LHC Inc_Glacier Rail Park Project Master ContractSECTION 00500
AGREEMENT FORM
This Agreement is dated as of 1st day August the year 2017, by and between the CITY OF
KALISPELL hereinafter called "Owner" and LHC INC., hereinafter called "Contractor". Owner
and Contractor, in consideration of the mutual covenants hereinafter set forth, agree as
follows:
ARTICLE 1 - WORK
1.01 Contractor shall complete all Work as specified or indicated in the Contract Documents.
The Work is generally described as follows:
The construction of a rail served industrial park. Infrastructure improvements will
include the extension of City water and sewer, construction of storm water
collection and treatment system, installation of a lift station, reconstruction of City
and County roads, site grading, installation of a new traffic signal, and installation
of new rail.
ARTICLE 2 - THE PROJECT
2.01 The Project for which the Work under the Contract Documents may be the whole or only
a part is generally described as follows:
GLACIER RAIL PARK
ARTICLE 3 - ENGINEER
3.01 The Project has been designed by Kadrmas, Lee and Jackson, Inc. (KLJ), which 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.
ARTICLE 4 - CONTRACT TIMES
4.01 Time of the Essence
A. 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.
4.02 Days for Substantial Completion and Final Payment
A. The Work will be substantially completed within 515 calendar days after the date
when the Contract Time commences to run as provided in Paragraph 2.03 of the
General Conditions. Final completion of the Work shall be within 30 calendar days
after the date of Substantial Completion.
B. Substantial completion will be determined as in Paragraph 1.01 of the General
Conditions.
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6.02 Progress Payments; Retainage
A. Owner shall make progress payments in accordance with Article 14 of the General
Conditions on account of the Contract Price on the basis of Contractor's Applications
for Payment as recommended by Engineer, once each month during construction
as provided below. All progress payments will be on the basis of the progress of the
Work measured by the number of units of each bid item completed times the bid unit
price in the Unit Price Schedule of the Bid Form for that item.
1. Prior to Substantial Completion, progress payments will be made in an amount
equal to the sum of the unit price items less 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, in accordance with
Paragraph 14.02 of the General Conditions.
a. The Owner shall retain five percent (5%) of the amount of each payment
until final completion and acceptance of all Work covered by the Contract
Documents.
b. Retainage will be five percent (5%) of materials and equipment not
incorporated in the Work (but delivered, suitably stored and accompanied
by documentation satisfactory to Owner as provided in Paragraph 14.02 of the
General Conditions).
2. Upon Substantial Completion and at the Owner's discretion, the amount of
retainage may be further reduced if requested by the Contractor.
6.03 Final Payment
A. Upon final completion and acceptance of the Work in accordance with Paragraph
14.07 of the General Conditions, Owner shall pay the remainder of the Contract Price
as recommended by Engineer as provided in said Paragraph 14.07.
ARTICLE 7 - INTEREST
7.01 All moneys not paid when due as provided in Article 14 of the General Conditions shall
bear interest at the maximum rate allowed by law at the place of the Project.
ARTICLE 8 - CONTRACTOR'S REPRESENTATIONS
8.01 in order to induce Owner to enter into this Agreement, Contractor makes the following
representations:
A. Contractor has examined and carefully studied the Contract Documents (including all
Addenda) listed in Article 9 and the other related data identified in the Bidding
Documents.
B. 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 furnishing of
the Work.
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C. 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.
D. 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 Special Provisions as
provided in Paragraph 4.02 of the General Conditions and (2) reports and drawings of
a Hazardous Environmental Condition, if any, at the site which has been identified in
the Special Provisions as provided in Paragraph 4.06 of the General Conditions.
Contractor acknowledges that such reports and drawings are not Contract Documents
and may not be complete for Contractor's purposes. Contractor acknowledges that
Owner and Engineer do not assume responsibility for the accuracy or completeness of
information and data shown or indicated in the Contract Documents with respect to
Underground Facilities at or contiguous to the site.
Contractor has obtained and carefully studied (or assumes responsibility for having
done so) all such additional supplementary examinations, investigations, explorations,
tests, studies and data concerning conditions (surface, subsurface and Underground
Facilities) at or contiguous to the site or otherwise, which may affect cost, progress,
performance or furnishing of the Work or which relate to any aspect of the means,
methods, techniques, sequences and procedures of construction to be employed by
Contractor including applying the specific means, methods, techniques, sequences
and procedures of construction, if any, expressly required by the Contract Documents
to be employed by the Contractor, and safety precautions and programs incident
thereto.
F. Contractor does not consider that any additional examinations, investigations,
explorations, tests, studies or data are necessary for the performance and furnishing
of the Work at the Contract Price, within the Contract Times and in accordance with
the other terms and conditions of the Contract Documents.
G. 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.
H. 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.
I. 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.
J. The Contract Documents are generally sufficient to indicate and convey understanding
of all terms and conditions for performance and furnishing of the Work.
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ARTICLE 9 - CONTRACT DOCUMENTS
9.01 Contents
A. The Contract Documents consist of the following:
1. This Agreement (Pages 1 to 9, inclusive).
2. Performance bond (Pages 1 to 2, inclusive).
3. Payment bond (Pages 1 to 2, inclusive).
4. Standard General Conditions.
5. Supplementary Conditions (City of Kalispell Supplemental Conditions to the
General Conditions).
6. Special Provisions
7. Specifications as listed in the table of contents of the Project Manual.
8. Drawings consisting of a cover sheet and sheets numbered GG=1 through SP -14 with
each sheet bearing the following general title: GLACIER RAIL PARK
9. Addenda (Numbers 1 to 3, inclusive).
10. Exhibits to this Agreement (enumerated as follows):
a. Kalispell City Council Award Memorandum (Pages 1 to 8, inclusive).
b. Contractor's Bid (Pages 1 to 11, inclusive).
c. Notice of Award
11. The following which may be delivered or issued on or after the Effective Date of
the Agreement and are not attached hereto:
a. Notice to Proceed (Pages 1 to 1, inclusive).
b. Written Amendments;
c. Work Change Directives;
d. Change Orders.
e. Any Notice of Partial Utilization
f. Notice of Substantial Completion
g. Lien Waivers
h. Notice of Final Completion and Acceptance
12. Proposal Form (where applicable)
13. Disadvantaged Business Enterprises (DBE) Requirements (where applicable)
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14. FHWA Form 1273 (where applicable)
15. Required Contract Provisions for Federal -Aid Construction Contracts (where
applicable)
16. Special Provisions, EEO Affirmative Action Requirements on Federal and Federal -
Aid Construction Contracts (where applicable)
17. Certificates of Insurance.
18. Wage Rates
19. Montana Public Works Standard Specifications, Sixth Edition, dated April 2010.
20. MDT's Standard Specifications for Road and Bridge Construction 2014 Edition.
B. There are no Contract Documents other than those listed above in this Article 9.
C. The Contract Documents may only be amended, modified, or supplemented as
provided in Paragraph 3.04 of the General Conditions.
ARTICLE 10 -MISCELLANEOUS
10.01 Terms
A. Terms used in this Agreement will have the meanings stated in the General Conditions
and the Supplementary Conditions.
10.02 Assignment of Contract
A. No assignment by a party hereto of any rights under or interests in the Contract will
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 will release or
discharge the assignor from any duty or responsibility under the Contract Documents.
10.03 Successors and Assigns
A. 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.
10.04 Severability
A. 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 that the
Contract Documents shall be reformed to replace such stricken provision or part
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thereof with a valid and enforceable provision that comes as close as possible to
expressing the intention of the stricken provision.
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IN WITNESS WHEREOF, Owner and Contractor have signed four (4) copies of the Agreement.
o n e (1 ) counterpart has been delivered to Owner, one 1 to Contractor,
one 1 to Engineer and one (1) to Flathead Countv Economic Development Authoritv. All
portions of the Contract Documents have been signed or identified by Owner and
Contractor or by Engineer on their behalf.
This Agreement will be effective on August 1, 2017 (which is the Effective Date of the Agreement).
OWNER:
Signature/
By:
Title:
Attest:
Sign ture
By: A(rYco?-,
Title:
Address for giving notices: G991'43
PC) r"3ox ('qq -1, 1 1,-6pe-1(, M 7 -
Phone No.: 4--•O to - W1 !g- )'-) 63
Fax No.: & -
OR
CORP(4AT&S W? ` ®:
If OWNER is a p*)c bbdy;'a`ttach evidenceNo. of authority to ftn'AiRdv*solution or other
documents authorizing execution of Owner -
Contractor Agreement.
CONTR TO .
t
Sig ture
By: 0,V
Title: 'V j
Attest: k, -
Signature
By:
Title: 1%-STi '1ci c
Address for giving notices:
1) fox 133
Phone No.: LlC)G-7513-GH
Fax No.: { (,-'f S$ !p- 3
License No.: S L4 S q
SEAL)
Contractor Registration
Agent for service of process:
If CONTRACTOR is a corporation or a
partnership, attach evidence of authority
to sign.)
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Owner's Designated Representative:
Name: Wzz&, bd1
Address: oW FrS A"ueZasl-
q,'. oA IMT 5599d/
Phone No.: *1e"%5ep — 7713
FAX No.: V&)(
ol''
75 ?"77S0
Contractor's Designated Representative:
Name: DV- S WV"Vyk-e- (
Title: Y O \ -p— (,-- Kcwv ,- .qLV-
J u
Address: ?,C),
Phone No.: l— S Q J
FAX No.: Y () Cr e _I 6-U" (,,) Ll '; 0
END OF SECTION
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