Hillcrest Drive Sidewalk Replacement Project

C C
ONSTRUCTION ONTRACT
( )
INCLUDES WARRANTY LANGUAGE
THIS CONSTRUCTION CONTRACT (hereinafter referred to as "Contract" or "Agreement") is
made by and between the CITY OF MONTROSE, a Colorado home rule municipal
corporation, whose address is 433 S. First Street, P.O. Box 790, Montrose, Colorado 81402
("OWNER" or "City") and Name, ("CONTRACTOR"), whose address is Address for the
Construction Project ("Project") known as:
NAME
The OWNER's Representative ("OR") is: Scott Murphy, City Engineer
NOW THEREFORE, in consideration of the mutual promises made herein, and for other good
and valuable consideration, the receipt and sufficiency of which are hereby acknowledged, and
subject to the terms and conditions set forth herein, the OWNER and CONTRACTOR agree as
follows:
ARTICLE 1
THE WORK:
The CONTRACTOR shall perform all the Work required by the Contract Documents and
attached exhibits.
ARTICLE 2
TIME OF COMMENCEMENT AND COMPLETION:
The Work to be performed under this Contract shall be commenced upon written notice from the
OWNER to proceed, and pursued with due diligence thereafter until completion, which shall be
Date and subject to milestone dates included in Exhibit A.
ARTICLE 3
CONTRACT AMOUNT AND BASIS:
The OWNER shall pay the CONTRACTOR an amount not to exceed $dollars as set forth in the
project bid form included as Exhibit B for the satisfactory performance of the Work, subject to
additions and deductions by Change Order as provided in the General Conditions.
ARTICLE 4
PROGRESS PAYMENTS:
Based upon Applications for Payment submitted to the OR by the CONTRACTOR and
Certificates for Payment issued by the OR the OWNER shall make progress payments to the
CONTRACTOR as follows:
5% of each amount certified for payment shall be retained by the OWNER until final payment.

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The Parties may agree to a different arrangement for specific projects, so long as such
arrangements are made in writing, and agreed to by all Parties. In the absence of a specific
written agreement setting forth another amount, the aforementioned 5% shall be the default
amount to be retained.
ARTICLE 5
FINAL PAYMENT:
After completion of the Work, provided the Contract is then fully performed, subject to the
provisions of Article 16 of the General Conditions, the OWNER shall publish a Notice of Final
Settlement twice at least 10 days prior to the date of final settlement. The OWNER shall
withhold from final payments any amounts as required pursuant to C.R.S. 38-26-107.
ARTICLE 6
ENUMERATION OF CONTRACT DOCUMENTS:
The Contract Documents are as noted in Paragraph 7.1 of the General Conditions and are
indicated as follows:
[ X ] Agreement including General Conditions [ ] Modifications - if any
[ ] Special Conditions [ ] Written Interpretation of OR - if any
[ X ] City of Montrose Specifications [ X ] Performance Bond or [ ] Letter of Credit
[ X ] Drawings [ X ] Payment Bond or [ ] Letter of Credit
[ X ] Bid Documents and Addenda [ ] Notice to Proceed
[ ] Change Orders - if any [ ] Request for Bids
[ X ] Contractor's Insurance Documentation [ X ] Exhibits A,B,C,D,E
An index of Exhibits is as follows:
Exhibit A - Bid Documents, Addenda, and Contractor Work Plan
Exhibit B - Project Bid Form
Exhibit C - Contractor's Insurance Documentation
Exhibit D - Contractor's Bonding Documentation
Exhibit E - Issued for Construction Drawings
ARTICLE 7
CONTRACT DOCUMENTS:
7.1 The Contract Documents consist of this Agreement (which includes the General Conditions),
Special Conditions, the Drawings, the Specifications, all Addenda issued prior to the
execution of this Agreement, all modifications, any performance or payment bonds, all
Change Orders, all Exhibits, and all written interpretations of the Contract Documents issued

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by the OR. These form the Contract and what is required by any one shall be as binding as if
required by all. The intention of the Contract Documents is to include all labor, materials,
equipment and other items as provided in Paragraph 10.2 necessary for the proper execution
and completion of the Work and the terms and conditions of payment therefor, and also to
include all Work which may be reasonably inferable from the Contract Documents as being
necessary to produce the intended results.
7.2 The Contract Documents shall be signed in not less than duplicate by the OWNER and the
CONTRACTOR. If either the OWNER or the CONTRACTOR do not sign the Drawings,
Specifications, or any of the other Contract Documents, the OR shall identify them. By
executing the Contract, the CONTRACTOR represents that he has visited the site and
familiarized himself with the local conditions under which the Work is to be performed.
7.3 The term Work as used in the Contract Documents includes all labor necessary to produce
the construction required by the Contract Documents, and all materials and equipment
incorporated or to be incorporated in such construction.
ARTICLE 8
OWNER'S REPRESENTATIVE (OR)
8.1 The OR will provide general administration of the Contract and will be the OWNER's
representative during construction and until issuance of the final Certificate for Payment.
8.2 The OR shall at all times have access to the Work wherever it is in preparation and progress.
8.3 The OR will make periodic visits to the site to familiarize himself generally with the progress
and quality of the Work and to determine in general if the Work is proceeding in accordance
with the Contract Documents. On the basis of his on-site observations, he will keep the
OWNER informed of the progress of the Work, and will endeavor to guard the OWNER
against defects and deficiencies in the Work of the CONTRACTOR. The OR will not be
required to make exhaustive or continuous on-site inspections to check the quality or
quantity of the Work. The OR will not be responsible for construction means, methods,
techniques, sequences or procedures, or for safety precautions and programs in connection
with the Work, and he will not be responsible for the CONTRACTOR's failure to carry out
the Work in accordance with the Contract Documents.
8.4 Based on such observations and the CONTRACTOR's Applications for Payment, the OR
will determine the amounts owing to the CONTRACTOR and will issue Certificates for
Payment in accordance with Article 16.
8.5 The OR will be, in the first instance, the interpreter of the requirements of the Contract

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Documents. He will make decisions on all claims and disputes between the OWNER and the
CONTRACTOR.
8.6 The OR will have authority to reject Work which does not conform to the Contract
Documents.
ARTICLE 9
OWNER:
9.1 The OWNER shall furnish all surveys as specified in bid documents.
9.2 The OWNER shall secure any required permanent easements or real property necessary for
the project and advise CONTRACTOR of the boundaries of OWNER's easements or
property.
9.3 The OWNER shall issue all instructions to the CONTRACTOR through the OR.
ARTICLE 10
CONTRACTOR:
10.1 The CONTRACTOR shall supervise and direct the Work, using his best skill and attention.
The CONTRACTOR shall be solely responsible for all construction means, methods,
techniques, sequences and procedures and for coordinating all portions of the Work under the
Contract.
10.2 Unless otherwise specifically noted, the CONTRACTOR shall provide and pay for all labor,
materials, equipment, tools, construction equipment and machinery, water, heat, utilities,
transportation, and other facilities and services necessary for the proper execution and
completion of the Work.
10.3 The CONTRACTOR shall at all times enforce strict discipline and good order among his
employees, and shall not employ on the Work any unfit person or anyone not skilled in the
task assigned to CONTRACTOR.
10.4 The CONTRACTOR warrants to the OWNER and the OR that all materials and equipment
incorporated in the Work will be new unless otherwise specified, and that all Work will be of
good quality, free from faults and defects and in conformance with the Contract Documents.
All Work not so conforming to these standards may be considered defective. Any warranty
associated with the Work shall be in compliance with 23 CFR 635.413. In the event of a
conflict between 23 CFR 635.413 and warranty-related provisions of this Contract, 23 CFR
635.413 shall control.

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10.5 The CONTRACTOR shall pay all sales, consumer, use and other similar taxes required by
law and shall secure all permits, and licenses necessary for the execution of the Work at
CONTRACTOR's expense except as provided in Article 24. The OWNER is exempt from
state and local sales and use taxes. CONTRACTOR shall take steps to obtain such
exemption from the Colorado Department of Revenue pursuant to C.R.S. 39-26-114(1)(a)
XIX and 114(d). The CONTRACTOR shall give all notices and comply with all laws,
ordinances, rules, regulations, and orders of any public authority bearing on the performance
of the Work, and shall notify the OR if the Drawings and Specifications are at variance
therewith.
10.6 The CONTRACTOR shall be responsible for the acts and omissions of all his employees and
all SUBCONTRACTORs, their agents and employees and all other persons performing any
of the Work under a Contract with the CONTRACTOR.
10.7 The CONTRACTOR shall review, stamp with his approval and submit all samples and shop
drawings as directed for approval of the OR for conformance with the design concept and
with the information given in the Contract Documents. The Work shall be in accordance
with approved samples and shop drawings.
10.8 The CONTRACTOR at all times shall keep the premises free from accumulation of waste
materials or rubbish caused by his operations. At the completion of the Work he shall
remove all his waste materials and rubbish from and about the Project as well as his tools,
construction equipment, machinery and surplus materials, and shall clean all glass surfaces
and shall leave the Work "broom clean" or its equivalent, except as otherwise specified.
10.9 The CONTRACTOR shall indemnify and hold harmless the OWNER and the OR and their
officers, agents and employees from and against all claims, damages, losses and expenses
including attorneys' fees arising out of or resulting from the performance of the Work,
provided that any such claim, damage, loss or expense (1) is attributable to bodily injury,
sickness, disease or death, or to damage to or destruction of tangible property including the
loss of use resulting therefrom, and (2) is caused in whole or in part by any act or omission of
the CONTRACTOR, any SUBCONTRACTOR, anyone directly or indirectly employed by
any of them 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. In any and all claims against the
OWNER or the OR, or any of their officers, agents or employees by any employee of the
CONTRACTOR, any SUBCONTRACTOR, anyone directly or indirectly employed by any
of them or anyone for whose actions any of them may be liable, the indemnification
obligation under this Paragraph shall not be limited in any way by any limitation on the
amount or type of damages, compensation or benefits payable by or for the CONTRACTOR
or any SUBCONTRACTOR under worker's compensation acts, disability benefit acts or
other employee benefit acts. The obligations of the CONTRACTOR under this Paragraph

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shall not extend to the liability of the OR, his agents or employees arising out of (1) the
preparation or approval of maps, drawings, opinions, reports, surveys, Change Orders,
designs or specifications, or (2) the giving of or the failure to give directions or instructions
by the OR, his agents or employees provided such giving or failure to give is the primary
cause of the injury or damage.
ARTICLE 11
SUBCONTRACTS:
11.1 A SUBCONTRACTOR is a person who has a Contract with the CONTRACTOR to perform
any of the Work at the site.
11.2 Unless otherwise specified in the Contract Documents or in the Instructions to Bidders, the
CONTRACTOR, as soon as practicable after the award of the Contract, shall furnish to the
OR in writing a list of the names of SUBCONTRACTORs proposed for the principal
portions of the Work. The CONTRACTOR shall not employ any SUBCONTRACTOR to
whom the OR or the OWNER may have a reasonable objection. The CONTRACTOR shall
not be required to employ any SUBCONTRACTOR to whom he has a reasonable objection.
Contracts between the CONTRACTOR and the SUBCONTRACTOR shall be in accordance
with the terms of this Agreement and shall include the General Conditions of this Agreement
insofar as applicable.
ARTICLE 12
SEPARATE CONTRACTS AND OWNER WORK:
12.1 The OWNER reserves the right to award other Contracts in connection with other portions of
the Project or other work on the site or to perform such work itself.
12.2 The CONTRACTOR shall afford other CONTRACTORs or OWNER reasonable
opportunity for the introduction and storage of their materials and equipment and the
execution of their work, and shall properly connect and coordinate his Work with theirs.
12.3 Any costs caused by defective or ill-timed work shall be borne by the party responsible
therefor.
ARTICLE 13
ROYALTIES AND PATENTS:
The CONTRACTOR shall pay all royalties and license fees. The CONTRACTOR shall defend
all suits or claims for infringement of any patent rights and shall save the OWNER harmless
from loss on account thereof.

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ARTICLE 14
PERFORMANCE AND PAYMENT BONDS:
14.1 A Performance and a Payment Bond shall be submitted by CONTRACTOR for all Contracts
in excess of fifty thousand U.S. Dollars ($50,000.00) or if indicated in Article 6. When
indicated in Article 6, a clean irrevocable letter of credit payable to the OWNER from a bank
acceptable to the OWNER may be substituted for the bonds.
14.2 Each bond shall be in the amount of the Contract sum and shall either be in the form supplied
by OWNER or shall be in such other form as approved by OWNER. Each bond shall comply
with the requirements of C.R.S. 38-26-105 and 106.
14.3 Regardless of whether a bond or letter of credit is used by the CONTRACTOR and accepted
by the OWNER, such bond or letter of credit shall not expire prior to two (2) years following
final settlement.
ARTICLE 15
TIME:
15.1 All time limits stated in the Contract Documents are of the essence to the Contract.
15.2 If the CONTRACTOR is delayed at any time in the progress of the Work by changes ordered
in the Work, by labor disputes, fire, unusual delay in transportation, unavoidable casualties,
causes beyond the CONTRACTOR's control, or by any cause which the OR may determine
justifies the delay, then the Contract Time shall be extended by Change Order for such
reasonable time as the OR may determine.
ARTICLE 16
PAYMENTS:
16.1 Payments shall be made as provided in Article 4 of this Agreement.
16.2 Payments may be withheld on account of (1) defective Work not remedied, (2) claims
asserted or evidence which indicates probable assertion of claims, (3) failure of the
CONTRACTOR to make payments properly to SUBCONTRACTORs or for labor,
materials, or equipment, (4) damage to another CONTRACTOR or OWNER, or (5)
unsatisfactory prosecution of the Work by the CONTRACTOR.
16.3 Final payment shall not be due until (1) the CONTRACTOR has delivered to the OWNER
cash or an irrevocable letter of credit satisfactory to the OWNER indemnifying OWNER

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against any claim which has been asserted by anyone for labor, materials, equipment or
otherwise arising out of the Contract or on account of any claim which either OWNER or
CONTRACTOR believes may be asserted, (2) the OWNER has inspected and approved the
Work as complying with the Contract, (3) written consent of surety, if any is given, and (4)
any manufacturers or suppliers warranties and equipment literature, and any as built plans
required are delivered to OWNER.
16.4 The making of final payment shall constitute a waiver of all claims by the OWNER except
those arising from (1) unsettled claims, (2) faulty or defective Work appearing after
Substantial Completion, (3) failure of the Work to comply with the requirements of the
Contract Documents, or (4) terms of any special guarantees required by the Contract
Documents. The acceptance of final payment shall constitute a waiver of all claims by the
CONTRACTOR except those previously made in writing and still unsettled.
ARTICLE 17
PROTECTION OF PERSONS AND PROPERTY AND RISK OF LOSS:
The CONTRACTOR shall be responsible for initiating, maintaining, and supervising all safety
precautions and programs in connection with the Work. CONTRACTOR shall take all
reasonable precautions for the safety of, and shall provide all reasonable protection to prevent
damage, injury or loss to (1) all employees on the Work and other persons who may be affected
thereby, (2) all the Work and all materials and equipment to be incorporated therein, and (3)
other property at the site or elsewhere. CONTRACTOR shall bear all risk of loss to the work, or
materials or equipment for the work due to fire, theft, vandalism, or other casualty or cause, until
the work is fully completed and accepted by the OWNER. CONTRACTOR shall comply with
all applicable laws, ordinances, rules, regulations and orders of any public authority having
jurisdiction for the safety of persons or property or to protect them from damage, injury or loss.
All damage or loss to any property caused in whole or in part by the CONTRACTOR, any
SUBCONTRACTOR, any Sub-SUBCONTRACTOR or anyone directly or indirectly employed
by any of them, or by anyone for whose acts any of them may be liable, shall be remedied by the
CONTRACTOR.
ARTICLE 18
INDEMNIFICATION AND INSURANCE:
18.1: Indemnification:
The CONTRACTOR agrees to indemnify and hold harmless OWNER, its officers, employees,
insurers, and self-insurance pool, from and against all liability, claims, and demands, on account
of injury, loss, or damage, including without limitation claims arising from bodily injury,

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personal injury, sickness, disease, death, property loss or damage, or any other loss of any kind
whatsoever, which arise out of or are in any manner connected with this Contract, if such injury,
loss, or damage is caused in whole or in part by, or is claimed to be caused in whole or in part
by, the act, omission, error, professional error, mistake, negligence, or other fault of the
CONTRACTOR, any SUBCONTRACTOR of the CONTRACTOR, or any officer, employee,
representative, or agent of the CONTRACTOR or of any SUBCONTRACTOR of the
CONTRACTOR, or which arise out of any worker's compensation claim of any employee of the
CONTRACTOR or of any employee of any SUBCONTRACTOR of the CONTRACTOR. The
CONTRACTOR agrees to investigate, handle, respond to, and to provide defense for and defend
against, any such liability, claims or demands at the sole expense of the CONTRACTOR, or at
the option of OWNER, agrees to pay OWNER or reimburse OWNER for the defense costs
incurred by OWNER in connection with, any such liability, claims, or demands. The
CONTRACTOR also agrees to bear all other costs and expenses related thereto, including court
costs and attorney fees, whether or not any such liability, claims, or demands alleged are
groundless, false, or fraudulent. The obligation of this Section 18.1 shall not extend to any
injury, loss, or damage, which is caused solely by the act, omission, or other fault of the
OWNER, its officers, or its employees.
18.2 Insurance:
The CONTRACTOR agrees to procure and maintain, at its own cost, a policy or policies of
insurance sufficient to insure against all liability, claims, demands, and other obligations
assumed by the CONTRACTOR pursuant to Section 18.1. Such insurance shall be in addition to
any other insurance requirements imposed by this Contract or by law. The CONTRACTOR
shall not be relieved of any liability, claims, demands, or other obligations assumed pursuant to
Section 18.1 by reason of its failure to procure or maintain insurance, or by reason of its failure
to procure or maintain insurance in sufficient amounts, durations, or types.
18.2.1 CONTRACTOR shall procure and maintain, and shall cause any SUBCONTRACTOR of the
CONTRACTOR to procure and maintain, the minimum insurance coverages listed below. Such
coverages shall be procured and maintained with forms and insurers acceptable to OWNER. All
coverages shall be continuously maintained to cover all liability, claims, demands, and other
obligations assumed by the CONTRACTOR pursuant to Section 18.1. In the case of any
claims-made policy, the necessary retroactive dates and extended reporting periods shall be
procured to maintain such continuous coverage.
18.2.1(A)Worker's Compensation insurance to cover obligations imposed by applicable laws for any
employee engaged in the performance of work under this contract, and Employers' Liability
insurance with minimum limits of FIVE HUNDRED THOUSAND DOLLARS ($500,000) each
accident, FIVE HUNDRED THOUSAND DOLLARS ($500,000) disease - policy limit, and
FIVE HUNDRED THOUSAND DOLLARS ($500,000) disease - each employee. Evidence of

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qualified self-insured status may be substituted for the Worker's Compensation requirements of
this paragraph.
18.2.1(B)Commercial General Liability insurance with minimum combined single limits of ONE
MILLION DOLLARS ($1,000,000) each occurrence and ONE MILLION DOLLARS
($1,000,000) aggregate. The policy shall be applicable to all premises and operations. The
policy shall include coverage for bodily injury, broad form property damage (including
completed operations), personal injury (including coverage for contractual and employee acts),
blanket contractual, independent CONTRACTORs, products, and completed operations. The
policy shall include coverage for explosion, collapse, and underground hazards. The policy shall
contain a severability of interests provision.
18.2.1(C)Comprehensive Automobile Liability insurance with minimum combined single limits for bodily
injury and property damage of not less than ONE MILLION DOLLARS ($1,000,000) each
occurrence and ONE MILLION DOLLARS ($1,000,000) aggregate with respect to each of
CONTRACTOR's owned, hired and non-owned vehicles assigned to or used in performance of
the services. The policy shall contain a severability of interests provision. If the
CONTRACTOR has no owned automobiles, the requirements of this Paragraph (3) shall be met
by each employee of the CONTRACTOR providing services to the OWNER under this contract.
18.2.2The policy required by paragraphs 18.2.1(B) and (C) above shall be endorsed to include
OWNER and OWNER's officers and employees as additional insureds. Every policy required
above shall be primary insurance and any insurance carried by OWNER, its officers, or its
employees, or carried by or provided through any insurance pool of OWNER, shall be excess
and not contributory insurance to that provided by CONTRACTOR. No additional insured
endorsement to any policy shall contain any exclusion for bodily injury or property damage
arising from completed operations. The CONTRACTOR shall be solely responsible for any
deductible losses under any policy required above.
18.2.3The certificate of insurance provided by OWNER shall be completed by the CONTRACTOR's
insurance agent as evidence that policies providing the required coverages, conditions, and
minimum limits are in full force and effect, and shall be reviewed and approved by OWNER
prior to commencement of the Contract. No other form of certificate shall be used. The
certificate shall identify this Contract and shall provide that the coverages afforded under the
policies shall not be cancelled, terminated or materially changed until at least 30 days prior
written notice has been given to OWNER. The completed certificate of insurance shall be sent
to OWNER.
18.2.4Failure on the part of the CONTRACTOR to procure or maintain policies providing the required
coverages, conditions, and minimum limits shall constitute a material breach of this Contract