Partnerships with Habitat for Humanity or Other CDCs
Workshop Handout 8/17/05
Cuyahoga Community Land Trust Contract with Neighborhood Housing Services for Rehab and Construction Management
REHAB LOAN PROGRAM OWNER AND CONTRACTOR AGREEMENT
This agreement made this day ___ of month _____l, 2005 by and between ________________ having a
principal place of business located at ________________________,
hereinafter referred to as "Contractor," and _____________________________, Owner(s) of subject property located at
_____________, hereinafter referred to as "Owner."
WHEREAS the owner has authorized Neighborhood Housing Services of Greater Cleveland, Inc., also known
as NHS of Greater Cleveland, Inc., having a place of business at 5700 Broadway Avenue Cleveland hereinafter referred
to as "NHS of Greater Cleveland Inc.", to act as technical advisor in reference to this Contract.
WHEREAS the Contractor intends to repair property located at ________________________________
NOW THEREFORE, the contractor and Owner, for the considerations hereinafter named agree as follows:
That this agreement shall consist of the bid and proposal, the general conditions and references contained herein, the
drawings and work write-up, if any, and the specifications incorporated therein by reference and identified as Part I
specifications.
I.
HOLD HARMLESS
Contractor shall agree to defend, indemnify, and hold harmless the Owner, the NHS of Greater Cleveland, Inc. and
the City of Cleveland from liability and claim for damages because of bodily injury, death, property damage,
sickness, disease or loss and expense arising from contractor's Performance under this Agreement to install or
construct home improvements. Improvements shall be paid for out of the proceeds of the Owner's Rehabilitation
Loan. Contractor is acting in the capacity of an Independent Contractor with respect to the Owner.
II.
LIEN WAIVERS
Contractor agrees to protect, defend and indemnify Owner from any claims for unpaid work, labor or materials with
respect to Contractor's Performance. Final or progress payments shall not be due until Contractor has delivered to
NHS of Greater Cleveland, Inc., complete or partial release of all liens for work completed arising out of
contractor's Performance or receipt in full covering all labor and materials for which a lien could be filed, or a bond
satisfactory to the Owner indemnifying him/her against any lien.
III.
CONTRACT PRICE
Contractor may apply to NHS of Greater Cleveland Inc. for progress payments when those portions of the work
described in the attached Work Write-up and Specifications have been completed. The application shall include an
invoice describing the work performed and the payment amount requested and releases of any liens as indicated in
item II of this Agreement. Upon approval of such application by the Owner and NHS of Greater Cleveland Inc., the
Contractor shall be paid the sum of _________________ as follows:
Progress payments (Draws) _________ (Number)
Progressive draws received are to be processed within (2) working days of receipt of properly executed and
approved pay requests. Draw requests are paid within an approximated 30-day period, depending on funding
source. All amounts due and payable by NHS of Greater Cleveland Inc. to Contractor for the work performed under
this Agreement shall be payable within twenty (20) days after the work is satisfactorily completed and approved by
the Owner and NHS of Greater Cleveland Inc., or their authorized
Partnerships with Habitat for Humanity or Other CDCs
Workshop Handout 8/17/05
Cuyahoga Community Land Trust Contract with Neighborhood Housing Services for Rehab and Construction Management
representative. NHS of Greater Cleveland Inc. may withhold its approval of such work if Owner, NHS of Greater
Cleveland Inc. or City Inspector refuses to give its approval thereof.
IV.
START AND COMPLETION
Owner is hereby obligated to issue a written Notice to Proceed with ninety (90) days from the date of acceptance of the
Contractor's bid and proposal. If said Notice to Proceed is not received by the contractor within this ninety (90) day
period, the Contractor shall have the option of withdrawing his bid and proposal.
Contractor agrees to start work within ____ calendar days after receipt of the written Notice to Proceed from the
Owner and to complete the on or before ____________________.
If the contractor fails to complete the as agreed herein, the Owner may declare Contractor in default by providing written
notice to Contractor by registered mail. If Contractor fails to remedy such default within fifteen (15) days of such
notice, Owner shall have the right to select a substitute Contractor. If the expense of completing the work exceeds the
unpaid balance on this Contractor, the contractor shall pay the difference to the Owner.
In agreeing to complete the work within the Contract time, contractor has taken into consideration and made allowance
for ordinary delays and hindrances incident to such work, whether growing out of delays of common carriers, delays in
securing materials or workers, changes, omissions, alterations, or otherwise.
If the contractor dose not complete the work by the completion date stated in the contract a $50.00 (Fifty dollar) per
day penalty will be assessed and be deduced from the final invoice.
Excusable delays shall consist of: strikes, lockouts, embargoes, fire, unavoidable casualties, unusual delays in
transportation, national emergency, extraordinary weather conditions, labor and material shortages that are beyond the
reasonable control of Contractor, Owner not allowing reasonable access to property; provided that the Contractor shall
notify the Owner and the Local Entity in writing not later than two (2) days after the initial occurrence of any excusable
cause of delay.
If the Contractor is unable to complete any portion of the work due to excusable delay, the completion date may be
extended, provided the extension time period is agreed to, in advance, in writing by both the Contractor and the Owner,
and written notification is provided by the Contractor to the Local Entity.
V.
CHANGE ORDERS
Owner, Contractor and NHS of Greater Cleveland Inc. expressly agree that no material changes or alterations in the
work, price or time, as provided above, shall be made unless in writing and agreed to by Owner, Contractor and NHS
of Greater Cleveland Inc.
VI.
PERMITS AND CODES
Contractor agrees to secure and pay for all necessary permits and licenses required and to adhere to applicable local
codes and requirements whether or not covered by the Work Write-up and Specifications and any drawings for the
work, including State of Ohio contractor registration requirements.
VII. EQUAL OPPORTUNITY
Contractor agrees to provide Equal Opportunity to all persons and small businesses, without discrimination as to race,
color, creed, religion, national origin, sex, material status, age, and status with regard to public
Partnerships with Habitat for Humanity or Other CDCs
Workshop Handout 8/17/05
Cuyahoga Community Land Trust Contract with Neighborhood Housing Services for Rehab and Construction Management
assistance or disability. To the greatest extent feasible, opportunities for training and employment shall be given to
lower income residents of the project area and contracts (Agreements) for work in connection with the project be
awarded to business concerns located in, or owned in substantial part by persons residing in the area of the project. In the
event, the contractor has a collective bargaining agreement or other contract or understanding, if any, the contractor will
send to each labor organization or representative of workers under this agreement, a notice of his commitments under
this paragraph and shall post copies of the notice in conspicuous places available to employees and applicants for
employment and training.
VIII. UNACCEPTABLE RISK
Contractor represents that at the time of execution hereof; Contractor's Company is not listed on the disbarred and
Suspended Contractor's list of the U. S. Department of Housing and Urban Development.
IX.
WARRANTY
For good and valuable consideration, Contractor hereby agrees to provide a full one-year warranty to the Owner, which
shall extend to subsequent owners of the property to be improved. The warranty shall provide that improvements,
hardware and fixtures of whatever kind or nature installed or constructed on said property by the Contractor are of good
quality and free from defects in workmanship or materials. Deficiencies, subject to the warranty set forth in this
paragraph, shall apply only to such deficiencies and defects as to which Owner or subsequent owners shall have given
written notice to the Contractor at its principal place of business within one (1) year from the date of Contractor's
request for final payment stating that all work under contract has been completed.
X.
LIST OF IMPROVEMENTS
Contractor acknowledges that it has reviewed the list of Proposed Improvements) Part I of this Agreement) and that
such list is accurate and consistent as to scope of work, price and name of Contractor, with the Contractor's proposal and
agreement with the Owner and the work that the Contractor will undertake.
XI.
FINANCING
Contractor agrees that it will not enter into any agreement to perform work financed by the Rehabilitation Loan until
said Loan has been funded, unless said agreement is contingent upon the funding of said loan.
XII. SUB-CONTRACTORS
Contractor agrees that all the warranties contained herein shall apply to all work performed under the
Contract, including the performed by any sub-contractors.
Sub-contractors are to supply licenses and Certificate of Insurance verification prior to start of any work.
XIII. ACKNOWLEDGEMENT
All warranties herein are in addition to, and not in limitation of, any and all other rights and remedies to which the
Owner or subsequent owners may be entitled, at law or in equity, and shall survive the conveyance of title, delivery of,
possession of the property, or other final settlement made by the Owner and shall be binding on the undersigned
notwithstanding any provision to the contrary contained in any instrument hereto after or hereinafter executed by the
Owner. The Contractor hereby acknowledges that NHS of Greater Cleveland, Inc has approved this Agreement.
Partnerships with Habitat for Humanity or Other CDCs
Workshop Handout 8/17/05
Cuyahoga Community Land Trust Contract with Neighborhood Housing Services for Rehab and Construction Management
XIV. CONTINGENCY AMOUNT
Contingency amounts may be used, if needed, only for the following costs: a. Un foreseen City of Cleveland
Building Code Requirements, b. Payment for extra work and changes as agreed upon per the terms and
conditions above.
Any remaining Contingency amount not used for the purposed items (a) thru (b) above shall be applied to pay back
the loan. If the Owner incurs expenditures in excess of the contract price and the Contingency amount, the Owner
shall be responsible for paying the additional cost.
XV.
ESCROWING OF FUNDS
The Owner will escrow all funds needed for construction and associated costs through the NHS of Greater Cleveland,
Inc.
XVI. CONTROL OF DISBURSEMENTS
The Owner and Contractor authorize the NHS of Cleveland Inc. to control the disbursement of all escrowed funds and
agree that the NHS of Greater Cleveland Inc. may do so at its sole option; because NHS of Greater Cleveland Inc. will
apply the escrowed funds for payment of labor and material and other associated costs under this agreement and provide
records of all escrowed deposits and disbursements.
XVII. REMOVAL OF DEBRIS
Upon the completion of the work, Contractor agrees to remove all construction debris and surplus material from the
property and leave the property in a neat and broom clean condition with all items final cleaned and ready for owner's
immediate use.
XVIII. LEAD BASE PRODUCT
Lead base paint products in compliance with part 570.611 of CDBG regulations shall not be used.
XIX. EXPEDIENCY
Time is of the essence of this Contract as to both parties hereto.
XX.
DAVIS-BACON COMPLIANCE
All work on eight or more units shall comply with the Federal Labor Standards Provisions of the DavisBacon Act.
XXI. CONFLICT OF INTEREST
No officer, employee, or member of the governing body of the NHS of Greater Cleveland Inc. or the City exercises any
function or responsibilities connected with this agreement shall have any private interest, direct or indirect, in this
agreement.
XXII. ARBITRATION
Partnerships with Habitat for Humanity or Other CDCs
Workshop Handout 8/17/05
Cuyahoga Community Land Trust Contract with Neighborhood Housing Services for Rehab and Construction Management
Any controversy or claim arising out of or relating to this Contract, or the breach thereof, shall be settled by arbitration,
and judgment upon the award rendered by the arbitrator(s) may be entered in any court having jurisdiction thereof.
Arbitration will place said dispute before an impartial third party, agreeable to homeowner and contractor who will be
authorized to make a legally binding decision. Defeatee shall pay administrative fees.
NOTICE TO OWNER
Under the Ohio Mechanics Lien Law any contractor, subcontractor, laborer, supplier or other person who helps to
improve your property, but is not paid for his/her work or supplies, has a right to enforce a claim against your property.
This means that after a court hearing, a court officer could sell your property and the proceeds of the sale used to satisfy
the indebtedness. This can happen even if you have paid your contractor in full if the subcontractors, laborers, or
suppliers remain unpaid.
To preserve their right to file a claim or lien against your property, certain claimants such as subcontractors or material
suppliers are required to provide you with a document entitled "Preliminary Notice." Original (or prime) contractors
and laborers for wages do not have to provide this notice. A Preliminary Notice is not a lien against your property if
they are not paid. (Generally, the maximum time allowed for filing a claim or lien against your property is ninety (90)
days after completion of your project.)
TO INSURE EXTRA PROTECTION FOR YOURSELF AND YOUR PROPERTY, YOU MAY WISH TO TAKE
ONE OR MORE OF THE FOLLOWING STEPS:
1. Require that your contractor supply you with a payment and performance bond (not a license bond), which provides
that the bonding company will either complete the project or pay damages up to the amount of the bond. This
payment and performance bond as well as a copy of the construction contract should be filed with the county
recorder for your further protection.
2. Require that payments be made directly to subcontractors and material suppliers through a joint control. Any joint
control agreement should include the addendum approved by the Registrar of Contractors.
3. Issue joint checks for payment, made out to both your contractor and subcontractors or material
suppliers involved in the project. This will help to insure that all persons due payment are actually paid.
4. After making payment on any completed phase of the project, and before making any further payments, require your
contractor to provide you with unconditional lien releases signed by each material supplier, subcontractor and
laborer involved in that portion of the work for which payment was made. On projects involving improvements to a
single-family residence or a duplex owned by individuals, the persons signing these releases lose the right to file a
claim against your property. In other types of construction this protection may still be important, but may not be as
complete. TO PROTECT YOURSELF UNDER THIS OPTION YOU MUST BE CERTAIN THAT ALL
MATERIAL SUPPLIERS, SUBCONTRACTORS OR LABORERS HAVE SIGNED.
Partnerships with Habitat for Humanity or Other CDCs
Workshop Handout 8/17/05
Cuyahoga Community Land Trust Contract with Neighborhood Housing Services for Rehab and Construction Management
Ohio Contractors Reference Book
Wrongful Diversion of Public Funds, a Public Offense
484b. Any person who receives money for the purpose of obtaining or paying for services, labor, materials or
equipment and willfully fails to apply such money for such purpose by either willfully fails to apply such money for
such purpose by either willfully failing to complete the improvements for which funds were provided or willfully failing
to pay for services, labor, materials or equipment provided incident to such construction and wrongfully divers the funds
16 a use other than that for which the funds were received, shall be guilty of a public offence and shall be punishable by
a fine not exceeding five thousand dollars . ($5,000), or by imprisonment in the state prison, or in the county jail not
exceeding one year, or by both such fine and such imprisonment if the amount diverted is in excess of one thousand
dollars ($1,000), the person shall be guilty of a misdemeanor.
False Voucher, Embezzlement
484c. Any person who receives money for the purpose of obtaining or paying for services, labor, materials or
equipment incident to construction improvements on real property and willfully rebates any part of the money to or on
behalf of anyone contracting with such person, for provisions of the services, labor, materials or equipment for which the
money was given, shall be guilty of a misdemeanor; provided, however that normal trade discount for prompt payment
shall not be considered a violation of this section.
Contractors and their sub-contractors are required by law to be licensed and regulated by the Contractors' State License
Board. Any questions concerning a contractor may be referred to the registrar of the Board.
______________________
OWNER'S SIGNATURE
_______
DATE
______________________
CONTRACTOR’S SIGNATURE
________
Date
____________________________________________________________
CONTRACTOR’S ADDRESS
__________________
LICENSE NO.
________________
PHONE NO.
Partnerships with Habitat for Humanity or Other CDCs
Workshop Handout 8/17/05
Cuyahoga Community Land Trust Contract with Neighborhood Housing Services for Rehab and Construction Management
DRAW INSTRUCTIONS
DOCUMENTS REQUIRED BEFORE START OF JOB
1 . Copie(s) of Building P ermit(s) for total j ob
a. Building Permit
b. Electrical Permit
c. Heating Permit
d. Demolition Permit
e. Plumbing Permit
f. Other
2. Sworn Statement completed and in file (from NHS of Cleveland Inc.) listing all workmen,
subcontractors and suppliers.
3 . Color S election Sheets signed and in file (from NHS of Cleveland Inc.) 4. Contractor' s
Liability insurance certification on file
REQUIRED DOCUMENTS FOR EACH PROGRESS DRAW
1. INVOICE (numbered and dated)
a. Draw on each paragraph of the Write-Up and Specifications for amount of work
completed
b. Total the invoice at the bottom c. Identify your company name and
address and job address
2. RELEASES (forms from NHS of Cleveland Inc.) Releases may not be Conditional a. LABOR
release signed by all workers on the payroll of your company b. LIEN release signed by all
subcontractors working on job c. LIEN release signed by all suppliers where material is
charged.
3 . RECEIPT copies for any material paid for in cash ($ 50.00 and over)
FINAL DRAW (not including Retention)
1 . Submit with Request for FINAL DRAW
a. INVOICE (same as Progress Draw)
b. BUILDING PERMIT with all Final Inspection Signatures
c. PRODUCT WARRANTIES AND INSTRUCTIONS
d. TERMITE CERTIFICATION (if applicable)
e. INSULATION "R" CERTIFICATION (if applicable)
f. PUNCH LIST completed and signed by owner(s)
g. ROOF WARRANTY (form from NHS of Cleveland Inc.) if applicable
h. CONTRACTOR' S LIMITED WARRANTY (form from NHS of Cleveland Inc.)
I have read and do completely understand the above Draw procedure..
_____________________________________