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1996-139-RES WHEREAS, CITY COUNCIL DID IN RESOLUTION NO 96-110 ON OCTOBER 14 1996 RESOLUTION NO. 96-139 WHEREAS, the City Council of the City of Paris did, in Resolution No. 96- 110, on October 14. 1996, approve the advertisement for bids for furnishing plant, labor, materials and equipment and performing all work required for the "Wastewater Treatment Plant Clarifier and Sludge Processing Facilities" Project No. 92WSRBOt-96, which bids were received until 3:00 o'clock p.m., Tuesday, November 26, 1996; and, WHEREAS, the best bid for such construction was made by Gracon Construction, Inc., of Dallas, Texas. and it should be awarded the bid for such construction; and. WHEREAS, the form of contract for such construction project, attached hereto as Exhibit A, should be approved, and the Mayor should be authorized to execute the same; NOW, THEREFORE, BE IT RESOLVED BY THE CITY COUNCIL 01<' THE CITY OF PARIS, that the bid of Gracon Construction, Inc., for the construction project in the amount of $3,798,000.00, be, and is hereby, accepted and let conditioned upon said contractor meeting all of the terms and specifications included in the bid documents; and, BE IT FURTHER RESOLVED, that the Mayor of the City of Paris, Eric S. Clifford, be, and he is hereby, authorized and directed to execute on behalf of the City of Paris the contract with Gracon Construction, Inc. for "Wastewater Treatment Plant Clarifier and Sludge Processing I<'acilities" Project No. 92WSRBOl-96, upon the terms and conditions and in the form shown in Exhibit A. attached hereto. PASSED AND ADOPfED fui, 9th day of ""~z ~ Eric S. Clifford. Mayor ATTEST: ~'-'C\.''->~*~ Mattie Cunningham, CIty Clerk APPROVED AS TO I<'ORM: Jd~/~-~ AGREEMENT .' TIllS AGREEMENT is dated as of the 9th - day of Dpcpmher in the year 1996, by and between the City of Paris (hereinafter called OWNER) and Gracon Construction, Inc. (hereinafter called CONTRACTOR). OWNER and CONTRACTOR, in consideration of the mutual covenants hereinafter set forth, agree as follows: Article 1. WORK CONTRACTOR shall complete all Work as specified or indicated in the Contract Documents. The Work is generally descn'bed as follows: Wastewater Treatment Plant Improvements Clarifier and Sludge Processing Facilities The Project for which the Work under the Contract Documents may be the whole or only a part is generally descn'bed as follows: The whole contract as described in the Contract Documents and as seen on the Contract Drawings Article 2. ENGINEER The Project has been designed by Hayter Engineering, Inc., Paris, Texas, who is hereinafter called ENGlNEER 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. CONTRACf TIME 3.1. The Work will be substantially completed and ready for final payment within 330 days from the date when the Contract Time commences to run, as provided in the General Conditions. 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 above, plus any extensions thereof allowed in accordance with the General Conditions. They also recognize the delays, expense and difficulties involved in proving in a legal or arbitration proceeding the actual loss suffered by OWNER if the Work is not completed on time. Accordingly, instead of requiring any such proot: OWNER and CONTRACTOR agree that as liquidated damages for delay (but not as a penalty) CONTRACTOR shall pay OwNER $750.00 for each day that expires after the time specified. 20 EXHIBiT 1\ .'... .' Article 4. CONTRACT PRICE OWNER shall pay CONTRACTOR for completion of the work in accordance with the Contract Documents in current funds as follows: At the prices shown on the Bid Schedule included in the Contract Documents. Article 5. PAYMENT PROCEDURES CONTRACTOR shall submit Applications for Payment in accordance with the General Conditions. Applications for Payment will be processed by ENGINEER, as provided in the General Conditions. The OWNER shall retain 10% of the amount of each payment until final completion and acceptance of all work covered by the contract documents. When the work is substantially complete, the retained amount may be reduced to 5%, at the OWNER'S discretion. Article 6. INTEREST If the contract amount of this contract is less than $400,000, no interest will be paid to the CONTRACTOR on retained money. When the contract amount exceeds $400,000, no interest will be paid unless required by law. Article 7. CONTRACTOR'S REPRESENTATIONS In order to induce OWNER to enter into this Agreement, CONTRACTOR makes the following representations: 7.1 CONTRACTOR has familiarized himself with the nature and extent of the Contract Documents, Work, site, locality, and all local conditions and Laws and Regulations that, in any manner, may affect cost, progress, performance or furnishing of the Work. 7.2 CONTRACTOR has studied carefully all reports of explorations and tests of subsurface conditions and drawings of physical conditions, if any, which are contained or identified in the Contract Documents, and accepts the determination set forth in the Contract Documents of the extent of the technical data contained in such reports and drawings upon which CONTRACTOR is entitled to rely. 7.3 CONTRACTOR has obtained and carefully studied (or assumes responsibility for obtaining and carefully studying) all such examinations, investigations, explorations, tests, reports and studies in addition to, or to supplement, those referred to above, which pertain to the subsurface or physical conditions at or contiguous to the site, or otherwise may affect the cost, progress, performance or furnishing of the Work as CONTRACTOR considers necessary for the performance or furnishing of the Work at the Contract Price, within the Contract Time and in accordance with the other terms and conditions of the Contract Documents, and no additional examinations, investigations, explorations, tests, reports, 21 .- 7.4 7.5 7.6 7.7 studies or similar information or data are, Dr will be, required by CONTRACTOR for such purposes. CONTRACTOR has reviewed and checked all information and data shown or indicated on the Contract Documents with respect to existing Underground Facilities at or contiguous to the site and assumes responsibility for the accurate location of all Underground Facilities, whether indicated in the Contract Documents, or not. No additional examinations, investigations, explorations, tests, reports, studies or similar information or data in respect of said Underground Facilities are, or will be, required by CONTRACTOR in order to perform and furnish the Work at the Contract Price, within the Contract Time and in accordance with the other terms and conditions of the Contract Documents. CONTRACTOR has correlated the results of all such observations, examinations, investigations, explorations, tests, reports and studies with the terms and conditions of the Contract Documents. CONTRACTOR has given ENGINEER written notice ofall conflicts, errors or discrepancies that he has discovered in the Contract Documents and the written resolution thereof by ENGINEER is acceptable to CONTRACTOR. CONTRACTOR has reviewed and fully agrees to the limitation of liability provisions included in the Supplementary Conditions. 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 8.2 Bid and Bid Schedule, Advertisement, and Information or Instructions to Bidders. 8.3 Performance and Payment Bonds 8.4 Notice of Award and Notice to Proceed 8.5 General Conditions and modifications thereto, ifany, such are included. 8.6 Supplementary Conditions 8.7 Technical Specifications prepared or issued by Hayter Engineering. Inc., dated July, ~ 996 8.8 Drawings, consisting of sheet~,"numbered --L through -..2.L, inclusive with each sheet bearing the following general title: Wastewater Treatment Plant Improvements Clarifier and Sludge Processing Facilities 22 .,.:." " 8.9 Addenda numbers 1 to 2 , inclusive. 8.10 Documentation submitted by CONTRACTOR prior to Notice of Award, identified as 5% Bid Bond 8.11 The following ;Wich may be delivered or issued after the Effective Date of the Agreement and are not attached hereto: All Written Amendments, change orders, and other documents amending, modifYing, or supplementing the Contract Documents pursuant to the General Conditions. There are no Contract Documents other than those listed above in this Article 8. The Contract Documents may only be amended, modified or supplemented, as provided in the General Conditions. Article 9. MISCELLANEOUS 9.1 Terms used in this Agreement which are defined in Article 1 of the General Conditions will have the meanings indicated in the General Conditions. 9.2 No assignment by a party hereto of any rights under or interests in the Contract Documents will be binding on another party hereto without the written consent of the party sought to be bound; and specifically, but without limitation, monies that may become due and monies 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. 9.3 OWNER and CONTRACTOR each binds himself; its partners, successors, assigns, and legal representatives to the other party hereto, its 'partners, successors, assigns and legal representatives in respect of all covenants, agreements and obligations contained in the Contract Documents. Article 10. OTHER PROVISIONS None. ..... 23 .' IN WITNESS WHEREOF, OWNER and CONTRACTOR have signed this Agreement in multiple copies. One counterpart 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 by ENGINEER onilierrbooWL This Agreement will be effective on December 9 19.9..6....,. City of Paris Gracon Construction, Inc. OWNER CONTRACTOR By: By: Eric Clifford, Mayor James Graves, President (Corporate Seal) (Corporate Seal) Attest: Attest: Mattie Cunningham, City Clerk Address for giving notices Address for giving notices Approved As To Form: T.K. Haynes, City Attorney 24