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HomeMy WebLinkAboutCONTRACT MANAGEMENT INC AIRCRAFT RESCUE FIRE FIGHTING AUGUSTA REGIONAL AIRPORTAIRCRAFT RESCUE FIRE FIGHTING (ARFF) RENOVATIONS This Contract for (hereinafter designated as the "Contract ") made and entered into as of . 4 .4.,-, I 1 U/ 7 by and between AUGUSTA - RICHMOND COUNTY FOR THE AUGUSTA REGIONAL AIRPORT, (hereinafter designated as "Airport") and CONTRACT MANAGEMENT, INC (hereinafter designated as "Contractor "), a Georgia corporation. WITNESSETH: WHEREAS, Augusta- Richmond County is the owner and operator of a full service commercial airport known as the Augusta Regional Airport which is managed by the Augusta Aviation Commission; WHEREAS, the Augusta Aviation Commission has solicited a bid for the renovation of the existing Fire Station located at the Airport and the Contractor submitted a Bid for said services which was accepted by the Aviation Commission on behalf of Augusta - Richmond County for the Airport; NOW THEREFORE, in consideration of the mutual covenants, promises, and agreements herein contained, the Airport and the Contractor hereby agree as follows: The Services of the Contractor shall be in accordance with the scope of services and all provisions provided herein. I. SCOPE OF WORK 1.1 The term "Work" means the construction, labor, materials, equipment, tools, machinery, testing, temporary services and utilities, supervision, administration, coordination, planning, insurance, bonds, transportation, security, and all other services and things necessary to provide the Owner with the facilities, improvements, features, and functions described in the Specifications identified in Attachment A, and the Drawings identified in Attachment B. The Specifications and the Plans are hereby incorporated into and made a part of this Contract. The Contractor agrees to complete the Work in a good, firm, substantial and workmanlike manner in strict conformity with this Contract. 1 1.2 Additionally, the following specific items shall be considered a part of the Contract Documents by reference when appropriately executed. 1.2.1 100% Labor and Materials Payment Bond. 1.2.2 100% Performance Bond. 1.2.3 The Certificate of Insurance (as described in Division 0 Section 00810 of the Contract Specifications). 1.2.4 The Contractor's completed Bid Form dated May 23, 2012. 1.3 The Contractor agrees to furnish all of the materials and all of the equipment and labor necessary and to perform all of the work entitled ARFF Renovations (contract, Specifications and Drawings dated March 2012) prepared by Campbell & Paris Engineers, 313 Wingo Way, Mt Pleasant, South Carolina, 29464, in accordance with the requirements and provisions of the Contract Documents. 1.4 Unless otherwise modified, the Contractor shall furnish all of the Work in accordance with the Contract and all incidental work necessary to complete the Project in an acceptable manner, ready for use, occupancy, or operation by the County. The Contractor shall be responsible for the entire project and every part thereof. II. TIME, TERM AND PAYMENT 2.1 Contract Time. The Contractor shall commence the Work under this Contract within ten (10 ) calendar days from the date of receiving the Notice to Proceed, as evidenced by official receipt of certified mail or acknowledgment of personal delivery, and shall fully complete the Work within 180 calendar days from receiving such Notice to Proceed. The Contract Time may be extended only by Change Order approved and executed by the Aviation Commission, the County and the Contractor in accordance with the terms of this Contract. 2.2 Contract Price. As full payment for the faithful performance of this Contract, the County shall pay the Contractor the Contract Price, which is an amount not to exceed of One Hundred Ninety Three Thousand Seven Hundred Thirty Dollars and Six Cents 2 ($193,730.06), unless changed by written Change Order in accordance with the terms of this Contract. Any increase of the Contract Price shall be by Change Order adopted and approved by the Aviation Commission, the County and the Contractor in accordance with the terms of this Contract. 2.3 Subject to satisfactory completion of work performed, payments on account thereof shall be made as follows: 2.3.1 On or about the 15th of each month, 90 percent of the value proportionate to the amount of the contract, of materials on the ground to be incorporated in the work and labor and materials incorporated in the work up to and including the last day of the previous month, as approved by the Engineer, less the aggregate of previous payments. 2.3.3 Upon substantial completion of the entire work, a sum sufficient to increase the total payments to 95 percent of the Contract Price. 2.3.4 Within 30 days after the date of the final acceptance of the work, the balance due under the Contract. 2.4 Contractor and County agree to abide by all applicable provisions of Georgia state law concerning retain age, including but not limited to O.C.G.A. §13- 10 -80. If the terms of this Contract concerning retainage conflict with state law, state law governs. 2.5 Invoices. Invoice(s) must be submitted as follows: Original invoice(s) must be submitted to: Jack Mayfield Campbell & Paris Engineers 313 Wingo Way Mt Pleasant, South Carolina 29464 III. NOTICE Any notice or consent required to be given by or on behalf of any party hereto to any other party hereto shall be in writing and shall be sent by (a) registered or certified United States 3 mail, return receipt requested, postage prepaid, (b) personal delivery to the County's Chief Executive Officer and the Executive Assistant, (c) overnight courier service, or (d) delivered in person to the Contractor or his authorized representative on the work site. All notices sent to the addresses listed below shall be binding unless said address is changed in writing no less than two weeks before such notice is sent. Future changes in address shall be effective upon written notice being given by the Contractor to the County's Executive Assistant or by the County to the Contractor's authorized representative via certified first class U.S. mail, return receipt requested. Such notices will be addressed as follows: To AUGUSTA - RICHMOND COUNTY: For all notices to Augusta - Richmond County the address will be: Airport Director Augusta Regional Airport 1501 Aviation Way Augusta, Georgia 30906 With a copy to: Augusta General Counsel Augusta Richmond County Department of Law 501 Greene St. Augusta, Georgia 30901 For all notices to CONTRACTOR the address will be: James Williams Contract Management, Inc. 1827 Killingsworth Road Augusta, Georgia 30904 IV. FEDERAL WORK AUTHORIZATION 4.1 Pursuant to O.C.G.A. §13 -10 -91 and Georgia Department of Labor Rule 300 -10- 1-.02, the County cannot enter a contract for the physical performance of services unless the Contractor and its Subcontractors register and participate in the Federal Work Authorization Program to verify specific information on all new employees. 4 4.2 Contractor certifies that it has complied and will continue to comply with O.C.G.A. §13 -10 -91 and Georgia Department of Labor Rule 300- 10- 1 -.02. 4.3 Contractor agrees to sign an affidavit evidencing its compliance with O.C.G.A. §13-10-91 and Georgia Department of Labor Rule 300- 10- 1 -.02. The signed affidavit is attached to this Contract as Attachment C. 4.4 Contractor agrees that in the event that it employs or contracts with any Subcontractor(s) in connection with this Contract, Contractor will secure from each Subcontractor an affidavit that indicates the employee- number category applicable to that Subcontractor and certifies the Subcontractor's current and continuing compliance with O.C.G.A. §13 -10 -91 and Georgia Department of Labor Rule 300- 10- 1 -.02. Any signed Subcontractor affidavit(s) obtained in connection with this Contract shall be attached hereto as Attachment D. V. CORPORATE AUTHORITY Contractor agrees to execute the Certificate of Corporate Authority attached hereto as Attachment E. The officials of the Contractor executing this Contract are duly and properly in office and are fully authorized and empowered to execute the same for and on behalf of the Contractor. Contractor has all requisite power and authority to enter into and perform its obligations under this Contract. The execution and delivery by the Contractor of this Contract and the compliance by the Contractor with all of the provisions of this Contract (i) is within the purposes, powers, and authority of the Contractor; (ii) has been done in full compliance with applicable law and has been approved by the governing body of the Contractor and is legal and will not conflict with or constitute on the part of the Contractor a violation of or a breach of or a default under any indenture, mortgage, security deed, pledge, note, lease, loan, or installment sale agreement, contract, or other agreement or instrument to which the Contractor is a party or by which the Contractor is otherwise subject or bound, or any license, judgment, decree, law, statute, order, writ, injunction, demand, rule, or regulation of any court or governmental agency or body having jurisdiction over the Contractor; and (iii) has been duly authorized by all 5 necessary action on the part of the Contractor. This Contract is the valid, legal, binding and enforceable obligation of the Contractor. VI. PERFORMANCE AND PAYMENT BONDS AND INSURANCE REQUIREMENTS 6.1 Within three (3) days from the date of Notice of Award of this Contract, the Contractor, as principal, and the Gray Casualty & Surety Company, a surety company listed in the Federal Register and licensed to write surety insurance in the State of Georgia, as surety, shall give a Contract performance bond and a payment bond, each in the amount of One Hundred Ninety Three Thousand Seven Hundred Thirty Dollars and Six Cents ($193,730.06), for the use of all persons doing work or furnishing skills, tools, machinery, or materials under or for the purpose of this Contract, in accordance with the applicable provisions of Georgia state law, including but not limited to, O.C.G.A. § 13 -10 -1 and § 36 -91 -21 et seq. The life of these bonds shall extend through the life of this Contract including a sixty (60) day maintenance period (where applicable) and a twelve -month guarantee period after the completion of Work performed under this Contract. 6.2 It is further agreed between the parties hereto that if at any time after the execution of this Contract and the surety bonds, the County shall deem the surety or sureties upon such bonds to be unsatisfactory, or if, for any reason, such bonds cease to be adequate to cover the performance of the Work, the Contractor shall, at its sole expense and within five (5) days after the receipt of notice from the County to do so, furnish additional bond or bonds in such form and amount and with such surety or sureties as shall be satisfactory to the County. VII. AUTHORIZED REPRESENTATIVES 7.1 Airport's Representative. Airport's Representative shall be Gary LeTellier, Executive Director or his designee. 7.2 Contractor's Representative(s). Contractor must designate in writing a person(s) acceptable to Airport to serve as its representative ( "Contractor's Representative ") in all dealings with Airport. The initial Contractor's Representative will be Contractor's Representative may be changed upon prior written notice delivered to Airport's Representative. 6 VIII. COMMERCIAL ACTIVITIES Neither Contractor nor its employees may establish any commercial activity or issue concessions or permits of any kind to third parties for establishing activities at the Airport. IX. RECORDS AND AUDIT Contractor and its subcontractors shall maintain records and accounts in connection with all aspects in the performance of this Contract, including those which will accurately document incurred costs, both direct and indirect, of whatever nature, during and for a period of three (3) years from the expiration or other termination of this Contract, unless otherwise specified by applicable law. Augusta- Richmond County may examine and copy, at all reasonable times, with advance notification, those records and accounts. Contractor shall maintain all records in a central location in Augusta- Richmond County. X. CONTINGENT FEES Contractor warrants that it has not employed or retained any company or person, other than a bona fide employee working for Contractor, to solicit or secure this Contract; and that Contractor has not paid or agreed to pay any company, association, corporation, firm or person, other than a bona fide employee working for Contractor, any fee, commission, percentage, gift or any other consideration contingent upon or resulting from the award or making of this Contract. For the breach or violation of this warranty and upon a finding after notice and hearing, the County may terminate the Contract and, at its discretion, may deduct from the Contract Sum, or otherwise recover the full amount of any such fee, commission, percentage, gift or consideration. XI. NON - APPROPRIATIONS Notwithstanding anything contained in this Contract, if sufficient funds have not been appropriated to support continuation of this Contract for an additional calendar year or an additional term of the Contract, this Contract shall terminate absolutely and without further obligation on the part of Augusta - Richmond County at the close of the calendar year of its execution or if Augusta- Richmond County suspends performance pending the appropriation of funds. 7 XII. REPRESENTATIONS AND WARRANTIES 12.1 Contractor's Representations and Warranties Regarding Capacity to Contract and Perform Work/Services. In order to induce Augusta- Richmond County to enter into this Contract, Contractor hereby represents and warrants to Augusta - Richmond County as of the date above written that: 12.1.1 Contractor is duly organized and validly existing in good standing under the laws of the state of Georgia in which it is organized, is qualified to do business in all jurisdictions in which it is operating, and has the power and authority to execute and deliver and to perform its obligations under this Contract and the documents to which it is signatory; and 12.1.2 The execution, delivery and performance by Contractor and its undersigned representative(s) of this Contract and other documents to which Contractor is a signatory do not require the approval or consent of any other person, entity or government agency and do not result in any breach of any agreement to which Contractor is a party or by which it is bound; and 12.1.3 The execution, delivery and performance by Contractor of this Contract and other documents to which it is a signatory have been duly authorized by all necessary action, and constitute legal, valid and binding obligations of Contractor, enforceable against Contractor in accordance with its terms; 12.1.4 No action, suit or proceeding to which Contractor is a party is pending or threatened that may restrain or question this Contract, or any other document to which it is a signatory, or the enjoyment of rights or benefits contemplated herein; and 12.1.5 Contractor has all State of Georgia Licenses and permits required for the performance of Landscaping and Grounds Maintenance services and shall only use properly licensed and trained persons to perform such services. XIII. NON - DISCRIMINATION The Contractor shall not discriminate against any employee, or applicant for employment, because of race, creed, religion, color, sex or national origin, marital status, 8 physical handicap or sexual orientation. Further, Contractor agrees, for itself, its personal representatives, successors in interest, and assigns, as a part of the consideration hereof, that (1) no person on the grounds of race, color, or national origin shall be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination in the use Airport, (2) in the furnishing of services at Airport, no person on the grounds of race, color, or national origin shall be excluded from participation in, denied the benefits of, or be otherwise subjected to discrimination, and (3) Contractor shall use Airport facilities in compliance with all other requirements imposed by or pursuant to 14 CFR Part 152 and Title VI of the Civil Rights Act of 1964 and 49 CFR, Subtitle A, Part 21, Nondiscrimination in Federally Assisted Programs of the Department of Transportation, and as such Title and Regulations may be amended. XIV. AIRPORT SECURITY REQUIREMENTS /SPECIAL IDENTIFICATION DISPLAY AREA (SIDA) BADGES 14.1 Contractor's employees may be required to operate in Airport secure areas. Contractor shall be required to obtain the Airport's Special Identification Display Area (SIDA) badges for any employee working in the secured area. Contractor shall comply, at its own expense, with the Transportation Security Authority (TSA) and the Airport's security requirements for the Airport including, but not limited to employee training and badges. Contractor shall cooperate with the TSA and the Airport on all security matters and shall promptly comply with any project security arrangements established by the Airport. Compliance with such security requirements shall not relieve Contractor of its responsibility for maintaining proper security for the above -noted items, nor shall it be construed as limiting in any manner Contractor's obligation with respect to all applicable federal, state and local laws and regulations and its duty to undertake reasonable action to establish and maintain secure conditions at and around the Premises and throughout the Airport. All employees shall be properly badged and comply with all Airport safety and security rules. 14.2 To qualify for the badge, individual must be fingerprinted and have a background investigation completed. In addition, the Airport will conduct a background inquiry and require finger printing of all individuals who will be working on the secured side of the Airport screening point. This may also include collection of appropriate criminal history information, 9 contractual and business associations and practices, employment histories, reputation in the business community and credit reports for the Contractor, as well as, its employees. 14.3 Contractor consents to such an inquiry and agrees to make available to the Airport such books and records the Airport deems necessary to conduct the review. Act. 14.4 Contractor shall pay all costs associated with providing SIDA badges. XV. CONTRACTOR'S OBLIGATIONS The Contractor shall, in good workmanlike manner, do and perform, all work and furnish all supplies and materials, machinery, equipment, facilities, and means, except as herein otherwise expressly specified, necessary, or proper to perform and complete all the Work required by this Contract, within the time herein specified, in accordance with the provisions of this Contract and said Specifications and in accordance with the Drawings of the Work covered by this Contract and any and all supplemental drawings of the Work covered by this Contract. Contractor shall furnish, erect, maintain, and remove such construction, plants, and such temporary works as may be required. Contractor alone shall be responsible for the safety, efficiency, and adequacy of his plants, appliances, and methods, and for any damage which may result from their failure or their improper construction, maintenance, or operation. The Contractor shall observe, comply with, and be subject to all terms, conditions, requirements and limitations of the Contract and Specifications, local ordinances, and state and federal laws; and shall do, carry on, and complete the entire Work. XVI. TEMPORARY SUSPENSION OR DELAY OF PERFORMANCE OF CONTRACT To the extent that it does not alter the scope of this Contract, the County may unilaterally order a temporary stopping of the work, or delaying of the work to be performed by Contractor under this Contract. XVII. GEORGIA PROMPT PAY ACT NOT APPLICABLE The terms of this Contract supersede any and all provisions of the Georgia Prompt Pay 10 XVIH. RIGHT TO INSPECT PREMISES. The County may, at reasonable times, inspect the part of the plant, place of business, or work site of Contractor or any of its subcontractor or subunit thereof which is pertinent to the performance of any Contract awarded or to be awarded. XIX. COUNTY'S RIGHT TO SUSPEND OR TERMINATE WORK 19.1 Termination for Convenience. Upon thirty (30) days' written notice to Contractor, County may, for its own convenience and at its sole option, without cause and without prejudice to any other right or remedy of County, elect to terminate the Contract by delivering to the Contractor, at the address listed in the Notices section of this Contract, a notice of termination specifying the effective date of termination. 19.2 Termination for Default. If the Contractor is adjudged bankrupt or insolvent, or if he makes a general assignment for the benefit of his creditors, or if a trustee or receiver is appointed for the Contractor or for any of his property, or if he files a petition to take advantage of any debtor's act or to reorganize under the bankruptcy or applicable laws, or if he repeatedly fails to supply sufficient skilled workers or suitable materials or equipment, payments to Subcontractors or for labor, materials or equipment, or if he disregards laws, ordinances, rules, regulations or orders of any public body having jurisdiction of the Work, or if he otherwise violates any provision of the Contract, then the County may, without prejudice to any other right or remedy and after giving the Contractor and his surety a maximum of seven (7) days from delivery of a written notice, declare the Contract in default, and terminate this Contract. In that even, the County may take possession of the Project and of all materials, equipment, tools, construction equipment and machinery thereon owned by the Contractor, and call upon the surety to finish the Work by whatever method deemed expedient. The County also may finish the work by whatever methods the County deems expedient. The Contractor and its surety shall be liable to the County for any and all damages and costs incurred by the County as a result of any default by the Contractor, including without limitation all costs of completion or correction of the Work, liquidated damages, attorneys' fee, expert fees, and other costs of dispute resolution. 11 19.3 If Contractor's services are terminated by County pursuant to subparagraph A or B above, the termination will not affect any rights or remedies of County against Contractor then existing or which may therefore accrue. Any retention or payment of moneys due Contractor by County will not release Contractor from liability. If the Contractor can establish or it is otherwise determined that the Contractor was not in default or that the failure to perform is excusable, a termination for default will be considered to have been a termination for the convenience of the County and the rights and obligations of the parties governed accordingly. 19.4 In case of termination of this Contract before completion of the Work, Contractor will be paid only for materials and equipment accepted by the County and the Work satisfactorily performed through the effective date of termination as determined by the County. In no event shall Contractor be entitled to recover, lost profits, special, consequential or punitive damages, attorney's fees or costs as a result of said termination. XX. INDEPENDENT CONTRACTOR STATUS AND CONTRACTOR'S PERSONNEL 20.1 The Contractor will supervise and direct the Work, including the Work of all Subcontractors. He will be solely responsible for the means, methods, techniques, sequences, and procedures of construction. An experienced Superintendent and necessary assistants competent to supervise the particular types of work involved shall be assigned to the Project by the Contractor, and shall be available at all times when work is in progress. The name of the Superintendent shall be submitted with qualifications of same prior to start of the Work and shall be approved by the County prior to start of the Work. The Superintendent so named by the Contractor shall be employed by the Contractor and shall have served in a supervisory capacity on at least one Project of like description and size performed by the Contractor during the previous twelve months. Under no circumstances shall an employee of any Subcontractor serve as the Superintendent unless approved by the County. The Superintendent shall represent the Contractor, and all directions given to the Superintendent shall be as binding as if given to the Contractor. Important communications shall be confirmed in writing. Other communications shall be similarly confirmed on written request in each case. 12 20.2 The Contractor shall not change key members of its staff without the consent of the County, unless such staff members prove to be unsatisfactory to the Contractor and cease to be in its employ. if the Contractor intends to change a key staff member (defined as certain full - time personnel stationed at the site including Project Manager, Superintendent, Project Engineer, Assistant Project Manager, Assistant Superintendent, or Assistant Project Engineer) it shall give the County written notice at least fifteen (15) days prior to the intended change. The written notice shall include a description of qualifications for the new proposed key staff member. The County shall have the right to approve or disapprove the proposed key staff member. 20.3 Only persons skilled in the type of work which they are to perform shall be employed. The Contractor shall, at all times, maintain discipline and good order among his employees, and shall not employ on the Work any unfit person or persons or anyone unskilled in the work assigned him. 20.4 The relationship between the County and the Contractor shall be that of owner and independent contractor. Other than the consideration set forth herein, the Contractor, its officers, agents, servants, employees and any Subcontractors shall not be entitled to any County employee benefits including, but not limited to social security, insurance, paid annual leave, sick leave, worker's compensation, free parking or retirement benefits. All services provided by Contractor shall be by employees of Contractor and subject to supervision by Contractor and not as officers or employees of the County. Personnel policies, tax responsibilities, social security payments, health insurance, employee benefits and other administrative policies, procedures or requirements applicable to services rendered under this Contract shall be those of the Contractor, not the County. XXI. ASSIGNMENTS The Contractor agrees it shall not sublet, assign, transfer, pledge, convey, sell, or otherwise dispose of the whole or any part of this Contract or his right, title, or interest therein to any person, firm, or corporation without the previous written consent of the County. If such consent is obtained, the County and the Contractor each binds itself and its partners, successors, executors, administrators, and assigns to the other party of this Contract and to the partners, 13 successors, executors, administrators, and assigns of such other party, in respect to all covenants of this Contract. XXII. ROYALTIES AND PATENTS The Contractor shall hold and save the County and its elected officials, officers, agents, servants, and employees, harmless from liability of any nature or kind, including cost and expenses for, or on account of, any patented or unpatented invention, process, article, or appliance manufactured or used in the performance of the Contract, including its use by the County, unless otherwise specifically stipulated in the Contract. XXIII. LAWS AND REGULATIONS 23.1 The Contractor's attention is directed to the fact that all applicable federal, state, and County laws, municipal ordinances, and the rules and regulations of all authorities having jurisdiction over construction of the Project shall apply to the Contract throughout, and they will be deemed to be included in the Contract the same as though herein written out in full. The Contractor shall keep himself fully informed of all laws, ordinances, and regulations in any manner affecting those engaged or employed in the Work or the materials used in the Work or in any way affecting the conduct of the Work and of all orders and decrees of bodies or tribunals having any jurisdiction or authority over same. If any discrepancy or inconsistency should be discovered in this Contract, or in the Drawings or Specifications herein referred to, in relation to any such law, regulation, ordinance, order, or decree, he shall herewith report the same, in writing, to the County. He shall at all times himself observe and comply with all such laws, ordinances, and regulations, and shall protect and indemnify the County and its agents against any such law, ordinance, regulation, order, or decree, whether by himself or by his employees. 23.2 Contractor shall not discriminate against any person in its operations, activities or performance of Work under this Contract. Contractor shall affirmatively comply with all applicable provisions of federal, state and local equal employment laws and shall not engage in or commit any discriminatory practice against any person based on race, age, religion, color, gender, national origin, physical or mental disability, or political affiliation. Contractor shall maintain a Drug Free Workplace. 14 XXIV. PERMITS AND INSPECTION FEES 24.1 Permits shall be secured by the Contractor and inspections will be required, but the County will not charge the Contractor for such permits and inspections obtained from the County. The Contractor shall secure and pay for any permits and inspection fees required by any other governmental entity or agency. 24.2 Prior to execution of this Contract, Contractor shall provide the County with copies of all required licenses, certifications and permits for the Contractor and /or all of Contractor's employees, personnel, agents or subcontractors performing services that require licensure by the federal government, the State of Georgia, or the County. Contractor hereby warrants and represents that at all times during the Contract Term it shall maintain in good standing all required licenses, certifications, and permits required under federal, state and local laws necessary to perform the services required by this Contract. XXV. PROHIBITED INTERESTS No official of the County who is authorized in such capacity and on behalf of the County to negotiate, make, accept, or approve, or to take part in negotiating, making, accepting, or approving any architectural, engineering, inspection, construction, or material supply contract, or any subcontract in connection with the construction of the Project, shall become directly or indirectly interested personally in this Contract or in any part hereof. No officer, employee, architect, attorney, engineer, or inspector of or for the County who is authorized in such capacity and on behalf of the County to exercise any legislative, executive, supervisory, or other similar functions in connection with the construction of the Project, shall become directly or indirectly interested personally in this Contract or in any part thereof, any material supply contract, subcontract, insurance contract, or any other contract pertaining to the Project. XXVI. SEVERABILITY If any provision of this Contract or the application thereof to any person or circumstance shall to any extent be held invalid, then the remainder of this Contract or the application of such provision to persons or circumstances other than those as to which it is held invalid shall not be 15 affected thereby, and each provision of this Contract shall be valid and enforced to the fullest extent permitted by law. XXVII. CONFLICT IN DOCUMENTS AND PRESENT DOCUMENTS The Contractor shall in no case claim a waiver of any specification requirements on the basis of previous approval of material or workmanship on other jobs of like nature or on the basis of what might be considered "standard" for material or workmanship in any particular location. The Contract for this Project shall govern the Work. If any portion of the Contract shall be in conflict with any other portion, the various documents comprising the Contract shall govern in the following order of precedence: Contract, Change Orders or modifications issued after execution of the Contract; the General Requirements of the Contract; the Specifications; the Drawings; as between schedules and information given on the drawings, the schedules shall govern; as between figures given on Drawings and the scaled measurements, the figures shall govern; as between large -scale Drawings and small -scale Drawings, the larger scale shall govern; and detailed drawings shall govern over general drawings; the Bid Document Package. XXVIII. JUDICIAL INTERPRETATION Should any provision of this Contract require judicial interpretation, it is agreed that the court interpreting or construing the same shall not apply a presumption that the terms hereof shall be more strictly construed against one party by reason of the rule of construction that a document is to be construed more strictly against the party who itself or through its agent prepared same, it being agreed that the agents of all parties have participated in the preparation hereof and all parties have had an adequate opportunity to consult with legal counsel. XXIX. USE OF AUGUSTA, GEORGIA LANDFILL All contracts for contractors performing demolition and /or construction projects for Augusta, Georgia shall contain a provision requiring that all debris, trash and rubble from the project be transported to and disposed of at the Augusta, Georgia Solid Waste Landfill in accordance with local and state regulations. The contractor shall provide evidence of proper disposal through manifests, which shall include the types of material disposed of, the name and location of the disposal facility, date of disposal and all related fees. 16 XXX. GOVERNING LAW This Contract will be construed under Georgia law, including the Georgia Uniform Commercial Code; all remedies available under that code are applicable to this Contract. Contractor and Augusta - Richmond County fix jurisdiction and venue for any action brought with respect to this Contract in Augusta- Richmond County, Georgia. Contractor specifically consents to venue in Richmond County and waives any right to contest the venue in the Superior Court of Richmond County, Georgia or the Southern District Court. XXXI. ENTIRE AGREEMENT This Contract constitutes the sole Contract between the County and the Contractor. No representations oral or written not incorporated herein shall be binding on the parties. No Change Order, Field Order, amendment or modification of this Contract shall be enforceable unless approved by official action as provided in this Contract. XXXII. COUNTERPARTS This Contract may be executed in several counterparts, each of which shall be deemed an original, and all such counterparts together shall constitute one and the same Contract. XXXIII. CAPTIONS The section captions contained in this Contract are for convenience only and do not in any way limit or amplify any term or provision hereof. The use of the terms "hereof," "hereunder" and "herein" shall refer to this Contract as a whole, inclusive of the Attachments, except when noted otherwise. The use of the masculine or neuter genders herein shall include the masculine, feminine and neuter genders and the singular form shall include the plural when the context so requires. IN WITNESS WHEREOF, the parties hereto have caused this Contract to be executed by their appropriate officials, as of the date first written above. SIGNATURES CONTAINED ON FOLLOWING PAGES 17 rzCs 1 F��lc, Xfa OWNER: CITY OF AUGUSTA ByC` 4 lip David S. Copenhaver, Mayor 4,,,,,, /.7 Date: .(/ NI ;,,,.. 0/ l'/' Attes : AUGUSTA AVIATION CQMMISSION, AUGUSTA, GEORGIA 18 By Date Witness ay Forrester, Chairman Printed Name: Date: 'A 1 ` �°� 26 / SIGNATURES CONTINED ON FOLLOWING PAGE 19 CONTRACTOR: Co By Prin Date: Date: ct Mana•ement, Inc. Name: James Williams 6/28/12 gr. Wi t ess Printed Name: 6/28/12 This 28t1day of ATTACHMENT F AUGUSTA RICHMOND COUNTY, GEORGIA Contractor acknowledges that this contract and any changes to it by amendment, modification, change order or other similar document may have required or may require the legislative authorization of the Board of Commissioners and approval of the Mayor. Under Georgia law, Contractor is deemed to possess knowledge concerning Augusta, Georgia's ability to assume contractual obligations and the consequences of Contractor's provision of goods or services to Augusta, Georgia under an unauthorized contract, amendment, modification, change order or other similar document, including the possibility that the Contractor may be precluded from recovering payment for such unauthorized goods or services. Accordingly, Contractor agrees that if it provides goods or services to Augusta, Georgia under a contract that has not received proper legislative authorization or if the Contractor provides goods or services to Augusta, Georgia in excess of the any contractually authorized goods or services, as required by Augusta, Georgia's Charter and Code, Augusta, Georgia may withhold payment for any unauthorized goods or services provided by Contractor. Contractor assumes all risk of non- payment for the provision of any unauthorized goods or services to Augusta, Georgia, and it waives all claims to payment or to other remedies for the provision of any unauthorized goods or services to Augusta, Georgia, however characterized, including, without limitation, all remedies at law or equity." This acknowledgement shall be a mandatory provision in all Augusta, Georgia contracts for goods and services, except revenue producing contracts. June , 2012. CONTRACTOR: By Prin Date: Contract Managment, Inc. / tole Gd Name: James Williams 6/28/12 (Corporate Seal)