HomeMy WebLinkAboutCardo Site Development Inc AGREEMENT
THIS AGREEMENT, entered into this IS day of October, 2015, by and between the Town of
Southold, New York ("the Town"), a municipal corporation organized and existing under the laws of
the State of New York with offices at 53095 Main Road, Southold, New York, and Cardo Site
Development Inc. (the "Contractor"), with an address of 5 Lamb Avenue, Quogue,New York 11959;
WITNESSETH, that the Town and the Contractor, for the consideration hereinafter named,
agree as follows:
ARTICLE 1. WORK TO BE DONE AND CONSIDERATION THEREFOR
The Contractor shall perform construction work in connection with the Old Sound.Avenue and
Waterview Drive Drainage Projects, including, but not limited to, the following:
Construction of catch basins, leaching basins and drainage pipes to capture and infiltrate
stormwater runoff from Old Sound Avenue and Waterview Drive and restoration of all disturbed
areas of the sites to pre-construction conditions.
The above mentioned shall be performed in accordance with the Contractor's Proposal, a copy
of which is attached hereto as Appendix A and made a part hereof, and the Plans and Drawings
entitled "New Road Drainage, Waterview Drive" and "New Road Drainage, Old Sound Avenue",
drawn by James A. Richter, R.A., and dated August 19, 2015.
The Contractor will furnish all labor, materials, supplies, equipment and other similar
items necessary or proper Tor, or incidental to, the work contemplated by this Contract, as
required by, and in strict accordance with the above drawings, and in strict accordance with
such changes as are ordered and approved pursuant to this Contract.
ARTICLE 2. TIME OF COMPLETION
The services to be rendered under this Contract shall be completed no later than thirty (30) days
from the date the contract is signed by all parties. Time of performance is of the essence of this
Agreement.
ARTICLE 3. ACCEPTANCE AND FINAL PAYMENT
Upon receipt of written notice that the Contract has been fully performed and an inspection by
the Town Engineer to certify that the work has been completed to the satisfaction of the Town, the
Contractor shall file with the Town Comptroller an itemized voucher and the Town will pay the
Contractor $25,400.00. Payments will be made on the basis of the actual work completed in
accordance with the Contract. Contractor will be paid the total Contract amount after the project is
completed and there will be no partial payments.
The acceptance by the Contractor of the final payment shall be, and shall operate as a release to
the Town from all claims and all liabilities to the Contractor for all the things done or furnished in
connection with this work and for every act and neglect of the Town and others relating to or arising
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out of, this Contract, except Contractor's claims for interest upon the final payment, if this payment
be improperly delayed. No payment, however final or otherwise, shall operate to release the
Contractor or its sureties from any obligations under this Contract.
ARTICLE 4. CHANGES TO THE CONTRACT AND EXTRA WORK
(a) The Town may at times, without notice to the Contractor's surety and without
invalidating the Contract, order extra work or make changes by altering, adding to, or
deducting from the work contemplated herein and may adjust the Contract price
accordingly, pursuant to Paragraph (b) below. The Contractor shall not deviate from,
add to, delete from, or make changes in the Work required to be performed hereunder
unless so directed by a written Change Order. If the Contractor is directed by the Town
to perform extra work prior to an agreement on costs or time, the Contractor shall
promptly comply with the Change Order of the Town. No claim for extra work or any
change in the work shall be allowed or made unless such extra work or change is
ordered by a written Change Order from the Town.
(b) The amount of compensation to be paid to the Contractor for any extra work, as so
ordered, shall be determined as follows:
1. By a lump sum mutually agreed upon by the Town and the Contractor; or
2. Using the applicable price or prices within the Contract and/or Bid and approved
by the Town and the Contractor
(c) Regardless of the method used by the Town in determining the value of a Change
Order, the Contractor shall submit to the Town a detailed payment breakdown of the
Contractor's estimate of the value of the omitted or extra work.
(d) Unless otherwise specifically provided for in a Change Order, the agreed compensation
specified therein for extra work includes full payment for extra work covered thereby,
and the Contractor waives all rights to any other compensation for such extra work,
damage or expense, including claims for delay, damage or expense.
(e) The Contractor shall and hereby agrees to produce any and all data the Town may
request, including but not limited to, time sheets, certified payrolls, foreman's reports,
daily reports, bills and vouchers of Subcontractors, receiving documents, freight and
trucking receipts, etc
(f) All change orders shall be processed, executed and approved in the following manner
(i) if the estimated cost of the extra work is less than $1,000 in the aggregate, a
Change Order Form (attached as Appendix B) must be processed and executed by
the Supervising Department Head;
(ii) if the estimated cost of the extra work is greater than $1,000, then the Change
Order Form (Appendix B) must be executed by the Supervising Department Head
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and submitted to the Town Board for consideration and approval by resolution.
The Contractor must submit a detailed explanation of why the Change Order is
needed and must also be submitted to the Town Board prior to its approval. The
Change Order must also be approved by the Town Comptroller and the Town
Attorney. Once this procedure is completed, the Contractor may proceed with the
extra work.
The Town will not accept any alteration to this form and no payment for Extra Work
shall be due the Contractor unless it executes a Change Order on this Form.
(g) If the Contractor claims that any work which the Contractor has been ordered to perform
will be extra work, that the Contractor for any reason cannot comply with the terms and
provisions of the Contract, or that any action or omission of the Town is contrary to the
terms and provisions of the Contract and will require the Contractor to perform extra
work,the contractor shall:
1. Promptly comply with the Town's direction to perform the work which the
contractor claims will be extra work; and
2. Proceed diligently, pending and subsequent to the determination of the Town
with respect to any said disputed matter, with the performance of the work in
accordance with all the instructions of the Town.
(h) No claim for extra work shall be allowed unless it was performed pursuant to change
order duly approved by the Town Board. The Contractor's failure to comply with any
part of this provision shall be deemed to be:
1. A conclusive and binding determination on the part of the Contractor that said
change order, work, action or omission does not involve extra work and is not
contrary to the terms and provisions of the Contract, and
2. A waiver by the Contractor of all claims for additional compensation, time or
damages as a result of said change work, act or omission.
(I) The value of claims for extra work, if allowed shall be determined methods described in
the Contract including, but not limited to, section (b) immediately above.
ARTICLE 5: CONTRACTOR'S OBLIGATIONS
(a) The Contractor shall be responsible for the full and correct performance of the Work
required by this Contract within the time specified herein, including work of the
Contractor's Subcontractors, and any errors therein shall be corrected at the Contractor's
own cost and expense. In addition, the Contractor shall indemnify the Town for any costs
or expenses attributable to errors in performance by the Contractor or the Contractor's
Subcontractors. The Contractor's obligation hereunder shall include taking field
measurements for all Work hereunder. Approval of shop drawings by the Town shall not
relieve the Contractor from correcting Work either reflected in error on the Contractor's
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shop drawings, not confirming to the field requirements, or not complying with the terms
of this Contract. Is shall not be incumbent upon the Town to discover any mistakes,
errors, omissions, or deviations from the Contract requirements, or in the quality or kind
of materials used by the Contractor or in the shop drawings, schedules and reports
submitted by the Contractor and the Town's approval of same shall not relieve the
Contractor from responsibility for unauthorized changes, deviations, omissions or for
errors of any sort therein. Performance by the Contractor of any Work before the
required approvals therefore have been issued shall be at the Contractor's sole risk and
expense.
(b) In case of discrepancy or difference between any figures, drawings, or specifications, the
matter shall be immediately submitted in writing to the Town, whose decision shall be
final, and without whose decision said discrepancy or difference shall not be adjusted by
the Contractor, save only at the Contractor's own risk and expense.
(c) Unless otherwise specifically provided in the Contract, the Contractor, without limitation,
shall furnish and be responsible for all shop and field requirements, lines, grades,
dimensions, layouts, colors, qualities, quantities, tests, approvals, operating manuals,
guarantees, cuttings, removals, openings, channels, chases, flues, sleeves, insets, dowels,
hangers, patching, clearing, temporary heat, water and electricity, guards, rails, night
lights, barricades, pumping hoists, elevators, scaffolds, runways, protective paper,
tarpaulins, polyethylene protections, and clean-up, and all things which may be necessary
in performance of the Work contracted hereunder.
.(d) If the Town shall furnish any basic reference lines and bench marks to the Contractor,
such basic reference lines and bench marks must be used by the Contractor and the
finished Work shall agree therewith.
(e) The Contractor agrees that the Contractor shall protect and shall be solely responsible for
all labor and material provided for under this contract, whether or not the same may be
erected in place, and for all its plans, tools, equipment, materials, tools of the Contractor's
employees and agents, etc. for all adjoining private and public property, and all existing
Work on the Project Site, which may be damaged by the Contractor's Work. In no event
shall the Town be liable to the Contractor for loss of, pilferage, or damage to any of the
same. In the event of said labor and materials, plant, tools or equipment, etc., are
damaged, lost or destroyed by reason of fire, theft (irrespective of the negligence of the
parties hereto or others), civil commotion, riot, insurrection, violence, war, acts of God,
etc., the Contractor's responsibility therefore shall be absolute, and the Contractor shall
replace, repair, rebuild, and make good any and all said damage or loss of any and all
kinds whatsoever.
(0 Contractor shall be responsible for securing all permits required to perform the Work
and/or required by the applicable laws, regulations, ordinances, etc., and maintain the
validity of all such permits throughout the contract duration.
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ARTICLE 6. CONTRACTOR'S INSURANCE
The Contractor shall not commence work under this Contract until it has obtained all insurance
required under this paragraph and such insurance has been approved by the Town.
(a) Compensation Insurance: The Contractor shall take out and maintain during the life of
this Contract Workers' Compensation Insurance for its employees to be assigned to the
work hereunder..
(b) Insurance: The Contractor shall take out and maintain during the life of this Contract
such general liability, property damage, and commercial auto liability insurance as shall
protect it from claims for damages for personal injury, including accidental death, as
well as from claims for property damage which may arise from operations under this
Contract. The amounts of such insurance shall be as follows:
General liability insurance in an amount not less than $1,000,000 for injuries, including
wrongful death to any one person and subject to the same limit for each person, in an amount not less
than $2,000,000 on account of any one occurrence.
Property damage insurance in an amount not less than $300,000 for damage on account of all
occurrences.
Commercial auto liability insurance in an amount not less than $500,000 for damage on
account of all occurrences.
The Contractor shall furnish the above insurances to the Town and shall also name the Town as
an additional named insured in said policies.
(c) Any accident shall be reported to the office of the Town Clerk as soon as possible and
not later than twenty-four (24) hours from the time of such accident. A detailed written
report must be submitted to the Town as soon thereafter as possible and not later than
three (3)days after the date of such accident.
ARTICLE 7. REPRESENTATIONS OF CONTRACTOR
The Contractor represents and warrants:
(a) That it is financially solvent and that it is experienced in and competent to perform the
type of work or to furnish mechanical maintenance dredging to be furnished by it; and
(b) That it is familiar with all federal, state, municipal and department laws, ordinances and
regulations which may in any way affect the work or those employed therein.
ARTICLE 8. PERMITS AND REGULATIONS
The Contractor shall comply with all permits issued to the Town in connection with the
services furnished under this Agreement.
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ARTICLE 9. NO DAMAGES FOR DELAY
The contractor agrees to make no claim for increased costs, charges, expenses or
damages for delay in the performance of this Contract, or for any delays or hindrances from any
cause whatsoever, and agrees that any such claim shall be fully compensated for by an extension in
the time for substantial and/or final completion of the work. Should the Contractor be or anticipate
being delayed or disputed in performing the work hereunder for any reason, it shall promptly, and in
no even more than two (2) business days after the commencement of any condition which is causing
or threatening to cause such a delay or disruption, notify the Town in writing of the effect of such
condition stating why and in what respects the condition is causing or threatening to cause such delay
or disruption. Failure strictly to comply with this notice requirement shall be sufficient cause to deny
Contractor a change in Schedule and to require it to conform to the Schedule then in effect.
ARTICLE 10. TOWN'S RIGHT TO STOP WORK OR TERMINATE CONTRACT
The Town shall have the right to stop work or terminate the Contract if:
(a) The Contractor is adjudged bankrupt or makes an assignment for the benefit of
creditors; or
(b) A receiver or liquidator is appointed for the Contractor or for any of its property and is
not dismissed within 20 days after such appointment or the proceedings in connection
therewith are not stayed on appeal within the said 20 days; or
(c) The Contractor refuses or fails to prosecute the work or any part thereof with due
diligence; or
(d) The Contractor fails to make prompt payment to persons supplying labor for the work; or
(e) The Contractor fails or refuses to comply with all applicable laws or ordinances; or
(f) The Contractor is guilty of a substantial violation of any provision of this Contract;
(g) The Town's execution and participation in this contract is found to be in violation of an
existing collective bargaining agreement.
(h) In any event, the Town, without prejudice to any other rights or remedy it may have,
may, with our without cause, by seven (7) days' notice to the Contractor, terminate the
employment of the Contractor and its right to proceed as to the work. In such case, the
Contractor shall not be entitled to receive any further payment beyond what owed in
quantum meruit.
ARTICLE 11. DAMAGES
It is hereby mutually covenanted and agreed that the relation of the Contractor to the work to be
performed by it under this Contract shall be that of an independent contractor. As an independent
contractor, it will be responsible for all damage, loss or injury to persons or property that may arise in
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or be incurred during the conduct and progress of said work, whether or not the Contractor, its agents,
or employees have been negligent. The Contractor shall hold and keep the Town free and discharged
of and from any and all responsibility and liability of any sort or kind. The Contractor shall assume
all responsibility for risks or casualties of every description, for loss or injury to persons or property
arising out of the nature of the work, from the action of the elements, or from any unforeseen or
unusual difficulty. The Contractor shall make good any damages that may occur in consequence of
the work or any part of it. The Contractor shall assume all blame, loss and responsibility of any
nature by reason of neglect or violation of any federal, state, county or local laws, regulations or
ordinances.
ARTICLE 12. INDEMNITY AND SAVE HARMLESS AGREEMENT
The Contractor agrees to indemnify and save the Town, its officers, agents and employees
harmless from any liability imposed upon the Town, its officers, agents and/or employees arising
from the negligence, active or passive, of the Contractor and from and against any damages, claims,
or expenses, including reasonable attorney's fees, arising out of Contractor's breach of the
Agreement or from Contractor's acts or omissions outside the scope of the Agreement or arising out
of claims or actions by third parties against Contractor by virtue of his performance of this
Agreement.
ARTICLE 13. NO ASSIGNMENT
In accordance with the provisions of section 109 of the General Municipal Law, the Contractor
is hereby prohibited from assigning, transferring, conveying, subletting or otherwise disposing of this
Agreement, or of its right, title or interest in this Agreement, or its power to execute this Agreement,
to any other person or corporation without the previous consent in writing of the Town.
ARTICLE 14. REQUIRED PROVISIONS OF LAW
Each and every provision of law and clause required by law to be inserted in this Contract shall
be deemed to have been inserted herein. If any such provision is not inserted, through mistake or
otherwise, then upon the application of either party, this Contract shall be physically amended
forthwith to make such insertion. In particular, the Contractor shall, among other things, fully comply
with:
(a) Labor Law section 220-e and Executive Law sections 291-299 and the Civil Rights Law
relating to prohibition against discrimination and providing equal opportunity.
(b) Affirmative action as required by the Labor Law
(c) Prevention of dust hazard required by Labor Law section 222-a.
(d) Preference in employment of persons required by Labor Law section 222.
(e) Eight-hour workday as required by Labor Law section 220(2).
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ARTICLE 15. PREVAILING WAGE RATES REQUIRED BY LAW
(a) The parties hereto, in accordance with the provisions of section 220(3) of the Labor
Law, hereby agree that there shall be paid each employee engaged in work under this
Contract not less than the wage rate and supplements set opposite the trade or
occupation in which he/she is engaged, as listed on Exhibit A attached hereto and made
a part of this Agreement, which are the wage rates and supplements established as the
prevailing rate of wages for the work covered by this Contract.
(b) Labor classifications not appearing on the schedule of wages can be used only with the
consent of the Owner and then the rate to be paid will be given by the Owner after being
advised by the Department of Labor
(c) The Contractor shall post in a prominent and accessible place on the site of the work a
legible statement of all wage rates and supplements, as specified in the Contract, for the
various classes of mechanics, workingmen/women, or laborers employed on the work.
ARTICLE 16. ARBITRATION
Should any dispute arise between the Town and the Contractor regarding the manner or
sufficiency of the performance of the work, the disputed matter shall be settled by arbitration in
accordance with the laws of the State of New York. There shall be three arbitrators, one of whom
shall be selected by each of the parties hereto, and the third by the two arbitrators so selected. If the
selection of any arbitrator is not made within fifteen (15) days of the time that either party has
notified the other of the name of the arbitrator it has selected, then the arbitrator or arbitrators not
selected shall be appointed in the manner provided by the laws of the State of New York. The work
shall not be interrupted or delayed pending such decision.
ARTICLE 17. AUTHORITY FOR EXECUTION ON BEHALF OF THE TOWN
The Supervisor has executed this Agreement pursuant to a Resolution adopted by the Town
Board of the Town of Southold, at a meeting thereof held on October 6, 26, 2015. Scott A. Russell,
Supervisor, whose signature appears hereafter, is duly authorized and empowered to execute this
instrument and enter into such an Agreement on behalf of the Town. This instrument shall be
executed in duplicate. At least one copy shall be permanently filed, after execution thereof, in the
office of the Town Clerk, Elizabeth Neville.
ARTICLE 18. NOTICES
Any and all notices and payments required hereunder shall be addressed as follows, or to such
other address as may hereafter be designated in writing by either party hereto:
To Town: Elizabeth A. Neville, RMC, CMC
Southold Town Clerk
P.O. Box 1179
Southold, NY 11971-0959
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With a copy to Michael Collins, P E , Town Engineer
Town of Southold
P 0 Box 1179
Southold, NY 11971-0959
To Contractor: Randy Cardo, President
Cardo Site Development Inc.
•
5 Lamb Avenue
Quogue, NY 11959
ARTICLE 19. WAIVER
No waiver of any breach of any condition of the Agreement shall be binding unless in writing
and signed by the party waiving said breach. No such waiver shall in any way affect any other term
or condition of this Agreement or constitute a cause or excuse for a repetition of such or any other
breach unless the waiver shall include the same.
ARTICLE 20. MODIFICATION
This Agreement constitutes the complete understanding of the parties. No modification of any
provisions thereof shall be valid unless in writing and signed by both parties.
ARTICLE 21. APPLICABLE LAW
This Agreement is governed by the laws of the State of New York.
IN WITNESS WHEREOF, the Town of Southold has caused these presents to be signed by
Scott A. Russell, its Supervisor, duly authorized to do so, and the Contractor has caused these
presents to be signed by its President,the day and year first above written.
Cardo Site Development Inc.
By:
Randy Cardo, President
Town of Southo
By:
Scott A. Russell, Supervisor
STATE OF NEW YORK)
) ss.:
COUNTY OF SUFFOLK)
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On this 1 day of October in the year 2015 before me,the undersigned, personally appeared
RANDY CARDO, personally known to me or proved to me on the basis of satisfactory evidence to
be the individual whose name is subscribed to the within instrument and acknowledged to me that he
executed the same in his capacity and that by his signature on the instrument,the individual or the
person upon whose behalf of which the individual acted, executed the instrument.
d 1.„
Nota ,A bile
Vikki J. Raniolo
Notary Public, State of New York
No. 01 RA6053032
STATE OF NEW YORK) Qualified in Suffolk County
ss..
Commission Expires January 02,201'
COUNTY OF SUFFOLK)
On this 1sday of October in the year 2015 before me, the undersigned, personally appeared
SCOTT A. RUSSELL, personally known to me or proved to me on the basis of satisfactory evidence
to be the individual whose name is subscribed to the within instrument and acknowledged to me that
he executed the same in his capacity and that by his signature on the instrument,the individual or the
person upon whose behalf of which the individual acted, executed the instrument.
___2t4acuty) 11f
Notary Public
,46
LAUREN M.STANDISH
Notary Public,State of New York
No.01516164008
Qualified In Suffolk County
Commission Expires April 9,2019
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♦ , V
ATTACHMENT A
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PROPOSAL
Cardo Site Development Inc. Date
P.O. Box 506 Phone# (631) 653-4377 9/30/2015
Quogue,NY 11959 Fax# (631) 653-4375
Email : cardosite@yahoo.com
Submitted to" Phone Number Project Name /Address
TOWN OF SOUTHOLD ENGINEERING DEPT. DRAINAGE INSTALLATION
OLD SOUND DRIVE-MATTITUCK
Description
Remove 2 existing block catch basins and dispose of offsite. DRAINAGE 14,500.00
-- Install 2-2'6"x 4'x 6'deep single inlet catch basin with either a curb inlet or flush
inlet casting on each..
Install 18"corrugated polyethylene N-12 pipe between catch basins.
— Install 1 -8'diameter x 8'deep drywell and connect to existing 12"corrugated metal
pipe -
Install 4"compacted RCA and 4"of Type 6 asphalt placed in two lifts on all areas of
asphalt disturbance.
Topsoil and seed road shoulders where disturbed.
We propose hereby to furnish materials& labor complete in PROPOSAL TOTAL... $14,.50/1.00
accordance with above specifications for the-sum of the
proposal total. . Authorized Signature
The above prices,specifications, and conditions are satisfactory
and are hereby accepted. You are authorized to do work as
specified above. Authorized Signature --
PROPOSAL ACCEPTANCE DATE
PROPOSAL
Cardo Site Development Inc. Date
P.O. Box 506 Phone# (631) 653-4377 9/30/2015
Quogue,NY 11959 Fax# (631) 653-4375
Email : cardosite a yaboo.com
Submitted to: Phone Number• • Project Name /Address
TOWN OF SOUTHOLD ENGINEERING DEPT. DRAINAGE INSTALLATION
WATERVIEW DRIVE-MATTITUCK
Description
—Install one new 2'6"x 4'x 6'deep single inlet catch basin with either a curb inlet DRAINAGE 10,900.00
casting.
—Install 1 -8'diameter x 8'deep drywell with heavy duty cast iron clean-out cover at
grade.
—Connect existing leaching pool and new leaching pool and catch basin with 18"
corrugated polyethylene pipe.
— Install 4"compacted RCA and 4"of Type 6 asphalt placed in two lifts on all areas of
asphalt disturbance.
Install asphalt tip-up curb on west side of road in lieu of concrete curbing and back
up with soil.
—Topsoil and seed all areas of disturbance.
We propose hereby to furnish materials & labor complete in PROPOSAL TOTAL... $10,900.00
accordance with above specifications for the sum of the
proposal total .. Authorized Signature
The above prices,specifications, and conditions are satisfactory
and arc hereby accepted. You are authorized to do work as
specified above. Authorized Signature
PROPOSAL ACCEPTANCE DATE