DAYTON PUBLIC SCHOOLS. THE CONTRACT, evidenced by this Contract Form, is made and entered into by and between: < Contractor >

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1 DAYTON PUBLIC SCHOOLS THE CONTRACT, evidenced by this Contract Form, is made and entered into by and between: < Contractor > (the "Contractor") and Dayton Public Schools, through the President and Treasurer of the Dayton Public School District School District Board (the School District Board ) on the date executed by the School District Board. In consideration of the mutual promises herein contained, the School District Board and Contractor agree as set forth below: ARTICLE The Contractor shall perform the entire Work described in the Contract Documents and reasonably inferable as necessary to produce the results intended by the Contract Documents, for: Dayton Public School District Removal of ACM and Hazardous Materials at Twin Valley Behavioral Healthcare Bldg. 67, Forensic Psychiatric Dormitory Dayton ARTICLE The School District Board shall pay the Contractor for the performance of the Contract, subject to additions and deductions as provided in the Contract Documents, the amount of < Total Contract Amount > (the "Contract Sum"), based upon the Bid Form, dated < bid opening date > submitted by the Contractor and comprised of the following: < Base Bid > 2.2 The School District Board shall pay the Contractor upon receiving Applications for Payment submitted by the Contractor and approved by Architect of Record and Construction Manager. ARTICLE The Contractor shall diligently prosecute and complete all Work such that Final Acceptance occurs as specified in post bid award, unless an extension of time is granted by the School District Board and the Commission in accordance with the Contract Documents. The period established in this paragraph is referred to as the Contract Time. 3.2 The Contractor shall perform and complete all Work under the Contract within the established Contract Time, and each applicable portion of the Work shall be completed upon its respective Milestone date, unless the Contractor timely requests, and the School District Board and the Commission grant, an extension of time in accordance with the Contract Documents. 1

2 3.3 The Contractor s failure to complete all Work within the period of time specified, or failure to have the applicable portion of the Work completed upon any Milestone date, shall entitle the School District Board and the Commission to retain or recover from the Contractor, as Liquidated Damages, and not as a penalty, the applicable amount set forth in the following table for each and every day thereafter until Contract Completion or the date of completion of the applicable portion of the Work, unless the Contractor timely requests, and the School District Board and the Commission grant, an extension of time in accordance with the Contract Documents. Contract Amount Dollars Per Day $1 to $50,000 $150 More than $50,000 to $150,000 $250 More than $150,000 to $500,000 $500 More than $500,000 to $2,000,000 $1,000 More than $2,000,000 to $5,000,000 $2,000 More than $5,000,000 to $10,000,000 $2,500 More than $10,000,000 $3, The amount of Liquidated Damages is agreed upon by and between the Contractor and the School District Board and the Commission because of the impracticality and extreme difficulty of ascertaining the actual amount of damage the State would sustain. 3.5 The School District Board s and the Commission s right to recover Liquidated Damages does not preclude any right of recovery for actual damages. ARTICLE The Contract Documents embody the entire understanding of the parties and form the basis of the Contract between the School District Board and the Contractor. The Contract Documents are incorporated by reference into this Contract Form as if fully rewritten herein (Reference BHE project document PN The Contract and any modifications, amendments or alterations thereto shall be governed, construed and enforced by and under the laws of the State of Ohio. 4.3 If any term or provision of the Contract, or the application thereof to any Person or circumstance, is finally determined, to be invalid or unenforceable by a court of competent jurisdiction, the remainder of the Contract or the application of such term or provision to other Persons or circumstances, shall not be affected thereby, and each term and provision of the Contract shall be valid and enforced to the fullest extent permitted by law. 4.4 The Contract shall be binding on the Contractor, the School District Board, their successors and assigns, in respect to all covenants and obligations contained in the Contract Documents, but the Contractor may not assign the Contract without the prior written consent of the School District Board. 2

3 ARTICLE It is expressly understood by the Contractor that none of the rights, duties and obligation described in the Contract Documents shall be valid or enforceable unless the School District Board Treasurer first certifies there is a balance sufficient to pay the obligations set forth in the Contract. 5.2 The Contract shall become binding and effective upon execution by the School District Board. ARTICLE This Contract Form has been executed in several counterparts, each of which shall constitute a complete original Contract Form which may be introduced in evidence or used for any other purpose without production of any other counterparts. ARTICLE The Contractor represents and warrants that it is familiar with all applicable ethics law requirements, including without limitation, ORC Sections and , and certifies that it is in compliance with, and will continue to adhere to, such requirements. 7.2 In accordance with Executive Order S, the Contractor, by signature on this document, certifies that it: (1) has reviewed and understands Executive Order S, (2) has reviewed and understands the Ohio ethics and conflict of interest laws, and (3) will take no action inconsistent with those laws and this order. The Contractor understands that failure to comply with Executive Order S is, in itself, grounds for termination of this contract and may result in the loss of other contracts with the State of Ohio. ARTICLE The Contractor represents and warrants that it is not subject to an unresolved finding for recovery under ORC Section If this representation and warranty is found to be false, the Contract is void, and the Contractor shall immediately repay to the Owner any funds paid under this Contract. ARTICLE The Contractor represents and warrants that it has not provided any material assistance, as that term is defined in ORC Section (C), to an organization that is identified by, and included on, the United States Department of State Terrorist Exclusion List and that it has truthfully answered no to every question on the Declaration Regarding Material Assistance/Nonassistance to a Terrorist Organization ( DMA ). The Contractor further represents and warrants that it has registered with the Ohio Business Gateway to file for DMA pre-certification and has provided, or shall provide, its DMA to the Commission prior to execution of this Contract Form. If these representations and warranties are found to be false, the Contract is void and the Contractor shall immediately repay to the Owner any funds paid under this Contract. 3

4 IN WITNESS WHEREOF, the parties hereto have executed this Contract. CONTRACTOR (Company Name) (Print Name & Title) By: Date:, (Authorized Signature) STATE OF OHIO, BY AND THROUGH SCHOOL DISTRICT BOARD Date:, School District Board President (Print Name) Date:, School District Board Treasurer (Print Name) 4

5 CERTIFICATE OF FUNDS (Section , ORC) In the matter of: (Contractor) IT IS HEREBY CERTIFIED that the moneys required to meet the obligations of the Board of Education of the School District under the foregoing Contract have been lawfully appropriated for such purposes and are in the treasury of the School District or are in the process of collection to an appropriate fund, free from any previous encumbrance. SCHOOL DISTRICT By: Treasurer Dated:, 5

6 COMMITMENT TO PARTICIPATE IN THE EDGE BUSINESS ASSISTANCE PROGRAM Bidder: Mark only one option. Use or X to mark option included in Bid If marking Option B, also show percentage of proposed participation. Option A Bidder commits to meet or exceed the advertised EDGE Participation Goal of 5 percent of the Contract award amount, calculated as a portion of the Base Bid plus all accepted Alternates, by using certified EDGE Business Enterprise(s). Bidder agrees that if selected for consideration of the Contract, it shall provide (if not provided with the Bidder s Bid) a Certified Statement of Intent to Contract and to Perform form for each certified EDGE Business Enterprise proposed for use by the Bidder if awarded the Contract for this Project. Option B (also indicate percentage -- see text ) Bidder does not meet the advertised EDGE Participation Goal percentage, but, if awarded the Contract for this Project, commits to provide % of the Contract award amount, calculated as a portion of the Base Bid plus all accepted Alternates, by using certified EDGE Business Enterprise(s). Bidder acknowledges it understands the requirement for it to provide and agrees to provide, if selected for consideration of the Contract, a detailed Demonstration of Good Faith describing its efforts undertaken prior to submitting its Bid to meet the advertised EDGE Participation Goal percentage for the Contract for this Project. Bidder agrees that if selected for consideration of the Contract, it shall provide (if not provided with the Bidder s Bid) a Certified Statement of Intent To Contract and To Perform form for each certified EDGE Business Enterprise proposed for use by the Bidder if awarded the Contract for this Project. Option C Bidder declares that the Bidder is a certified EDGE Business Enterprise and that if awarded this Contract, the EDGE Participation percentage will be 100% of the Contract award amount. X Option D The undersigned Contractor intends to fulfill the requirement of a Dayton Public Schools Local Workforce and Economically Disadvantaged Business Enterprise programs or has completed the requirements of the Good Faith Efforts Determination process. Estimated EDBE Contract Participation: Estimated Local Workforce Contract Participation: $ Percentage: % $ Percentage: % Contractor: Signature & Date: / / Name/Title: (Please type or print) 6