SECTION 00500 EJCDC STANDARD FORM OF AGREEMENT BETWEEN OWNER AND CONTRACTOR ON THE BASIS OF A STIPULATED PRICE EJCDC NO. 1910-8-A-1 (1996 EDITION)Construction Agreement |
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Exhibit 10.13
SECTION 00500
EJCDC STANDARD FORM OF AGREEMENT BETWEEN OWNER AND CONTRACTOR ON THE BASIS OF A STIPULATED PRICE EJCDC NO. 1910-8-A-1 (1996 EDITION)
THIS AGREEMENT
is dated as of the 15th day of October in the year 2004 by and
between Town of Randolph (hereinafter called OWNER) and Volkmann Railroad
Builders, Inc. (hereinafter called CONTRACTOR).
OWNER AND CONTRACTOR, in consideration of the mutual covenants hereinafter set forth, agree as follows:
Article 1. WORK.
1.1
CONTRACTOR shall complete all Work as
specified or indicated in the Contract Documents. The Work is generally
described as follows:
Turnouts, track, derails and earthen berm construction, including ballast and bonding and grounding of track.
1.2
The Project for which the Work under the
Contract Documents may be the whole or only a part is generally described as
follows:
Rail Yard Construction for UWGP, LLC
Article 2. ENGINEER.
2.1
The Project has been designed by Key
Railroad Development, LLC., who is hereinafter called ENGINEER and 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 completion of the Work in accordance with the
Contract Documents.
Article 3. CONTRACT TIMES.
3.1
Work will be substantially completed by
May 20, 2005, and completed and ready for final payment by May 31,
2005.
3.2
Liquidated Damages. OWNER and CONTRACTOR recognize that time is of the
essence of this Agreement and that OWNER will suffer financial loss if the Work
is not completed within the times specified in paragraph 3.1 above, plus
any extensions thereof allowed in accordance with Article 12 of the
General Conditions. They also recognize the delays, expense and
difficulties involved in proving the actual loss suffered by OWNER if the Work
is not completed on time. Accordingly, instead of requiring any such
proof, OWNER and CONTRACTOR agree that as liquidated damages for delay (but not
as a penalty) CONTRACTOR shall pay Owner Five Hundred dollars ($500)
for each day that expires after the time specified in paragraph 3.1 for
Substantial Completion until the Work is substantially complete. After
Substantial Completion, if CONTRACTOR shall neglect, refuse or fail to complete
the remaining Work within the time specified in paragraph 3.1 for completion
and readiness for final payment or any proper
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extension thereof granted by OWNER, CONTRACTOR shall pay OWNER Five Hundred dollars ($500) for each day that expires after the time specified in paragraph 3.1 for completion and readiness for final payment.
Article 4. CONTRACT PRICE.
OWNER shall pay CONTRACTOR for completion of the Work in accordance with the Contract Documents an amount in current funds equal to the sum of the amounts determined pursuant to the following:
For all Unit Price Work, an amount equal to the sum of the established unit price for each separately identified item of Unit Price Work times the estimated quantity of that item as indicated below:
UNIT PRICE WORK
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NO. |
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ITEM |
|
UNIT |
|
ESTIMATED |
|
UNIT |
|
TOTAL |
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||
|
1. |
|
Mobilization/Demobilization |
|
1 |
|
LS |
|
$ |
12,800.00 |
|
$ |
12,800.00 |
|
|
2. |
|
#8-112# Turnout Construction |
|
1 |
|
EA |
|
$ |
26,000.00 |
|
$ |
208,000.00 |
|
|
3. |
|
112# Track Construction |
|
8,021 |
|
TF |
|
$ |
67.00 |
|
$ |
537,407.00 |
|
|
4. |
|
Scale Track Construction |
|
72 |
|
TF |
|
$ |
60.00 |
|
$ |
4,320.00 |
|
|
5. |
|
Concrete Pad Track Constr. |
|
349 |
|
TF |
|
$ |
118.00 |
|
$ |
41,182.00 |
|
|
6. |
|
Sliding Derail Construction |
|
2 |
|
EA |
|
$ |
2,800.00 |
|
$ |
5,600.00 |
|
|
7. |
|
Earthen Berm Construction |
|
2 |
|
EA |
|
$ |
500.00 |
|
$ |
1,000.00 |
|
|
8. |
|
Close Clearance Signage |
|
1 |
|
LS |
|
$ |
400.00 |
|
$ |
400.00 |
|
|
9. |
|
Track Bonding and Grounding |
|
1 |
|
LS |
|
$ |
4,830.00 |
|
$ |
4,830.00 |
|
TOTAL OF ALL UNIT PRICES Eight Hundred Fifteen Thousand Five Hundred Thirty-Nine Dollars (use words) $815,539.00 (Dollars)
As provided in Paragraph 11.03 of the General Conditions, estimated quantities are not guaranteed, and determinations of actual quantities and classification are to be made by ENGINEER as provided in Paragraph 9.10 of the General Conditions. Unit prices have been computed as provided in Paragraph 11.03.B of the General Conditions.
Article 5. PAYMENT PROCEDURES.
CONTRACTOR shall submit Applications for Payment in accordance with Article 14 of the General Conditions. Applications for Payment will be processed by ENGINEER, as provided in the General Conditions.
5.1
Progress Payments; Retainage. OWNER shall make progress payments on account of the
Contract Price on the basis of CONTRACTOR’s Applications for Payment, as
recommended by ENGINEER, on or about the 24th day of each month
during construction as provided in paragraphs 5.1.1 and 5.1.2 below. All
such payments will be measured by the schedule of values established in
paragraph 2.07.3 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.
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5.1.1
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 shall determine, or OWNER may withhold, in accordance with
Paragraph 14.7 of the General Conditions.
90% of
Work completed (with the balance being retainage).
5.1.2
Upon Substantial Completion, in an amount
sufficient to increase total payments to CONTRACTOR to 95% of the
Contract Price (with the balance being retainage), less such amounts as
ENGINEER shall determine, or OWNER may withhold, in accordance with Paragraph
14.7 of the General Conditions.
5.2
Final Payment. Upon
final completion and acceptance of the Work in accordance with paragraph 14.13
of the General Conditions, OWNER shall pay the remainder of the Contract Price
as recommended by ENGINEER as provided in said Paragraph 14.13.
Article 6. INTEREST.
6.1
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 7. CONTRACTOR’S REPRESENTATIONS.
In order to induce OWNER to enter into this Agreement, CONTRACTOR makes the following representations:
7.1
CONTRACTOR has examined and carefully
studied the Contract Documents (including the Addenda listed in Paragraph 8)
and the other related data identified in the Bidding Documents including
“technical data.”
7.2
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, performance or furnishing of the
Work.
7.3
CONTRACTOR is familiar with and is
satisfied as to all federal, state, and local laws and regulations that may
affect cost, progress, performance, and furnishing of the Work.
7.4
CONTRACTOR has carefully studied all
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 Paragraph 4.2.1 of the General Conditions.
CONTRACTOR accepts the determination set forth in Paragraph SC-4.2 of the
Supplementary Conditions of the extent of the “technical data”
contained in such reports and drawings upon which CONTRACTOR is entitled to
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rely as provided in Paragraph 4.2 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 and safety precautions and programs incident thereto. 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.
7.5
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.
7.6
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.
7.7
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, and the Contract Documents are generally
sufficient to indicate and convey understanding of all terms and conditions for
performance and furnishing of the Work.
Article 8. CONTRACT DOCUMENTS.
The Contract Documents which comprise the entire agreement between OWNER and CONTRACTOR concerning the Work consist of the following:
8.1
This Agreement (Pages 1 to 6,
inclusive).
8.2
Performance, Payment, and other Bonds.
8.3
Notice to Proceed.
8.4
General Conditions (Pages 1 to 41,
inclusive).
8.5
Supplementary Conditions (Pages 1 to
5, inclusive).
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8.6
Specifications bearing the title UWGP,
LLC Rail Yard Construction Project and consisting of three divisions,
as listed in table of contents thereof.
8.7
Drawings consisting of a cover sheet and
sheets numbered R-1 through R-16 inclusive with each sheet
bearing the following general title: UNITED WISCONSIN GRAIN PRODUCERS
ETHONAL FACILITY RAIL YARD PROJECT, TOWN OF RANDOLPH, COLUMBIA COUNTY,
WISCONSIN .
8.8
Addenda numbers 1 and 2,
inclusive.
8.9
CONTRACTOR’s Bid (pages 1
to 15, inclusive).
8.10 &nb
