HomeMy WebLinkAboutEDCRes2017.10.24ANNA ECONOMIC DEVELOPMENT CORPORATION
RESOLUTION NO.'.<'-1/ / -u � Y-` i),
A RESOLUTION OF THE ANNA ECONOMIC DEVELOPMENT CORPORATION
APPROVING AND AUTHORIZING THE EXPENDITURE OF FUNDS FOR MATERIALS
AND LABOR TO ERECT A DIVIDING WALL FOR THE PROPERTY AT 312 NORTH
POWELL PARKWAY
WHEREAS, the Anna Economic Development Corporation (the "EDC") wishes to
expend funds for materials and labor to erect a dividing wall for the property at 312 N.
Powell Parkway.
NOW THEREFORE, BE IT RESOLVED BY THE ANNA ECONOMIC DEVELOPMENT
CORPORATION, THAT:
Section 1. Recitals Incorporated
The recitals set forth above are incorporated herein for all purposes as if set forth in full.
Section 2. Approval of Funding
The EDC hereby authorizes the Chief Administrative Officer to charge the EDC's
contract services line item in the amount not to exceed $2100.00 for materials and labor
to erect a dividing wall for the property located at 312 North Powell Parkway.
-1,
PASSED ANDaPROVED by the Anna Economic Development Corporation this
day of CA- , 2017.
APPROVED:
Connie Stump
EDC President
ATTEST:
La-uretta Blackete
EDC Secretary
EDC OF ANNA, TEXAS RESOLUTION NOcf'7 0�.� PAGE 1 OF 1
ARRIS
ILDERS
New Home Construction & Remodeling
P.O. Box 2017
Van Alstyne, TX 75495
Ph: 903-819-3523
Email: rockinhr@gmail.com
Estimate
Date
Estimate #
10/3/2017
100317-01
CONSTRUCTION CONTRACT AGREEMENT
THIS Construction Contract Agreement (hereinafter this "Contract Agreement") entered into this 9th dayof
October , 2017 by and between the Anna Economic Development
p Corporations a Texas Type A
development corporation ("AEDC") and HARRIS BUILDERS, located at 13512US Hwy. 75 #143C Van
Alstyne, TX 75495 ("Contractor" Y
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WITNESSETH:
Section 1. RECITALS
WHEREAS, the AEDC wishes to contract for the project identified as Dividing Wall for Inc -Cube
located at 312 North Powell Parkway (the "Project"); and
WHEREAS, the Project shall include all materials, work and activities necessary to ) in accordance complete the
scope of work (hereinafter referenced as "Work" p
ce with this Contract Agreement as that term
is defined herein, and
WHEREAS, the Contractor has represented to the AEDC that its personnel are qualified to
provide the Work required in this Contract Agreement in a professional, timely manner as time is of the
essence; and
WHEREAS, the AEDC has relied upon the above representations by the Contractor; and
NOW, THEREFORE, for and in consideration of these premises, of the mutual covenants herein
set forth, and for other good and valuable consideration, the sufficiency of which is hereby acknowledged
the parties hereto hereby agree as follows: Y'
Section 2. DOCUMENTS INCORPORATED BY REFERENCE
This Contract Agreement includes Exhibit A — Contractor's bid showing price and scope of services
which is incorporated herein by reference.
Section 3. REPRESENTATIONS OF THE CONTRACTOR
To induce the AEDC to execute this Contract Agreement and recognizing that the AEDC is relying
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thereon, the Contractor, by executing the Contract, makes the following express representations to the
AEDC:
(1) The Contractor has become familiar with the Project site and the local conditions under
which the Project is to be constructed and operated;
(2) The Contractor has received, reviewed and examined all of the documents which make
up the Contract, including, but not limited to all plans and specifications, and has found
them to the best of its knowledge, to be complete, accurate, adequate, consistent,
coordinated and sufficient for construction.
Section 4. CONTRACTOR'S PERFORMANCE
The Contractor shall perform all of the Work required, implied or reasonably inferable from this Contract
Agreement including, but not limited to, the following:
Construction Contract Agreement Page 1 of 7
4.01 The Contractor will complete the entire Work described in the Contract Documents except as
specifically identified therein as the work of other parties p
p or expressly excluded by specific
reference, in accordance with the terms herein.
4.02 The provision or furnishing, and prompt payment therefor, of labor, supervision, services
materials, supplies, equipment, fixtures, appliances, facilities, tools, transportation, storage,
disposal as required for construction and all necessary building permits and other permits or
Pro
ject;
oject;
licenses required, if any, for the construction of the '
Section 5. TIME FOR CONTRACTOR'S PERFORMANCE; DELAYS
5.01 The Contractor shall commence the performance of the Contract within 14 days of the effective
date of this Contract Agreement(the "Comm • • Yg "Commencement Date) and shall diligently continue its
performance to and until Completion of the Project. The Contractor shall accomplish
Substantial Completion (as defined herein below) of the Project not more than 30 calendar
days following the Commencement Date, (sometimes hereinafter referred to as the "Contract
Time"). This Contract Time includes inclement weather days. By signing the Contract, the
Contractor agrees that the Contract Time is a reasonable time for accomplishing Completion of
j
the Project and completion of the Project within the Contract p � act Time is of the essence.
5.02 For each and every calendar day of unexcused delav in achievinq Substantial Completion be ond_
the date set forth herein for Substantial Completion, the Contractor shall pay to the Cit 50..-
Any sums due and payable hereunder by the Contractor shall be payable, not as a penalty, but as
liquidated damages representing an estimate ofsustainedp Y
. p g delay damages likely to be by the
AFDC, estimated at the time of executing the Contract. When the AEDC reasonablybelieves that
Substantial Completion will be inexcusablydelayed,
y the AEDC shall be entitled, but not required,
to withhold from any amounts otherwise due the Contractor an amount then believed b the AEDC
to be adequate to recover liquidated damages applicable to Y
q g pp such delays. If and when the
Contractor overcomes the delay in achieving Substantial Completion, or any part thereof, for
which the AEDC has withheld payment, the AEDC shall promptly release to the Contractor those
funds withheld over and above what ultimately came due as liquidated damages;
5.03 The term "Substantial Completion", as used herein, shall mean the point at which the Project is at
a level of completion in strict compliance with the Contract ct such that the AEDC or its designee can
enjoy beneficial use or occupancy and can legally occupy, use or operate it in all respects, for its
intended purpose. Partial use or occupancy of the Project shall not result in the Project being
partial use or occupancy
deemed substantially complete, and such
p pancy shall not be evidence of
Substantial Completion.
Section 6. FIXED PRICE AND CONTRACT PAYMENT
6.01 The AEDC shall pay, and the Contractor shall accept, as full and complete payment for the
Contractor's timely performance of its obligations hereunder the fixed price of $1956.00. The price
set forth in this Section 6.01 shall constitute the Contract Price, which shall not be modified
except by written amendment to this Contract Agreement duly executed by AEDC and the
Contractor.
6.02 The AEDC shall pay the Contract Price to the Contractor when the Contractor has submitted a
request for payment in writing (the "Payment Request") and the AEDC has inspected the Project
and issued written acceptance of the Project as completed. The submission by the Contractor of
the Payment Request also constitutes an affirmative representation and warranty that all Work is
free and clear of any lien, claim, or other encumbrance of any person whatsoever (or shall be free
and clear of any such lien, claim, or other encumbrance in accordance with Section 6.03, below).
As a condition precedent to payment, the Contractor shall, if required by the AEDC, also furnish to
the AEDC properly executed waivers of lien or claim, in a form acceptable to the AEDC, from all
subcontractors, materialmen, suppliers or others having lien or claim rights, wherein said
subcontractors, materialmen, suppliers or others having lien or claim rights, shall acknowledge
receipt of all sums due pursuant to all prior Payment Requests and waive and relinquish any liens,
Construction Contract Agreement Page 2 of 7
lien rights or other claims relating to the Project site. Furthermore, the Contractor warrants and
represents that, upon payment of the Payment Request submitted, title to all work included in
such payment shall be vested in the AEDC.
6.03 When payment is received from the AEDC, the Contractor shall within seven calendar days pay
any unpaid subcontractors, material men, laborers and suppliers the amounts they are due for the
work covered by such payment. In the event the AEDC becomes informed that the Contractor has
not paid a subcontractor, material man, laborer, or supplier as provided herein, the AEDC shall
have the right, but not the duty, to issue future checks and payment to the Contractor of amounts
otherwise due hereunder naming the Contractor and any such subcontractor, material man,
laborer, or supplier as joint payees. The AEDC shall notify the Contractor of its intent to implement
such a procedure, and will give the Contractor a reasonable period to cure any such failure prior to
implementing the procedure. Such joint -check procedure, if employed by the AEDC, shall create
no rights in favor of any person or entity beyond the right of the named payees to payment of the
check as a co -payee and shall not be deemed to commit the AEDC to repeat the procedure in the
future.
6.04 Neither payment to the Contractor, written acceptance of the Project, full or partial utilization of the
Project for any purpose by the AEDC, nor any other act or omission by the AEDC shall be
interpreted or construed as an acceptance of any Work of the Contractor not strictly in compliance
with this Contract Agreement.
Section 7. INFORMATION AND MATERIAL SUPPLIED BY THE AEDC
7.01 The AEDC has furnished to the Contractor, prior to the execution of this Contract Agreement, all
written and tangible material in its possession relevant to the conditions at the site of the Project.
Such written and tangible material has been furnished to the Contractor only in order to make
complete disclosure of such material as being in the possession of the AEDC and for no other
purpose. By furnishing such material, the AEDC does not represent, warrant, or guarantee its
accuracy either in whole, in part, implicitly or explicitly, or at all.
7.02 Differing site conditions. The Contractor shall promptly, and before such conditions are disturbed,
notify the AEDC in writing of: (1) subsurface or latent physical conditions at the site differing
materially from those indicated in the contract, or (2) unknown physical conditions at the site, of an
unusual nature, differing materially from those ordinarily encountered and generally recognized as
inherent in work of the character provided for in this contract. The AEDC shall investigate the
conditions, and if it finds that such conditions do materially so differ and cause an increase or
decrease in the Contractor's cost of, or the time required for, performance of any part of the Work
under the Contract, whether or not changed as a result of such conditions, an adjustment shall be
made, through negotiation and mutual agreement, and the contract modified in writing
accordingly.
Section 8. DELETED INTENTIONALLY
Section 9. CONTRACTOR'S ADDITIONAL DUTIES, OBLIGATIONS AND RESPONSIBILITIES
In addition to any and all other duties, obligations and responsibilities of the Contractor set forth in the
Contract Documents, the Contractor shall have and perform the following duties, obligations and
responsibilities to the AEDC:
9.01 Protection of persons and property.
(1) It shall be the responsibility of the Contractor to initiate, continue and supervise all safety
programs and precautions in the performance of the terms of the Contract. The
Contractor shall take reasonable precautions for the safety of, and shall provide
reasonable protection to prevent damage, injury or loss to its employees, subcontractors'
employees, officers and employees of the AEDC and members of the public, the Work
Construction Contract Agreement Page 3 of 7
itself and unassembled components thereof, and other property at the site or adjacent
thereto. As part of the Contractor's obligations hereunder, eunder, the Contractor shall erect and
ma
intain all necessary and prudent safeguards, barriers, signs, warnings, etc.
(2) With notice to the AEDC, the Contractor shall promptly remedy loss or damage to the
Work or any person or property described he g
p p y rein caused in whole or in part by the acts of
the Contractor or any subcontractor, sub -subcontractor or materialman. This obligation
shall be in addition to the requirements of Section 1 g
q 0 herein. The AEDC may direct the
Contractor to remedy known violations of applicable laws, rules, regulations, and
interpretations related to safety when and if observed on the site. However, through
exercising this authority the AEDC shall not incur any obligations to monitor, initiate,
continue, or supervise safety programs and precautions such to diminish the Contractor's
primary role in same.
9.02 The Contractor warrants to the Owner that materials and equipment furnished under the Contract
are of good quality and new unless otherwise required or permitted under the Contract
Documents, that the Work will be free from defects not inherent in the quality required or
permitted, and that the Work will conform to the requirements of the Contract Documents. Work
not conforming to these requirements, including substitutions not properly approved and
authorized, may be considered defective. The Contractor's warranty excludes remedy for damage
or defect caused by abuse, modifications not executed b the • g
y Contractor, improper or insufficient
maintenance, improper operation, or normal wear and tear and normal usage. If required by the
Owner, the Contractor shall furnish satisfactory evidence as to the kind and quality of materials
and equipment.
9.03 The Contractor shall, at no cost in time or money to the AEDC, correct work rejected b the AEDC
as defective or failingto conform to the Contract. • Y
c . the Contractor shall reimburse the
AEDC for all testing, review, inspections and other expenses incurred as a result thereof.
9.04 In addition to its warranty obligations set forth elsewhere in this Contract Agreement and any
manufacturer's warranties provided on the Project, and in addition to other remedies provided
herein or by law to the AEDC, the Contractor shall be specifically obligated to promptly correct any
and all defective or nonconforming work, whether obvious or after -discovered, for a period of 12
months following Substantial Completion upon written direction from the AEDC.
Section 10. INDEMNITY
Except for expenses or liabilities arisina from the ne li ence of the AEDC the Contractor hereby
expressly agrees to indemnifv and hold the AEDC harmless against any and all expenses and
liabilities arising out of the performance or default of the Contract as follows:
10.01 Contractor shall indemnifv, and hold harmless, to the maximum extent permitted by law,
AEDC and its officers, agents, employees, and consultants from and against anv and all
liability, damages, losses, (whether in contract or in tort, includinq personal iniury,
accidental death or property damage, and regardless, of whether the alienations are false,
fraudulent or -groundless), and costs (including reasonable attorney's fees, litigation,
arbitration, mediation, appeal expenses incurred in anv matter, includinq a ,proceeding to
enforce this Section 10) which in whole or in part are caused by the negligence,
recklessness or intentional wrongful misconduct of the Contractor and persons employed
by or utilized by the Contractor in Contractor's performance of this Contract Agreement.
10.02 Contractor's obligation to indemnifv, defend and hold harmless shall remain in effect and
shall be binding upon Contractor whether such iniury or damage shall accrue, or may be
discovered, before or after termination of the Contract.
Construction Contract Agreement Page 4 of 7
10.03 Contractor's failure to com I with this section's Provisions shall constitute a material
reach upon which AEDC may immediately terminate or suspend this Contract Agreement.
Section 11. TERMINATION BY THE AFDC
The AEDC may terminate the Contract in accordance with the following terms and conditions:
11.01 Termination for Convenience. The AEDC may, when in the interests of the AFDC, terminate
performance under the Contract by the Contractor, in whole or in part, for the convenience of the
AEDC. The AEDC shall give written notice of such termination to the Contractor specifying when
termination becomes effective. The Contractor shall incur no further obligations in connection with
the work so terminated, other than warranties and guarantees for completed work and installed
equipment, and the Contractor shall stop work when such termination becomes effective. The
Contractor shall also terminate outstanding orders and subcontracts for the affected work. The
Contractor shall settle the liabilities and claims arising out of the termination of subcontracts and
orders. The AEDC may direct the Contractor to assign the Contractor's right, title and interest
under termination orders or subcontracts to the AEDC or its designee. The Contractor shall
transfer title and deliver to the AEDC such completed or partially completed work and materials,
equipment, parts, fixtures, information and Contract rights as the Contractor has in its possession
or control. When terminated for convenience, the Contractor shall be compensated as follows:
(1) The Contractor shall submit a termination claim to the AEDC specifying the amounts due
because of the termination for convenience together with costs, pricing or other data
required by the AEDC. If the Contractor fails to file a termination claim within six months
from the effective date of termination, the AEDC shall pay the Contractor, an amount
derived in accordance with subsection (3) below.
(2) The owner and the Contractor may agree to the compensation, if any, due to the
Contractor hereunder.
(3) Absent agreement to the amount due to the Contractor, the owner shall pay the
Contractor the following amounts:
(a) Contract costs for labor, materials, equipment and other services accepted under
the Contract; and
(b) Reasonable costs incurred in preparing to perform and in performing the
terminated portion of the work, and in terminating the Contractor's performance,
plus a fair and reasonable allowance for direct job site overhead and earned profit
thereon (such profit shall not include anticipated profit or consequential
damages); provided however, that if it reasonably appears that the Contractor
would have not profited or would have sustained a loss if the entire Contract
would have been completed, no profit shall be allowed or included and the
amount of compensation shall be reduced to reflect the anticipated rate of loss, if
any.
The total sum to be paid the Contractor under this Subsection (3) shall not exceed the
total Contract Price, as properly adjusted, reduced by the amount of payments otherwise
made, and shall in no event include duplication of payment.
11.02 Termination for Cause. If the Contractor does not perform the work, or any part thereof, in a timely
manner, supply adequate labor, supervisory personnel or proper equipment or materials, or if it
fails to timely discharge its obligations for labor, equipment and materials, or proceeds to disobey
applicable law, or otherwise commits a violation of a material provision of the Contract, then the
AEDC, in addition to any other rights it may have against the Contractor or others, may terminate
the performance of the Contractor, in whole or in part at the AFDC's sole option, and assume
Construction Contract Agreement Page 5 of 7
possession of the Project site and of all materials and equipment at the site and may complete the
work.
In such case, the Contractor shall not be paid further until the work is complete. After Completion
has been achieved, if an portion of the Contract Price, p
Y p ce, as it may be modified hereunder, remains
after the cost to the AFDC of completing the work, including all costs and expenses of every
nature incurred, has been deducted b the AEDC, such remainder shall belong to the Contractor.
Otherwise, the Contractor shall pay and make whole the AEDC for such cost. This obligation for
payment shall survive the termination of the Contract.
In the event the employment of the Contractor is terminated by the AEDC for cause pursuant to
this Section 11.02 and it is subsequently determined by a Court of competent jurisdiction that
such termination was without cause, such termination shall thereupon be deemed a Termination
for Convenience under Section 11.01 and the provisions of Section 11.01 shall apply.
11.03 The AEDC's rights under this section shall be in addition to those contained elsewhere herein or
provided by law.
Section 12. UNDOCUMENTED WORKERS
Undocumented Workers. In accordance with Chapter 2264 of the Texas Government Code, the
Contractor certifies that neither it, nor a branch, division, or department of the Contractor, will ever
knowingly employ an undocumented worker and that if, after receiving any proceeds under this
Agreement, the Contractor, or a branch, division, or department of the Contractor, is convicted of a
violation under 8 U.S.C. §1324a(f), as amended or recodified, the Contractor shall repay the total amount
of all proceeds theretofore received under this Agreement with interest at 10% per annum or the highest
rate allowed by law, whichever is lower, not later than the 120th day after the date the AEDC notifies the
Company in writing of the violation.
Section 13. PROJECT RECORDS
All documents relating in any manner whatsoever to the Project, or any designated portion thereof, which
are in the possession of the Contractor, or any subcontractor of the Contractor, shall be made available to
the AEDC and/or its consultants for inspection and copying upon written request by the AEDC.
Furthermore, said documents shall be made available, upon request by the AEDC, to any state, federal or
other regulatory authority and any such authority may review, inspect and copy such records. Said records
include, but are not limited to, all drawings, plans, specifications, submittals, correspondence, minutes,
memoranda, tape recordings, videos, or other writings or things which document the Project, its design,
and its construction. Said records expressly include those documents reflecting the cost of construction to
the Contractor. The Contractor shall maintain and protect these documents for not less than three years
after completion of the Project, or for any longer period of time as may be required by law or good
construction practice. The Contractor further agrees to include these provisions in any subcontracts
issued by him in connection with this Contract Agreement.
Section 14. APPLICABLE LAW
The laws of the State of Texas shall govern this Contract Agreement. In any litigation arising under this
Contract Agreement, the parties agree to a waiver of the right to a trial before a jury, and all such litigation
shall be litigated only in a non jury hearing in Collin County, Texas.
Section 15. SUCCESSORS AND ASSIGNS
Each party binds itself, its successors, assigns, executors, administrators or other representatives to the
other party hereto and to successors, assigns, executors, administrators or other representatives of such
other party in connection with all terms and conditions of this Contract Agreement. The Contractor shall
not assign this Contract Agreement without prior written consent of the AEDC.
Construction Contract Agreement Page 6 of 7
Section 16. NOTICE
Any and all notices required to be sent under the Contract or otherwise shall be sent to the
following:
If to the AEDC:
AEDC of Anna
Attn: Chief Administrative Officer
111 North Powell Parkway
P.O. Box 776
Anna, Texas 79406
Section 17. ENTIRE AGREEMENT
If to the Contractor:
Harris Builders
Mike Harris
13512 US Hwy. 75 #143C
Van Alstyne, TX 75495
Any modification to this Contract Agreement must be supported by an additional, articulated consideration,
and must either be in writing, executed by the parties hereto, or, if made orally, should be confirmed in
writing, which writing should state the consideration which supports the modification. Failure to confirm an
oral modification in writing shall constitute a waiver of any claim for additional compensation with regard to
the oral modification.
Section 18. SEVERABILITY
If any term or condition of the Contract or the application thereof to any person(s) or circumstances is held
invalid, this invalidity shall not affect other terms, conditions or applications which can be given effect
without the invalid term, condition, or application. To this end, the terms and conditions of the Contract are
agreed to be severable.
Section 19. WAIVER
Waiver of any breach of any term or condition of this contract shall not be deemed a waiver of any prior or
subsequent breach, and shall not entitle any party hereto to any subsequent waiver of any terms
hereunder. No term or condition of this contract shall be held to be waived, modified or deleted except by
an instrument, in writing, signed by the parties hereto.
IN WITNESS WHEREOF, the Parties have executed this Contract Agreement under their
respective seals on the day and year first written above.
Anna Economic Develo ent Corporation
1
J ica Perkins, hi f Administrative Officer
HarriWMichael—a-rr-lis,
Bild
BY:
Owner
Construction Contract Agreement Page 7 of 7