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AGREEMENT made on [Date] by and between [Name] of [Address], hereinafter referred to as "Owner", and [Name], a corporation with principal place of business at [Address], hereinafter referred to as "Contractor".
1. Contractor to Construct Dwelling. Contractor will furnish all material and labor required to construct a [type] dwelling on the premises known as [address], owned by Owner. The completed building shall conform to the plans and specifications that are attached to this Agreement.
Proceed With Construction. To proceed immediately with the improvements of the existing buildings on the land as well as other renovations according to the specifications, drawings, and plans of [name] (Architect), dated [date], all to be in accordance with appropriate building laws, ordinances, and restrictions, if any; and to continue the construction without undue delay to completion in accordance with the construction contract therefore.
2. Licenses, Permits, Certifications. Contractor will obtain all licenses, permits, and certifications required for the completion of the work under this Agreement at Contractor's sole cost and expense.
3. Surveys, Electrical Service, Water. Owner shall obtain and pay for all surveys that are needed for the completion of Work under this Agreement. Owner shall pay any additional cost to bring electrical service to the dwelling. These payments by Owner shall be in addition to the price set out in Paragraph 7 of this Agreement. Contractor shall not be responsible for the purity of the water in the dwelling, and this shall be Owner's sole responsibility.
4. Workers' Compensation Insurance. Contractor shall procure and maintain insurance under the Workers Compensation Law at Contractor's sole cost and expense.
5. Fill, Soil Condition, Site Condition. Contractor shall not be responsible for any fill that may be needed during construction. If any is needed, its cost will be charged to Owner. Contractor is not responsible for conditions brought on by the nature of the building site and the site's grade, including any underground soil condition, which may cause added construction costs. Owner shall pay any added construction costs that are incurred for these reasons, in addition to the price set out in Paragraph 7 of this Agreement.
6. Fuel Oil. Owner shall pay the cost of any fuel oil used during construction, in addition to the price set out in Paragraph 7 of this Agreement.
7. Price. Owner shall pay Contractor for the performance of work and furnishing of materials under this Agreement the sum of .......... dollars ($..........) in the following installments:
a. .......... percent (..........%) on signing of contract;
b. .......... percent (..........%) on completion of cellar excavation, foundations; sills and exterior wall studding and bracing installed; roof and floor beams and bridging top-nailed;
c. .......... percent (..........%) on completion of all framing and sheathing; cellar floor, finished floors laid;
d. .......... percent (..........%) on completion of all weather stripping and caulking; installation of all linoleum, kitchen cabinets and sinks, tile, and electrical fixtures; and application of final coat of paint inside and outside the dwelling; and
e. .......... percent (..........%) on completion of all other work required by this Agreement and the plans and specifications attached to this Agreement; obtaining an Electrical Certificate, Certificate of Occupancy, guaranteed survey, and conversion of building loan to a permanent mortgage (if there is to be one).
8. Additional Work. Any work not required by this Agreement or the attached plans and specifications shall be done only on Owner's written order. Before any such work is begun, Contractor will inform Owner in writing of the cost of the additional work.
9. Payment of Subcontractors and Suppliers. The final payment of the price as provided in Paragraph 7 shall not be made until Contractor delivers to Owner Contractor's affidavit that all subcontractors and suppliers who furnished labour or supplied material for the dwelling have been paid in full.
10. Insurance. Owner shall procure insurance against loss or damage by fire in amounts that may from time to time be agreed upon by Owner and Contractor, to cover work and materials furnished or supplied for the dwelling. The policy shall be the standard builder's risk policy payable to Owner and Contractor as their interests may appear.
11. Vandalism. The risk of loss from vandalism during construction of the dwelling shall be borne by Owner.
12. Completion Time. Contractor shall perform all work required of Contractor in a diligent and workmanlike manner and shall complete the dwelling as quickly as possible.
12. Completion Time. Contractor shall perform all work required of Contractor in a diligent and workmanlike manner and shall complete the dwelling no later than [date]. In the event Contractor fails to complete the dwelling by that date, the purchase price provided in Paragraph 7 shall be reduced by .......... dollars ($..........) for each day of delay. However, if the delay in completion is due to strike, fire, weather, or any other cause beyond Contractor's control, the period of delay shall be added to the completion date set out in this Paragraph, and the purchase price shall only be reduced if the dwelling is not completed by the revised completion date.
13. Certificate of Occupancy. The dwelling shall be deemed completed when a Certificate of Occupancy is properly issued by [city council].
14. Terms of Arbitration. All matters subject to arbitration under this Paragraph ---------- shall be submitted to arbitration in accordance with the Construction Industry Rules of the ---------------- body, except as otherwise provided herein. Arbitration shall be brought upon the written notice of one party to the other of a demand for arbitration, including a recitation of the claim or dispute for which arbitration is sought and a specification of the Arbitrator chosen by such party from a list of arbitrators prepared by the ---------------- body. Arbitration shall be before a panel of three Arbitrators. Within [number] days of receipt of a demand for arbitration, the party receiving the demand must select a second Arbitrator from the said list and notify the other party of the first party's selection. Within [number] days thereafter, these two Arbitrators shall select a third Arbitrator from the said list. If they fail to select a third Arbitrator, then the third Arbitrator shall be designated by the ---------------- body. If either party fails to designate an Arbitrator, then the claim or dispute shall be submitted to arbitration before a panel of three Arbitrators chosen by the ---------------- body.
15. Mortgage Commitment. Owner will require a mortgage commitment in the sum of .......... dollars ($..........). Owner will promptly apply to a lending institution for a mortgage in that sum with interest payable at the prevailing rate. If Owner does not receive a commitment to issue the mortgage within [number] days from the date of this Agreement, this Agreement shall terminate and be of no effect provided Owner notifies Contractor of Owner's failure to receive the commitment no later than [date]. If this Agreement terminates under the terms of this Paragraph, all monies paid to Contractor shall be refunded to Owner, provided no construction has begun. If construction has begun, Owner shall pay Contractor for all work furnished and materials supplied up to the date of termination of this Agreement. Contractor shall first apply monies previously received from Owner for payment before billing Owner for any balance.
16. Continuation of Work. If a claim or dispute is submitted to arbitration, Subcontractor shall not cease work pending the arbitration award, but shall proceed with completion of all work, including work that is the subject of the dispute submitted to arbitration. If Subcontractor refuses to proceed with such work and such refusal continues for [number] days, then Subcontractor waives any right to claim Subcontractor is not in default under this Contract and shall be liable to Contractor in damages for all losses suffered.
17. Amendment. This Agreement may be modified or amended, if the amendment is made in writing and is signed by both parties.
18. Severability. If any provision of this Agreement shall be held to be invalid or unenforceable for any reason, the remaining provisions shall continue to be valid and enforceable. If a court finds that any provision of this Agreement is invalid or unenforceable, but that by limiting such provision it would become valid or enforceable, then such provision shall be deemed to be written, construed, and enforced as so limited.
19. Waiver Of Contractual Right. The failure of either party to enforce any provision of this Agreement shall not be construed as a waiver or limitation of that party's right to subsequently enforce and compel strict compliance with every provision of this Agreement.
20. No Representations. Neither party has made any representations nor promises, other than those contained in this agreement or in some further writing signed by the party making the representation or promise.
21. Interpretation. This Agreement will in all events be construed as a whole, according to its fair meaning, and not strictly for or against a party merely because that party (or the party's legal counsel) drafted the Agreement. The headings, captions, and titles in this legal Agreement are merely for reference and do not define, limit, extend, or describe the scope of this Agreement or any provision herein. Unless the context requires otherwise,
(a) the gender (or lack of gender) of all words used in this Agreement includes the masculine, feminine, and neuter, and
(b) the word including means including without limitation.
22. Advice Of Legal Counsel. Each individual party to this Agreement represents and warrants to each other party that such party has read and fully understands the terms and provisions hereof, has had an opportunity to review this Agreement with legal counsel, and has executed this Agreement based upon such party's own judgment and advice of independent legal counsel.
23. Invalid Provisions. If any provision of this Agreement is held to be illegal, invalid, or unenforceable under any present or future law, then that provision will be fully severable. This Agreement will be construed and enforced as if the illegal, invalid, or unenforceable provision had never comprised a part of this Agreement, and the remaining provisions of this Agreement will remain in full force and effect and will not be affected by the illegal, invalid, or unenforceable provision or by its severance from this Agreement. Furthermore, in lieu of each such illegal, invalid, or unenforceable provision, there will be added automatically, as a part of this Agreement, a provision as similar in terms to such illegal, invalid, or unenforceable provision as may be possible and be legal, valid and enforceable.
24. Notices. Any notice to be given or to be served upon any party hereto must be in writing and may be given by certified or registered mail, but shall be deemed to have been given and received when a certified or registered letter containing such notice, properly addressed with postage prepaid, is deposited in U.S. Mail. If notice is given in some manner other than by certified or registered mail, it shall be deemed to have been given when delivered to and received by the party to whom it is addressed, such notices shall be given to the parties hereto at the following addresses:
25. Further Assurances. In connection with this Agreement and the transactions contemplated hereby, each party to this Agreement will execute and deliver any additional documents and perform any additional acts that may be necessary or appropriate to effectuate and perform its obligations under this Agreement and the transactions contemplated hereby.
26. Entire Agreement. This Agreement contains the entire agreement of the parties and there are no other promises or conditions in any other agreement whether oral or written.
27. This Agreement supersedes any prior written or oral agreements between the parties.
This Section for Notary:
STATE OF -------)
) ss: [Date]
COUNTY OF ------)
On [Date] before me, [Name of Notary], notary, personally appeared [Name of Person(s) Involved], personally known to me (or proved to me on the basis of satisfactory evidence) to be the person(s) whose name(s) is/are subscribed to the within instrument and acknowledged to me that he/she/they executed the same in his/her/their authorized capacity(ies), and that by his/her/their signature(s) on the instrument the person(s), or the entity upon behalf of which the person(s) acted, executed the instrument.
Witness my hand and official seal.
[Name of Notary Public]
My commission expires: [date]