ADD FOR A DUMPSTER IF NOT SUPPLIED $1,200.00
PRICE INCLUDES REMOVAL, INSTALLATION, CAUKLING, CLEANING
EXCLUSIONS: PAINTING REPLACING DRYWALL
PAYMENT TERMS: TO BE DETERMINED
ESTIMATED BY: RUSSELL SULLIVAN
ACCEPTANCE: DATE
STANDARD FORM OF AGREEMENT
BETWEEN OWNER AND CONTRACTOR
This agreement is made:
BETWEEN the Owner: City of Nashua, New Hampshire
229 Main Street
Nashua, NH 03060
_ And the Contractor: Nashua Glass
110 Chestnut Street
Nashua, NH 03060
For the following Project: Installation of glass doors within fire bays at 14 Court St.
ARTICLE 1 — THE CONTRACT DOCUMENTS
The Contractor shall complete the work described in the Contract Documents for this
project. The documents consist of:
1. This Agreement signed by the Owner and Contractor, including the General
Terms and Conditions.
2. Bid sheet with item Specifications provided by Nashua Glass. (dated
06/06/2018).
3. Project Funding breakdown sheet.
4. Federal Labor Standards Provisions (Davis Bacon Act)
5. Prevailing Wage Determination Rate Schedule NH180041 dated 05-18-2018;
Construction Type: Building; Hillsboro County in New Hampshire.
Any other documents which are not listed in this Article are not part of the Contract.
ARTICLE 2 — DATE OF COMMENCEMENT AND SUBSTANTIAL COMPLETION
DATE
The date of commencement shall be the date of the Notice to Proceed. Substantial
Completion shall be _ September 30, 2018
ARTICLE 3 — CONTRACT SUM
Subject to additions and deductions by Change Order, the Contract Sum is:
FIFTY ONE THOUSAND ONE HUNDRED EIGHTY- NINE DOLLARS ($ 51,189.00)
The Contract Sum shall include ail items and services necessary for the proper
execution and completion of the Work.
Adoption of New Accounting Standards
Effective January 1, 2020, the Company adopted Accounting Standards Update (ASU) 2018-
13, Fair Value Measurement (Topic 820), Disclosure Framework — Changes to the Disclosure
Requirements for Fair Value Measurement, which removes certain disclosure requirements
from FASB ASC 820 and modifies certain other disclosures. The Company has applied this
guidance retrospectively for certain disclosures and prospectively for other disclosures as
required by the standard. There was no prior year effect to the financial statements as a result
of this change.
New Accounting Standards to be Adopted in the Future
Leases
In February 2016, the FASB issued ASU 2016-02, Leases. The ASU requires ail leases with lease
terms more than 12 months to be capitalized as a right of use asset and lease liability on the
balance sheet at the date of lease commencement. Leases will be classified as either finance
leases or operating leases. This distinction will be relevant for the pattern of expense
recognition in the income statement. This ASU will be effective for the Company for the year
ending December 31, 2022. The Company is currently in the process of evaluating the impact
of adoption of this ASU on the financial statements.
Credit Losses
In June 2016, the FASB issued ASU 2016-13, Measurement of Credit Losses on Financial
Instruments. The ASU requires a financial asset {including trade receivables) measured at
amortized cost basis to be presented at the net amount expected to be collected. Thus, the
income statement will reflect the measurement of credit losses for newly recognized financial
assets as well as the expected increases or decreases of expected credit losses that have
taken place during the period. This ASU will be effective for the Company for the year ending
December 31, 2023. The Company is currently in the process of evaluating the impact of
adoption of this ASU on the financial statements.
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ARTICLE 4 - INSURANCE AND INDEMNIFICATION
Contractor shall carry and maintain in effect during the performance of services under
this contract:
> General Liability:
. $1,000,000 per Occurrence
$2,000,000 Aggregate
City of Nashua Additional Insured
> Motor Vehicle Liability:
$1,000,000 Combined Single Limit
City of Nashua Additional Insured
> Workers’ Compensation Coverage according to Statute of the State of New
Hampshire:
$100,000 / $500,000 / $100,000
Contractor and subcontractors at every tier will fully comply with NH RSA Chapter 281-A,
“Workers’ Compensation”.
- Contractor shall maintain in effect at all times during the performance under this
contract all specified insurance coverage with insurers. None of the requirements as to
types and limits to be maintained by Contractor are intended to and shall not in any
manner limit or qualify the liabilities and obligations assumed by Contractor under the
contract. The City of Nashua shall not maintain any insurance on behalf of Contractor.
Subcontractors are subject to the same insurance requirements as the Contractor and it
shall be the Contractor's responsibility to ensure compliance of this requirement.
The parties agree that Contractor shall have the status of and shall perform all work
under this contract as an independent contractor, maintaining control over all its
consultants, sub consultants, contractors, or subcontractors. The only contractual
relationship created by this contract is between the City and Contractor, and nothing in
this contract shall create any contractual relationship between the City and Contractor's
‘consultants, sub consultants, contractors, or subcontractors. The parties also agree that
Contractor is not a City employee and that there shall be no:
1. Withholding of income taxes by the City:
2. Industrial insurance coverage provided by the City;
3. Participation in group insurance plans which may be available to employees of
the City;
4. Participation or contributions by either the independent contractor or the City to
the public employee’s retirement system;
5. Accumulation of vacation leave or sick leave provided by the City;
6. Unemployment compensation coverage provided by the City.
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Contractor will provide the City of Nashua with certificates of insurance for coverage as
listed below and endorsements affecting coverage required by the contract within ten
calendar days after the City issues the notice of award. The City of Nashua requires
thirty days written notice of cancellation or material change in coverage. The
certificates and endorsements for each insurance policy must be signed by a person
authorized by the insurer and who is licensed by the State of New Hampshire. General
Liability, Employers’ Liability and Auto Liability policies must name the City of
Nashua_as_an_ additional insured and reflect on the certificate of insurance.
Contractor is responsible for filing updated certificates of insurance with the City of
Nashua's Risk Management Department during the life of the contract.
> All deductibles and self-insured retentions shall be fully disclosed in the certificate(s)
of insurance.
> If aggregate limits of less than $2,000,000 are imposed on bodily injury and property
damage, Contractor must maintain umbrella liability insurance of at least
$1,000,000. All aggregates must be fully disclosed on the required certificate of
insurance.
>» The specified insurance requirements do not relieve Contractor of its responsibilities
or limit the amount of its liability to the City or other persons, and Contractor is
encouraged to purchase such additional insurance, as it deems necessary.
.» The insurance provided herein is primary, and no insurance held or owned by the
City of Nashua shail be called upon to contribute to a loss.
> Contractor is responsible for and required to remedy all damage or loss to any
property, including property of the City, caused in whole or part by Contractor or
anyone employed, directed, or supervised by Contractor.
Regardless of any coverage provided by any insurance, Contractor agrees to
indemnify and shall defend and hold harmless the City, its agents, officials,
employees and authorized representatives and their employees from and against
any and all suits, causes of action, legal or administrative proceedings, arbitrations,
claims, demands, damages, liabilities, interest, attorney's fees, costs and expenses
of any kind or nature in any manner caused, occasioned, or contributed to in whole
or in part by reason of any negligent act, omission, or fault or willful misconduct,
whether active or passive, of Contractor or of anyone acting under its direction or
control or on its behalf in connection with or incidental to the performance of this
contract. Contractor's indemnity, defense and hold harmless obligations, or portions
thereof, shall not apply to liability caused by the sole negligence or willful misconduct
of the party indemnified or held harmless.
General Terms and Conditions
ARTICLE 5 — GENERAL PROVISIONS
1. The Contract represents the entire and integrated agreement between the parties
and supersedes prior negotiations, representations or agreements, either written
or oral. The Contract may be amended or modified only by a written
modification.
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The term “Work” means the construction and services required by the Contract
Documents, and include all other labor, materials, equipment and services
provided by the Contractor to fulfill the Contractor’s obligations.
The intent of the Contract Documents is to include all items necessary for the
proper execution and completion of the Work by the Contractor. The Contract
Documents are complementary, and what is required by one shall be as binding
as if required by alll.
In the case of a discrepancy, calculated dimensions will govern over scaled
dimensions, Contract Drawings will govern over Standard Specifications, and
Technical Specifications will govern over both Contract Drawings and Standard
Specifications. In the case of a discrepancy between the Agreement and other
Contract Documents, the more specific or stringent obligation or requirement to
the benefit of the Owner shall take precedence.
The Contractor shall take no advantage of any apparent error or omission in the
Contract Drawings or Technical Specifications, and the Engineer will be
permitted to make such corrections and interpretations as may be deemed
necessary to fulfill the intent of the Contract Documents.
ARTICLE 6 - OWNER
1.
Except for permits and fees, which are the responsibility of the Contractor under
the Contract Documents, the Owner shall obtain and pay for other necessary
approvals, easements, assessments and charges.
If the Contractor fails to correct Work that is not in accordance with the Contract
Documents, the Owner may direct the Contractor in writing to stop the Work until
the correction is made.
. If the Contractor defaults or neglects to carry out the Work in accordance with the
Contract Documents and fails within a seven day period after receipt of written
notice from the Owner to correct such default or neglect with diligence and
promptness, the Owner may, without prejudice to other remedies, correct such
deficiencies. In such case, a Change Order shall be issued deducting the cost of
correction from payments due the Contractor.
The Owner reserves the right to perform construction or operations related to the
project with the Owners own forces, and to award separate contracts in
connection with other portions of the project.
The Contractor shall coordinate and cooperate with separate Contractors
employed by the Owner.
Costs caused by delays or by improperly timed activities or defective construction
shall be borne by the responsible party.
ARTICLE 7 - CONTRACTOR
1.
Execution of the Contract by the Contractor is a representation that the
Contractor has visited the site, become familiar with local conditions under which
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the Work is to be performed and correlated personal observations with
requirements of the Contract Documents.
The Contractor shall carefully study and compare the Contract Documents with
each other and with information furnished by the Owner. Before commencing
activities, the Contractor shall: (1) take field measurements and verify field
conditions; (2) carefully compare this and other information known to the
Contractor with the Contract Documents; and (3) promptly report errors,
inconsistencies or omissions discovered to the Owner.
The Contractor shall supervise and direct the Work, using the Contractor’s best
skill and attention. The Contractor shall be solely responsible for and have
control over construction means, methods, techniques, sequences and
procedures, and for coordinating all portions of the Work.
The Contractor, as soon as practicable after award of the Contract, shall furnish
in writing to the Owner the names of subcontractors or suppliers for each portion
of the Work. The Owner will promptly reply to the Contractor in writing if, after
due investigation, he has reasonable objection to the subcontractors or suppliers
listed.
Unless otherwise provided in the Contract Documents, the Contractor shall
provide and pay for labor, materials, equipment, tools, utilities, transportation,
and other facilities and services necessary for proper execution and completion
of the work.
The Contractor shall deliver, handle, store and install materials in accordance
with manufacturers’ instructions.
The Contractor warrants to the Owner that (1) materials and equipment furnished
under the contract will be new and of good quality unless otherwise required or
permitted by the Contract Documents; (2) the Work will be free from defects not
inherent in the quality required or permitted; and (3) the Work will conform to the
requirements of the Contract Documents.
The Contractor shall pay sales, consumer, use and similar taxes that are legally
required when the Contract is executed.
The Contractor shall obtain and pay for the building permit and other permits and
governmental fees, licenses and inspections necessary for proper execution and
completion of the Work.
10. The Contractor shall comply with and give notices required by agencies having
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jurisdiction over the Work. If the Contractor performs Work knowing it to be
contrary to laws, statutes, ordinances building codes, and rules and regulations
without notice to the Owner, the Contractor shall assume full responsibility for
such Work and shall bear the attributable costs. The Contractor shall promptly
notify the Owner in writing of any known inconsistencies in the Contract
Documents with such governmental laws, rules and regulations.
.The Contractor shall promptly review, approve in writing and submit Shop
Drawings, Product Data, Samples and similar submittals required by the Contract
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Documents. Shop Drawings, Product Data, Samples and similar submittals are
not Contract Documents.
12.The Contractor shall confine operations at the site to areas permitted by law,
ordinances, permits, the Contract Documents and the Owner.
13.The Contractor shall be responsible for cutting, fitting or patching required to
complete the Work or to make its parts fit together properly.
14.The Contractor shall keep the premises and surrounding area free from
accumulation of debris and trash related to the Work.
15.Contractor warrants and guarantees to Owner, for one year, upon completion of
work, that all Work will be in accordance with the Contract Documents and will
not be defective. Contractors warranty and guarantee hereunder excludes
defects or damage caused by:
A. Abuse, modification, or improper maintenance or operation by persons other
than Contractor, Subcontractors, Suppliers, or any other individual or entity
for whom Contractor is responsible; or
B. Normal wear and tear under normal usage.
ARTICLE 8 - CHANGES IN THE WORK
1.
After execution of the Contract, changes in the Work may be accomplished by
Change Order or by order for a minor change in the Work. The Owner, without
invalidating the Contract, may order changes in the Work within the general
scope of the Contract consisting of additions, deletions or other revisions, the
Contract Sum and Contract Time being adjusted accordingly.
A Change Order shall be a written order to the Contractor signed by the Owner to
change the Work, Contract Sum or Contract Time.
Change Order requests must include material and equipment cost plus labor with
a profit margin of no more than 10%. Change Orders may require approval by
the Community Development Division Director and the City of Nashua Finance
Committee vote prior to proceeding.
The Owner will have authority to order minor changes in the Work not involving
changes in the Contract Sum or the Contract Time and not inconsistent with the
intent of the Contract Documents. Such changes shall be written orders and
shall be binding on the Owner and Contractor. The Contractor shall carry out
such written orders promptly.
. If concealed or unknown physical conditions are encountered at the site that
differ materially from those indicated in the Contract Documents or from those
conditions ordinarily found to exist, the Contract Sum and Contract Time shall be
subject to equitable adjustment following authorization of the Owner to the
charges.
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ARTICLE 9 — TIME
1.
2.
Time limits stated in the Contract Documents are of the essence to the Contract.
If the Contractor is delayed at any time in progress of the Work by changes
ordered in the Work, or by labor disputes, fire, unusual delay in deliveries,
unavoidable casualties or other causes beyond the Contractor's control, the
Contract Time shall be extended by Change Order for such reasonable time as
may be determined.
If concealed or unknown physical conditions are encountered at the site that
differ materially from those indicated in the Contract Documents or from those
conditions ordinarily found to exist, the Contract Sum and Contract Time shall be
subject to equitable adjustment following authorization of the Owner to the
charges.
ARTICLE 10 - PAYMENTS AND COMPLETION
1.
The Contract Sum stated in the Agreement, including authorized adjustments, is
the total amount payable by the Owner to the Contractor for performance of the
Work under the Contract Documents.
At least ten days before the date established for each progress payment, the
Contractor shall submit an itemized Application for Payment for operations
completed in accordance with the values stated in the Agreement. Such
application shall be supported by such data substantiating the Contractor’s right
to payment as the Owner may reasonably require.
The Contractor warrants that title to all Work covered by an Application for
Payment will pass to the Owner no later than the time of payment. The
Contractor further warrants that upon submittal of an Application for Payment, all
Work for which Certificates for Payment have been previously issued and
payments received from the Owner shall, to the best of the Contractor's
knowledge, information and belief, be free and clear of liens, claims, security
interests or other encumbrances adverse to the Owner's interests.
OWNER shall make payments on the basis of Contractors Application for
Payment, approximately 30 days from the time the final payment application is
received by the Owner, depending upon the timing of submittals and approvals.
. The Contractor shall promptly pay each Subcontractor and material supplier out
of the amount paid to the Contractor on account of such entities’ portion of the
Work.
. The Owner shall have no responsibility for the payment of money to a
Subcontractor or material supplier.
An Application for Payment, a progress payment, or partial or entire use or
occupancy of the project by the Owner shall not constitute acceptance of Work
not in accordance with the requirements of the Contract Documents.
Substantial completion is the stage in the progress of the Work when the Work or
designated portion thereof is sufficiently complete in accordance with the
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Contract Documents so the Owner can occupy or utilize the Work for its intended
use.
When the Work or designated portion thereof is substantially complete, the
Contractor and Owner shall establish responsibilities for completion and shall fix
the time within which the Contractor shall finish all items on the list
accompanying the Certificate. Warranties required by the Contract Documents
shall commence on the date of Substantial Completion of the Work or designated
portion thereof unless otherwise provided in the Certificate of Substantial
Completion.
10.Upon receipt of a final Application for Payment, the Owner will inspect the Work.
When he finds the Work acceptable and the Contract fully performed, the Owner
will promptly issue a final Certificate for Payment.
11.Acceptance of final payment by the Contractor, a Subcontractor or material
supplier shall constitute a waiver of claims by that payee except those previously
made in writing and identified by that payee as unsettled at the time of final
Application for Payment.
ARTICLE 11— PROTECTION OF PERSONS AND PROPERTY
1.
The Contractor shall be responsible for initiating, maintaining and supervising all
safety precautions and programs, including all those required by law in
connection with performance of the Contract. The Contractor shall promptly
remedy damage and loss to property caused in whole or in part by the
Contractor, or by anyone for whose acts the Contractor may be liabie.
ARTICLE 12 —- CORRECTION OF WORK
2.
4. The Contractor shall promptly correct Work rejected by the Owner as failing to
conform to the requirements of the Contract Documents. The Contractor shall
bear the cost of correcting such rejected work.
In addition to the Contractor's other obligations including warranties under the
Contract, the Contractor shall, for a period of one year after Substantial
Completion, correct work not conforming to the requirements of the Contract
Documents.
If the Contractor fails to correct nonconforming Work within a reasonable time,
the Owner may correct it and the Contractor shall reimburse the Owner for the
cost of the correction.
ARTICLE 13 — PROHIBITED INTERESTS
Contractor shall not allow any officer or employee of the City to have any indirect or
direct interest in this contract or the proceeds of this contract. Contractor warrants that
no officer or employee of the City has any direct or indirect interest, whether contractual,
non-contractual, financial or otherwise, in this contract or in the business of the
Contractor. Contractor also warrants that it presently has no interest and that it will not
acquire any interest, direct or indirect, which would conflict in any manner or degree
with the performance of services required to be performed under this contract.
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