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Res 10-15 Authorizing a Contract with Hadden TOWN OF WESTLAKE RESOLUTION NO 10-15 AUTHORIZING THE APPROVAL OF A CONTRACT WITH HADDEN, FOR INSTALLING OF THE IRRIGATION SYSTEM AND LANDSCAPING FOR THE PARKING LOT EXPANSION OF THE SAM & MARGARET ARTS AND SCIENCES CENTER PROJECT LOCATED ON THE WESTLAKE CIVIC CAMPUS; AND AUTHORIZE TOWN MANAGER TO APPROVE CHANGE ORDERS NOT TO EXCEED $25,000.00. WHEREAS, the Town of Westlake is working to become leaders in premier educational facilities and programs; and WHEREAS, Westlake desires to produce well educated future leaders and thinkers; and WHEREAS, Westlake desires to be business partners with Westlake Academy; and WHEREAS, the Town Council finds that the parking lot expansion for the Sam & Margaret Lee Arts and Science Center benefits the public and is in the best interest of the public, citizens of Westlake, Westlake Academy students and visitor; and WHEREAS, the Town Council finds that the parking lot expansion for the Sam & Margaret Lee Arts and Science Center is necessary for the enhancement of the Civic Campus. .NOW, THEREFORE,BE IT RESOLVED BY THE TOWN COUNCIL OF THE TOWN OF WESTLAKE, TEXAS: SECTION 1: All matters stated in the Recitals above are found to be true and correct and are incorporated herein by reference as if copied in their entirety. SECTION 2: The Town Council of the Town of Westlake hereby approves the contract with Hadden; authorizes Town Manager to approve change order not to exceed $25,000.00, and further authorizes the Town Manager to execute the contract relating to the parking lot expansion for the Sam & Margaret Lee Arts and Science Center construction at the Civic Campus, attached hereto as Exhibit "A': SECTION 3: If any portion of this Resolution shall, for any reason, be declared invalid by any court of competent jurisdiction, such invalidity shall not affect the remaining provisions hereof and the Council hereby determines that it would have adopted this Resolution without the invalid provision. Resolution 10-15 Page 1 of 2 SECTION 4: That this resolution shall become effective from and after its date of passage. PASSED AND APPROVED ON THIS 28"DAY OF JUNE 2010. 0. , Q � M ATTEST: Laura Wheat, Mayor A S Kelly dwar Town Secretary Thomas E. $ er, own Manager APPROV S TO f L. Stanton L wZ` Attorney Resolution 10-15 Page 2 of 2 AGREEMENT BETWEEN TOWN AND CONTRACTOR THIS AGREEMENT is dated as of the 14 tL day of June in the year 2010, by and between the Town of Westlake, Texas (hereinafter called OWNER) and Hadden Landscaping, Inc, (hereinafter called CONTRACTOR). OWNER and CONTRACTOR, in consideration of the mutual covenants hereinafter set forth, agree as follows: Article 1. WORK. CONTRACTOR shall complete all Work as specified or indicated in the Contract Documents. The Work is generally described as follows: The work to be done as covered by these contracts and specifications consists of the fiunishing of all labor, shipping, materials, equipment, and incidentals for the Town of Westlake Civic Campus Expansion,Arts& sciences center located at 2500 JT Ottinger Rd. which include installing of concrete parking lot, utilities, landscaping and lighting. An itemized list is provided on the scope work and construction plan. All manufacture and warrant information must be provided in three ring notebook. Article 2. CONTRACT TIME. 2.1. CONTRACTOR agrees to commence work within ten(5) days after the date of written notice to commence work, and to complete the work on which he has bid within 30 working days as provided in the General Conditions. Article 3. CONTRACT PRICE. 3.1 OWNER shall pay CONTRACTOR for completion of the Work on a Unit Price Work Basis in accordance with the Contract Documents in current funds based on the measured quantities and the unit prices stated in the Proposal. Article 4. PAYMENT PROCEDURES. 4.1 CONTRACTOR shall submit Applications for Payment on work completed during the previous month on the first day of the month. CONTRACTOR shall present only one Application for Payment each month. Applications for Payment will be processed by ENGINEER and OWNER shall make payment to CONTRACTOR within thirty(30) days of the date of the invoice. Article 5. INTEREST. 5.1 All moneys not paid when due shall bear interest at the maximum rate allowed by law at the place of the Project. Article 6. CONTRACTOR'S REPRESENTIONS. In order to induce OWNER to enter into this Agreement, CONTRACTOR makes the following representations: 6.1 CONTRACTOR has familiarized itself with the nature and extent of the Contract Documents, Work, site, locality, and all local conditions and Laws and Regulations that in any manner may affect cost,progress, performance or Ru-nishing of the Work. 6.2 CONTRACTOR binds itself to use such materials and so construct the work that it will remain in good repair and condition for and during the period of two (2)years from the date of the repair and to maintain said work in good repair and condition for said term of two (2) years. CONTRACTOR binds itself to repair or replacement in part at any time within said period, if in the opinion of the owner, it be necessary. 6.3 To the fullest extent permitted by laws and Regulations, CONTRACTOR shall indemnify and hold harmless OWNER and their consultants, agents and employees from and against all claims,damages, losses and expenses, direct, indirect or consequential(including but not limited to fees and charges of engineers, architects, attorneys and other professionals and court and arbitration costs) arising out of or resulting from the perform ante of Work, provided that any such claim, damage, loss or expense (a) is attributable to bodily injury, sickness, disease or death, or to injury to or destruction of tangible property(other than the Work itself) including the loss of use resulting there from and(b)is caused in whole or in part by any negligent act or omission of CONTRACTOR,and Subcontractor, any person or organization directly or indirectly employed by any of them to perform or furnish any of the Work or anyone for whose acts any of them may be liable, regardless of whether or not it is caused in part by a party indemnified hereunder or arises by or is imposed by Laws and Regulations regardless of the negligence of any such party. 6.4 In any and all claims against OWNER or any of their consultants, agents or employees by any employee of CONTRACTOR, any Subcontractor, any person or organization directly or indirectly employed by any of them to perform or fiunish any of the Work or anyone for whose acts any of them may be liable,the indemnification obligation under paragraph 6.3 shall not be limited in any way by any limitation on the amount or type of damages, compensation or benefits payable by or for CONTRACTOR or any such Subcontractor or other person or organization under workers' or workmen's compensation acts, disability benefit acts or other employee benefit acts. Article 7. Contract Documents 7.1 The Contract Documents which comprise the entire agreement between OWNER and CONTRACTOR concerning the Work consist of the following: o Notice to Bidders consisting of one (1)page. o Instructions to Bidders consisting of three(3)pages. o Bid Proposal consisting of two (2)pages. o This Agreement consisting of three (3)pages. o Payment Bonds consisting of one (1)pages. o Bidders requirement consisting of one (1)pages. o Indemnification consisting of one(1)pages. o Experience records consisting of one (1)pages. o Site location map (1)pages. There are no Contract Documents other than those listed above in this Article 7. Article 8. TERMINATION. 8.1 OWNER may terminate contract if CONTRACTOR persistently fails to perform the work in accordance with the Contract Documents including,but not limited to, failure to supply sufficient skilled workers, or suitable materials or equipment, or otherwise violates in any substantial way any provisions of the Contract Documents. OWNER may, after giving CONTRACTOR seven(7)days written notice and to the extent permitted by Laws and Regulations,terminate the services of CONTRACTOR, exclude CONTRACTOR from the site and take possession of the Work. Article 9. NUSCELLANEOUS. 9.1 No assignment by a party hereto of any rights under or interests in the Contract Documents will be binding on another party hereto without the written consent of the party sought to be bound, and specifically but without limitation moneys that may become due and moneys that are due may not be assigned without such consent(except to the extent that the effect of this restriction may be limited by law), and unless specifically stated to the contrary in any written consent to an assignment; no assignment will release or discharge the-assignor from any duty or,responsibility under the Contract Documents. OWNER and CONTRACTOR each binds itself, its partners, successors, assigns and legal representatives to the other party hereto,its partners,successors, assigns and legal representatives in respect of all covenants, agreements and obligations contained in the Contract Documents. IN WITNESS WHEREOF, OWNER and CONTRACTOR have signed three(3)copies of the Agreement. Two counterparts each have been delivered to OWNER and CONTRACTOR. All portions of the Contract Documents have been signed or identified by OWNER and CONTRACTOR. This agreement will be effective on the 14th day of June , 2010. OWNER: 4 T-\T\IALT: Town of Westl e, Texas /f ,� By: By: Dale Wheatle *7 Laura eat,Mayor ATTEST: 7 & — ATTEST: - ()-IDOL Kelly dwar Town Secretary F*�;' CYNTHIA A TOOLE Address for giving notices: Address for giving noticesMy Comnossion Expires October 28.2013 3 Village Circle, Suite 202 2121 East Pecan Lane Westlake, Texas 76262 Plano, TX. 75074 (If OWNER is a public body, attach List name of person to whose attention resolution authorizing execution of notices are to be sent: Agreement. ) Dale Wheatley_ (If CONTRACTOR is a Corporation, attach evidence of authority to sign.)