AIA Document A101 TM 2007

Transcription

1 AIA Document A101 TM 2007 Standard Form of Agreement Between Owner and Contractor where the basis of payment is a Stipulated Sum AGREEMENT made as of the day of in the year (In words, indicate day, month and year.) BETWEEN the Owner: (Name, legal status, address and other information) «Crook County School District» «471 NE Ochoco Plaza Dr. Prineville, OR 97754» «Telephone Number: (541) » and the Contractor: (Name, legal status, address and other information) for the following Project: (Name, location and detailed description) «Powell Butte Window Replacement» «Powell Butte Elementary School SW Hwy 126 Powell Butte, OR 97753» «Replacement of the exterior windows on the main building of Powell Butte Elementary School» ADDITIONS AND DELETIONS: The author of this document has added information needed for its completion. The author may also have revised the text of the original AIA standard form. An Additions and Deletions Report that notes added information as well as revisions to the standard form text is available from the author and should be reviewed. This document has important legal consequences. Consultation with an attorney is encouraged with respect to its completion or modification. AIA Document A , 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. The Architect: (Name, legal status, address and other information) «BLRB Architects 404 SW Columbia Suite 120 Bend, OR 97702BBT Architects» «1160 SW Simpson Avenue Bend, OR 97702» The Owner and Contractor agree as follows. ELECTRONIC COPYING of any portion of this AIA Document to another electronic file is prohibited and constitutes a violation of copyright laws as set forth in the footer of this document. 1

2 TABLE OF ARTICLES 1 THE CONTRACT DOCUMENTS 2 THE WORK OF THIS CONTRACT 3 DATE OF COMMENCEMENT AND SUBSTANTIAL COMPLETION 4 CONTRACT SUM 5 PAYMENTS 6 DISPUTE RESOLUTION 7 TERMINATION OR SUSPENSION 8 MISCELLANEOUS PROVISIONS 9 ENUMERATION OF CONTRACT DOCUMENTS 10 INSURANCE AND BONDS 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, all of which 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 a Modification, appears in Article 9. ARTICLE 2 THE WORK OF THIS CONTRACT The Contractor shall fully execute the Work described in the Contract Documents, except as specifically indicated in the Contract Documents to be the responsibility of others. ARTICLE 3 DATE OF COMMENCEMENT AND SUBSTANTIAL COMPLETION 3.1 The date of commencement of the Work shall be the date of this Agreement 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 if it differs from the date of this Agreement or, if applicable, state that the date will be fixed in a notice to proceed.) If, prior to the commencement of the Work, the Owner requires time to file mortgages and other security interests, the Owner s time requirement shall be as follows: 3.2 The Contract Time shall be measured from the date of commencement. 3.3 The Contractor shall achieve Substantial Completion of the entire Work not later than ( ) days from the date of commencement, or as follows: (Insert number of calendar days. Alternatively, a calendar date may be used when coordinated with the date of commencement. If appropriate, insert requirements for earlier Substantial Completion of certain portions of the Work.) 2

3 Portion of Work Substantial Completion Date, subject to adjustments of this Contract Time as provided in the Contract Documents. (Insert provisions, if any, for liquidated damages relating to failure to achieve Substantial Completion on time or for bonus payments for early completion of the Work.) ARTICLE 4 CONTRACT SUM 4.1 The Owner shall pay the Contractor the Contract Sum in current funds for the Contractor s performance of the Contract. The Contract Sum shall be ($ ), subject to additions and deductions as provided in the Contract 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 other identification of accepted alternates. If the bidding or proposal documents permit the Owner to accept other alternates subsequent to the execution of this Agreement, attach a schedule of such other alternates showing the amount for each and the date when that amount expires.) 4.3 Unit prices, if any: (Identify and state the unit price; state quantity limitations, if any, to which the unit price will be applicable.) Item Units and Limitations Price Per Unit ($0.00) 4.4 Allowances included in the Contract Sum, if any: (Identify allowance and state exclusions, if any, from the allowance price.) Item Price ARTICLE 5 PAYMENTS 5.1 PROGRESS PAYMENTS Based upon Applications for Payment submitted to the Architect by the Contractor and Certificates for Payment issued by the Architect, the Owner shall make progress payments on account of the Contract Sum to the Contractor as provided below and elsewhere in the Contract Documents The period covered by each Application for Payment shall be one calendar month ending on the last day of the month, or as follows: ««A progress payment shall not be considered acceptance or approval of any Work or waiver of any defects therein. In instances when an Application for Payment is filled out incorrectly, or when there is any defect or impropriety in any submitted Application for Payment, or when there is a good-faith dispute, Owner shall so notify the Contractor within 15 days stating the reason or reasons the Application for Payment is defective or improper, or the reason for the dispute. A defective or improper Application for Payment, if corrected by the Contractor within seven (7) days of being notified by the Owner, shall not cause a payment to be made later than specified in this section.» Provided that an Application for Payment is received by the Architect not later than the «25»th» day of a month, the Owner shall make payment of the certified amount to the Contractor not later than the «15th» day of the «following» month. If an Application for Payment is received by the Architect after the application date fixed above, payment shall be made by the Owner not later than Thirty» ( «30» ) days after the Architect receives the Application for Payment. 3

4 (Federal, state or local laws may require payment within a certain period of time.) Each Application for Payment shall be based on the most recent schedule of values submitted by the Contractor in accordance with the Contract Documents. The schedule of values shall allocate the entire Contract Sum among the various portions of the Work. The schedule of values shall 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. With each Application for Payment, the Contractor shall execute an affidavit that it has received and will make immediately available to the Owner and/or Architect for review, checks, payrolls, petty cash accounts, receipted invoices, or invoices with check vouchers attached, related to the Application for Payment Applications for Payment shall show the percentage of completion of each portion of the Work as of the end of the period covered by the Application for Payment.Payment. In addition to other required items each Application for Payment shall be accompanied by the following, all in form and substance satisfactory to the Owner and in compliance with applicable statutes of the State of Oregon..1 A current Sworn Statement from the Contractor setting forth all Subcontractors and any material suppliers with whom the Contractor has subcontracted, the amount of each subcontract, the amount requested for any Subcontractor or material supplier in the application for payment, and the amount to be paid to the Contractor from such progress payment, together with a current, duly executed waiver of mechanics and material suppliers liens from the Contractor in the current Application of Payment.2 Commencing with the Second (2 nd ) Application for Payment submitted by the Contractor, duly executed waivers of mechanics and material supplier s liens from all Subcontractors, material suppliers, and where appropriate, lower tier subcontractors, establishing receipt of payment of all amounts requested on behalf of such entities and disbursed prior to submittal by the Contractor of the current Application for Payment Subject to other provisions of the Contract Documents, the amount of each progress payment shall be computed as follows:.1 Take that portion of the Contract Sum properly allocable to completed Work as determined by multiplying the percentage completion of each portion of the Work by the share of the Contract Sum allocated to that portion of the Work in the schedule of values, less retainage of five» percent ( «5» %). Pending final determination of cost to the Owner of changes in the Work, amounts not in dispute shall be included as provided in Section of AIA Document A , General Conditions of the Contract for Construction;.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 five» percent ( «5» %);.3 Subtract the aggregate of previous payments made by the Owner; and.4 Subtract amounts, if any, for which the Architect has withheld or nullified a Certificate for Payment as provided in Section 9.5 of AIA Document A The progress payment amount determined in accordance with Section shall be further modified under the following circumstances:.1 Add, upon Substantial Completion of the Work, a sum sufficient to increase the total payments to the full amount of the Contract Sum, less such amounts as the Architect shall determine for incomplete Work, retainage applicable to such work and unsettled claims; and (Section of AIA Document A requires release of applicable retainage upon Substantial Completion of Work with consent of surety, if any.).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 Section of AIA Document A Reduction or limitation of retainage, if any, shall be as follows: 4

5 (If it is intended, prior to Substantial Completion of the entire Work, to reduce or limit the retainage resulting from the percentages inserted in Sections and above, and this is not explained elsewhere in the Contract Documents, insert here provisions for such reduction or limitation.) «Except as hereinafter provided, the Owner shall have the option, but not the obligation, to reduce the retainage requirements of this Agreement or release any portion of retainage prior to the date specified in the Contract Documents. Any reduction or release of retainage, or portion thereof, however, shall not be a waiver of (i) any of the Owner s rights to retainage in connection with other payments to the Contractor or (ii) any other right or remedy that the Owner has under the Contract Documents, at law or in equity.» Except with the Owner s prior approval, the Contractor shall not make advance payments to suppliers for materials or equipment which have not been delivered and stored at the site. 5.2 FINAL PAYMENT Final payment, constituting the entire unpaid balance of the Contract Sum, shall be made by the Owner to the Contractor when.1 the Contractor has fully performed the Contract except for the Contractor s responsibility to correct Work as provided in Section of AIA Document A , and to satisfy other requirements, if any, which extend beyond final payment; and.2 a final Certificate for Payment has been issued by the Architect The Owner s final payment to the Contractor shall be made no later than 30 days after the issuance of the Architect s final Certificate for Payment, or as follows: «As provided in Section 9.10 of modified AIA Document A » ARTICLE 6 DISPUTE RESOLUTION 6.1 INITIAL DECISION MAKER The Architect will serve as Initial Decision Maker pursuant to Section 15.2 of AIA Document A , unless the parties appoint below another individual, not a party to this Agreement, to serve as Initial Decision Maker. (If the parties mutually agree, insert the name, address and other contact information of the Initial Decision Maker, if other than the Architect.) 6.2 BINDING DISPUTE RESOLUTION For any Claim subject to, but not resolved by, mediation pursuant to Section 15.3 of AIA Document A , the method of binding dispute resolution shall be as follows: (Check the appropriate box. If the Owner and Contractor do not select a method of binding dispute resolution below, or do not subsequently agree in writing to a binding dispute resolution method other than litigation, Claims will be resolved by litigation in a court of competent jurisdiction.) [ «X» ] Arbitration pursuant to Section 15.4 of AIA Document A [ ] Litigation in a court of competent jurisdiction [ ] Other (Specify) ARTICLE 7 TERMINATION OR SUSPENSION 7.1 The Contract may be terminated by the Owner or the Contractor as provided in Article 14 of AIA Document A

6 7.2 The Work may be suspended by the Owner as provided in Article 14 of AIA Document A ARTICLE 8 MISCELLANEOUS PROVISIONS 8.1 Where reference is made in this Agreement to a provision of AIA Document A or another Contract Document, the reference refers to that provision as amended or supplemented by other provisions of the Contract Documents. 8.2 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 any.) «Interest shall be paid as per ORS 279C 570 (2)» % 8.3 The Owner s representative: (Name, address and other information) «Jerry Milstead» «471 NE Ochoco Plaza Dr. Prineville, OR 97754» 8.4 The Contractor s representative: (Name, address and other information) 8.5 Neither the Owner s nor the Contractor s representative shall be changed without ten days written notice to the other party. 8.6 Other provisions: «8.6.1 The Contractor represents and warrants the following to the Owner (in addition to any other representations and warranties contained in the Contract Documents), as an inducement to the Owner to execute this Agreement, which representations and warranties shall survive the execution and delivery of this Agreement, any termination of this Agreement, and the final completion of the Work: that it and reasonably believes that its Subcontractors are financially solvent, able to pay all debts as they mature, and possessed of sufficient working capital to complete the Work and perform all obligations hereunder; that it is able to furnish the plant, tools, materials, supplies, equipment, and labor required to complete the Work and perform its obligations hereunder; that is authorized to do business in the State of Oregon and properly licensed by all necessary governmental and public and quasi-public authorities having jurisdiction over it and over the Work and the Project; that its execution of this Agreement and its performance thereof is within, its duly authorized powers; 6

7 that its duly authorized representative has visited the site of the Project, familiarized himself with the local and special conditions under which the Work is to be performed, and correlated his observations with requirements of the Contract Documents; and that it possesses a high level of experience and expertise in the business administration, construction, construction management, and superintendence of projects of the size, complexity, and nature of this particular Project, and it will perform the Work with care, skill, and diligence of such a contractor INSURANCE REQUIRED OF THE CONTRACTOR: The Contractor shall purchase and maintain insurance as set forth in the modified AIA Document A Such insurance shall be written for not less than the following limits, or greater if required by law: Worker s Compensation and Employer s Liability meeting statutory limits mandated by State and Federal laws. If (1) limits in excess of those required by statute are to be provided or (2) the employer is not statutorily bound to obtain such insurance coverage or (3) additional coverages are required, additional coverages and limits for such insurance shall be as follows: Commercial General Liability including coverage for Premises Operations, Bodily Injury, Property Damage, Products-Completed Operations, and Personal and Advertising Injury: $1,000, Each Occurrence $2,000, General Aggregate $1,000, Personal and Advertising Injury $1,000, Products-Completed Operations Aggregate The policy shall be endorsed to have the General Aggregate apply to the Project Only Products and Completed Operations insurance shall be maintained for a minimum period of at least five (5) years after either 90 days following Substantial Completion or final payment, whichever is earlier The liability policy shall include coverage for insured contracts sufficient to meet the Contractor s indemnity obligations in modified AIA Document A Automobile Liability (owned, non-owned and hired vehicles) for bodily injury and property damage; $1,000, Combined Single Limit (CSL) Other Coverage: (If Umbrella Excess Liability coverage is required over the primary insurance or retention insert the coverage limits. Commercial General Liability and Automobile Liability limits may be attained by individual policies or by a combination of primary policies and Umbrella and/or Excess Liability policies). 8.7 The Contractor shall: Make payment promptly, as due to all persons supplying to the Contractor labor or material for the performance of the work provided for in the contract Pay all contributions or amounts due the Industrial Accident Fund from the Contractor or Subcontractor incurred in the performance of the contract Not permit any lien or claim to be filed or prosecuted against the state or a county, school district, municipality, municipal corporation or subdivision hereof, on account of any labor or material furnished Pay to the Department of Revenue all sums withheld from employees under ORS Contractor shall demonstrate that an employee drug-testing program is in place The Contractor shall salvage or recycle construction and demolition debris, if feasible and cost-effective. 8.9 If the Contractor: 7

8 8.9.1 Fails, neglects or refuses to make prompt payment of any claim for labor or services furnished to the Contractor or a Subcontractor by an person in connection with the public improvement contract as the claim becomes due, the proper officer or officers representing the state or a county, school district, municipality, municipal corporation or subdivision thereof, as the case may be, may pay such claim to the person furnishing the labor or services and charge the amount of the payment against funds due or to become due the Contractor by reason of the contract Or a first-tier Subcontractor fails, neglects or refuses to make payment to a person furnishing labor or materials in connection with the public improvement contract within 30 days after receipt of payment from the contracting agency or a contractor, the contractor or first-tier subcontractor shall owe the person the amount due plus interest charges commencing at the end of the 10-day period that payment is due under ORS 279C.580 (4) and ending upon final payment unless payment is subject to a good faith dispute as defined in ORS 279C.580. The rate of interest charged to the Contractor or first-tier Subcontractor on the amount due shall equal three times the discount rate on 90-day commercial paper in effect at the Federal Reserve Bank in the Federal Reserve district that includes Oregon on the date that is 30 days after the date when payment was received from the contracting agency or from the contractor, but the rate of interest may not exceed 30 percent. The amount of interest may not be waived Or a Subcontractor fails, neglects or refuses to make payment to a person furnishing labor or materials in connection with the public improvement contract, the person may file a complaint with the Construction Contractors Board, unless payment is subject to a good faith dispute as defined in ORS 279C.580. The payment of a claim in the manner authorized in this section does not relieve the contractor or the contractor s surety from obligation with respect to any unpaid claims A person may not be employed for more than 10 hours in any one day, or 40 hours in any one week, except in cases of necessity, emergency or when the public policy absolutely requires it, and in such cases, except in cases of contracts for personal services as defined in ORS 279C.100, the employee shall be paid at least time and half pay: (A) For all overtime in excess of eight hours in any one day or 40 hours in any one week when the work week is five consecutive days, Monday through Friday; or (B) For all overtime in excess of 10 hours in any one day or 40 hours in any one week when the work week is four consecutive days, Monday through Friday; and (C) For all work performed on Saturday and on any legal holiday specified in ORS 279C An employer must give notice in writing to employees who work on a public contract, either at the time of hire or before commencement or work on the contract, or by posting a notice in a location frequented by employees, of the number of hours per day and days per week that the employees may be required to work The Contractor: Shall promptly, as due, make payment to any person, co partnership, association or corporation furnishing medical, surgical and hospital care services or other needed care and attention, incident to sickness or injury, to the employees of the contractor, of all sums that the contractor agrees to pay for the services and all moneys and sums that the contractor collected or deducted from the wages of employees under any law, contract or agreement for the purpose of providing or paying for the services Is either an employer that will comply with ORS or employer that is exempt under ORS CONTRACTOR/SUBCONTRACTOR RELATIONS (REQUIRED BY ORS 279C.580) Contractor is required to include in each subcontract for property or services entered into by Contractor and First-tier subcontractor, including a material supplier, for the purpose of performing this construction Contract: A payment clause that obligates Contractor to pay first-tier subcontractor for satisfactory performance under its subcontract within ten days out of such amounts as are paid to Contractor by Owner under such contract; and 8

9 An interest penalty clause that obligates Contractor, if payment is not made within 30 days after receipt of payment from Owner, to pay to first-tier subcontractor an interest penalty on amounts due in the case of each payment not made in accordance with the payment clause included in the subcontract pursuant to paragraph (a) of this subsection. Contractor or first-tier Subcontractor shall not be obligated to pay an interest penalty if the only reason that Contractor or first-tier Subcontractor did not make payment when payment was due is that Contractor of first-tier Subcontractor did not receive payment from Owner or Contractor when payment was due. The interest penalty shall be: For the period beginning on the day after the required payment date and ending on the date on which payment of the amount due is made; and Computed at the rate specified in 279C.515(2) Contractor is further required to include in each of its subcontracts, for the purpose of performance of such Contract condition, a provision requiring the first-tier Subcontractor to include a payment clause and an interest penalty clause conforming to the standards of this section and require each of its subcontractors to include such clauses in their subcontracts with each lower-tier Subcontractor or supplier Contractor shall not request payment of any amount withheld or retained in accordance with ORS 279C.580 until such time as Contractor has determined and certified to Owner that subcontractor is entitled to the payment of such amount A dispute between Contractor and a first-tier Subcontractor relating to the amount or entitlement of a Subcontractor to a payment or a late payment interest penalty under a clause included in the subcontract pursuant to subsection (4) or (5) of ORS 279C.580 does not constitute a dispute to which Owner is a party. Owner shall not be included as a party in any administrative or judicial proceeding involving such a dispute The contractor shall post and require all trade contractors on site to post a circular concerning employees right to claim for overtime in a place freely visible to all workers employed on the site in accordance with ORS 279C PREVAILING RATE OF WAGE (REQUIRED BY ORS 279C.800 TO 279C.870) The hourly rate of wage to be paid by any Contractor or subcontractor to workers upon all public works whose contract price exceeds $50,000 shall be not less than the prevailing rate of wage for an hour s work in the same trade or occupation in the locality where such labor is performed as determined by the Commissioner of the Bureau of Labor and Industries pursuant to ORS 279C.815, incorporated by reference herein The latest prevailing wage rates for public works contracts in Oregon, published on January 1, and July 1 of each year by the Bureau of Labor and Industries (BOLI) is hereby incorporated as part of the Contract Documents and follows this page Contractor and subcontractor(s), if any, shall keep the prevailing wage rates for this project posted in a conspicuous and accessible place in or about the project If Contractor or subcontractor also provides for or contributes to a health and welfare plan or a pension plan, or both, for its employees on the project, it shall post notice describing such plans in a conspicuous and accessible place in or about the project. The notice shall contain information on how and where to make claims and where to obtain further information If the Project is subject to both ORS 279C.800 to 279C.870 and to the federal Davis-Bacon Act, workers shall be paid not less than the higher of the applicable state or federal prevailing rate of wage. 9

10 PUBLIC WORKS BOND The Contractor and every subcontractor must have a public works bond filed with the Construction Contractors Board before starting work on the project, unless exempt under ORS 279C.836 (7) or (8) The Contractor must include in every subcontract a provision requiring the subcontractor to have a Public Works Bond filed with the Construction Contractors Board before starting work on the project unless exempt under ORS 279C.836 (7) or (8).» As required by ORS 279C.845 (b)(4) the Contractor shall prior to the fifth of the month supply a written certification to the Owner as to the rates of pay to all workers that provided labor in the preceding month.» ARTICLE 9 ENUMERATION OF CONTRACT DOCUMENTS 9.1 The Contract Documents, except for Modifications issued after execution of this Agreement, are enumerated in the sections below The Agreement is this executed AIA Document A , Standard Form of Agreement Between Owner and Contractor The General Conditions are AIA Document A , General Conditions of the Contract for Construction The Supplementary and other Conditions of the Contract: Document Title Date Pages The Specifications: (Either list the Specifications here or refer to an exhibit attached to this Agreement.) «Specification for the Windows are listed on the Drawings as listed below» Section Title Date Pages The Drawings: (Either list the Drawings here or refer to an exhibit attached to this Agreement.) «The Documents below have been prepared by BLRB Architects» Number Title Date A1.0 A1.1 Floor Plans & Window Types March 25, 2016 Details & Specifications March 25, The Addenda, if any: Number Date Pages Portions of Addenda relating to bidding requirements are not part of the Contract Documents unless the bidding requirements are also enumerated in this Article Additional documents, if any, forming part of the Contract Documents: 10

11 .1 AIA Document E , Digital Data Protocol Exhibit, if completed by the parties, or the following:.2 Other documents, if any, listed below: (List here any additional documents that are intended to form part of the Contract Documents. AIA Document A provides that bidding requirements such as advertisement or invitation to bid, Instructions to Bidders, sample forms and the Contractor s bid are not part of the Contract Documents unless enumerated in this Agreement. They should be listed here only if intended to be part of the Contract Documents.) ARTICLE 10 INSURANCE AND BONDS The Contractor shall purchase and maintain insurance and provide bonds as set forth in Article 11 of AIA Document A (State bonding requirements, if any, and limits of liability for insurance required in Article 11 of AIA Document A ) Type of insurance or bond Limit of liability or bond amount ($0.00) This Agreement entered into as of the day and year first written above. OWNER (Signature) CONTRACTOR (Signature) «Jerry Milstead»«, Project Manager» (Printed name and title) (Printed name and title) 11