HomeMy WebLinkAbout24-21 Aug Winter Const Agreement_5-16-24
I:\WASTEWATER\24-21 WWTP CLARIFIERS #2 & #4 IMPR\ADMINISTRATIVE\CONTRACT
INFORMATION\CONTRACTOR-CONSULTANT AGREEMENTS\AUGUST WINTER\24-21 AUG
WINTER CONST AGREEMENT_5-16-24.DOCX
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AGREEMENT
THIS AGREEMENT is by and between the City of Oshkosh, Wisconsin (Owner) and August
Winter & Sons, Inc., (Contractor).
Owner and Contractor, in consideration of the mutual covenants set forth herein, agree as
follows:
1. WORK
Contractor shall complete all work as specified or indicated in the contract documents for City
Contract 24-21, WASTEWATER TREATMENT PLANT SECONDARY CLARIFIERS NO. 2
AND 4 IMPROVEMENTS.
1.1.1. The completed Work of City Contract 24-21 will provide Owner with improved floor
mortar layer and adjusted clarifier mechanisms in Secondary Clarifiers No. 2 and 4 at the City of
Oshkosh Wastewater Treatment Plant. The Work includes the following major items:
1.1.1.1. Removal and replacement of 2-inch-thick mortar layer on entire floor of
120-foot-diameter circular Secondary Clarifier No. 4.
1.1.1.2. Removal and replacement of 2-inch-thick mortar layer on 25 percent of
120-foot-diameter circular Secondary Clarifier No. 2.
1.1.1.3. Adjustment of two clarifier mechanisms to be vertically plumb;
adjustment of two clarifier mechanism scraper arms to horizontal true
plane. Replacement of rubber squeegee on mechanism arms.
2. ENGINEER
2.1. The Project Work has been designed by Jacobs Engineering Group, Inc. (Engineer), who is
to act as Owner’s representative, assume all duties and responsibilities, and have the rights and
authority assigned to Engineer in the Contract Documents in connection with the completion of
the Work in accordance with the Contract Documents.
3. CONTRACT TIMES
3.1. Time of the Essence: All time limits for Milestones, if any, Substantial Completion, and
completion and readiness for final payment as stated in the Contract Documents are of the
essence of the Contract.
3.2. Days to Achieve Substantial Completion and Final Payment:
3.2.1. The Work shall be Substantially Complete in accordance with Paragraph 15.06 of the
General Conditions within 240 days after the date when the Contract Times commence to run.
Final Completion of the Work shall be within 60 days of Substantial Completion.
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3.3. Liquidated Damages:
3.3.1. Contractor and Owner recognize that time is of the essence of this Agreement and that
Owner will suffer financial loss if the Works is not completed withing the times specified above,
plus any extension thereof allow in accordance with Article 11 of the General Conditions. The
parties also recognize the delays, expense, and difficulties involved in proving in a legal and
arbitration proceeding the actual loss suffered by Owner if the Works is not complete on time.
Accordingly, instead of requiring any such proof, Owner and Contractor agree that as liquidated
damages for deal (but not as a penalty) Contractor shall pay Owner:
Five Hundred Dollars ($500.00) for each calendar day that expires after the time specified herein
for Substantial Completion of the Work.
4. CONTRACT PRICE
4.1. Owner will pay Contractor $537,000 (Five Hundred Thirty Seven Thousand Dollars) for
completion of the Work in accordance with the Contract Documents at the prices stated in
Contractor’s Bid.
5. PAYMENT PROCEDURES
5.1. Submittal and Processing of Payments: Contractor shall submit Applications for Payment in
accordance with Article 15 of the General Conditions. Applications for Payment will be
processed by Engineer as provided in the General Conditions.
5.2. Progress Payments and Retainage: Owner will make progress payments on account of the
Contract Price on the basis of Contractor’s Application for Payment on the date of each month as
established in the preconstruction conference during performance of the Work as provided
herein. All such payments will be measured by the Schedule of Values established as provided in
Paragraph 2.05.A of the General Conditions (and in the case of Unit Price Work based on the
number of units completed) or, in the event there is no Schedule of Values, as provided in the
General Requirements.
5.2.1. Prior to Substantial Completion, progress payments will be made in an amount equal to
the percentage indicated below but, in each case, less the aggregate of payments previously made
and less such amounts as Engineer may determine or Owner may withhold, including but not
limited to liquidated damages, in accordance with Paragraph 15.01 of the General Conditions,
the Supplementary Conditions, and the Supplementary Conditions – City of Oshkosh:
5.2.1.1. Ninety five percent of Work completed (with the balance being retainage). If the Work
has been 50 percent completed as determined by Engineer, and if the character and progress of
the Work have been satisfactory to Owner and Engineer, Owner, on recommendation of
Engineer, may determine that as long as the character and progress of the Work remain
satisfactory to them, there will be no additional retainage.
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5.2.1.2. Upon Substantial Completion, Owner shall pay an amount sufficient to increase total
payments to Contractor to ninety-five percent of the Work completed, less such amounts as
Engineer shall determine in accordance with Paragraph 15.03 of the General Conditions and less
ten percent of Engineer’s estimate of the value of Work to be completed or corrected as shown
on the tentative list of items to be completed or corrected attached to the certificate of Substantial
Completion.
5.3. Final Payment:
5.3.1. Upon final completion and acceptance of the Work in accordance with Paragraph 15.06
of the General Conditions, the Supplementary Conditions, and the Supplementary Conditions –
City of Oshkosh, Owner shall pay the remainder of the Contract Price.
6. INTEREST
6.1. All monies not paid when due as provided in Article 15 of the General Conditions shall
bear interest at the rate of one percent per month.
7. CONTRACTOR’S REPRESENTATIONS
7.1. In order to induce Owner to enter into this Agreement, Contractor makes the following
representations:
7.1.1. Contractor has examined and carefully studied the Contract Documents and the other
related data identified in the Bidding Documents.
7.1.2. Contractor has visited the Site and become familiar with and is satisfied as to the general,
local, and Site conditions that may affect cost, progress, and performance of the Work.
7.1.3. Contractor is familiar with and is satisfied as to all federal, state, and local Laws and
Regulations that may affect cost, progress, and performance of the Work.
7.1.4. Contractor has carefully studied all: (1) reports of explorations and tests of subsurface
conditions at or contiguous to the Site and all drawings of physical conditions in or relating to
existing surface or subsurface structures at or contiguous to the Site (except Underground
Facilities) which have been identified in the Supplementary Conditions as provided in Article 5
of the General Conditions.
7.1.5. Contractor has considered the information known to Contractor; information commonly
known to contractors doing business in the locality of the Site; information and observations
obtained from visits to the Site; the Contract Documents; and Site-related reports and drawings
identified in the Contract Documents, with respect to the effect of such information,
observations, and documents on 1) the cost, progress, and performance of the Work; 2) the
means, methods, techniques, sequences, and procedures of construction to be employed by
Contractor, including any specific means, methods, techniques, sequences, and procedures of
construction expressly required by the Contract Documents; and 3) Contractor’s safety
precautions and programs.
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7.1.6. Contractor does not consider that any further examinations, investigations, explorations,
tests, studies, or data are necessary for the performance of the Work at the Contract Price, within
the Contract Times, and in accordance with the other terms and conditions of the Contract
Documents.
7.1.7. Contractor is aware of the general nature of work to be performed by Owner and others at
the Site that relates to the Work as indicated in the Contract Documents.
7.1.8. Contractor has correlated the information known to Contractor, information and
observations obtained from visits to the Site, reports and drawings identified in the Contract
Documents, and all additional examinations, investigations, explorations, tests, studies, and data
with the Contract Documents.
7.1.9. Contractor has given Engineer written notice of all conflicts, errors, ambiguities, or
discrepancies that Contractor has discovered in the Contract Documents, and the written
resolution thereof by Engineer is acceptable to Contractor.
7.1.10. The Contract Documents are generally sufficient to indicate and convey understanding
of all terms and conditions for performance and furnishing of the Work.
8. CONTRACT DOCUMENTS
8.1. Contents:
8.1.1. The Contract Documents that are associated with this Agreement (except as expressly
noted otherwise) consist of the following:
8.1.1.1. This Agreement.
8.1.1.2. Performance Bond.
8.1.1.3. Payment Bond.
8.1.1.4. Addenda.
8.1.1.5. Specifications as listed in the Table of Contents of the Bidding Documents.
8.1.1.6. Drawings consisting of approximately 11 sheets with each sheet bearing the following
general title: City Contract 24-21.
8.1.1.7. Supplementary Conditions – City of Oshkosh.
8.1.1.8. Supplementary Conditions.
8.1.1.9. General Conditions.
8.2. Exhibits to this Agreement:
8.2.1.1. Contractor’s Bid Tabulation.
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8.2.1.2. Contractor’s Bid Bond.
8.2.1.3. Bid Form Signature Pages.
8.2.1.4. Documentation submitted by Contractor prior to Notice of Award.
8.2.1.4.1.1. List of Proposed Subcontractors.
8.2.1.4.1.2. Disclosure of Ownership.
8.2.1.4.1.3. Contractor Safety Acknowledgement for Risk Management Program Facilities.
8.2.1.5. The following which may be delivered or issued on or after the Effective Date of the
Agreement and are not attached hereto:
8.2.1.5.1. Notice to Proceed.
8.2.1.5.2. Work Change Directives.
8.2.1.5.3. Change Orders.
8.2.1.5.4. Field Orders.
8.2.1.5.5. Engineer’s written interpretations and clarifications.
8.3. The Contract Documents are complementary; what is required by one is as binding as if
required by all. In the event any provision in any of the above component parts of this
Contract conflicts with any provision in any other of the component parts, the provision
in the component part first enumerated above shall govern over any other component
which follows it numerically except as may be otherwise specifically stated.
8.4. There are no Contract Documents other than those listed above in this Article.
8.5. The Contract Documents may only be amended, modified, or supplemented as provided
in Article 3 and Article 11 of the General Conditions and Supplementary Conditions.
9. MISCELLANEOUS
9.1. Terms used in this Agreement will have the meanings stated in the General Conditions
and the Supplementary Conditions.
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9.2. Successors and Assigns: Owner and Contractor each binds itself, its partners, successors,
assigns, and legal representatives to the other party hereto, its partners, successors,
assigns, and legal representatives in respect to all covenants, agreements, and obligations
contained in the Contract Documents.
9.3. Severability: Any provision or part of the Contract Documents held to be void or
unenforceable under any Law or Regulation shall be deemed stricken, and all remaining
provisions shall continue to be valid and binding upon Owner and Contractor, who agree
the Contract Documents shall be reformed to replace such stricken provision or part
thereof with a valid and enforceable provision that comes as close as possible to
expressing the intention of the stricken provision.
9.4. Assignment of Contract:
9.4.1.1. No assignment by a party hereto of any rights under or interests in the Contract shall be
binding on another party hereto without the written consent of the party sought to be
bound; and, specifically but without limitation, moneys that may become due and moneys
that are due may not be assigned without such consent (except to the extent that the effect
of this restriction may be limited by law), and unless specifically stated to the contrary in
any written consent to an assignment, no assignment shall release or discharge the
assignor from any duty or responsibility under the Contract Documents.
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IN WITNESS WHEREOF, Owner and Contractor have signed this Agreement in triplicate. One
counterpoint each has been delivered to Owner, Contractor, and Engineer. All portions of the
Contract Documents have been signed or identified by Owner and Contractor or on their behalf.
This Agreement will be effective on May 15, 2024 (which is the Effective Date of the
Agreement).
Signed for in behalf of the City of Oshkosh
Mark A. Rohloff, City Manager
Diane M. Bartlett, City Clerk
Lynn Lorenson, City Attorney
Julie Calmes, Director of Finance
I hereby certify that the necessary provisions
have been made to pay the liability which
will accrue under this contract.
CONTRACTOR:
By: Travis Glennon
Title: Assistant Secretary
[CORPORATE SEAL]
Attest:
Title:
Address for giving notices:
2323 North Roemer Road
Appleton, WI 54911
License No.
(Where applicable)
Agent for service or process:
(If Contractor is a corporation or a
partnership, attach evidence of authority to
sign.)
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