Exhibit 10.3


 


Standard Form of Agreement


Between Owner and Contractor


for a Small Project


 


This AGREEMENT is made May
12, 2004


 


BETWEEN the Owner:


United Wisconsin Grain Producers, LLC (UWGP)


P.O. Box 27


Friesland, WI  53935


 


and the Contractor:


Oelke Construction Co., Inc.


P.O. Box 27


626 Steel Road


Fall River, WI  53932


 


for the following Project:


New Administration Building for UWGP; to be located on the Northeast
corner of County ‘EF’ and Highway 33, Friesland, WI


 


The Architect is:


Transcend Architects & Engineers, Inc.


1000 Lothe Street


Sun Prairie, WI  53590


 


The Owners and Contractor agree as follows.


 


ARTICLE 1


THE CONTRACT DOCUMENTS


 


The Contractor shall complete the Work described in the Contract
Documents for the project.  The Contract
Documents consist of:


 


1.               this Agreement
signed by the Owner and Contractor;


 


1
















 


2.               AIA Document A205, General Conditions of
the Contract for Construction of a Small Project, current edition;


 


3.               the Drawings
and Specifications prepared by the Architect, dated April 14, 2004,
and enumerated as follows:


 


	
  Drawings:

  
	
   

  	
   

  
	
  2.1

  	
  Site Plan

  
	
  3.1

  	
  Foundation Plan

  
	
  5.1

  	
  Floor Framing Plan

  
	
  5.2

  	
  Roof Framing Plan

  
	
  5.3

  	
  Framing Details

  
	
  6.1

  	
  Lower Level Floor Plan

  
	
  6.2

  	
  Main Level Floor Plan

  
	
  7.1

  	
  Building Sections

  
	
  8.1

  	
  Exterior Elevations

  
	
  9.1

  	
  Room Finish and Door Schedules

  
	
  10.1

  	
  Accessibility Details

  
	
  15.1

  	
  Lower Level Plumbing Plan

  
	
  15.2

  	
  Main Level Plumbing Plan

  
	
  15.3

  	
  Lower Level HVAC Plan

  
	
  15.4

  	
  Main Level HVAC Plan

  
	
  16.1

  	
  Lower Level Lighting Plan

  
	
  16.2

  	
  Main Level Lighting Plan

  
	
  16.3

  	
  Lower Level Power Plan

  
	
  16.4

  	
  Main Level Power Plan

  



 


	
  Specifications:

  	
   

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  INSTRUCTIONS TO BIDDERS

  	
   

  	
  Pages 1 to 3

  
	
   

  	
   

  	
   

  	
   

  
	
  BID FORM

  	
   

  	
  1 Pages

  
	
   

  	
   

  	
   

  	
   

  
	
  STANDARD GENERAL CONDITIONS OF

  	
   

  	
  1 Pages

  
	
  CONSTRUCTION CONTRACT

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  SUPPLEMENTARY CONDITIONS

  	
   

  	
  Pages 1 to 4

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 01010 -

  	
  SUMMARY OF THE WORK

  	
   

  	
  1 Pages

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 01020 –

  	
  ALLOWANCES

  	
   

  	
  1 Pages

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 01027 –

  	
  APPLICATIONS FOR PAYMENT

  	
   

  	
  Pages 1 to 2

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 01030 –

  	
  ALTERNATES

  	
   

  	
  1 Pages

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 01040 –

  	
  PROJECT COORDINATION

  	
   

  	
  1 Pages

  



 


2
















 


	
  SECTION 01045 –

  	
  CUTTING AND PATCHING

  	
   

  	
  1 Page

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 01050 –

  	
  FIELD ENGINEERING

  	
   

  	
  1 Page

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 01090 –

  	
  DEFINITIONS AND STANDARDS

  	
   

  	
  Pages 1 to 2

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 01200 –

  	
  PROJECT MEETINGS

  	
   

  	
  1 Page

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 01300 –

  	
  SUBMITTALS

  	
   

  	
  Pages 1 to 2

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 01400 –

  	
  QUALITY CONTROL SERVICES

  	
   

  	
  Pages 1 to 2

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 01500 –

  	
  TEMPORARY FACILITIES

  	
   

  	
  1 Page

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 01600 –

  	
  MATERIAL AND EQUIPMENT

  	
   

  	
  1 Page

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 01631 –

  	
  PRODUCTS AND SUBSTITUTIONS

  	
   

  	
  1 Page

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 01700 –

  	
  PROJECT CLOSEOUT

  	
   

  	
  Pages 1 to 2

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 01740 –

  	
  WARRANTIES AND BONDS

  	
   

  	
  1 Page

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 02110 –

  	
  SITE CLEARING

  	
   

  	
  1 Page

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 02150 –

  	
  SHORING AND BRACING

  	
   

  	
  1 Page

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 02200 –

  	
  EARTHWORK

  	
   

  	
  Pages 1 to 3

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 02710 –

  	
  FOUNDATION DRAINAGE

  	
   

  	
  1 Page

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 03310 –

  	
  CONCRETE

  	
   

  	
  Pages 1 to 3

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 04200 –

  	
  UNIT MASONRY

  	
   

  	
  Pages 1 to 5

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 05120 –

  	
  STRUCTURAL STEEL

  	
   

  	
  1 Page

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 06100 –

  	
  ROUGH CARPENTRY

  	
   

  	
  Pages 1 to 6

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 06192 –

  	
  PREFABRICATED WOOD TRUSSES

  	
   

  	
  1 Page

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 06200 –

  	
  FINISH CARPENTRY

  	
   

  	
  1 Page

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 06400 –

  	
  ARCHITECTURAL WOODWORK

  	
   

  	
  Pages 1 to 4

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 07120 –

  	
  FLUID-APPLIED WATERPROOFING

  	
   

  	
  Pages 1 to 2

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 07190 –

  	
  VAPOR BARRIERS

  	
   

  	
  1 Page

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 07200 –

  	
  INSULATION

  	
   

  	
  Pages 1 to 2

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 07270 –

  	
  FIRESTOPPING

  	
   

  	
  Pages 1 to 3

  



 


3
















 


	
  SECTION 07311 –

  	
  ASPHALT SHINGLES

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 07460 –

  	
  SIDING

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 07600 –

  	
  FLASHING AND SHEET METAL

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 07900 –

  	
  JOINT SEALERS

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 08110 –

  	
  STEEL DOORS AND FRAMES

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 08210 –

  	
  FLUSH WOOD DOORS

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 08305 –

  	
  ACCESS DOORS

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 08410 –

  	
  ALUMINUM ENTRANCES AND STOREFRONTS

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 08610 –

  	
  WOOD WINDOWS

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 08710 –

  	
  FINISH HARDWARE

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 08800 –

  	
  GLASS AND GLAZING

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 09250 –

  	
  GYPSUM DRYWALL

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 09300 –

  	
  TILE

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 09510 –

  	
  ACOUSTICAL CEILINGS

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 09900 –

  	
  PAINTING

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 10800 –

  	
  TOILET ACCESSORIES

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 14240 –

  	
  HYDRAULIC ELEVATORS

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 15400 –

  	
  PLUMBING

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 15401 –

  	
  PLUMBING SYSTEMS

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 15600 –

  	
  HEATING, VENTILATING AND AIR CONDITIONING

  	
   

  	
   

  
	
   

  	
   

  	
   

  	
   

  
	
  SECTION 16400 –

  	
  ELECTRICAL

  	
   

  	
   

  



 


4.               addenda
prepared by Architect as follows:


 


No Addenda


 


5.               written change
orders or orders for minor changes in the Work issued after execution of the
Agreement; and


 


4
















 


6.               other
documents, if any, identified as follows:


 


Summary of cost savings prepared by Oelke Construction, dated
March 30, 2004, and is attached as a part of this agreement.


 


ARTICLE 2


DATE
OF COMMENCEMENT AND SUBSTANTIAL COMPLETION DATE


 


The date of commencement shall be the date of this Agreement unless
otherwise indicated below.  The
Contractor shall substantially complete the Work not later than 120 days after
the date of commencement, subject to adjustment by Change Order.


 


Contractor understands that if substantial completion of the Work is
not obtained within 120 days after the date of commencement (May 19, 2004),
Owner will suffer damages, which are difficult to determine and accurately
specify.  Accordingly, if substantial
completion has not been obtained within 120 days after the date of
commencement, Contractor shall pay Owner as liquidated damages $100 per day for
each day that substantial completion occurred beyond 120 days.  Owner, at its discretion, may elect to offset
any such liquidated damages from any retainage or any amounts owed by Owner to
Contractor.  Liquidated damages shall be
paid by Contractor by the 15th of the month following the month
in which liquidated damages were incurred.


 


ARTICLE 3


CONTRACT
SUM


 


3.1                                 Subject to additions
and deductions by Change Order, the Contract Sum is


 


$379,714.00


 


3.2                                 For purposes of
payment, the Contract Sum includes the following values related to portions of
the Work:


 


	
  Portion of Work

  	
   

  	
  Value

  



 


3.3                                 The Contract
Sum shall include all the items and services necessary for the proper execution
and completion of the Work.


 


ARTICLE 4


PAYMENT


 


4.1                                 Based on
Contractor’s Applications for Payment certified by the Architect, the Owner
shall pay the Contractor as follows:


 


Based on four payment ‘Draws’:


1.                                       Foundation


2.                                       Framing


3.                                       Rough-in and
Insulation


4.                                       Completion


 


5
















 


Owner will retain five percent (5%) of each payment.  Upon substantial completion of the entire
Work, Owner shall release to Contractor all retained amounts relating to the
entire Work, less the amount equal to the reasonable value or cost to complete
of all remaining or incomplete items of Work, provided that such payment shall
only be made if Contractor’s application for final payment has been certified
by the Architect.  The Contractor shall
also simultaneously submit with each Application for Payment a report of the
Architect certifying that the Work has been completed and materials are in
place as required by the Contract Documents. 
Further, each Application for Payment shall include waivers of mechanic
liens and/or materialmen liens, executed by the Contractor, in the amount of
the lienable costs of the project payable from the amounts requested under the
Application for Payment, together with a waiver of mechanic liens and/or
materialmen liens executed by each subcontractor and supplier to which any
portion of any amount of the Application for Payment will be paid covering
liens for all Work done and material supplied for which disbursement will be
made from funds from the Application for Payment.


 


4.2                                 Owner shall
make payment within twenty (20) days after Owner’s receipt of each properly
submitted and accurate Application for Payment. 
Payments that are due, not subject to reasonable dispute, and unpaid by
Owner to Contractor shall bear interest commencing ten (10) days after payment
is due at the rate of eight percent (8%).


 


ARTICLE 5


INSURANCE


 


5.1                                 The Contractor
shall provide Contractor’s Liability and other Insurance as follows:


 


Contractor shall procure and
retain in place during the construction of the administration building, the
insurance coverage set forth on the attached Exhibit 5.1.  Contractor shall provide a Certificate of
Insurance to Owner prior to starting construction.


 


5.2                                 The Owner shall
provide Owner’s Liability and Owner’s Property Insurance as follows:


 


Owner shall obtain insurance
coverage as set forth on Exhibit 5.2, attached hereto.


 


5.3                                 The Contractor
shall obtain an endorsement to its general liability insurance policy to cover
the Contractor’s obligations under Paragraph 3.12 of AIA Document A205, General
Conditions of the Contract for Construction of Small Projects.


 


5.4                                 Certificates of
insurance shall be provided by each party showing their respective coverages
prior to commencement of the Work.


 


ARTICLE 6


OTHER TERMS AND CONDITIONS


 


6.1                                 Contractor
shall perform the Work in accordance with all legal requirements.  Contractor shall obtain all necessary
permits, approvals and licenses required for the construction of the Work.  Owner shall provide assistance to Contractor
in obtaining those permits, approvals and licenses.


 


6
















 


6.2                                 Contractor
shall perform all construction activities efficiently and with requisite
expertise, skill and competence to satisfy the requirements of the Contract
Documents.  Contractor shall employ only
subcontractors who are duly licensed and qualified to perform the Work,
consistent with the Contract Documents. 
Contractor assumes responsibility to Owner for the proper performance of
the Work of subcontractors and any acts or omissions in connection with such
performance.  Contractor shall coordinate
the activities of all subcontractors. 
Contractor shall keep the construction site reasonably free from debris,
trash and construction waste and shall perform the construction activities
efficiently, safely and without interfering with the use of adjacent land
areas.  Contractor and all subcontractors
shall comply with all legal requirements relating to safety.


 


6.3                                 Contractor
warrants to Owner that the construction, including all materials and equipment
furnished as part of the construction, shall be new, of good quality, in
conformance with the Contract Documents and free of defects in materials and
workmanship.  Northing in this warranty
is intended to limit any manufacturer’s warranty that provides Owner with
greater warranty rights then set forth in this Section 6.2 or the Contract
Documents.  Contractor will provide Owner
with manufacturer’s warranties upon substantial completion.


 


6.4                                 Contractor
agrees to correct any Work that is found to not be in conformance with the
Contract Documents within a period of one year from the date of substantial
completion of the Work.  Contractor
shall, within five (5) days of receipt of written notice from the Owner that
the Work is not in conformance with the Contract Documents, take meaningful
steps to commence correction of such nonconforming Work, including the
correction, removal or replacement of the nonconforming Work and any damage
caused to other parts of the Work affected by the nonconforming Work.  The thirty (30) day period referenced in this
Section 6.3 applies only to Contractor’s obligation to correct
nonconforming Work and is not intended to constitute a period of limitations
for any other rights or remedies Owner may have regarding Contractor’s other
obligations under the Contract Documents.


 


This Agreement entered into as of the day and year first written above.


 


 


	
  /s/
  Kevin Roche

  	
   

  	
  /s/
  Arnie Oelke

  	
   

  
	
  OWNER

  	
  CONTRACTOR

  
	
  United
  Wisconsin Grain Producers, LLC

  	
  Arnie
  Oelke Construction, Inc.

  
	
   

  	
   

  
	
  Kevin
  Roche, President

  	
   

  	
  Arnie
  Oelke, Owner

  	
   

  
	
  (Printed name and title)

  	
  (Printed name and title)

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  LICENSE
  NO.:

  
	
   

  	
   

  
	
   

  	
   

  
	
   

  	
  JURISDICTION:

  



 


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