Loading...
MARSHALL STREET APCF PROCESS AIR SYSTEM UPGRADE - 07-0003-UT - ADDENDUM TO AGREEMENT , ADDENDUM TO AGREEMENT FOR CONSTRUCTION OF The Process Air System UPGrade for the Marshall Street Advanced Pollution Control Facilitv CITY OF CLEARWATER CONTRACT # 07-0003-UT In reference to contract #07-0003-UT dated 06/27/08 between City of Clearwater, the Owner, and Westra Construction COrD., the Contractor, it is further AGREED as follows: 1. The owner has reserved the right to purchase certain portions of the material for the Project directly in order to save applicable sales tax in compliance with Florida Law since owner is exempt from the payment of sales tax. 2. The attachments lettered A, B, and C, attached hereto (as amended by notations thereon) and incorporated herein shall be executed by the Contractor and applicable Sub-contractors and the terms thereof shall govern the purchase of materials for the Project as determined by the Owner. 3. The contract price shall be reduced by the cost of the materials purchased by owner plus the normally applicable sales tax as bid by the Contractor even if the cost is in excess of the cost for the materials as bid by the Contractor. However, for purposes of calculating engineering fees, contractor fees, architects fees, and any other amounts that are based on the contract amount, the original contract amount shall be used. 4. The Contractor reserves the right to authorize payments for invoiced materials, prior to Owner's authorization process, as outlined in attachment D. 5. The Contractor will assist Owner in owner's direct purchase of materials for the project. However, owner Acknowledges that Contractor's Sub-contractors nonetheless each reserves the right to purchase project materials directly, without Owner's prior approval and consequent power to eliminate reimbursement of sales tax. This addendum, upon its execution by both parties, is made an integral part of the aforementioned agreement. CITY OF CLEARWATER: Dat~ /1, uo1f ~. . ~-n W liam B. Horne II CONTRACTOR: City Manager/Owner Date: ~7/24/0L? mJ... ~ Michael Beukema, ec. Vice President Westra Construction Corp. Contractor I"'..a~~ ~.,..~~" r ! ,~' .. flU ," I; '. ATTACHMENTUAtI TO. WESTRA CONSTRUCTION CORP. OWNER-FURNISHED MATERIALS (OWNER) (CONTRACTOR) FROM CITY OF CLEARWATER PROJECT: PROCESS AIR SYSTEM UPGRADE FOR THE MARSHALL STREET ADVANCED POLLUTION CONTROL FACILITY. CONTRACT #I 07-0003-UT 1. The Contract Price includes Florida sales and other applicable taxes for material, supplies, and equipment which will be a part of the Contractor's Work. The owner, being exempt from sales tax, reserves the right to make direct purchases of various construction materials included in the Contractor's contract. Owner-purchasing of construction material, if selected, will be administered on a deductive Change Order basis. Additionally, Purchase Orders will include owner's Certificate of Exemption number. 2. The Contractor shall provide the Owner a list of all intended suppliers, vendors, and material for consideration as Owner-Fumished Materials. The Contractor shall submit price quotes from the vendors, as well as a description of the materials to be supplied, estimated quantities, and prices. 3. The Contractor shall be fully responsible for all matters relating to the receipt of materials furnished by the Owner in accordance with these Special Provisions including, but not limited to, verifying correct quantities, verifying documents of orders in a timely manner, coordinating purchases, providing and obtaining all warranties and guarantees required by the Contract Documents, inspection and acceptance of the goods at the time of delivery due to the negligence of the Contractor. However, the owner assumes the risk of damage or loss during the time that the building materials are physically stored at the job site prior to their installation or incorporation into the project. The Contractor shall coordinate delivery schedules, sequence of delivery, loading orientation, and other arrangements normally required by the Contractor for the particular material furnished. The Contractor shall provide all services required for the unloading and handling of materials. The Contractor agrees to indemnify and hold harmless the Owner from any and all claims of whatever nature resulting from non- payment of goods to suppliers arising from the action of the Contractor. 4. As Owner-Furnished Materials are delivered to the job site, the Contractor shall visually inspect all shipments from the suppliers, and approve the vendor's invoice for material delivered. The Contractor shall assure that each delivery of Owner-Fumished MaterialS is accompanied by documentation adequate to identify the Purchase Order against which the purchase is made. This documentation may consist of a delivery ticket and an invoice from the supplier conforming to the Purchase Order together with such additional information as the Owner may require. The Contractor will then forward the invoice to the Owner for payment, pursuant to Attachment A of this Contract. 5. The Contractor shall insure that Owner-Furnished Materials conform to the Specifications and determine prior to acceptance of goods at time of delivery if such materials are patently defective, and whether such materials are identical to the materials ordered and match the description on the bill of lading. If the Contractor discovers defective or non-conformities in Owner-Furnished Materials upon such visual inspection, the Contractor shall not utilize such nonconforming or defective materials in the Contractor's Work and instead shall properly notify the OWner of the defective or nonconforming condition so that repair or replacement of those materials can occur without undue delay or interruption to the Project. If the Contractor fails to perform such inspection and otherwise incorporates into the Contractor's Work such defective or nonconforming Owner-Furnished Materials, the condition of which it either knew or should have known by performance of an inspection, Contractor shall be responsible for all damages to the Owner, resulting from Contractor's incorporation of such materials into the Project, including liquidating or delay damages. . possession, indicating portions of all such materials which have been incorporated in the Contractor's Work. 7. The Contractor shall be responsible for obtaining and managing all warranties and guarantees for all materials and products as required by the Contract Documents. All repair, maintenance, or damage-repair calls shall be forwarded to the Contractor for resolution with the appropriate supplier, vendor, or subcontractor. 8. Notwithstanding the transfer of Owner-Furnished Materials by the Owner to the Contractor's possession, the OWner shall retain legal and equitable title to any and all OWner-Furnished Materials. 9. The Owner shall indemnify and hold Contractor harmless from any sales tax (and interest and penalties incurred in connection therewith) in the event there is a final determination that sales made by OWner, which OWner treats as being exempt from sales tax, are subject to sales tax. "Final determination" shall mean an assessment by the Department of Revenue that is no longer subject to protest, or a determination of a court having jurisdiction over such matters that is final and not subject to appeal. Contractor agrees to promptly notify owner of any audit, assessment, proposed assessment or notice of deficiency issued with regard to the Project and relating to Owner-Furnished Materials. 10. On a monthly basis, Contractor shall be required to review invoices submitted by all suppliers of OWner-Furnished Materials delivered to the Project during the month for use by the Contractor and either concur or object to the Owner's issuance of payment to the suppliers, based upon Contractor's records of materials delivered to the site and any defects in such materials. 11. In order to arrange for the prompt payment to the supplier, the Contractor shall provide to the OWner a listing indicating the acceptance of the goods or materials within 30 days of receipt of said goods or materials. The list shall include a copy of all applicable Purchase Orders which will include owner's Certificate of Exemption number, invoices, delivery tickets, written acceptance of the delivered item, and such other documentation as may be reasonably required by the OWner. The check will be released, delivered and remitted directly to the supplier. The Contractor agrees to assist the Owner to immediately obtain partial or final release or waivers as appropriate. At the end of the Project, Contractor will be provided with a deductive Change Order for the cost incurred by the OWner to provide all OWner- Furnished Materials. Salvage materials shall be stored or removed from the site by the Contractor at the OWner's direction, or may be turned over to the Contractor for salvage or disposal at the Contractor's option. 12. The Contractor shall be entitled to the benefits of any discounts attributable to the early payment of vendor invoices for materials furnished by the Owner pursuant to the Specifications. 13. The Contract between Contractor and Owner is hereby amended to clarify that Owner- Furnished Material shall be included in the Cost of the Work for the purpose of determining the Contract Sum due Contractor.