20-09_2022_Well_Rehab-Contract -Signed (1)
FORM OF AGREEMENT
BETWEEN CITY OF CHANHASSEN AND CONTRACTOR
THIS AGREEMENT, made this 27th day of June, 2022, by and
between the CITY OF CHANHASSEN, a Minnesota municipal corporation (“Owner”) and
E.H. Renner & Sons, Inc. (“Contractor”). Owner and Contractor, in consideration of the
mutual covenants set forth herein, agree as follows:
1. CONTRACT DOCUMENTS. The following documents shall be referred to as
the “Contract Documents”, all of which shall be taken together as a whole as the contract between
the parties as if they were set verbatim and in full herein:
A. This Agreement;
B. Request of Quotation dated May 24, 2022;
C. City of Chanhassen General Conditions of the Construction Contract;
D. Quote/Bid dated June 15, 2022.
In the event of a conflict among the provisions of the Contract Documents, the order in which they
are listed above shall control in resolving any such conflicts with Contract Document “A” having
the first priority and Contract Document “D” having the last priority.
2. OBLIGATIONS OF THE CONTRACTOR. The contractor shall provide the
goods, services, and perform the work in accordance with the Contract Documents.
3. CONTRACT PRICE. Owner shall pay Contractor for completion of the Work in
accordance with the Contract Documents $172,910.00.
4. PAYMENT PROCEDURES.
A. Contractor shall submit Applications for Payment. Applications for
Payment will be processed by Engineer as provided in the General
Conditions.
B. Progress Payments; Retainage. Owner shall make 95% progress payments
on account of the Contract Price on the basis of Contractor’s Applications
for Payment during performance of the Work.
C. Payments to Subcontractor.
(1) Prompt Payment to Subcontractors. Pursuant to Minn. Stat. §
471.25, Subd. 4a, the Contractor must pay any subcontractor within
ten (10) days of the Contractor’s receipt of payment from the City
for undisputed services provided by the subcontractor. The
Contractor must pay interest of 1½ percent per month or any
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part of a month to the Subcontractor on any undisputed amount not paid
on time to the subcontractor. The minimum monthly interest penalty
payment for an unpaid balance of $100.00 or more is $10.00. For
an unpaid balance of less than $100.00, the Contractor shall pay the
actual penalty due to the subcontractor.
(2) Form IC-134 (attached) required from general contractor. Minn. Stat. §
290.92 requires that the City of Chanhassen obtain a Withholding
Affidavit for Contractors, Form IC-134, before making final payments
to Contractors. This form needs to be submitted by the Contractor to the
Minnesota Department of Revenue for approval.
The form is used to receive certification from the state that the vendor
has complied with the requirement to withhold and remit state
withholding taxes for employee salaries paid.
D. Final Payment. Upon final completion of the Work, Owner shall pay the
remainder of the Contract Price as recommended by Engineer.
5. COMPLETION DATE/LIQUIDATED DAMAGES.
A. The Work must be completed in accordance with the General Conditions
as follows:
(1) Well #3 Substantial Completion December 15, 2022
(2) Well #4 Substantial Completion April 14, 2023
(3) Well #15 Substantial Completion September 30, 2022
(4) Final Completion for all work June 30, 2023
B. Contract and Owner 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 in Paragraph 5.A. above, plus any extensions thereof allowed.
The parties 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
proof, Owner and Contractor agree that as liquidated damages for delay (but
not as a penalty), Contractor shall pay Owner $900.00 for each calendar
day that expires after the time specified in Paragraph 5.A. for Completion until
the Work is complete.
Daily costs are based on MnDOT Table 1807-1, "Schedule of Liquidated
Damages as follows:
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TABLE 1807-1
SCHEDULE OF LIQUIDATED
DAMAGES
Original Contract Amount Charge
Per Cal.
Day
($)
From More Than
($)
To and Including
($)
0 25,000 300
25,000 100,000 400
100,000 500,000 900
500,000 1,000,000 1,200
1,000,000 2,000,000 1,500
2,000,000 5,000,000 2,500
5,000,000 10,000,000 3,000
10,000,000 ---- 3,500
6. CONTRACTOR’S REPRESENTATIONS.
A. Contractor has examined and carefully studied the Contract Documents and
other related data identified in the Contract Documents.
B. Contractor has visited the Site and become familiar with and is satisfied as to
the general, local, and Site conditions that may affect cost, progress, and
performance of the Work.
C. Contractor is familiar with and is satisfied as to all federal, state, and local Laws
and Regulations that may affect cost, progress, and performance of the Work.
D. Contractor has carefully studied all: (1) reports of explorations and tests of
subsurface conditions at or contiguous to the Site and all drawings of physical
conditions in or relating to existing surface or subsurface structures at or
contiguous to the Site (except Underground Facilities) which have been
identified in the General Conditions and (2) reports and drawings of a
Hazardous Environmental Condition, if any, at the site.
E. Contractor has obtained and carefully studied (or assumes responsibility for
doing so) all additional or supplementary examinations, investigations,
explorations, tests, studies, and data concerning conditions (surface, subsurface,
and Underground Facilities) at or contiguous to the Site which may affect cost,
progress, or performance of the Work or which relate to any aspect of the means,
methods, techniques, sequences, and procedures of construction to be employed
by Contractor, including any specific means, methods, techniques, sequences,
and procedures of construction expressly required by the Bidding Documents,
and safety precautions and programs incident thereto.
F. Contractor does not consider that any further examinations, investigations,
explorations, tests, studies, or data are necessary for the performance of the
Work at the Contract Price, within the Contract Times, and in
accordance with the other terms and conditions of the Contract Documents.
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G. Contractor is aware of the general nature of work to be performed by Owner
and others at the Site that relates to the Work as indicated in the Contract
Documents.
H. Contractor has correlated the information known to Contractor, information and
observations obtained from visits to the Site, reports and drawings identified in
the Contract Documents, and all additional examinations, investigations,
explorations, tests, studies, and data with the Contract Documents.
I. Contractor has given Engineer written notice of all conflicts, errors,
ambiguities, or discrepancies that Contractor has discovered in the Contract
Documents, and the written resolution thereof by Engineer is acceptable to
Contractor.
J. The Contract Documents are generally sufficient to indicate and convey
understanding of all terms and conditions for performance and furnishing of the
Work.
K. Subcontracts:
(1) Unless otherwise specified in the Contract Documents, the
Contractor shall, upon receipt of the executed Contract Documents,
submit in writing to the Owner the names of the Subcontractors
proposed for the work. Subcontractors may not be changed except at
the request or with the consent of the Owner.
(2) The Contractor is responsible to the Owner for the acts and
omissions of the Contractor's subcontractors, and of their direct and
indirect employees, to the same extent as the Contractor is responsible
for the acts and omissions of the Contractor's employees.
(3) The Contract Documents shall not be construed as creating any
contractual relation between the Owner, the Engineer, and any
Subcontractor.
(4) The Contractor shall bind every Subcontractor by the terms of the
Contract Documents.
7. WORKER’S COMPENSATION. The Contractor shall obtain and maintain for
the duration of this Contract, statutory Worker’s Compensation Insurance and Employer’s
Liability Insurance as required under the laws of the State of Minnesota.
8. COMPREHENSIVE GENERAL LIABILITY. Contractor shall obtain the
following minimum insurance coverage and maintain it at all times throughout the life of the
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Contract, with the City included as an additional name insured on a primary and non- contributory
basis. The Contractor shall furnish the City a certificate of insurance satisfactory to the City
evidencing the required coverage:
Bodily Injury: $2,000,000 each occurrence
$2,000,000 aggregate products and completed
operations
Property Damage: $2,000,000 each occurrence
$2,000,000 aggregate
Contractual Liability (identifying the contract):
Bodily Injury: $2,000,000 each occurrence
Property Damage: $2,000,000 each occurrence
$2,000,000 aggregate
Personal Injury, with Employment Exclusion deleted:
$2,000,000 aggregate
Comprehensive Automobile Liability (owned, non-owned, hired):
Bodily Injury: $2,000,000 each occurrence
$2,000,000 each accident
Property Damage: $2,000,000 each occurrence
9. WARRANTY. The Contractor guarantees that all new equipment warranties as
specified within the quote shall be in full force and transferred to the City upon payment by the
City. The Contractor shall be held responsible for any and all defects in workmanship, materials,
and equipment which may develop in any part of the contracted service, and upon proper
notification by the City shall immediately replace, without cost to the City, any such faulty part or
parts and damage done by reason of the same in accordance with the bid specifications.
10. INDEMNITY. The Contractor agrees to indemnify and hold the City harmless
from any claim made by third parties as a result of the services performed by it. In addition, the
Contractor shall reimburse the City for any cost of reasonable attorney’s fees it may incur as a
result of any such claims.
11. MISCELLANEOUS.
A. Terms used in this Agreement have the meanings stated in the General
Conditions.
B. Owner and Contractor each binds itself, its partners, successors, assigns
and legal representatives to the other party hereto, its partners, successors,
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assigns and legal representatives in respect to all covenants, agreements,
and obligations contained in the Contract Documents.
C. Any provision or part of the Contract Documents held to be void or
unenforceable under any Law or Regulation shall be deemed stricken, and
all remaining provisions shall continue to be valid and binding upon Owner
and Contractor, who agree that the Contract Documents shall be reformed
to replace such stricken provision or part thereof with a valid and
enforceable provision that comes as close as possible to expressing the
intention of the stricken provisions.
D. Data Practices/Records.
(1) All data created, collected, received, maintained or disseminated for
any purpose in the course of this Contract is governed by the
Minnesota Government Data Practices Act, Minn. Stat. Ch. 13, any
other applicable state statute, or any state rules adopted to implement
the act, as well as federal regulations on data privacy.
(2) All books, records, documents and accounting procedures and
practices to the Contractor and its subcontractors, if any, relative to
this Contract are subject to examination by the City.
E. Software License. If the equipment provided by the Contractor pursuant to
this Contract contains software, including that which the manufacturer may
have embedded into the hardware as an integral part of the equipment, the
Contractor shall pay all software licensing fees. The Contractor shall also
pay for all software updating fees for a period of one year following cutover.
The Contractor shall have no obligation to pay for such fees thereafter.
Nothing in the software license or licensing agreement shall obligate the
City to pay any additional fees as a condition for continuing to use the
software.
F. Patented devices, materials and processes. If the Contract requires, or the
Contractor desires, the use of any design, devise, material or process
covered by letters, patent or copyright, trademark or trade name, the
Contractor shall provide for such use by suitable legal agreement with the
patentee or owner and a copy of said agreement shall be filed with the
Owner. If no such agreement is made or filed as noted, the Contractor shall
indemnify and hold harmless the Owner from any and all claims for
infringement by reason of the use of any such patented designed, device,
material or process, or any trademark or trade name or copyright in
connection with the Project agreed to be performed under the Contract, and
shall indemnify and defend the Owner for any costs, liability, expenses and
attorney's fees that result from any such infringement
G. Assignment. Neither party may assign, sublet, or transfer any interest or
obligation in this Contract without the prior written consent of the other
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party, and then only upon such terms and conditions as both parties may
agree to and set forth in writing.
H. Waiver. In the particular event that either party shall at any time or times
waive any breach of this Contract by the other, such waiver shall not
constitute a waiver of any other or any succeeding breach of this Contract
by either party, whether of the same or any other covenant, condition or
obligation.
I. Governing Law/Venue. The laws of the State of Minnesota govern the
interpretation of this Contract. In the event of litigation, the exclusive venue
shall be in the District Court of the State of Minnesota for Carver County.
J. Severability. If any provision, term or condition of this Contract is found
to be or become unenforceable or invalid, it shall not affect the remaining
provisions, terms and conditions of this Contract, unless such invalid or
unenforceable provision, term or condition renders this Contract impossible
to perform. Such remaining terms and conditions of the Contract shall
continue in full force and effect and shall continue to operate as the parties’
entire contract.
K. Entire Agreement. This Contract represents the entire agreement of the
parties and is a final, complete and all inclusive statement of the terms
thereof, and supersedes and terminates any prior agreement(s),
understandings or written or verbal representations made between the
parties with respect thereto.
L. Permits and Licenses; Rights-of-Way and Easements. The Contractor shall
procure all permits and licenses, pay all charges and fees therefore, and give
all notices necessary and incidental to the construction and completion of
the Project. The City will obtain all necessary rights-of-way and easements.
The Contractor shall not be entitled to any additional compensation for any
construction delay resulting from the City’s not timely obtaining rights-of-
way or easements.
M. If the work is delayed or the sequencing of work is altered because of the
action or inaction of the Owner, the Contractor shall be allowed a time
extension to complete the work but shall not be entitled to any other
compensation.
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CITY OF CHANHASSEN CONTRACTOR:
BY: E.H. Renner & Sons, Inc.
Elise Ryan, Mayor
BY: BY:
Laurie Hokkanen, City Manager
Its _____________________
END OF DOCUMENT
Katie Renner Welle , Shareholder
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FORM OF NON-COLLUSION AFFIDAVIT
Affidavit of Non-Collusion:
I hereby swear (or affirm) under the penalty for perjury:
1. That I am the bidder (if the bidder is an individual), a partner in the bidder
partnership (if the bidder is a partnership), or an officer or employee of
the bidding corporation having authority to sign on its behalf (if the
bidder is a corporation).
2. That the attached bid or bids have been arrived at by the bidder
independently, and have been submitted without collusion with, and
without, any other vendor of materials, supplies, equipment, or other
services described in the invitation to bid, designed to limit independent
bidding or competition.
3. That the contents of the bid or bids have not been communicated by the
bidder or its employees or agents to any person not an employee or agent
of the bidder or its surety on any bond furnished with the bid or bids, and
will not be communicated to any such person prior to the official opening
of the bids or bids; and
4. That I have fully informed myself regarding the accuracy of the
statements made in this affidavit.
Signed
Firm E.H. Renner & Sons, Inc.
Name
Address
Kathrynn R. Welle Treasure
Elk River, MN 55330
15688 Jarvis St. NW
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CONTRACTOR VERIFICATION OF COMPLIANCE
The undersigned, being first duly sworn, as a responding contractor on the Project,
represents and swears as follows:
Now, and at all times during the duration of the Project, the undersigned complies
with each of the minimum criteria in Minn. Stat. § 16C.285, subd. 3, the Responsible
Contractor statute.
The undersigned understands that a failure to meet or verify compliance with the
minimum criteria established for a "responsible contractor" as defined in Minn. Stat. §
16C.285, subd. 3, renders a bidder ineligible to be awarded a construction contract for the
Project or to perform work on the Project.
Upon request, the undersigned will submit copies of the signed verifications of
compliance from all subcontractors.
The undersigned understands that a false statement under oath verifying compliance
with any of the minimum criteria shall make the undersigned, or its subcontractor that makes
the false statement, ineligible to be awarded a construction project and may result in
termination of a contract awarded to the undersigned or its subcontractor that submits a false
statement.
CONTRACTOR:
E.H. Renner & Sons, Inc.
Kathrynn R. Welle
Treasurer
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