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HomeMy WebLinkAbout33 - J. Garlin Commercial FurnishingsAGREEMENT BETWEEN THE COUNTY OF EAGLE. STATE OF COLORADO E J.• GARLIN COMMERCIAL FURNISHINGS FURNITURE FOR THE EAGLE COUNTY JUSTICE CENTER THIS AGREEMENT, made this 1t� day of C �j .�. , 1985; by and between the BOARD OF COUNTY COMMISSIONERS OF THE COUNTY OF EAGLE, STATE OF COLORADO, hereinafter referred to as "Owner ", and J. GARLIN COMMERCIAL FURNISHINGS, hereinafter referred to as "Contractor ". W I T N E S S E T H: WHEREAS, Owner is presently constructing the Eagle County Justice Center located at 0605 East Chambers Avenue, Town of Eagle, State of Colorado, hereinafter referred to as the "Project "; and WHEREAS, Owner desires, as part of such construction, to contract with Contractor to procure, deliver'and assemble furniture for the Project in accordance with the plans and specifications, and any and all addenda issued thereto, prepared by the Architects for the Project, W.C. Muchow & Partners, Inc., and Walker McGough Foltz Lyerla, P.C., in joint venture, hereinafter referred to as the "Architect ", as well as all other bid documents relative to Bid Package No. 8 - Furniture, Eagle County Justice Center. NOW, THEREFORE, for and in consideration of the mutual covenants, conditions, and promises contained herein, the parties hereto agree hereby as follows: Ar- ARTICLE 1. SCOPE OF WORK. Contractor agrees to procure deliver F.O.B. up /assemble, at the location specified in Article 3 hereinbelow, all furniture identified and described in Contract Documents. ARTICLE 2. CONTRACT TIME. and set the Contractor agrees to procure the furniture identified in the Contract Documents in sufficient time for delivery and set up /assembly on or about June 15, 1985. The exact date for delivery and set up /assembly will be determined by Owner, and Owner agrees to provide Contractor with notice thereof three (3) weeks in advance of such delivery and set up /assembly date. Contractor and Owner recognize that time is of the essence of this Agreement and Owner will suffer financial loss if the work contemplated herein is not completed within the time specified in the paragraph next above, plus any extensions thereof. ARTICLE 3. LOCATION. All furniture identified within the Contract Documents will be delivered to the Project site or another alternate location in close proximity to the Project site, the determination of which will be made by Owner and provided to Contractor prior to the delivery date. ARTICLE 4. CONTRACT PRICE. . Owner agrees to pay Contractor for the materials and work herein undertaken to be furnished and performed in accordance with the Contract Documents, the sum of Sixty -Four Thousand Four Hundred Sixty -Two Dollars and Ninety -Nine Cents ($64,462.99), hereinafter referred to as the "Contract Price ", which includes no State Sales Tax, the Project being exempt a from all State nd local taxes; however, subject to additions and deductions as provided in Article 6 hereinbelow. -2- ARTICLE 5. PAYMENTS. Payments made on account of the Contract Price shall be as follows.,- a) 25% of the Contract Price shall be due and payable as of the date of execution of this Agreement by the parties hereto. b) 65% of the Contract Price shall be due and payable as of the date of delivery of all of the furniture identified within the Contract Documents. c) 10 %, or the remainder, of the Contract Price shall be due and payable concurrently with final settlement by Owner in accordance with State statute; provided, however, that no claims are duly presented to Owner regarding the subject of this Agreement whereupon Owner is required to withhold.sufficient funds pursuant to law. Contractor shall submit an invoice for payment to Owner for each payment due in accordance with the aforementioned payment schedule. Payment in accordance with said payment schedule shall be made within fifteen (15) days from Owner's receipt of Contractor's invoice. All payments for work performed herein are contingent upon the satisfactory progress of the work and the work itself being satisfactory to Owner. It is mutually agreed between the parties hereto that no payment made under this Agreement, except the final payment as provided hereinbelow, shall be conclusive evidence of the performance of this Agreement, either in whole or in part, and that no payment shall be construed to be an acceptance of improper materials. The acceptance of Contractor of any final payment made pursuant to this Agreement shall constitute a full and complete release of Owner from any and all claims, demands and causes of action whatsoever which Contractor, its successors or assigns, have or may have against Owner under the provisions of this Agreement. -3- R ARTICLE 6. CHANGES IN SCOPE OF WORK. Contractor agrees to make any and all changes to furnishing the materials that Owner may require without nullifying this Agreement, at a reasonable addition to, or reduction from, the Contract Price hereinabove established. NO ALTERATIONS OR CHANGES SHALL BE MADE, HOWEVER, EXCEPT UPON WRITTEN NOTICE OF OWNER. The amount to be paid by Owner, or allowed by Contractor, by virtue of such alterations, shall be stated in such written order. ARTICLE 7. PAYMENT OF SUBCONTRACTS. Contractor agrees to pay for all materials, skill,, labor, and instrumentalities used in, or in connection with, the performance of this Agreement, when and as bills or claims therefor become due, and to save and protect the Project and Owner from all claims on account thereof, and to furnish satisfactory evidence to Owner, when and if required, that he has complied with the above requirements. ARTICLE 8. CONTRACTOR'S REPRESENTATIONS. In order to induce Owner to enter into this Agreement, Contractor further makes the following representations: (a) Contractor has examined and /or read all the plans, specifications, materials and addenda prepared by the Architect, for the entire work, of which the materials and work covered by this Agreement is a part, and that he will be bound by any and all parts of said plans, specifications, materials and addenda insofar as they relate to the material and work herein undertaken to be furnished and performed. (b) The materials to be furnished under this Agreement will be in strict accordance with the requirements of the plans, specifications and addenda, and that samples of such materials and shop drawings required will be furnished for the approval of the Architect and Owner, and that all materials furnished shall be in strict accordance with such approved samples and /or shop drawings. -4- CJ (c) Contractor will comply with all Federal and State laws, codes and regulations and all municipal ordinances and regulations effective where the work is to be performed under this Agreement, and to pay all fees and expenses connected with such compliance. ARTICLE 9. CONTRACT DOCUMENTS. The Contract Documents which comprise the entire Agreement are as follows: (a) This Agreement. (b) Plans, Sheet F1.1 (dated September 24, 1984), Sheets F1.2, F1.3, F1.4 (all dated October 18, 1984), prepared by the Architect. (c) Project Marival, Eagle County Justice Center, Phase 8: Furniture, dated January 14, 1985 and as revised April, 1985; prepared by the Architect. (d) Addendum No. 1 of Bid Pack 8 dated February 18, 1985; prepared by the Architect. (e) Addendum No. 2 of Bid Pack 8 dated February 22, 1985; prepared by the Architect. (f) Eagle County Justice Center, Phase 8: Furniture, Instructions to Bidders, dated March 14, 1985; prepared by Owner. (g) Eagle County Justice Center, Phase 8: Furniture, Supplemental Instructions to Bidders, dated March 14, 1985; prepared by Owner. (h) Eagle County Justice Center, Phase 8: Furniture, Bid Proposal, dated March 14, 1985; including the completed Project Manual and letter dated March 25, 1985, regarding discounts; prepared by the Contractor. (i) Notice of Award dated April 15, 1985; -5- (j) Any modifications, including change orders, duly delivered after execution of this Agreement. The Contract Documents are by reference hereto made a part of this Agreement the same as if fully written herein. In the event of any conflict, inconsistency, or incongruity of the Contract Documents and this Agreement, the provisions contained in this Agreement shall in all respects govern and control. ARTICLE 10. INSURANCE. Contractor shall, at its own cost and expense, maintain in full force and effect during the term of this Agreement, such insurance as will protect him from claims set forth below which may arise out of or result from the Contractor's operations under this Agreement, whether such operations be by himself or by any subcontractor or by anyone directly or indirectly employed by any of them, or by anyone for whose acts any of them may be liable: (a) Claims under workers' or workmen's compensation, disability benefit and other similar employee benefit acts; (b) Claims for damages because of bodily injury, occupational sickness or disease, or death of his employees; (c) Claims for damages because of bodily injury, sickness or disease, or death of his employees; (d) Claims for damages insured by usual personal injury liability coverage which are sustained: (1) by any person as a result of an offense directly or indirectly related to the employment of such person by Contractor; or (2) by any other person; (e) Claims for damages, other than to the Work itself, because of injury to or destruction of tangible property, including loss of use resulting therefrom; and (f) Claims for damages because of bodily injury or death of any person or property damage arising out of the ownership, maintenance or use of any motor vehicle. aM. , •t The insurance required immediately next above shall be for not less than the public liability limits imposed upon Owner, or as generally required by law, whichever is greater, and as applicable. The Certificates of Insurance acceptable to Owner shall be filed with Owner prior to commencement of the work contemplated herein. These Certificates shall contain a provision that coverages afforded under the policies will not be cancelled until at least thirty (30) days' prior written notice has been given to Owner. ARTICLE 11. WARRANTIES. Contractor warrants to Owner that all materials furnished under this Agreement will be new - unless otherwise specified, and that all work will be of good quality, free from all faults and defects and in conformance with the Contract Documents. All materials and work not conforming to these requirements, including substitutions not properly approved and authorized, may be considered defective. All written warranties on the materials furnished hereunder shall be properly transferred and delivered to Owner concurrent with final settlement. ARTICLE 12. MISCELLANEOUS PROVISIONS. Neither Owner nor Contractor shall delegate and /or assign its duties and /or rights under this Agreement without the prior written consent of the other. Any such delegation and /or assignment shall be null and void. The laws of the State of Colorado and the rules and regulations issued pursuant thereto shall be applied in the interpretation, execution and enforcement of this Agreement. Any covenant, condition, or provision herein contained that is held to be invalid by a court of competent jurisdiction shall be considered deleted from this Agreement, but such deletion shall in no way affect any other covenant, condition, or provision herein contained so long as such deletion does not materially prejudice the respective parties hereto and the respective rights and obligations contained in the valid covenants, conditions, or provisions of this Agreement. IWe This Agreement contains the entire agreement between the parties and supersedes any and all prior agreements, proposals, negotiations, and representations pertaining to the work to be performed hereunder. No amendments or modifications of this Agreement shall be binding unless evidenced in writing and signed by and on behalf of the parties. All covenants, conditions and provisions in this Agreement shall extend to and bind the legal representatives, successors, and assignees of the respective parties hereto. IN WITNESS WHEREOF, the parties hereto have executed this Agreement on the day and year first above written. OWNER: ,i, COUNTY OF EAGLE, STATE OF COLORADO By and Through its ATTEST:', BOARD OF COUNTY COMMISSIONERS ,j f � BY`1 /_. ?.�� QAz By -� lerk of the Board of David E. Mott, Chairman 'County Commissioners Address: P.O. Box 850 Eagle, Colorado 81631 Telephone: (303) 328 -7311 CONTRACTOR: ATTEST : 6 R L 10 Cp M OQ C Ii L r-th AJ )9%/, 4 S By: (Title) ress: lephone :p3 -