CONTRACT 6263 On Call Agreement CLOSEDAgreement No. 6263
ON -CALL MAINTENANCE AGREEMENT
BETWEEN
THE CITY OF EL SEGUNDO AND
ACCO ENGINEERED SYSTEMS, INC.
EL SEGUNDO POLICE DEPARTMENT TEMPORARY CHILLER
PROJECT NO.: PW 22-04
THIS MAINTENANCE AGREEMENT ("Agreement") is made and entered into this 26'h day of
January, 2022, by and between the CITY OF EL SEGUNDO, a general law city and municipal
corporation ("CITY") and ACCO ENGINEERED SYSTEMS, INC., a California Corporation
("CONTRACTOR").
The Parties agree as follows:
1. CONSIDERATION.
A. As partial consideration, CONTRACTOR agrees to perform the work listed in the
SCOPE OF SERVICES, "Exhibit A" on an on -call basis.
B. As additional consideration, CONTRACTOR and CITY agree to abide by the
terms and conditions contained in this Agreement;
C. As additional consideration, CITY agrees to pay CONTRACTOR not to exceed
Forty Three Thousand, Eighty Dollars ($43,080.00) rates set forth in the attached
Exhibit "A," which is incorporated by reference, for CONTRACTOR's services.
CITY will pay such amount promptly, but not later than thirty (30) days after
receiving CONTRACTOR's invoice.
2. TERM. The term of this Agreement will be from February 1, 2022 to June 30, 2022. The
Agreement may be renewed upon mutual consent of the parties.
3. SCOPE OF SERVICES.
A. CONTRACTOR will perform services listed in the attached Exhibit A.
B. CONTRACTOR will, in a workmanlike manner, furnish all of the labor,
technical, administrative, professional and other personnel, all supplies and
materials, equipment, printing, vehicles, transportation, office space and facilities,
and all tests, testing and analyses, calculation, and all other means whatsoever,
except as herein otherwise expressly specified to be furnished by CITY, necessary
or proper to perform and complete the work and provide the professional services
required of CONTRACTOR by this Agreement.
Page l of 8
Agreement No. 6263
4. PREVAILING WAGES.
A. Pursuant to Labor Code § 1720, and as specified in 8 California Code of
Regulations § 16000, CONTRACTOR must pay its workers prevailing wages. It
is CONTRACTOR's responsibility to interpret and implement any prevailing
wage requirements and CONTRACTOR agrees to pay any penalty or civil
damages resulting from a violation of the prevailing wage laws.
B, In accordance with Labor Code § 1773.2, copies of the prevailing rate of per diem
wages are available upon request from CITY's Engineering Division or the
website for State of California Prevailing wage determination at
litta://wr w.dii-,ca.-lov/ )LSR/PWD. CONTRACTOR must post a copy of the
prevailing rate of per diem wages at the job site.
C. CITY directs CONTRACTOR's attention to Labor Code § § 1777.5, 1777.6 and
3098 concerning the employment of apprentices by CONTRACTOR or any
subcontractor.
D. Labor Code § 1777.5 requires CONTRACTOR or subcontractor employing
tradesmen in any apprenticeship occupation to apply to the joint apprenticeship
committee nearest the site of the public works project and which administers the
apprenticeship program in that trade for a certificate of approval. The certificate
must also fix the ratio of apprentices to journeymen that will be used in the
performance of the contract. The ratio of apprentices to journeymen in such cases
will not be less than one to five except:
When employment in the area of coverage by the joint apprenticeship
committee has exceeded an average of 15 percent in the 90 days before the
request for certificate, or
ii. When the number of apprentices in training in the area exceeds a ratio of
one to five, or
iii. When the trade can show that it is replacing at least 1/30 of its
membership through apprenticeship training on an annual basis state-wide
or locally, or
iv. When CONTRACTOR provides evidence that CONTRACTOR employs
registered apprentices on all of his contracts on an annual average of not
less than one apprentice to eight journeymen.
v. CONTRACTOR is required to make contributions to funds established for
the administration of apprenticeship programs if CONTRACTOR employs
registered apprentices or journeymen in any apprenticeable trade on such
contracts and if other contractors on the public works site are making such
contributions.
Page 2 of 9
Agreement No. 6263
vi. CONTRACTOR and any subcontractor must comply with Labor Code §§
1777.5 and 1777.6 in the employment of apprentices.
vii. Information relative to apprenticeship standards, wage schedules and other
requirements may be obtained from the Director of Industrial Relations,
ex-officio the Administrator of Apprenticeship, San Francisco, California,
or from the Division of Apprenticeship Standards and its branch offices.
E. CONTRACTOR and its subcontractors must keep an accurate certified payroll
records showing the name, occupation, and the actual per diem wages paid to
each worker employed in connection with this Agreement. The record will be
kept open at all reasonable hours to the inspection of the body awarding the
contract and to the Division of Labor Law Enforcement. If requested by CITY,
CONTRACTOR must provide copies of the records at its cost.
5. FAMILIARITY WITH WORK.
A. By executing this Agreement, CONTRACTOR represents that CONTRACTOR
has
Thoroughly investigated and considered the scope of services to be
performed;
ii. Carefully considered how the services should be performed; and
iii. Understands the facilities, difficulties, and restrictions attending
performance of the services under this Agreement.
B. If services involve work upon any site, CONTRACTOR warrants that
CONTRACTOR has or will investigate the site and is or will be fully acquainted
with the conditions there existing, before commencing the services hereunder.
Should CONTRACTOR discover any latent or unknown conditions that may
materially affect the performance of the services, CONTRACTOR will
immediately inform CITY of such fact and will not proceed except at
CONTRACTOR's own risk until written instructions are received from CITY.
6. INSURANCE.
A. Before commencing performance under this Agreement, and at all other times this
Agreement is effective, CONTRACTOR will procure and maintain the following
types of insurance with coverage limits complying, at a minimum, with the limits
set forth below:
Page 3 of 8
Agreement No. 6263
Tyne o insurance
Commercial general liability:
Business automobile liability
Workers compensation
Limitsww(combined single
$1,000,000
$1,000,000
Statutory requirement.
B. Commercial general liability insurance will meet or exceed the requirements of
ISO-CGL Form No. CG 00 01 11 85 or 88. The amount of insurance set forth
above will be a combined single limit per occurrence for bodily injury, personal
injury, and property damage for the policy coverage. Liability policies will be
endorsed to name City, its officials, and employees as "additional insureds" under
said insurance coverage and to state that such insurance will be deemed "primary"
such that any other insurance that may be carried by City will be excess thereto.
Such insurance will be on an "occurrence," not a "claims made," basis and will
not be cancelable or subject to reduction except upon thirty (30) days prior written
notice to City.
C. Automobile coverage will be written on ISO Business Auto Coverage Form CA
00 01 06 92, including symbol 1 (Any Auto).
D. CONTRACTOR will furnish to City duly authenticated Certificates of Insurance
evidencing maintenance of the insurance required under this Agreement,
endorsements as required herein, and such other evidence of insurance or copies
of policies as may be reasonably required by City from time to time. Insurance
must be placed with insurers with a current A.M. Best Company Rating
equivalent to at least a Rating of "AXII." Certificate(s) must reflect that the
insurer will provide thirty (30) day notice of any cancellation of coverage.
CONTRACTOR will require its insurer to modify such certificates to delete any
exculpatory wording stating that failure of the insurer to mail written notice of
cancellation imposes no obligation, and to delete the word "endeavor" with regard
to any notice provisions.
E. Should CONTRACTOR, for any reason, fail to obtain and maintain the insurance
required by this Agreement, City may obtain such coverage at CONTRACTOR's
expense and deduct the cost of such insurance from payments due to
CONTRACTOR under this Agreement or terminate.
7. TIME FOR PERFORMANCE. CONTRACTOR will not perform any work under this
Agreement until:
A. CONTRACTOR furnishes proof of insurance as required under Section 6 of this
Agreement; and
B. CITY gives CONTRACTOR a written Notice to Proceed.
C. Should CONTRACTOR begin work in advance of receiving written authorization
Page 4 of 8
Agreement No. 6263
to proceed, any such professional services are at CONTRACTOR's own risk.
8. TERMINATION.
A. Except as otherwise provided, CITY may terminate this Agreement at any time
with or without cause. Notice of termination will be in writing.
B. CONTRACTOR may terminate this Agreement upon providing written notice to
CITY at least thirty (30) days before the effective termination date.
C. Should the Agreement be terminated pursuant to this Section, CITY may procure
on its own terms services similar to those terminated.
D. By executing this document, CONTRACTOR waives any and all claims for
damages that might otherwise arise from CITY's termination under this Section.
INDEMNIFICATION.
A. CONTRACTOR indemnifies and holds CITY harmless from and against any
claim, action, damages, costs (including, without limitation, reasonable
attorney's fees and penalties), injuries, or liability, arising out of this
Agreement, or its performance including, without limitation, damages or
penalties arising from CONTRACTOR's removal, remediation, response or
other plan concerning any Hazardous Waste resulting in the release of any
hazardous substance into the environment, except for such loss or damage
arising from CITY's sole negligence or willful misconduct. Should CITY be
named in any suit, or should any claim be brought against it by suit or
otherwise, whether the same be groundless or not, arising out of this
Agreement, or its performance, CONTRACTOR will defend CITY (at
CITY's request and with counsel satisfactory to CITY) and will indemnify
CITY for any judgment rendered against it or any sums paid out in
settlement or otherwise.
B. For purposes of this section "CITY" includes CITY's officers, officials,
employees, agents, representatives, and volunteers.
C. CONTRACTOR expressly agrees that this release, waiver, and indemnity
agreement is intended to be as broad and inclusive as is permitted by the law of
the State of California and that if any portion is held invalid, it is agreed that the
balance will, notwithstanding, continue in full legal force and effect.
D. It is expressly understood and agreed that the foregoing provisions will survive
termination of this Agreement.
E. The requirements as to the types and limits of insurance coverage to be
maintained by CONTRACTOR as required by this Agreement, and any approval
Page 5 of 8
Agreement No. 6263
of said insurance by CITY, are not intended to and will not in any manner limit or
qualify the liabilities and obligations otherwise assumed by CONTRACTOR
pursuant to this Agreement, including, without limitation, to the provisions
concerning indemnification.
9. INDEPENDENT CONTRACTOR. CITY and CONTRACTOR agree that
CONTRACTOR will act as an independent contractor and will have control of all work and the
manner in which is it performed. CONTRACTOR will be free to contract for similar service to
be performed for other employers while under contract with CITY. CONTRACTOR is not an
agent or employee of CITY and is not entitled to participate in any pension plan, insurance,
bonus or similar benefits CITY provides for its employees. Any provision in this Agreement that
may appear to give CITY the right to direct CONTRACTOR as to the details of doing the work
or to exercise a measure of control over the work means that CONTRACTOR will follow the
direction of the CITY as to end results of the work only.
10. NOTICES.
A. All notices given or required to be given pursuant to this Agreement will be in
writing and may be given by personal delivery or by mail. Notice sent by mail
will be addressed as follows:
The City The Contractor
City of El Segundo -Public Works ACCO Engineered Systems, Inc.
350 Main Street 2201 Park Pl. Ste. 400
El Segundo, CA 90245 El Segundo, CA 90245
Attention: Arianne Bola Attention: Tommy Martinez
abola@elsegundo.org tartinez@accoes.com
(310) 524-2364 (424) 201-0234 ext. 4627
When addressed in accordance with this paragraph, notices will be deemed given upon deposit in
the United States mail, postage prepaid. In all other instances, notices will be deemed given at
the time of actual delivery.
B. Changes may be made in the names or addresses of persons to whom notices are
to be given by giving notice in the manner prescribed in this paragraph.
11. TAXPAYER IDENTIFICATION NUMBER. CONTRACTOR will provide CITY with a
Taxpayer Identification Number.
12. WAIVER. A waiver by CITY of any breach of any tern, covenant, or condition contained
in this Agreement will not be deemed to be a waiver of any subsequent breach of the same or any
other term, covenant, or condition contained in this Agreement, whether of the same or different
character.
Page 6 of 8
Agreement No. 6263
13. CONSTRUCTION. The language of each part of this Agreement will be construed simply
and according to its fair meaning, and this Agreement will never be construed either for or
against either party.
14. SEVERABLE. If any portion of this Agreement is declared by a court of competent
jurisdiction to be invalid or unenforceable, then such portion will be deemed modified to the
extent necessary in the opinion of the court to render such portion enforceable and, as so
modified, such portion and the balance of this Agreement will continue in full force and effect.
15. CAPTIONS. The captions of the paragraphs of this Agreement are for convenience of
reference only and will not affect the interpretation of this Agreement.
16. WAIVER. Waiver of any provision of this Agreement will not be deemed to constitute a
waiver of any other provision, nor will such waiver constitute a continuing waiver.
17. INTERPRETATION. This Agreement was drafted in, and will be construed in accordance
with the laws of the State of California, and exclusive venue for any action involving this
agreement will be in Los Angeles County.
18. AUTHORITY/MODIFICATION. This Agreement may be subject to and conditioned
upon approval and ratification by the El Segundo City Council. This Agreement is not binding
upon CITY until executed by the City Manager. The Parties represent and warrant that all
necessary action has been taken by the Parties to authorize the undersigned to execute this
Agreement and to engage in the actions described herein. This Agreement may be modified by
written agreement. CITY's city manager may execute any such amendment on behalf of CITY.
19. ELECTRONIC SIGNATURES. This Agreement may be executed by the Parties on any
number of separate counterparts, and all such counterparts so executed constitute one Agreement
binding on all Parties notwithstanding that all the Parties are not signatories to the same
counterpart. In accordance with Government Code § 16.5, the Parties agree that this Agreement,
Agreements ancillary to this Agreement, and related documents to be entered into connection
with this Agreement will be considered signed when the signature of a party is delivered by
electronic transmission. Such electronic signature will be treated in all respects as having the
same effect as an original signature.
20. EFFECT OF CONFLICT. In the event of any conflict, inconsistency, or incongruity
between any provision of this Agreement, its attachments, the purchase order, or notice to
proceed, the provisions of this Agreement will govern and control.
21. CAPTIONS. The captions of the paragraphs of this Agreement are for convenience of
reference only and will not affect the interpretation of this Agreement.
22. FORCE MAJEURE. Should performance of this Agreement be prevented due to fire, flood,
explosion, war, terrorist act, embargo, government action, civil or military authority, the natural
elements, or other similar causes beyond the Parties' control, then the Agreement will
immediately terminate without obligation of either party to the other.
Page 7 of 8
Agreement No. 6263
23. ENTIRE AGREEMENT. This Agreement and its one attachment constitutes the sole
agreement between CONTRACTOR and CITY respecting lead based stabilization. To the
extent that there are additional terms and conditions contained in Exhibit "A" that are not in
conflict with this Agreement, those terms are incorporated as if fully set forth above. There are
no other understandings, terms or other agreements expressed or implied, oral or written.
IN WITNESS WHEREOF the parties hereto have executed this Contract the day and
year first hereinabove written.
CITY 0- EL SEGUNDO ;
;i tttt Mitttiek
City Manager
ATTEST:
Tracy Weaver,
City Clerk
APPROVED AS TO FORM:
MARK D. HENSLEY, City Attorney
By
i..,�'.,q
..... -P ._
Joaquin Vuez e u tY City
Attorney
Insurance Reviewed by:
Hank Lu,
Risk Manager
ACCO ENGINEERED SYSTEMS, INC.
Digitally signed by Greg
O i Datee:: 20
j� Da22.0126
13:35:31-08'00'
Name: Greg Guizado
Title: Regional Sales Manager
Taxpayer ID No. 95-1625123
Contractor State License No.: 120696
Contractor City Business
License No.: 1664
Page 8 of 8
Agreement No. R&IT A
engineered
ed BID CONTRACT
systePage 1 of 2
El Segundo Office: 2201 Park Place, Suite #400, El Segundo, CA 90245
Telephone: (424) 201-0404
Principle Offices: Glendale Commerce Sacramento Orange County Santa Clara San Diego San Leandro Seattle, WA
QUOTATION TO: JOB NAME/ADDRESS:
City of El Segundo El Segundo City Police Department
Public Works Dept. 348 Main St
150 Illinois Street El Segundo, CA 90245
El! Sequndo„ CA 902.45 gorge Prado
THE CONDITIONS PRINTED EITHER ON THE REVERSE SIDE OR ATTACHED ARE PART HEREOF.
SCOPE OF WORK: Temporary Chiller Rental for El Segundo Police Department
ACCO proposes to furnish the labor, parts and equipment for ONE rental air cooled chiller for the ES Police Department.
The temp chiller will be connected to the existing chilled water lines feeding the building. The existing chiller electrical
source will be utilized for the temporary chiller electrical source. The temp chiller will be staged in the southeast parking
lot area closes to the existing chiller. This proposal includes the delivery and set up of the temporary rental chiller
(includes the chilled water hoses and electrical cables) , the start up of the chiller, periodic maintenance of the chiller, the
tear down of the chiller (chilled water hoses and electrical cable) and the removal of the chiller.
Delivery, start up and removal - $8,980.00 (1 time fee)
During normal business hours
Weekly rental rate - $2,440.00
Monthly rental rate - $6,820.00
"Contractors are required by law to be licensed and regulated by the Contractors' State License Board which has jurisdiction to investigate
complaints against contractors if a complaint is filed within three years of the date of the alleged violation. Any questions concerning a
contractor may be referred to the Registrar, Contractors' State License Board, P. O. Box 26000, Sacramento, CA 95826."
California State License No. 120696
The total price of this work is See Above Terms of payment, unless modified above, are: 0 down payment and the balance due upon
the receipt of invoice.
Your signed acceptance of this Bid Contract within 30 days January 25, 2022 shall, upon the acceptance of the Seller, constitute a
contract to perform the work described above, including all Terms and Conditions contained herein.
Seller shall be defined to mean ACCO Engineered Systems or its assigns.
Buyer shall be defined to mean the Owner, Owners/Agent, Builder, Architect, lessees, or any person acting on behalf of any of the
foregoing.
Prepared for:
ACCO Engineered Systems
By:
Prepared by: Thomas Martinez, SSE
ACCEPTED for SELLER:
CUSTOMER
ACCEPTED for BUYER:
By: Name/Title:
(Authorized Signature)
Name/Title:
Date of Acceptance:,
Date of Acceptance
(Authorized Signature)
Agreement No. 6263
engineered
l L systems
TERMS AND CONDITIONS TO BID CONTRACT
1. All work shall be performed during normal working hours unless otherwise stated
herein.
2. ACCO Engineered Systems agrees to maintain in full force and effect a
Workmen's Compensation Insurance policy and a Comprehensive Liability Insurance
policy in substantial amounts to protect all parties to this agreement, furnishing
certificates of insurance, if required by Buyer.
3,. Buyer shall prepare the premises to permit free movement and erection of
materials, providing necessary openings, supports, cutting, patching, necessary public
utility and steam services, and pay all fees in accordance with codes and ordinances
unless otherwise indicated in this Bid Contract,
4. In the event that the Seller encounters any asbestos product or material in the
course of performing its work, the Seller shall have the right to immediately discontinue
its work and remove its employees from the project, or that portion of the project
wherein such product or materials were encountered, until such time as any hazards
connected therewith are abated, encapsulated or removed and/or it is determined that
no hazard exists; further, Seller shall receive an extension of time to complete its work
and compensation for delays encountered and compensation for any change in the
sequence of method or its work occasioned as a consequence of said encounter.
5. ACCO Engineered Systems extends manufacturer's standard warranties on all
new equipment, misuse or abuse excepted, for a period not to exceed one year from
date of first beneficial use, which shall be defined as the Start-up Date, ACCO
Engineered Systems guarantees all repaired materials, parts and labor for a period of
ninety (90) days from the date of first beneficial use. There are no warranties,
expressed or implied, other than the above unless so noted herein.
Seller shall not be liable for any consequential damages including, but not limited
to, liquidated damages, loss of rent, interest expense, extended overhead or any other
delay damages of any kind, nature or description. It is expressly understood and
agreed that the only liability of Seller is to replace defective workmanship or material as
herein above set forth,
6. ACCO Engineered Systems agrees that for a period of ninety (90) days following
the initial operation of the installation, it will replace any refrigerant loss caused by
defects in the equipment, material, parts, or workmanship furnished under this contract.
Replacement of refrigerant due to failure or defects other than items furnished by Seller
is not included as a part of this agreement.
7. ACCO Engineered Systems shall not be liable for the corrosive or erasive action
of liquids and/or gases upon the equipment specified and no part of such equipment
shall be deemed defective by reason of its failure to resist physical or chemical action
of such elements or items upon such equipment
8.. This agreement shall not be binding until duly accepted by an authorized officer of
ACCO Engineered Systems No person has authority to make or claim any
representation, warranty, term, promise, or condition, expressed or implied,statutory or
otherwise, which is not expressed herein. This agreement constitutes the entire
agreement between the parties and supersedes and revokes any previous agreement,
written or oral, with respect to the labor and equipment covered hereby and may not be
amended or modified except in writing executed by the parties hereto.
9„ Under no circumstances shall the liability of Seller arising out of the sale or
erection of the equipment hereunder, or arising out of its use, whether on warranties or
otherwise, in any case exceed the lesser of the following: (a) Cost of correcting
defects in the equipment or workmanship; or (b) the difference in value between the
installation as installed and the cost of the original installation thereof, if installed strictly
as in the contract documents set forth. And in no event shall any claims be made by
either party against the otherfor consequential damages.
10. The Seller shall not be bound by any plans and specifications or conditions,
existing or otherwise, that have not been presented to or delivered to it for the purpose
of submitting this bid, nor shall the Seller be bound by any city ordinances, State laws
or other governmental regulations not in effect at the time of submitting this bid, or
which had become obsolete and which no longer was enforced by such public body
enacting the same.
11., The Seller shall be excused for any delay in completion of this Bid Contract
caused by acts of God, including but not limited to, wind, rain, flood, storm, landslide,
subsidence and earthquake; acts of neglect of owner or architect or by any employee
or agent of either; acts of neglect of separate contractors employed by owner; acts of
public utilities or governmental or public bodies or their agents; material shortages;
labor trouble, labor slowdowns; strikes; union activity causing a reduction in
productivity; fire; casualty; delay in transportation; changes ordered in the work; failure
of Buyer to make payments to Seller as required under this Bid Contract, or other
causes beyond the reasonable control of Seller, any of which shall automatically entitle
Seller to reasonable or necessary extensions of the completion date of the work and to
an equitable adjustment of the contract price to compensate Seller for all costs and
expenses of additional labor, service, equipment or material and extended overhead
resulting from any such delay,.
If any of the materials specified are not readily available, the Seller may substitute
equally efficient materials or fixtures of generally similar character in lieu of the
equipment, materials or fixtures specified, and it shall allow any differential between the
original cost of the materials specified and the materials furnished.
In the event of inability to obtain labor at union scale or without paying a premium
above such scale, Seller may delay performance until same shall be obtainable without
premium payment or at the option of the Buyer the latter may require the use of
materials or labor requiring the payment of such excess cost, but upon condition that
the Buyer shall pay such excess.
12, No additional work will be performed unless it is authorized in writing by the Buyer,
If the Buyer refuses to sign a written work authorization or change order for the extra
work, Seller reserves the right to refuse to perform the extra work.
13. Should either party hereto bring suit in court to enforce the terms hereof, any
judgment awarded shall include court costs and reasonable attorney's fees to the
successful party.
14, Seller assumes no responsibility for the design on those jobs where Seller
prepares working or shop drawings from designs furnished by others. Seller assumes
no responsibility whatsoever for design or operative end result under any contract
unless there is affirmatively stated on the obverse side of this Bid Contract, a direct
undertaking on Sellers part so to do.
15, Seller may suspend further performance under this Bid Contract upon three (3)
days written notice to the Buyer in the event the Buyer is in breach of this Bid Contract
for breach other than non-payment. Notice need not be given if work is suspended due
to non-payment or due to the failure of the Buyer to pay for change orders as provided
herein. In the event Seller elects to suspend performance, Seller shall be entitled to
remobilization costs, including profit and overhead, upon the Buyer bringing payments
current or issuing proper change orders for extra work. Such costs will equal actual
losses sustained by Seller in terminating and restarting work.
16. This contract is entered into upon the understanding that in the prosecution of any
work herein specified Seller will be allowed sufficient time for the performance of said
work on the basis of a normal eight -hour day, and in the event that Buyer or any
subcontractor require Seller to perform such labor on an overtime basis, then such
additional expense of every kind and character as Seller may be required to incur on
account of said overtime labor, shall constitute an additional charge herein.
17. It is agreed that Buyer is to provide without cost to Seller, proper hoisting
conveyances and scaffolding (including the use of engineer) at times so as to not delay
Sellers part of the work, unless otherwise indicated in this proposal,
18. Any loss or damage to Sellers work, materials or equipment occurring at the site
of the project occasioned by fire, flood, earthquake, windstorm, riot or civil commotion
shall be protected by Builders Risk Insurance procured by the contractor or owner
without cost to Seller and Seller shall receive a proportionate share of the amount of
any payment loss under any such policy or policies according as Sellers interest may
appear.
19, Notwithstanding any provision in the plans, specifications, contract between prime
contractor and owner, general conditions, or any contract documents executed by and
between contractor and owner having to do with the subject now stated, Seller shall not
be liable for the cost of correcting defects occasioned by the acts or omissions of
employees of other subcontractors, the prime contractor, owner or any segregated
contractor, to work performed by Seller. Before Seller proceeds with any corrective
work to repair such damage, the prime contractor, or other person contracting with
Seller in this Bid Contract, shall give Seller an unqualified instruction to proceed with
the work upon their responsibility to compensate Seller therefor as an extra.
20. The Seller expressly reserves the right to assign all or any portion of its rights
and/or duties under this Bid Contract with or without notice to the Buyer herein.
21. In the event of a conflict between the terms and conditions of this Bid Contract and
terms and conditions stated in the plans and specifications, or any other contract
document, including the prime contract between owner and prime contractor, the terms
of this Bid Contract shall govern,
22, If, in Sellers opinion, Buyers credit becomes impaired, Seller may, at its option,
suspend work and deliveries under this contract until it has received full settlement or
security for services rendered and is satisfied as to Buyer's credit for further shipments.
If Buyer fails or refuses to make such payment, or give such security, then the full
amount due under this contract at such time, for labor and material and/or equipment
furnished shall immediately become due and payable and Seller shall have the right
and the option to terminate this agreement. In the event that a suspension of this
contract is required because of Buyers doubtful credit, an extension of the time fixed
for the performance of this contract equal to the time of such suspension, shall
automatically occur, If legal action is filed to effect collection of any sums due
hereunder, Seller shall be entitled to reasonable attorney fees in addition to all other
damages found to be due hereunder.
ACCEPTED for BUYER:
By:
(Authorized Signature)
Name/Title:
Date of Acceptance: