Exhibit 10
AGREEMENT made as of the Twenty Second (22nd) day of March in the year of Two
Thousand and Five (In words, indicate day, month and year)
BETWEEN the Owner:
(Name, address and other information)
Community Bankshares, Inc.
000 Xxxxxxxxx Xxxxxx
Xxxxxxxxxx, Xxxxx Xxxxxxxx 00000
Telephone Number: (000) 000-0000
and the Contractor:
(Name, address and other information)
X. X. Xxxxx & Company, Inc.
P. O. Xxx 0000
Xxxxxxxxxx, Xxxxx Xxxxxxxx 00000-0000
Telephone Number: (000) 000-0000
Fax Number: (000) 000-0000
The Project is:
(Name and location)
Community Bankshares Corporate Headquarters
Orangeburg, South Carolina
The Architect is:
(Name, address and other information)
Xxxxxx X. Xxxxx Architect
0000 Xxxxxxxx Xxxxxx
Xxxxxx, Xxxxx Xxxxxxxx 00000
Telephone Number: (000) 000-0000
Fax Number: (000) 000-0000
The Owner and Contractor agree as follows.
ARTICLE 1 THE CONTRACT DOCUMENTS
The Contract Documents consist of this Agreement, Conditions of the Contract
(General, Supplementary and other Conditions), Drawings, Specifications, Addenda
issued prior to execution of this Agreement, other documents listed in this
Agreement and Modifications issued after execution of this Agreement; these form
the Contract, and are as fully a part of the Contract as if attached to this
Agreement or repeated herein. The Contract represents the entire and integrated
agreement between the parties hereto and supersedes prior negotiations,
representations or agreements, either written or oral. An enumeration of the
Contract Documents, other than Modifications, appears in Article 8.
ARTICLE 2 THE WORK OF THIS CONTRACT
The Contractor shall fully execute the Work described in the Contract Documents,
except to the extent specifically indicated in the Contract Documents to be the
responsibility of others.
ARTICLE 3 DATE OF COMMENCEMENT AND SUBSTANTIAL COMPLETION
Section 3.1 The date of commencement of the Work shall be the date of this
Agreement unless a different date is stated below or provision is made for the
date to be fixed in a notice to proceed issued by the Owner. (Insert the date of
commencement if it differs from the date of this Agreement or, if applicable,
state that the date will be fixed in a notice to proceed.)
Date of Commencement will be ten (10) days after receipt of building permit
If, prior to the commencement of the Work, the Owner requires time to file
mortgages, mechanic's liens and other security interests, the Owner's time
requirement shall be as follows:
Section 3.2 The Contract Time shall be measured from the date of commencement.
Section 3.3 The Contractor shall achieve Substantial Completion of the entire
Work not later than days from the date of commencement, or as follows: (Insert
number of calendar days. Alternatively, a calendar date may be used when
coordinated with the date of commencement. Unless stated elsewhere in the
Contract Documents, insert any requirements for earlier Substantial Completion
of certain portions of the Work.)
Date of Substantial Completion will be seven (7) months after receipt of
building permit
Portion of Work Substantial Completion Date
, subject to adjustments of this Contract Time as provided in the Contract
Documents. (Insert provisions, if any, for liquidated damages relating to
failure to complete on time or for bonus payments for early completion of the
Work.)
Should the project not be complete by date of Substantial Completion, liquidated
damages will be assessed at the rate of Two Hundred Fifty Dollars ($250.00) for
each day Owner is unable to assume occupancy.
The Contractor will be paid a bonus of Two Hundred Fifty Dollars ($250.00) for
every calendar day the project is completed ahead of the six-month construction
schedule.
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ARTICLE 4 CONTRACT SUM
Section 4.1 The Owner shall pay the Contractor the Contract Sum in current funds
for the Contractor's performance of the Contract. The Contract Sum shall be One
Million Four Hundred Seventy-five Thousand Five Hundred Dollars and Zero Cents
($ 1,475,500.00 ), subject to additions and deductions as provided in the
Contract Documents.
Section 4.2 The Contract Sum is based upon the following alternates, if any,
which are described in the Contract Documents and are hereby accepted by the
Owner: (State the numbers or other identification of accepted alternates. If
decisions on other alternates are to be made by the Owner subsequent to the
execution of this Agreement, attach a schedule of such other alternates showing
the amount for each and the date when that amount expires)
Section 4.3 Unit prices, if any, are as follows:
Description Units Price ($ 0.00)
ARTICLE 5 PAYMENTS
Section 5.1 PROGRESS PAYMENTS
Section 5.1.1 Based upon Applications for Payment submitted to the Architect by
the Contractor and Certificates for Payment issued by the Architect, the Owner
shall make progress payments on account of the Contract Sum to the Contractor as
provided below and elsewhere in the Contract Documents.
Section 5.1.2 The period covered by each Application for Payment shall be one
calendar month ending on the last day of the month, or as follows:
Section 5.1.3 Provided that an Application for Payment is received by the
Architect not later than the twenty-fifth (25th) day of a month, the Owner shall
make payment to the Contractor not later than the tenth (10th) day of the next
month. If an Application for Payment is received by the Architect after the
application date fixed above, payment shall be made by the Owner not later than
fifteen (15) days after the Architect receives the Application for Payment.
Section 5.1.4 Each Application for Payment shall be based on the most recent
schedule of values submitted by the Contractor in accordance with the Contract
Documents. The schedule of values shall allocate the entire Contract Sum among
the various portions of the Work. The schedule of values shall be prepared in
such form and supported by such data to substantiate its accuracy as the
Architect may require. This schedule, unless objected to by the Architect, shall
be used as a basis for reviewing the Contractor's Applications for Payment.
Section 5.1.5 Applications for Payment shall indicate the percentage of
completion of each portion of the Work as of the end of the period covered by
the Application for Payment.
Section 5.1.6 Subject to other provisions of the Contract Documents, the amount
of each progress payment shall be computed as follows:
.1 Take that portion of the Contract Sum properly allocable to
completed Work as determined by multiplying the percentage
completion of each portion of the Work by the share of the
Contract Sum allocated to that portion of the Work in the
schedule of values, less retainage of ten percent (10% ). Pending
final determination of cost to the Owner of changes in the Work,
amounts not in dispute shall be included as provided in Section
7.3.8 of AIA Document A201-1997;
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.2 Add that portion of the Contract Sum properly allocable to
materials and equipment delivered and suitably stored at the site
for subsequent incorporation in the completed construction (or,
if approved in advance by the Owner, suitably stored off the site
at a location agreed upon in writing), less retainage of ten
percent (10%);
.3 Subtract the aggregate of previous payments made by the Owner;
and
.4 Subtract amounts, if any, for which the Architect has withheld or
nullified a Certificate for Payment as provided in Section 9.5 of
AIA Document A201-1997.
Section 5.1.7 The progress payment amount determined in accordance with Section
5.1.6 shall be further modified under the following circumstances:
.1 Add, upon Substantial Completion of the Work, a sum sufficient to
increase the total payments to the full amount of the Contract
Sum, less such amounts as the Architect shall determine for
incomplete Work, retainage applicable to such work and unsettled
claims; and (Section 9.8.5 of AIA Document A201-1997 requires
release of applicable retainage upon Substantial Completion of
Work with consent of surety, if any.)
.2 Add, if final completion of the Work is thereafter materially
delayed through no fault of the Contractor, any additional
amounts payable in accordance with Section 9.10.3 of AIA Document
A201-1997.
Section 5.1.8 Reduction or limitation of retainage, if any, shall be as follows:
(If it is intended, prior to Substantial Completion of the entire Work, to
reduce or limit the retainage resulting from the percentages inserted in
Sections 5.1.6.1 and 5.1.6.2 above, and this is not explained elsewhere in the
Contract Documents, insert here provisions for such reduction or limitation.)
Upon reaching 50% billing and subject to satisfactory performance, no additional
retainage shall be withheld at the Owner's and Architect's discretion. The
reduction of retainage for Subcontractors will be mutually agreed upon by the
Owner, Architect and Contractor.
Section 5.1.9 Except with the Owner's prior approval, the Contractor shall not
make advance payments to suppliers for materials or equipment which have not
been delivered and stored at the site.
Section 5.2 FINAL PAYMENT
Section 5.2.1 Final payment, constituting the entire unpaid balance of the
Contract Sum, shall be made by the Owner to the Contractor when:
.1 the Contractor has fully performed the Contract except for the
Contractor's responsibility to correct Work as provided in
Section 12.2.2 of AIA Document A201-1997, and to satisfy other
requirements, if any, which extend beyond final payment; and
.2 a final Certificate for Payment has been issued by the Architect.
Section 5.2.2 The Owner's final payment to the Contractor shall be made no later
than 30 days after the issuance of the Architect's final Certificate for
Payment, or as follows:
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ARTICLE 6 TERMINATION OR SUSPENSION
Section 6.1 The Contract may be terminated by the Owner or the Contractor as
provided in Article 14 of AIA Document A201-1997.
Section 6.2 The Work may be suspended by the Owner as provided in Article 14 of
AIA Document A201-1997.
ARTICLE 7 MISCELLANEOUS PROVISIONS
Section 7.1 Where reference is made in this Agreement to a provision of AIA
Document A201-1997 or another Contract Document, the reference refers to that
provision as amended or supplemented by other provisions of the Contract
Documents.
Section 7.2 Payments due and unpaid under the Contract shall bear interest from
the date payment is due at the rate stated below, or in the absence thereof, at
the legal rate prevailing from time to time at the place where the Project is
located. (Insert rate of interest agreed upon, if any.)
( ) per annum
(Usury laws and requirements under the Federal Truth in Lending Act, similar
state and local consumer credit laws and other regulations at the Owner's and
Contractor's principal places of business, the location of the Project and
elsewhere may affect the validity of this provision. Legal advice should be
obtained with respect to deletions or modifications, and also regarding
requirements such as written disclosures or waivers.)
Section 7.3 The Owner's representative is:
(Name, address and other information)
Xx. Xxxxx Xxxxxxx, Vice President
Community Bankshares, Inc.
000 Xxxxxxxxx Xxxxxx
Xxxxxxxxxx, Xxxxx Xxxxxxxx 00000
Telephone Number: (000) 000-0000
Section 7.4 The Contractor's representative is:
(Name, address and other information)
Xx. Xxxxxxx Xxxxxx, Project Manager
X. X. Xxxxx & Company, Inc.
P. O. Xxx 0000
Xxxxxxxxxx, Xxxxx Xxxxxxxx 00000-0000
Telephone Number: (000) 000-0000
Fax Number: (000) 000-0000
Section 7.5 Neither the Owner's nor the Contractor's representative shall be
changed without ten days written notice to the other party.
Section 7.6 Other provisions:
ARTICLE 8 ENUMERATION OF CONTRACT DOCUMENTS
Section 8.1 The Contract Documents, except for Modifications issued after
execution of this Agreement, are enumerated as follows:
Section 8.1.1 The Agreement is this executed 1997 edition of the Standard Form
of Agreement Between Owner and Contractor, AIA Document A101-1997.
Section 8.1.2 The General Conditions are the 1997 edition of the General
Conditions of the Contract for Construction, AIA Document A201-1997.
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Section 8.1.3 The Supplementary and other Conditions of the Contract are those
contained in the Project Manual dated , and are as follows
Document Title Pages
Section 8.1.4 The Specifications are those contained in the Project Manual dated
as in Section 8.1.3, and are as follows: (Either list the Specifications here or
refer to an exhibit attached to this Agreement.)
See Exhibit A - Drawings and Specifications
Section 8.1.5 The Drawings are as follows, and are dated unless a different date
is shown below: (Either list the Drawings here or refer to an exhibit attached
to this Agreement.)
Title of Drawings exhibit: See Exhibit A - Drawings and Specifications
Section 8.1.6 The Addenda, if any, are as follows:
Number Date Pages
Portions of Addenda relating to bidding requirements are not part of the
Contract Documents unless the bidding requirements are also enumerated in this
Article 8.
Section 8.1.7 Other documents, if any, forming part of the Contract Documents
are as follows:
(List here any additional documents that are intended to form part of the
Contract Documents. AIA Document A201-1997 provides that bidding requirements
such as advertisement or invitation to bid, Instructions to Bidders, sample
forms and the Contractor's bid are not part of the Contract Documents unless
enumerated in this Agreement. They should be listed here only if intended to be
part of the Contract Documents.)
General Conditions of Construction, AIA Document A-201, 1997 Edition
This Agreement is entered into as of the day and year first written above and is
executed in at least three original copies, of which one is to be delivered to
the Contractor, one to the Architect for use in the administration of the
Contract, and the remainder to the Owner.
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OWNER (Signature) CONTRACTOR (Signature)
Xxxxx Xxxxxxx, Vice President Xxxx X. Xxxxx, President
------------------------------------- -------------------------------------
(Printed name and title) (Printed name and title)
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