, made and entered into this the_______
day of____________, 2017, by and between Buchanan County
, a Political Subdivision of the Commonwealth of Virginia, party of the first part; hereinafter sometimes referred to as "County,"
and _____________________, party of the second part, hereinafter referred to as "Contractor"
THAT for and in consideration of the mutual covenants and agreements herein contained, the parties hereto do hereby agree as follows:
The Contractor agrees to remove the old duct work provide and install new duct work for the heating and cooling ventilation system for the County Building at Rosebud Road in Grundy, Va. that is currently being used by the Virginia Department of Health for a local office. The Contractor shall furnish all the materials and labor necessary for the complete installation of the new duct work for the heating and cooling ventilation system as specified in this contract and in the Invitation to Bid, including the scope of work and specifications and drawings therein all of which are attached to this agreement and are made a part hereof by reference hereto as Exhibit "A".
The Contractor agrees to perform and complete or cause to be performed or completed all such ventilation duct work installation in accordance with the techniques and methods of construction provided for by applicable law, the standards of the construction industry, and the specifications and drawings provided by County. The Contractor further agrees that all materials will meet all those requirements and specifications for materials as provided for by applicable law, including the ADA and the specifications and drawings provided by Buchanan County, Va. a copy of said specifications and drawings are attached hereto as Exhibit "A".
The Contractor shall, at his own cost and expense, obtain and pay for all licenses, permits, certificates and surveys required for the completion of the work under this Agreement.
The Contractor shall, at his own cost and expense, procure and maintain insurance required under the Virginia Workers, Compensations Act as well as general liability insurance covering damages to persons and property in the minimum amount of $1,000,000.00 and shall furnish a Certificate of insurance to the County. Buchanan County, its officers, agents, and employees shall be listed as additional insured on such policy of liability insurance. The Contractor shall furnish certificates of insurance to Buchanan County verifying such coverage.
The Contractor agrees to provide all materials and perform all the work required of him under this Agreement in a good and workmanlike manner under the supervision, inspection and direction of Kenneth Ratliff, Maintenance Superintendent, Buchanan County, Va. The Vendor guarantees the work performed by any sub-contractors under this Agreement and further agrees to notify the designated County inspector at least 24 hours before commencing work hereunder. The Contractor understands that the is of the essence in the completion of this job. Specifically that the job must be completed within 30 business days of the Contractor receiving a Notice to Proceed from the County.
County shall pay the Contractor for the performance of the work and the furnishing of the material under this Agreement, as follows:
Contract bid price is:_____________________________________________________
A. Contractor shall submit an Application for one Lump Sum Payment in the amount of the Contract Price less retainage as set forth below, on or before the 15th
day of the month following completion of the performance of the work; and payment shall be made to the Contractor subject to a determination that all the work and materials provided pursuant to this agreement have been performed and provided as determined by the County Inspector according to accepted practices in the industry. Such payment shall be ninety-five percent (95%) of the amount due with five percent (5%) being retained until the time of final payment. Such Application shall include documents showing that labor and material costs for the work completed have been paid, subject to the following:
B. Subject to the County Inspector's determination of work performed by Contractor according to accepted practices in the industry, payments by County for Contractor's Application for Payment on account of the Contract Price will be submitted to the Contractor within thirty (30) days of Contractor's Application for Payment.
C. Anything in this Agreement to the contrary notwithstanding, the final
payment above set forth shall not become due and payable to the Contractor until the said Contractor has completed the project and has delivered to County satisfactory releases, satisfactions or waivers of all claims, liens, and claims for liens and assignments of any sums due hereunder of Contractor's laborers, workmen and material men or any other persons, firms, associations or corporations who may have performed any labor or furnished any materials under, or in connection with the performance of this Agreement. The retention payment herein shall not be released until ninety (90) days after work completion subject to any claims and liens, unless the Contractor has provided executed lien release letters from all contractors and suppliers that have provided labor and materials to help complete the contract project. Upon receipt of all applicable lien releases on a format provided by Buchanan County the retention payment may be released prior to the ninety (90) day waiting period.
D. County may refuse to make payments based upon the County Inspector's
statements that the work is defective, has been damaged, and requires correction or replacement.
E. County may refuse to make payments because labor or materials have not been paid for.
F. The County Inspector shall not be liable to the Contractor due to recommendations which he makes pursuant to Article VII herein.
Contractor warrants and guarantees that title to all work, materials, and equipment covered by any Application for Payment, whether incorporated in the project or not, will pass to County no later than the time of payment free and clear of all liens.
The Contractor shall indemnify and save harmless Buchanan County, and its officers, agents and employees against all losses, or damages on account of injury to persons or property occurring in the performance of this Agreement together with any and all attorney fees incurred by them on account of any thereof.
In the event that the Contractor fails to complete the work required of him under this Agreement or abandons the said work or in any other way is in default of performance hereunder, County and its agent shall have the right to enter upon the premises upon which the work is being done and take possession thereof and of any material thereon, whether supplied by the Contractor or otherwise, and use such material and complete the said Agreement through workmen or contractors or subcontractors employed by the Vendor or County and in every way perform the Agreement as is required to be done by the Contractor. In the event that the cost, of such work and the furnishing of such material as may be required to be furnished exceeds the amount then remaining due the Contractor under the said Agreement, the Contractor shall pay to county the amount of such deficiency. If it becomes necessary for the County to pursue recovery of this deficiency, or other damages for any other breach of this agreement, the Contractor shall also be liable for the County's reasonable attorney fees and court costs. But if such amount remaining in the hands of County under this Agreement at the time of the default of the Contractor exceeds the amount required to complete the said Agreement, then upon completion County shall pay such surplus to the Contractor.
In the performance of the work under this Agreement, the Contractor shall conform to all applicable laws, ordinances, rules and regulations now in force or hereafter adopted and shall obtain all permits, license and consents required by such laws, ordinances, rules and regulations.
During the performance of this Agreement, the Contractor agrees as follows:
A. i. The Contractor will not discriminate against any employee or applicant for employment because of race, religion, color, sex, national origin, age, disability, or other basis prohibited by state law relating to discrimination in employment, except where there is a bona fide occupational qualification reasonably necessary to the normal operation of the vendor. The Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices setting forth the provisions of this nondiscrimination clause.
ii. The Contractor, in all solicitations or advertisements for employees placed by or on behalf of the Contractor, will state that such vendor is an equal opportunity employer.
iii. Notices, advertisements and solicitations placed in accordance with federal law, rules or regulation shall be deemed sufficient for the purpose of meeting the requirements of this section.
B. The Contractor will include the provisions of the foregoing paragraphs A(i), A(ii), and A(iii) in every subcontract or purchase order of over $10,000.00, so that the provisions will be binding upon each subcontractor or Contractor.
C. During the performance of this contract, the vendor will:
i. Provide a drug-free workplace for the vendor's employees;
ii. Post in conspicuous places, available to employees and applicants for employment, a statement notifying employees that the unlawful manufacture, sale, distribution, dispensations, possession, or use of a controlled substance or marijuana is prohibited in the Contractor's workplace and specifying the actions that will be taken against employees for violations of such prohibition;
iii. State in all solicitations or advertisements for employees placed by or on behalf of the Contractor that the vendor maintains a drug-free workplace; and
iv. Include the provisions of the foregoing clauses in every subcontract or purchase order of over $10,000, so that the provisions will be binding upon each subcontractor or Contractor.
For the purposes of this section, "drug-free workplace" means a site for the
performance of work done in connection with a specific contract awarded to a contractor in accordance with this chapter, the employees of whom are prohibited from engaging in the unlawful manufacture, sale, distribution, dispensation, possession or use of any controlled substance or marijuana during the performance of the contract.
D. The Contractor does not and shall not during the performance of this contract knowingly employ an unauthorized alien as defined in the federal Immigration Reform and Control Act of 1986.
E. In the event of the Contractor's noncompliance with this section of this Contract, (Section XII), this Agreement may be canceled, terminated, or suspended, in whole or in part, and the Contractor may be declared ineligible for further Agreements and such other sanctions may be imposed and remedies invoked as other wise provided by law.
The Contractor shall, at all times, keep the construction area, safe and passable to normal traffic, considering short delays which may be necessary in the performance of the work covered by the Agreement.
No extra work, not required by the plans and specifications hereinbefore mentioned shall be performed or other material furnished unless on written order of County certifying that the performance of such extra work has been approved and authorized by it.
No extra compensation not specified in this Agreement shall be demanded or received by the vendor for any changes or alterations in the work performed under this Agreement, or for any extra work unless the provisions of this Agreement have been complied with strictly.
The Contractor shall commence work under the terms of this Agreement 5 days following the date of execution of this Agreement and receiving a Notice to Proceed from the County and shall complete all such work on or before ______________. Failure to complete the work by _______________shall result in a penalty of $__________per day following the deadline until such work is completed, unless an extension of time is granted by the County. The parties agree and understand that time is of the essence in completion of this contract. However, County may grant the Contractor an extension of time to complete this Contract for good cause shown; however, the County reserves the right to exercise its sole discretion when determining whether an extension is granted or denied. If an extension of time is not granted, the County reserves the right to exercise any and all agreement options written herein.
No modification of any of the terms of this Agreement, nor any extension of the length of time allowed for the completion of the work governed by this Agreement, shall be valid without the advance written approval of the Buchanan County or compliance with the provisions of Va. Code section 2.2-4309.
The Contractor shall not assign his rights or obligations under this Agreement. The Contractor represents that he does not intend to use any subcontractors to complete this contract.
County may cancel this Agreement at any time based upon a decision by County that such cancellation is in the best interest of County. Any such decision shall be a discretionary decision of County. In the event of a cancellation pursuant to this paragraph, then County shall not be liable to the Contractor for his bidding cost or for an amount other than the fair market value of the work completed by the Contractor pursuant to this Contract as of the time of the cancellation.
This Agreement shall be construed in accordance with the laws of the Commonwealth of Virginia. The parties agree that the Circuit Court for Buchanan County shall be the proper venue for litigation hereunder whether or not such alleged breach involves Federal law or jurisdiction and that disputes between the parties which are not settled by the parties shall be settled by the Circuit Court of Buchanan County.
If any provisions of this Agreement shall be deemed by a court of competent jurisdiction to be invalid, the remainder of this Agreement shall nevertheless remain in full force and effect. This Agreement shall be construed in accordance with the laws of the Commonwealth of Virginia.
The Contractor is organized as a stock or non-stock corporation, limited liability company, business trust, or limited partnership or registered as registered limited partnership shall be authorized to transact business in the Commonwealth as a domestic or foreign business entity.
EXECUTED IN DUPLICATE ORIGINALS.
the following signatures and seals:
Chairman of the
Buchanan County Board of Supervisors
Robert Craig Horn, County Administrator
For Buchanan County, Virginia
APPROVED AS TO FORM:
Lawrence L. Moise III, County Attorney
For Buchanan County, Virginia
COMMONWEALTH OF VIRGINIA,
Subscribed, and acknowledged before me Buchanan County, by __________________________, Chairman of the Buchanan County Board of Supervisors, and Robert Craig Horn, County Administrator for Buchanan County this the_________ day of _______________, 2017, in Buchanan County, Virginia.
My registration # is _______________.
My commission expires on __________________.
COMMONWEALTH OF VIRGINIA,
Subscribed, and acknowledged before me, by_____________________ this the _____day of _________________, 2017, in Buchanan County, Virginia.
My registration # is __________________.
My commission expires on ___________________.
COMMONWEALTH OF VIRGINIA,
Subscribed, and acknowledged before me, by Lawrence L. Moise III, County Attorney for Buchanan County this the _______ day of _____________, 2017, in Buchanan County, Virginia.
My registration # is _________________.
My commission expires on ______________.