Gap Filler Detail

1962 – National Archives of Canada

Refer to File No 62-702-1

DEFENCE CONSTRUCTION (1951) LIMITED
CANADA

56 Lyon Street,
Ottawa, Ontario,
March 13, 1962

The Deputy Minister,
Department of National Defence,
OTTAWA, Ontario

Attention: Air Commodore RB Whiting

Re: Material Testing - Gap Filler
Radar Stations - Various

Dear Sir;

We are enclosing three certified copies of the formal contract between Racey, MacCallum and Associates Limited and Defence Construction (1951) Limited covering the referenced project.

Yours very truly,
DEFENCE CONSTRUCTION (1951) LIMITED

(Mrs) Moyra Nicholson,
Solicitor

THIS AGREEMENT made in duplicate the ninth day of January 1962

BETWEEN:

HER MAJESTY THE QUEEN IN RIGHT OF CANADA
(hereinafter called "Her Majesty") herein
represented by the Minister of Defence
Production (hereinafter called "the Minister")
acting through Defence Construction (1951)
Limited (hereinafter called "DCL")
OF THE FIRST PART

and

Racey, MacCallum and Associates Limited,
Don Mills, Ontario.
(hereinafter called "the Consultant")

OF THE SECOND PART

WITNESSETH THAT:

The parties hereto covenant and agree each with the other as follows:

In this contract the following words shall, unless the context requires a different meaning, have the following meanings respectively, that is to say:

"MINISTER" shall mean the Minister of Defence Production as represented by DCL

"ENGINEER" shall mean the Chief Engineer of DCL or any person or corporation acting for or on behalf of the Chief Engineer.

"CONSULTANT" or other words relative thereto or of like import shall mean and include the Party or Parties of the Second Part as above designated or described, jointly and severally, and their and each of their executors, administrators, curators, successors and assigns.

"SERVICE", "SERVICES", "WORK", or "WORKS" shall mean the whole of the work, materials, matters and things required to be done, furnished and performed under this contract.

"REQUIREMENTS" shall mean all data, documents, plans, drawings, specifications, addenda, and instructions, written or oral, supplied or given to the Consultant at the time of contracting or during the progress of the work, by any corporations or authorized person acting for or on behalf of Defence Construction (1951) Limited.
The Consultant agrees to provide all engineering services necessary for testing of materials being used in the construction of Gap Filler Radar Stations and Access Roads at various sites in Ontario, to meet the requirements of Defence Construction (1951) Limited, and to communicate and consult with the Engineer to the satisfaction of the Engineer during the progress of the work. More specifically, but not to limit the generality of the foregoing, the Consultant shall:
1. carry out compression tests on 360 concrete cylinders and prepare and provide a report thereon;
2. supply 45 dozen concrete cylinder moulds complete with shipping tags;
3. carry out 40 modified Proctor Tests and prepare and provide a report thereon;
4. carry out a sieve analysis of 40 samples of granular material and prepare and provide a report thereon;
5. provide the services of a qualified soil technician to make 40 sites visits to carry out field density tests and prepare and provide reports thereon.
The Consultant agrees to supply all staff, equipment and technical advice necessary to perform the work to the satisfaction of the Minister
Her Majesty agrees to pay to the Consultant for the carrying out of the work as follows:
1. Concrete cylinder compression tests, as more particularly described in sub-clause (a) of clause 2 hereof.................$1.70 each (excluding shipping charges and the supply of cylinder moulds):
2. Supply of cylinder moulds and tags, as more particularly described in sub-clause (b) of clause 2 hereof.............$3.60 per dozen (excluding shipping charges);
3. Modified Proctor Tests, as more particularly described in sub-clause (c) of clause 2 hereof..........$18.00 per test (excluding shipping charges on the material from the site to the Consultant's Laboratory);
4. Sieve Analysis, as more particularly described in sub-clause (d) of clause 2 hereof.............$5.00 each (excluding shipping charges);
5. Services of Soil Technician to carry out density tests - a rate of ........... $24.00 per 8-hour day
6. Actual cost of living and travelling expenses for the Soil Technician; shipping charges for samples, and such other out-of-pocket expenses incurred, as may be approved by DCL.
provided that the liability of Her Majesty shall not exceed the contract amount of SEVEN THOUSAND, FIVE HUNDRED AND FIFTY-FOUR DOLLARS ($7,554.00). Whenever the cost of the work reaches 80% of the contract amount the Consultant shall immediately notify the Minister of this fact, and should the Consultant anticipate at this time or at any other time during the progress of the work that the contract amount will be exceeded, the Consultant shall so advise the Minister and submit a cost estimate of the remaining work to be carried out in order that the Minister may at his discretion increase the contract amount by amending the contract by the issuing of a Change Order. Her Majesty accepts no liability for any additional work done or costs incurred by the Consultant over and above that orovided for in this contract unless a specific amendment is issued by Change Order authorizing the Consultant to do or incur such additional work or costs.
All rates and expenditures under clause 4 hereof, shall be payable monthly upon submission of invoices to the satisfaction of the Engineer.
The Consultant agrees, one month after the commencement of the work, and each and every month thereafter, to submit progress claims to the Engineer.
Before making any payment on any progress or final estimate Her Majesty may require the Consultant to furnish evidence that all work performed, materials supplied, matters and things required to be done, furnished and performed under this contract for which payment is being made are free and clear from all lawful claims; the Consultant shall indemnify and hold harmless, Her Majesty from and against any and all claims against or in connection with the work.
The Consultant shall promptly pay for all labour, services and materials in or about the performance of the work and anything in connection with the performance, and all payments for such purposes shall be made by the Consultant, at least as often as payments are made to the Consultant by Her Majesty under this contract, and in the event of failure by the Consultant at any time so to do, or if any sum due for labour, services and material, or anything in respect of or in connection with the work or any part thereof, remains in arrears or unpaid by the Consultant or any sub-consultant, or if there be at any time found to exist any claims against the Consultant, or any sub-consultant for labour, services, materials, articles and things employed, hired or supplied upon or for the work or any part thereof, or if Her Majesty has reason to believe that any such payments, sums or claims will not be promptly made or paid, Her Majesty may retain out of any moneys due or to become due to the Consultant from Her Majesty such amounts or amount as may be deemed sufficient to satisfy the same, or pay the Consultant for the moneys due him in instalments, giving him from time to time such sums as Her Majesty may deem sufficient to meet such payments, sums or claims or any of them, and withholding the balance until the same are satisfied, or may pay all or any such payments, sums or claims, rendering to the Consultant the balance due him after deducting the payments so made. The Consultant shall be estopped from denying the accuracy and correctness of any and all payments so made by Her Majesty.

The Consultant's payrolls, time-books, books of account, invoices and statements shall at all time be open for inspection and extract by an authorized representative of Her Majesty, who shall be assisted in every possible way by the Consultant to enable such representative to ascertain, as far as possible, the exact payment, sums or claims, so due and remaining unpaid by the Consultant.
Upon completion of the services detailed in clause 2 hereof, there shall be a determination of the Consultant's charges and expenses according to clause 4 thereof. Provided, however, if the amounts paid to the Consultant under clause 4 hereof shall have exceeded the sum of SEVEN THOUSAND, FIVE HUNDRED AND FIFTY-FOUR DOLLARS ($7,554.00) without an authorized increase by the Minister, the Consultant shall immediately refund to her Majesty the amount of such excess payment and provided also that no payment shall be made hereunder unless the services in respect of which the payment is claimed have been certified by the Engineer, to have been performed.
It is understood and agreed that the Minister may, by written notice at any time and for any reason whatsoever, require the Consultant to discontinue the performance of the work, in which event the Consultant shall have no claim whatsoever against Her Majesty except to be paid in accordance with the terms of the contract, up to and including the date of cancellation, for the work performed up to the time of cancellation, less any sums heretofore paid on account of such work.
All plans, drawings, details, specifications, data, reports, other documents and information prepared by the Consultant pursuant to this agreement shall become the property of Her Majesty upon the completion of the works or as required, and shall be delivered to the Engineer.
The Consultant shall keep proper and detailed accounts, and records of all the factors entering into the computation of the amounts payable to the Consultant pursuant to this agreement, and the receipts, vouchers and other documents relating thereto, and such accounts, records, receipts, vouchers and other documents shall at all times by open to audit and inspection by the authorized representatives of the Minister (who may make copies thereof and take extracts therefrom) and the Consultant shall afford all facilities for such audits and inspections and shall furnish the Minister and his authorized representatives with all such information as he, or they, may from time to time require with reference to such accounts, records, receipts, vouchers and other documents. The Consultant shall cause all such accounts, records, receipts, vouchers and other documents, as aforesaid, to be preserved and kept available for audit and inspection at any time and from time to time, until the expiration of two years from the date of the completion of the services hereunder, or until the expiration of such lesser period of time as shall be approved by the Minister.
The Consultant shall carry out the services with the utmost care and despatch and shall complete the same as soon as possible.
The Consultant shall not have any tests or investigations carried out by any persons, firms, and/or corporations who will have a direct or indirect financial interest in the result of those tests or investigations.
Any and all rights, powers, authorities and discretions herein expressed to be conferred upon or vested in Her Majesty or the Minister may be exercised by the Minister, or DCL.
Any notice herein provided or permitted to be given to Her Majesty or the Minister shall be sufficiently given if communicated in writing to Defence Construction (1951) Limited, No 4 Temporary Building, Ottawa.
Any notice herein provided or permitted to be given to the Consultant shall be deemed to be sufficiently given if sent by letter addressed to 59 Curlew Drive, Don Mills, Ontario. Any such notice shall be deemed to have been received by the Consultant at the time when in the ordinary course of the mail, such letter should have reached its destination.
This agreement shall not be assigned by the Consultant without the written consent of the Minister.

SIGNED, SEALED AND DELIVERED
in the presence of

DEFENCE CONSTRUCTION (1951) LIMITED

______________________
President

______________________
Secretary

______________________
Witness as to the signature of the Consultant

RACEY, MACCALLUM & ASSOCIATES LIMITED

______________________
Consultant (Title)