HomeMy WebLinkAbout2024-027 PO 20240300 - Vitus Construction IncB City of Ashland
L ATTN: Accounts Payable
L 20 E. Main
Ashland, OR 97520
T Phone:541/552-2010
Q Email: payable ashland.or_us
E VITUS CONSTRUCTION INC
N 1912 SECOND AVENUE
D GOLD HILL, OR 97525
O
R
Purchase Order
Fiscal Year 2024 Page: 1 of: 1
THIS PO NUMBER MUST APPEAR ON ALL
INVOICES, AND SHIPPING DOCUMENTS.
Purchase
Order # 20240300
HC/O Public Works - Operations
90 North Mountain Ave.
p Ashland, OR 97520
Phone: 541 /488-5353
T Fax: 541 /552-2329
Vendor Phone Number
Vendor Fax Number
Requisition Number
Delivery Reference
20240090
Date Ordered
Vendor Number
Date Required
Freight Method/Terms
Department/Location
03/22/2024
498
1
FOB ASHLAND OR
Public Works De artment
Item#
Descri tion/PartNo
QTY
UOM
Unit Price
Extended Price
Council Chambers structural repair and engineering
1
Council Chambers structural repair and engineering
1.0
EACH
$32,700.00
$32,700.00
Project Account: E-202407-999
GL SUMMARY
088400 - 704200 $32,700.00
By:
Authorized Signature
Date:
PO Total $32,700.00
GOODS AND SERVICES AGREEMENT (LESS THAN $35,000)
CITY OF
-,SH LAN D
20 East Main Street
Ashland, Oregon 97520
Telephone: 541 /488-5587
Fax: 541/488-6006
CONTRACTOR: Vitus Construction INC.
CONTACT: Corey Vitus
ADDRESS: P.0 Box 1097, Gold Hill OR 97525
PHONE: (541) 855-7177
EMAIL: Corey@vitusconstruction.com
This Goods and Services Agreement (hereinafter "Agreement") is entered into by and between the City of
Ashland, an Oregon municipal corporation (hereinafter "City") and Vitus Construction INC., a domestic
professional corporation) ("hereinafter "Contractor"), for (structural repair and engineering services).
1. CONTRACTOR'S OBLIGATIONS
1.1 Provide Structural Repairs and Engineering Design Services at 90 N Mountain Ave, Ashland OR 97520
set forth in the "SUPPORTING DOCUMENTS" attached hereto and, by this reference, incorporated
herein. Contractor expressly acknowledges that time is of the essence of any completion date set forth
in the SUPPORTING DOCUMENTS, and that no waiver or extension of such deadline may be
authorized except in the same manner as herein provided for authority to exceed the maximum
compensation. The services defined and described in the "SUPPORTING DOCUMENTS" shall
hereinafter be collectively referred to as "Work."
1.2 Contractor shall obtain and maintain during the term of this Agreement and until City's final acceptance
of all Work received hereunder, a policy or policies of liability insurance including commercial general
liability insurance with a combined single limit, or the equivalent, of not less than $2,000,000 (two
million dollars) per occurrence for Bodily Injury and Property Damage.
1.2.1 The insurance required in this Article shall include the following coverages:
• Comprehensive General or Commercial General Liability, including personal injury,
contractual liability, and products/completed operations coverage; and
• Automobile Liability; and
• Workers' Compensation.
1.2.2 Each policy of such insurance shall be on an "occurrence" and not a "claims made" form, and
shall:
• Name as additional insured "the City of Ashland, Oregon, its officers, agents and
employees" with respect to claims arising out of the provision of Work under this
Agreement;
• Apply to each named and additional named insured as though a separate policy had been
issued to each, provided that the policy limits shall not be increased thereby;
Page t of9: Goods and Services Agreement between the City of Ashland and Vitus Constriction INC.
• Apply as primary coverage for each additional named insured except to the extent that two
or more such policies are intended to "layer" coverage and, taken together, they provide
total coverage from the first dollar of liability;
• Contractor shall immediately notify the City of any change in insurance coverage.
• Contractor shall supply an endorsement naming the City, its officers, employees and agents
as additional insureds by the Effective Date of this Agreement; and
• Be evidenced by a certificate or certificates of such insurance approved by the City.
1.3 Contractor shall, at its own expense, maintain Worker's Compensation Insurance in compliance with
ORS 656.017, which requires subject employers to provide workers' compensation coverage for all of
its subject workers.
1.4 Contractor agrees that no person shall, on the grounds of race, color, religion, creed, sex, marital status,
familial status or domestic partnership, national origin, age, mental or physical disability, sexual
orientation, gender identity or source of income, suffer discrimination in the performance of this
Agreement when employed by Contractor. Contractor agrees to comply with all applicable requirements
of federal and state civil rights and rehabilitation statutes, rules and regulations. Further, Contractor
agrees not to discriminate against a disadvantaged business enterprise, minority -owned business, woman -
owned business, a business that a service -disabled veteran owns or an emerging small business enterprise
certified under ORS 200.055, in awarding subcontracts as required by ORS 279A. 110.
1.5 In all solicitations either by competitive bidding or negotiation made by Contractor for work to be
performed under a subcontract, including procurements of materials or leases of equipment, each
potential subcontractor or supplier shall be notified by the Contractors of the Contractor's obligations
under this Agreement and Title VI of the Civil Rights Act of 1964 and other federal nondiscrimination
laws.
1.6 Living Wage Requirements: If the amount of this Agreement is $25,335.05 or more, Contractor is
required to comply with Chapter 3.12 of the Ashland Municipal Code by paying a living wage, as defined
in that chapter, to all employees performing Work under this Agreement and to any Subcontractor who
performs 50% or more of the Work under this Agreement. Contractor is also required to post the notice
attached hereto as "Exhibit A" predominantly in areas where it will be seen by all employees.
1.7 Assignment: Contractor shall not assign this Agreement or subcontract any portion of the Work to be
provided hereunder without the prior written consent of the City. Any attempted assignment or
subcontract without written consent of the City shall be void. Contractor shall be fully responsible for
the acts or omissions of any assigns or subcontractors and of all persons employed by them, and the
approval by the City of any assignment or subcontract shall not create any contractual relation between
the assignee or subcontractor and the City.
CITY'S OBLIGATIONS
2.1 City shall pay Contractor the sum of $32,700.00 (thirty-two thousand seven hundred dollars) as provided
herein as full compensation for the Work as specified in the SUPPORTING DOCUMENTS.
2.2 In no event shall Contractor's total of all compensation and reimbursement under this Agreement exceed
the sum of $32,700.00 (thirty-two thousand seven hundred dollars) without express, written approval
from the City official whose signature appeals below, or such official's successor in office. Contractor
Page 2 of 9: Goods and Services Agreement between the City of Asliland and Vitus Constntction INC.
expressly acknowledges that no other person has authority to order or authorize additional Work which
would cause this maximum sum to be exceeded and that any authorization from the responsible official
must be in writing. Contractor further acknowledges that any Work delivered or expenses incurred
without authorization as provided herein is done at Contractor's own risk and as a volunteer without
expectation of compensation or reimbursement.
3. GENERAL PROVISIONS
3.1 This is a non-exclusive Agreement. City is not obligated to procure any specific amount of Work from
Contractor and is free to procure similar types of goods and services from other Contractors in its sole
discretion.
3.2 Contractor is an independent contractor and not an employee or agent of the City for any purpose.
3.3 Contractor is not entitled to, and expressly waives all claims to City benefits such as health and disability
insurance, paid leave, and retirement.
3.4 This Agreement embodies the full and complete understanding of the parties respecting the subject
matter hereof. It supersedes all prior agreements, negotiations, and representations between the parties,
whether written or oral.
3.5 This Agreement may be amended only by written instrument executed with the same formalities as this
Agreement.
3.6 The following laws of the State of Oregon are hereby incorporated by reference into this Agreement
ORS 27913.220, 27913.230 and 27913.235.
3.7 This Agreement shall be governed by the laws of the State of Oregon without regard to conflict of laws
principles. Exclusive venue for litigation of any action arising under this Agreement shall be in the
Circuit Court of the State of Oregon for Jackson County unless exclusive jurisdiction is in federal court,
in which case exclusive venue shall be in the federal district court for the district of Oregon. Each party
expressly waives any and all rights to maintain an action under this Agreement in any other venue, and
expressly consents that, upon motion of the other party, any case may be dismissed or its venue
transferred, as appropriate, so as to effectuate this choice of venue.
3.8 Contractor shall defend, save, hold harmless and indemnify the City and its officers, employees and
agents from and against any and all claims, suits, actions, losses, damages, liabilities, costs, and expenses
of any nature resulting from, arising out of, or relating to the activities of Contractor or its officers,
employees, contractors, or agents wider this Agreement.
3.9 Neither party to this Agreement shall hold the other responsible for damages or delay in performance
caused by acts of God, strikes, lockouts, accidents, or other events beyond the control of the other or the
other's officers, employees or agents.
3.10 If any provision of this Agreement is found by a court of competent jurisdiction to be unenforceable,
such provision shall not affect the other provisions, but such unenforceable provision shall be deemed
modified to the extent necessary to render it enforceable, preserving to the fullest extent permitted the
intent of Contractor and the City set forth in this Agreement.
Page 3 of9: Goods and Services Agreement behveen the City of Ashland and Vitus Constriction INC.
3.11 Deliveries will be F.O.B destination. Contractor shall pay all transportation and handling charges for the
Goods. Contractor is responsible and liable for loss or damage until final inspection and acceptance of
the Goods by the City. Contractor remains liable for latent defects, fraud, and warranties.
3.12 The City may inspect and test the Goods. The City may reject non -conforming Goods and require
Contractor to correct them without charge or deliver them at a reduced price, as negotiated. If Contractor
does not cure any defects within a reasonable time, the City may reject the Goods and cancel this
Agreement in whole or in part. This paragraph does not affect or limit the City's rights, including its
rights under the Uniform Commercial Code, ORS Chapter 72 (UCC).
3.13 Contractor represents and warrants that the Goods are new, current, and fully warranted by the
manufacturer. Delivered Goods will comply with SUPPORTING DOCUMENTS and be free from
defects in labor, material and manufacture. Contractor shall transfer all warranties to the City.
4. SUPPORTING DOCUMENTS
4.1 The following documents are, by this reference, expressly incorporated in this Agreement, and are
collectively referred to in this Agreement as the "SUPPORTING DOCUMENTS:"
The City's written ITB (invitation to bid, etc.) dated 02/16/2024.
The Contractor's complete written proposal dated 02/28/2024.
4.2 This Agreement and the SUPPORTING DOCUMENTS shall be construed to be mutually
complimentary and supplementary wherever possible. In the event of a conflict which cannot be so
resolved, the provisions of this Agreement itself shall control over any conflicting provisions in any of
the SUPPORTING DOCUMENTS. In the event of conflict between provisions of two of the
SUPPORTING DOCUMENTS, the several supporting documents shall be given precedence in the order
listed in Article 4.1.
5. REMEDIES
5.1 In the event Contractor is in default of this Agreement, City may, at its option, pursue any or all of the
remedies available to it under this Agreement and at law or in equity, including, but not limited to:
5.1.1 Termination of this Agreement;
5.1.2 Withholding all monies due for the Work that Contractor has failed to deliver within any scheduled
completion dates or any Work that have been delivered inadequately or defectively;
5.1.3Initiation of an action or proceeding for damages, specific performance, or declaratory or
injunctive relief;
5.1.4 These remedies are cumulative to the extent the remedies are not inconsistent, and City may pursue
any remedy or remedies singly, collectively, successively or in any order whatsoever.
5.2 In no event shall City be liable to Contractor for any expenses related to termination of this Agreement
or for anticipated profits. If previous amounts paid to Contractor exceed the amount duc, Contractor
shall pay immediately any excess to City upon written demand provided.
6. TERM AND TERMINATION
6.1 Term
Page 4 of 9; Goods and Services Agreement behveen the City of Ashland and Vitus Construction INC.
This Agreement shall be effective from the date of execution on behalf of the City as set forth below
(the "Effective Date") and shall continue in full force and effect until June 30, 2024 unless sooner
terminated as provided in Subsection 6.2.
6.2 Termination
6.2.1 The City and Contractor may terminate this Agreement by mutual agreement at any time.
6.2.2 The City may, upon not less than thirty (30) days' prior written notice, terminate this Agreement
for any reason deemed appropriate in its sole discretion.
6.2.3 Either party may terminate this Agreement, with cause, by not less than fourteen (14) days' prior
written notice if the cause is not cured within that fourteen (14) day period after written notice.
Stich termination is in addition to and not in lieu of any other remedy at law or equity.
7. NOTICE
Whenever notice is required or permitted to be given under this Agreement, such notice shall be given in
writing to the other party by personal delivery, by sending via a reputable commercial overnight courier, or
by mailing using registered or certified United States mail, return receipt requested, postage prepaid, to the
address set forth below:
If to the City:
City of Ashland — Public Works Department
Attn: Michael Jay
20 E. Main Street
Ashland, Oregon 97520
Phone: (541) 488-2467
With a copy to:
City of Ashland — Legal Department
20 E. Main Street
Ashland, OR 97520
Phone: (541) 488-5350
If to Contractor-:
Vitus Construction INC.
Attn: Corey Vitus
P.O Box 1097 Gold Hill, OR 97525
(541)941-6177
8. WAIVER OF BREACH
One or more waivers or failures to object by either party to the other's breach of any provision, terns, condition,
or covenant contained in this Agreement shall not be construed as a waiver of any subsequent breach, whether
or not of the same nature.
9. CONTRACTOR'S COMPLIANCE WITH TAX LAWS
9.1 Contractor represents and warrants to the City that:
Page 5 of 9: Goods and Services Agreement between the City of Ashland and Vitus Constniction INC.
9.1.1 Contractor shall, throughout the tern of this Agreement, including any extensions hereof, comply
with:
(i) All tax laws of the State of Oregon, including but not limited to ORS 305.620 and ORS
chapters 316, 317, and 318;
(ii) Any tax provisions imposed by a political subdivision of the State of Oregon applicable to
Contractor; and
(iii) Any rules, regulations, charter provisions, or ordinances that implement or enforce any of
the foregoing tax laws or provisions.
9.1.2 Contractor further certifies that contractor is not in violation of any Oregon tax laws referenced
in ORS 305.380(4).
9.2 Contractor's failure to comply with the tax laws of the State of Oregon and all applicable tax laws of
any political subdivision of the State of Oregon shall constitute a material breach of this Agreement.
Further, any violation of Contractor's warranty, as set forth in this Article 9, shall constitute a material
breach of this Agreement. Any material breach of this Agreement shall entitle the City to terminate this
Agreement and to seek damages and any other relief available under this Agreement, at law, or in equity.
IN WITNESS WHEREOF the patties have caused this Agreement to be signed in their respective names
by their duly authorized representatives as of the dates set forth below.
CITY OF ASHLAND:
Vitus construction INC. (CONTRACTOR):
By: By:
St r lore Signature
5ce[r tau Q`. C� �-,e C V t'A s
Printed Name Printed Name
Title Title
3 . n - 21
Date
Purchase Order No.
3 is - ZL4
Date
W-9 is to be submitted with this signed Agreement)
Page 6 of9: Goods and Senices Agreement between the City of Ashland and Vitus Constntction INC.
CITY OF ASHLAND, 0RECON
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Page 8 of 9: Goods and Services Agreement between the Cite of Ashland and Vitus Construction INC.
CONSTRUCTION INC.
February 28, 2024
City of Ashland
Attn: Michael Jay
51 Winburn Way
Ashland, Oregon 97520
Re: Justice Center Repair
Michael,
Please accept this proposal to perform work associated with Justice Center Repairs per the ITB released
2/16/2024 to include labor and materials for:
• Includes engineering
• Includes permits
• Removal of existing damaged material and Plexiglas
• Replace damaged beams, sister roof joist with new joist, replace facia board
• Infill skylight area with 5/8 CCPTS plywood
• Place composition roofing where skylights are removed
• Paint the affected area
• Bid includes standard wages not SOLI
We acknowledge addenda 1 released 2/21/2024.
Complete for the sum of thirty=two thousand seven hundred and 00/100 dollars ($32,700.00).
Sincerely,
Corey E. Vitus
President
P.O! Box W97 • Ookl'MINI OR;97525,
Phone 541.8M.7177 •Fax:541.855.7520 , E-mail comy@vilosconsliucfion.com - CC6863643