contract Documents. 10.7 The Architect will review and approve or take other appropriate action upon the Contractor's submittals such as Shop Drawings, Product Data and Samples, but only for the limited purpose of checking for conformance with information given and the design concept expressed in the Contract Documents. 10.8 All claims or disputes between the Contractor and the Owner arising out or relating to the Contract, ur the breach thereof, shall be decided by arbitration in accordance with the Construction Industry Arbitration Rules of the American Arbi- tration Association currently in effect unless the parties mutu- ally agree otherwise and subject to an initial presentation of the claim or dispute to the Architect aS .required under Paragraph 10.5. Notice of the demand for arbitration shall he filed in writ - Ing with the other party to this Agreement and with the Aancri- can Arbitration Association and shall he nude within a reastm- ahle time after the dispute has arisen. The award rendered by ABIIREVIATEDUw'NF:R.CONI'RACTURAL;REC,tIENT•N[,NIlllUnl()N•ALV • c.19M, THE AMERICAN INSTITUTE OF ARCHITECTS. 1735 NEW YORK AVENUE, NW. 4'A%111NGTOS. U.C. ltalxl(i the arbitrator or arbitrators shall be Mal, and Judgment may be entered upon it In accordance with applicable law in any court having Juriscilctlon thereof. Except by written consent of the person or entity sought to be Joined, no arbitration arising out of or relating to the Contract Documents shall Include, by con. solidation, Joinder or in any other manner, any person or entity not a party to the Agreement under which such arbitration arises, unless it is shown at the time the demand for arbitration Is filed that (1) such person or entity is substantially Involved In a common question of fact or law, (2) the presence of such per- son or entity Is required if complete relief is to be accorded In the arbitration, (3) the Interest or responsibility of such person or entity in the matter Is not insubstantial, and (4) such person or entity is not the Architect or any of the Architect's employees or consultants. The agreement herein among the parties to the Agreement and any other written agreement to arbitrate referred to herein shall be specifically enforceable under applicable law in any court having jurisdiction thereof. ARTICLE 11 SUBCONTRACTS contract with the Contractor to perform a portion of the at the site. 11.2 Uniess otherwise snted In the Contract Do nus or the bidding requIrements, the Contractor, as soo practicable after award of the Contract, shall fumish ' writing to the Zh er through the Architect the names the Subcontractors ch of the principal portions of th ork. The Contactor not contact with any Subcon trot to whom the Owner chitect has made reasons and timely objection. The actor shall not be req ' ed to contract with anyone to the Contractor h made reasonable objection. Con - between the C tractor and Subcontractors shall (1) re each Sube actor, to the extent of rhe Work to be rmed by Ih ubcontnctor, to be bound [o [he Concrac- y the to of the Contract Doevmrnts, and [o assume d th ontnctor all the obligations and responsibilities Contractor, by the Contact Documents, assumes the Owner and Architect, and (2) allow to rhe Subcon• r the benefit of all rights, remedies and redress afforded to by these eantl2el /r7C ARTICLE 12 96✓ $/7/f0 CONSTRUCTION BY OWNER OR BY SEPARATE CONTRACTORS operations related to the Project with the Ownei s ow ccs, and to award separate contracts in connection other por- tions of the Project or other constructio Aerations on.the site under conditions of the coa!perldentieai or substantially similar to these, includin a portions related to Insurance and waiver of subr n. If the Contractor claims that delay or additio b involved because of such action by the Own a Contractor shall make such claim as provided else. wdimfle,,. /%G. tractors reasonable opportunity for the intro and stor- age of their materials and equipm performance of their activities, and shag and coordlnate the Contractor's construct' operations with theirs as required by the Can. eurnente /v7 C, "V 3/7 90 12.3 Costs caused by delays, Improperly timed activities or defective construction shall be borne by the party responsible therefor. ARTICLE 13 CHANGES IN THE WORK 13.1 The Owner, without invulldwing the Contract, may order changes in the Work consisting of additions, deletions or mndl. fications, the Contnet Sum and Contract Time being adjusted accordingly. Such changes In the Work Shall be authorized by written Change Order signed by the Owner, Contnc[or and Architect, or by written Construction Change Directive signed by the Owner and Architect. 13.2 The Contract Sum and Contract Time shall be changed only by Change Order. 13.3 The cost or credit to the Owner from a change in the Work shall be determined by mutual agreement. ARTICLE 14 TIME 14.1 Time limits stated in the Contract Documents are of the essence of the Contract. By executing the Agreement the Con- tractor confirms that the Contract Time is a reasonable period for performing the Work. 14 '''•- "^• • of Subitan 'ai I I "M'd [av 3/7 /10 14.3 If the Contractor is delayed at any time in progress of the Work by changes ordered in the Work, by labor disputes, fire, unusual delay in deliveries, abnormal adverse weather condi- tions not reasonably anticipatable, unavoidable casualties or any causes beyond the Contractor's control, or by other causes which the Architect determines may justify delay, then the Contract Time shall be extended by Change Order for such cca- sonable time as the Architect ma determine. Contractor ghfll gtve.Cwner writ en tpotice of anly suc bin seven days o aelav or se contract for ARTICLE 15 the delay/g. PAYMENTS AND COMPLETION Re/ 3/7/go 15.1 Payments shall be made as provided in Articles i and 5 of this Agreement. 15.2 Payments may be withheld on account of4i*defrctive Work not remedied, - failure of the Contractor to make payments properly to Subcontac- tors or for labor, materials or equipment, MTTeamtrahte -cri- damage to the Owner or another contractor, (6)- - that persistent failure to carry out the Work N accordance with the Contract Documents. 1 R6V S/7 /1s Af4. ACV 3/7/ti) 15.4 Final payment shall not become due until the Cuntractor has delivered to the Owner a complete release of all liens arcing out of this Contract or receipts in full covering all labor, matc- rints and equipment for which a lien could be filed, or a bond satisfactory to the Owner to indemnify the Owner against such 'ABBREVIATED OWNER-CONTRACTORAGREEMENT• NIN711 EDITION• AIAO -01987 THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W., WASHINGTON. D.C. 21XXM .10 Ben. If such lien remains unsatisfied after payments are made, the Contractor shall refund to the Owner all money that the Owner may be compelled to pay In discharging such Ben, Including all costs and reasonable attorneys' fees. claims by the Owner except those arising from: .1 Bens, claims, security interests or encu ccs aris- ing out of the Contncr and unset[! , .2 failure of the Work to comply the requirements of the Contract Documen , or .3 terms of special war ties required by the Contract Documents. Acceptance of fin 2yment by the Contractor, a Subcontrac- tor or macer' ppiler shall constitute a waiver of claims by that pay xcept those previously made in writing and Identl- faed that payee as unsettled at the time of final Application I y . /16✓ 3/7/to ARTICLE 16 ,. PROTECTION OF PERSONS AND PROPERTY 16.1 The Contractor shall be responsible for Initiating, main- taining, and supervising all safety precautions and programs In connection with the performance of the Contract. The Con. tractor shall take reasonable precautions for safety of, and shall provide reasonable protection to prevent damage, injury or loss to: .1 employees on the Work and other persons who may be affected :hereby; .2 the Work and materials and equipment to be incor- porated therein; and .3 other property at the site or adjacent thereto. The Contractor shall give notices and comply with applicable laws, ordinances, rules, regulations and lawful orders of public authorities beating on safety of persons and property and their protection from damage, injuiry or loss. The Contractor shall promptly remedy damage and loss to property at the site caused in whole or In pan by the Contractor, a Subcontractor, a Sub -subcontractor, or anyone directly or Indirectly employed by any of them, or by anyone for whose acts they may be liable and for which the Contractor is responsible under Subpara- graphs 16. t'2 and 16.1.3, except for damage or loss attributable to acts or omissions of the Owner or Architect or by anyone for whose acts either of them may be liable, and not attributable to the fault or negligence of the Contractor. The foregoing obliga- tions of the Contractor are In addition to the Contractor's obll- gations under Paragraph 9.12. 16.2 The Contractor shall not be required to perform without consent any Work relating to asbestos or poiychlorin2ted biphenyl (PCH). ARTICLE 17 INSURANCE Itself, to property which may arise out of or result from the Contractor's operations under the Contract, whether such operations be by the Contractor or by a Subcontractor or any- one directly or indirectly employed by any of them. This insur- ance shall be written for not less than limits of liability specified In the Contract Documents or required by law, whichever coverage is greater, and shall include contractual liability imur- ance applicable to the Contractor's obligations under Paragraph 9.12. Certificates of such insurance shall be tiled with the -mugto the commencement of the Work. LFddu "Y' 3/7/tuN1 C, 17.2 The Owner shall be responsibie� for purchasing and main- taining the Owner's usual liability Insurance. Optionally; the Owner may purchase and maintain other insurance for self- protection against claims which may arise from operations under the Contract. The Contractor shall not be responsible for purchasing and maintaining this optional Owner's liability Insurance unless specifically required by the Contract Documents. re6r s,,/, S ont-1r,actcr I C 17.3 Unless otherwise provided, the -mew shall pasrchase and maintain, in a company or companies lawfully authorized to do business in the jurisdiction in which the Project is located, property insurance upon the entire Work at the site to the full, Insurable value thereof. This insurance shall be on 211 - risk policy form and shall include interests of the Owner, the Contractor, Subcontractors and Sub-subcontracrors in the Work and shall insure against the perils of fire and extended coverage and physical loss or damage including, without dupli- cation of coverage, theft; vandalism and malicious mischief. J( r 3/71-Vd Mc. 17.4 A loss insured udder Owner's property insurance shall be adjusted with the Owner and made payable to the Owner as fiduciary for the insureds, as their interests may appear, subject to the requirements of any applicable mortgagee clause. 17.5 The Owner shall file a copy of each policy with the Con- tractor before an exposure to loss may occur. Each policy shall contain a provision that the policy will not be cancelled or allowed to expire until at least 30 days' prior written notice has been given to the Contractor. _ 17.6 The Owner and Contractor waive 211 rights against each ocher and the Architect, Architect's consultants, separate con- Iractors described in Article 12, if any, and any of their subcon- tractors, sub-subconir2ctors, agents and employees, for dam- ages caused by fire or other perils to the extent covered by property insurance obtained pursuant to this Article 17 or any other property insurance applicable to the Work, except such rights as they may have to the proceeds of such insurance held by the Owner as fiduciary. The Contractor shall require similar waivers in favor of the Owner and the Contractor by Subcon- tractors and Sub -subcontractors. The Owner shall require simi. lar waivers In favor of the Owner and Contractor by the Archi- tect, Architect's consultants, separate contractors described in Article 12, if any, and the subcontractors, sub -subcontractors, agents and employees of any of them. ARTICLE 18 CORRECTION OF WORK 17.1 The Contractor shall purchase from and maintain in a 1' 3/7/1- 18.1 The Contractor shall promptly correct Work-rejreted-bl- company or companies lawfully authorized to do business in tire .431hiLIL or fading to conform to the requirements of the the jurisdiction in which the Project is located insurance for Contract Documents, whether observed before or after Sub - protection from claims under workers' or workmen's compen- stantlai Completion and whether or not fabricated, installed or sadon acts and other employee benefit acts which are npplic- completed, and shall correct any Work found to be not in able, claims for damages because of bodily injury, including accordance with the requirements of the Contract Documents death, and from claims for damages, other than to the Work within a period of one year from the date of Swb& &&W Com - Rev af7140 of€ ABBREVIATED OWNER -CONTRACTOR AGREEMENT• NINTH EDITION- AIA' •VIVR7 THE AMERICAN INSTITUTE OF ARCHITECTS, 1735 NEW YORK AVENUE, N.W., WASHINGTON. D.C. 2(XX)6 11 pietion of the Contract or by terms of an applicable special war- ranty required by the Contract Documents. The provisions of , this Article 18 apply to Work done by Subcontractors as well as to Work done by direct employees of the Contractor. 18.2 Nothing contained In this Article 18 shall be construed to establish a period of limitation with respect to other obligations which the Contractor might have under the Contract Docu- ments. Establishment of the time period of one year as described in Paragraph 18.1 relates only to the specific obliga- tion of the Contractor to correct the Work, and has no relation- ship to the time within which the obligation to comply with the Contract Documents may be sought to be enforced, nor to the time within which proceedings may be commenced to estab- lish the Contractor's liability with respect to the Contractor's obligations other than specifically to correct the Work. ARTICLE 19 MISCELLANEOUS PROVISIONS 19.1 The Contract shall be governed by the 12WO( the place where the Project is located. 19.2 As between the Owner and the Contractor, any appH. cable statute of limitations shall commence to run and any alleged cause of action shag be deemed to have accrued: .1 not later than the date of Substantial Completion for acts or failures to act occurring prior to the relevant date of Substantial Completion; .2 not later than the date of Issuance of the final Certifi- cate (or Payment for acts or failures to act occurring subsequent to the relevant date of Substantial Com- pletion and prior to issuance of the final Certificate for Payment; and ,3 not later than the date of the relevant act or failure to act by the Contractor for acts or failures to act Occur- ring after the date of the final Certificate for Payment. ARTICLE 20 TERMINATION OF THE CONTRACT 20.1 if the Architect fails to recommend payment for a period of 30 days through no fault of the Contractor, or if the Owner fails to make payment thereon for a period of 30 days, the Con- tractor may, upon seven additional days' written notice to the Owner and the Architect, terminate the Contract and recover from the Owner payment for all Work executed and for proven loss with respect to materials, equipment, tools, and construc- tion equipment and machinery, including reasonable overhead, profit and damages applicable to the Project. 20.2 if the Contractor defaults or persistently fails or neglects to carry out the Work in accordance with the Contract Docu- ments or rails to perform a provision of the Contract, the Owner, after seven days' written notice to the Contractor and without prejudice to any other remedy the Owner may have, may make good such deficiencies and may deduct the cost and expenses made necessary thereby, from the payme en or thereafter due the Contractor. Alternatively, at t wnei s option, and upon certification by the Archite at sufficient cause exists to justify such action, the Ow may terminate the Contract and take possession of th a and of all materials, equipment, tools, and construe ' equipment and machinery thereon owned by the Co Xe and may finish the Work by wha[ever' method th caner may deem expedient. If the unpaid balance o e Contract Sum exceeds costs of finishing the Work,i ding compensation for the Architect's services and c3perses made necessary thereby, such excess shall be the Contractor, but if such costs exceed such unpaid 250<0 RQV 3/7/fa v rc from the payment then or thereafter due the Contractor, or if the failure of Contractor involves items the cost of materials and labor for which exceed $1,000.00, Owner may give Contractor thirty (30) slays written notice to cure and if not so cured within that time, Owner may terminate this contract tely. le SV 317/ f0 ABBREVIATED OWNER -CONTRACTOR AGREEMENT• NINTH EDITION• AIA* •U1997 THE AMERICAN INSTITUTE OF ARCHITECTS. 1735 NEW YORK AVENUE, N.W. WASHINGTON. D.C. aRRx1 12 ARTICLE 21 OTHER CONDITIONS OR PROVISIONS This Agreement entered Into as of the day and year first written above. OWNER CONTRACTOR/ �i..cc/h�l N. V 1��0. ��'�C�✓ / ls� / (Signature) (sigmture) RICHARD B. VOTAPKA, MAYOR MICHAEL P. CAPP, PRESIDENT (Pointed name and title) (Pn'nted name and title) ABBREVIATED OWNER -CONTRACTOR AGREEMENT• NINTI I EDITION• AIA• -019117 THE AMERICAN INSTITUTE OF ARCHITECTS. 1735 NEW YORK AVENUE. N.W. WMIIINGTON. DC. ?txxx, 13