Construction Contract
Construction Contract
Construction Contract
This Contract is made and executed this 14th day of February 2017 in the City of Quezon
by and between:
- and -
WITNESSETH:
WHEREAS, the OWNER after evaluating the bids submitted by the participating
bidders has determined that the CONTRACTOR has submitted the most advantageous
quotation for undertaking the various work components of the Project;
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NOW THEREFORE, for and in consideration of the foregoing premises, and the
mutual covenants and stipulations herein set forth, the parties hereto have agreed and do
hereby mutually agreed as follows:
ARTICLE I
CONTRACT DOCUMENTS
1. The contract Documents shall consist of this Agreement and the following
documents which are hereto incorporated and made integral parts hereof:
Annexes D & E above may be modified from time to time during the construction
base on the remaining contract duration, subject to the approval of the OWNER.
2. The other documents which hereafter may be mutually agreed upon by and
between the OWNER and CONTRACTOR and signed by both of them, whether
prepared before or after the signing of the foregoing documents, shall likewise
form part of the Contract Documents.
ARTICLE II
SCOPE OF WORK, WARRANTIES &
RESPONSIBILITIES OF THE CONTRACTOR
1. The CONTRACTOR shall not change or alter the plans and specifications
without prior written approval of the OWNER. A mere act of tolerance by
OWNER shall not constitute or be deemed an approval.
2. The CONTRACTOR shall furnish and supply the complete labor, equipment,
tools and implements supervision necessary to undertake the smooth
implementation and completion of the Project in accordance with the prescribed
plan and specifications and as directed by the Contract Documents, except as
otherwise stipulated herein.
3. The CONTRACTOR’s basic scopes of work shall be that which are reflected in
Annex-C hereof entitled Agreed Contract Work Breakdown. The quantities and
unit prices of work items listed in Annex-C are shown therein only for the
purpose of facilitating the evaluation of periodic work accomplishment for
computing progress payments. Hence, any variances between these quantities and
the actual quantities of works, and between these unit prices and the actual cost of
the respective work items shall not affect or alter the lump-sum contract price
stipulated in Article IV herein.
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4. CONTRACTOR shall likewise be responsible for the following;
b) Maintain the general cleanliness and sanitation of the site and undertake
clearing of site and removal of construction debris during the entire
contract period resulting from its work. After the final completion but
before acceptance of the work and final settlement had been made
between the parties, the CONTRACTOR shall forthwith remove all
surplus materials, scaffoldings, apparatus, machinery, tools and equipment
not part of the work furnished or supplied by its work and leave the work
free and clean of all obstructions and hindrances.
5. The CONTRACTOR shall hire all workers for the construction work and shall be
solely responsible for the payment of their wages. In case of any accident or
injury that may happen in the course of the construction, the CONTRACTOR
shall comply with the Worker’s Compensation Act, the Minimum Wage Law and
all other laws, ordinances and regulations
8. The CONTRACTOR shall during the term of this Contract coordinate with the
work of the other tradesmen or specialty contractors of the other Construction
Packages in addition to its own, but shall not supervise work of the other trade
contractors.
10. The CONTRACTOR guarantees that any damages resulting from such defects
shall be corrected without expenses to the OWNER. If the CONTRACTOR fails
to correct or repair the defects within seven (7) calendar days from the receipt of
written notice thereof from the OWNER or the CONSTRUCTION MANAGER,
the OWNER or the CONSTRUCTION MANAGER may have the work or repair
done by another contractor at the expense of CONTRACTOR or with expenses
collective from the Retention Money.
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11. The CONTRACTOR shall be responsible for any and all damages to, and for the
necessary repair of public streets, sidewalks, curbs and pavements, developments
by other contractors and other properties, whether public or private, occasioned
by their use or opening in connection with or as a consequence of the PROJECT
that are attributable to the CONTRACTOR; shall make good the same to the
lawful satisfaction of the proper authority of party, and hereby holds the OWNER
free and harmless from any such damage or repair.
12. The CONTRACTOR shall put up and maintain adequate protection of all its
works from damages and shall protect the property and equipment whether owned
or rented by the OWNER, as well as all materials furnished and delivered to it by
the OWNER from injury of loss arising in connection with this Contract until
final acceptance of the PROJECT by the OWNER.
13. The CONTRACTOR represents that it had and shall maintain throughout the
period of this Contract, adequate capitalization, financial capability, technical
know-how and manpower to undertake and complete the PROJECT.
14. The CONTRACTOR warrants that it shall have obtained any and all clearances
and approvals other than permits, from the proper authorities in accordance with
its undertaking, if necessary or required.
16. The CONTRACTOR hereby recognizes the position of trust and confidence
reposed on it by the OWNER under this Contract and agrees to furnish its best
skill and judgment to cooperate with any of the OWNER’s authorized
representatives in furthering efficient business administration and superintendent
in the performance of this construction and to secure the execution of this
Contract in the soundest way, in the most expeditious and economical manner,
consistent with the interest of the OWNER.
17. The CONTRACTOR shall pay all lawful fees including sidewalk or roadway
utilization fees, and for all damages for sidewalks, streets, any public utilities or
properties.
18. The CONTRACTOR shall secure all certificates of inspection or testing that may
be required by authorities having jurisdiction over the work.
ARTICLE III
THE RIGHTS AND RESPONSIBILITIES OF THE OWNER
1. The OWNER shall have the right to supply the CONTRACTOR with additional
drawings, instructions and documents as it may deem necessary for proper and
adequate prosecution of the PROJECT.
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2. The OWNER may rescind, terminate or cancel the Contract without incurring any
liability whatsoever to the CONTRACTOR, his bondsmen, employees, or third
parties by giving fifteen (15) days notice in writing to the CONTRACTOR upon
any of the following grounds;
In any of the above cases the OWNER shall first give the CONTRACTOR a
fifteen (15) days written notice indicating the violation and demanding
correction/remedy thereof.
4. The OWNER shall exercise the right to approve the workmanship of the
CONTRACTOR.
5. The OWNER shall have the right to inspect the work being done by the
CONTRACTOR to insure that the said work is being done properly in accordance
with the prescribed plans and specifications. Work that will be covered before it
is done should be up for inspection and work covered without such inspection,
may be ordered uncovered at the CONTRACTOR's expense. Work found not to
have been done correctly may be condemned and ordered re-done. Even if work
had passed inspection, but before final acceptance, if the OWNER suspects that
the work was done not in accordance with the plans and specifications, it may be
removed or even torn down. The CONTRACTOR is obliged to comply with this
order. If the inspection later should show that the work is not correctly done, the
CONTRACTOR shall pay for the cost of removal and reconstruction; if not, the
CONTRACTOR shall be paid the cost incurred and if warranted, an extension of
contract time.
6. The OWNER can exercise his right to change his mind by ordering changes in the
CONTRACTOR's scope of work through alterations, additions, or deletions of
some items of work which he feels would serve his best interest.
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7. The OWNER is entitled to indemnity from the CONTRACTOR for all losses and
all claims, demands, suits, actions, recoveries, and judgment of every nature and
description brought or recovered against him, by reason of any act or omission of
the CONTRACTOR, his agents or employees, in the execution of the work or
guarding of it.
ARTICLE IV
CONTRACT PRICE AND MANNER OF PAYMENT
1. For and in consideration of the full, faithful and complete performance of the
works called or under this Agreement, the OWNER shall pay the
CONTRACTOR the lump sum amount of PESOS: SIXTY MILLION PESOS.
(P 60,000,000.00)
2. Representations for the processing of all permits, should there be, are already
anticipated and included in the proposal.
3. The above Contract Price shall not be subjected to escalation due to any
fluctuations in the prices of labor, materials and equipment. All costs and
expenses over and above the agreed Contract Price shall be for and the sole
account of the CONTRACTOR.
5. The OWNER shall pay the CONTRACTOR the down payment the amount of
PESOS: EIGHTEEN MILLION PESOS. (P 18,000,000.00) representing Thirty
Percent (30%) of the total contract amount.
6. The OWNER shall pay the CONTRACTOR the balance of the Contract
Price through monthly progress billings based on the periodic actual work
accomplished by the CONTRACTOR as certified and duly endorsed for
approval by the Construction Manager, payable within SEVEN (7) calendar
days after presentation of a corresponding billing and complete supporting
documents. The aforesaid billings shall be subjected to pro rata deduction of
liquidation of the down payment and Ten Percent (10%) retention. The TEN
percent (10%) shall be released after sixty days, upon submission of
Guarantee Bond, As-built plans and Occupancy Permit.
ARTICLE V
CONTRACT PRICE ADJUSTMENT
1. The Owner may, without invalidating this Agreement, order at any time in
writing, additional work or alterations by correcting, altering, or deducting from
the work to be undertaken by the Contractor. All such work shall be evidenced by
Change Order forms signed by the Owner and shall be executed under the
conditions hereof and of the Contract Documents.
3. Should the Owner require the Contractor to perform additional and/or extra work
or to omit or reduce any work, the cost of additional and/or omitted or reduced
work shall be computed based on actual accomplishment and agreed unit prices.
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a. For additional works: prevailing unit cost of materials, equipment rentals and
labor plus 12% mark-up corresponding to the profit, taxes and miscellaneous
costs. Prices of materials shall be based on the prevailing market prices at the
time the work order is made.
b. For deductive works: As per contract unit cost of materials, equipment rentals,
and labor less 6% mark-up. Prices of materials shall be based at the time the
bid was submitted by the Contractor.
4. Any value of Change Orders approved shall be considered as part of the Contract
and to be included in the progress billings.
ARTICLE VI
CONTRACT TIME
1. Since time is of essence in this Contract, the Works called for herein shall be
completed up to a maximum of 10 months reckoned from release of Building
Permit or one (1) month after release of down payment of contract,
whichever comes first. Failure of the CONTRACTOR to complete the said
works within the stipulated time frame shall make him liable for the
payment of liquidated damages.
The CONTRACTOR may request the OWNER for an extension of the Contract
Time in the occurrence of events of force majeure, or acts of God which include
earthquakes, floods, typhoons, cyclones, revolution, war, tidal wave, and other
cataclysmic phenomena which are beyond the control of the CONTRACTOR; or
should delay in work be incurred by act, delay of the OWNER, the
ARCHITECT/ENGINEER or other persons employed by the OWNER including
delay in the delivery of OWNER-Furnished materials and in progress payments.
This request for extension shall be filed and submitted in writing by the
CONTRACTOR within fourteen (14) calendar days from the occurrence of any
one or more events mentioned above, the OWNER shall decide within ten (10)
calendar days from receipt of such written request, with due regard to the facts
and circumstances and of the merits or lack of merits, thereof, as the case may be,
grant or deny the said request. Should the Contractor failed to officially request
an extension due to any events mentioned above within fifteen (15) calendar
days reckoned from its occurrence, such shall not be given merits if claimed by
the Contractor later as a reason to justify the delays.
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d) When the reason given for a request for extension had already been
considered in the determination of another previous request for time
extension.
ARTICLE VII
FAILURE TO COMPLETE THE WORK/LIQUIDATED DAMAGES
1. Should the CONTRACTOR fail to complete the PROJECT within the specified
schedule as per original work required or within the period of extension
granted by the OWNER, the CONTRACTOR agrees;
2. It is further agreed and understood that the right of the OWNER to liquidated
damages shall be without prejudice to its rights of remedies against the
CONTRACTOR provided elsewhere in this Agreement or to which the OWNER
maybe entitled in law of equity.
3. The OWNER may deduct any amount that may be due under Article VII, Section
1.a above from the retention stated in Article IV, Section 6.0 above.
ARTICLE VIII
DEFAULT OF CONTRACTOR
Should CONTRACTOR;
d) assign any or all parts of this Agreement without the prior written
consent of the OWNER;
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f) fail to provide qualified superintendent and competent workmen;
If the CONTRACTOR is behind schedule by more than ten percent (10%), he will
be required to revise this Critical Path Method (CPM) Network to reflect a new
program of work that will insure the completion of the PROJECT as scheduled. If
he is delayed again by another five percent (5%) based on the revised CPM
Network, then the OWNER may terminate this Agreement under the immediately
preceding clauses.
4. If the CONTRACTOR refused or failed to execute the work or any separable part
thereof with such diligence as will insure its completion within the time specified
in this Agreement, or any extension thereof, or failure to complete said work
within such time, also constitute default of the CONTRACTOR.
5. Should any or all of the grounds enumerated above exist, OWNER, after giving
fifteen (15) calendar days written notice and without the necessity of any judicial
process of action in law, enter upon the site and the works and expel the
CONTRACTOR therefrom immediately, without voiding this Agreement, or
releasing the CONTRACTOR from any of its obligations or liabilities under this
Agreement, or affecting the rights and powers conferred on the OWNER by this
Agreement. OWNER itself may complete the works. All essential equipment
belonging to the CONTRACTOR as may be needed for the completion of the
PROJECT in accordance with the plans and specifications and related documents
shall, at the option of the OWNER, remain in the place of work until reasonably
completed under the circumstances.
ARTICLE IX
INSURANCE
1. All kind of insurances and SOP Permits are to be shouldered by the OWNER.
ARTICLE X
COMPLETION AND FINAL ACCEPTANCE
1. When the work required and called for under this Contract is completed,
completion means 100% completed with Occupancy Permit, water and electricity,
with all the materials per contract installed, tested, and without defects, the
CONTRACTOR shall notify the OWNER in writing and request for a final
inspection, which inspection shall be conducted and completed by the OWNER
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within seven (7) calendar days from receipt of the CONTRACTOR's Request-for
Inspection letter.
4. Upon the correction of the items contained in the Official Punch List, the
CONTRACTOR shall again inform the OWNER in writing and request for an
inspection to be completed within seven (7) calendar days from the receipt of the
said notice.
5. Should the correction made by the CONTRACTOR of the items contained in the
Official Punch List be found satisfactory, the balance of payment found to be due,
the CONTRACTOR shall be paid immediately and the OWNER shall, not later
than seven (7) calendar days after the last day of inspection, issue the Certificate
of Final Acceptance.
ARTICLE XI
ARBITRATION
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ARTICLE XII
MISCELLANEOUS
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IN WITNESS WHEREOF, the parties hereto have set their hands on the date of and
place first above written:
(Owner) (Contractor)
________________________ _______________________
ACKNOWLEDGEMENT
BEFORE ME, at the above-stated place, this ____th day of _________ 2017 personally
appeared ____________ with Residence Certificate No. _____________ issued at
_________City on ____th day of ________ 2017 in his capacity as President of
_______________ and Leo Lei with Residence Certificate No. __________ issued at
________ City on ___th day of _________ 2017 in his capacity as Vice President of
Vitoria Construction & Developer Inc. known to be the same persons who executed the
foregoing instrument and acknowledged to me that the same is their free act and deed, as
well as the act and deed of the companies they represent.
This instrument consists of thirteen (12) pages, including the page on which this
acknowledgment is written, duly signed by the signatories and their witnesses on each
page thereof.
WITNESS MY HAND AND SEAL on the date the place first stated.
NOTARY PUBLIC
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