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Home My WebLink AboutReso 2005-770 RESOLUTION NO. 2005 - .2:1.CL A RESOLUTION OF THE CITY COMMISSION OF THE CITY OF SUNNY ISLES BEACH, FLORIDA, AWARDING BID NO. 04-12-02 GOLDEN SHORES ENTRANCE WALL TO TENEX ENTERPRISES;AUTHORIZING THE CITY MANAGER TO NEGOTIATE AND ENTER INTO AN AGREEMENT WITH TENEX ENTERPRISES, INC., FOR CONSTRUCTION OF THE GOLDEN SHORES ENTRANCE WALL, IN SUBSTANTIALLY THE SAME FORM AND AMOUNT ($195,376.00), AS THE AGREEMENT ATTACHED HERETO AS EXHIBIT "A", PROVIDING THAT ANY CHANGES ARE APPROVED AS TO FORM AND LEGAL SUFFICIENCY BY THE CITY ATTORNEY; PROVIDING THE CITY MANAGER WITH THE AUTHORITY TO DO ALL TmNGS NECESSARY TO EFFECTUATE THE TERMS OF THIS AGREEMENT; PROVIDING FOR AN EFFECTIVE DATE. WHEREAS, the City issued Bid No. 04-12-02 for the Golden Shores Entrance Wall; and WHEREAS, the City held a Bid Opening on January 20,2005, resulting in one (1) bid being received; and WHEREAS, the City has determined that Tenex Enterprises, Inc. was the most responsive, responsible bidder; and WHEREAS, the City wishes to award Bid No. 04-12-02 to and enter into an agreement with T enex Enterprises, Inc. for the construction of an Entrance Ramp Barrier Wall for Golden Shores, in a total amount of One Hundred Ninety-Five Thousand Three Hundred Seventy-Six Dollars ($195,376.00), attached hereto as Exhibit "A". NOW THEREFORE, BE IT RESOLVED BY THE CITY COMMISSION OF THE CITY OF SUNNY ISLES BEACH, FLORIDA, AS FOLLOWS: Section 1. Award of Bid. The City hereby awards Bid No. 04-12-02 Golden Shores Entrance Wall to Tenex Enterprises, Inc., 12452 Wiles Road, Coral Springs, Florida 33076. Section 2. Authorization of City Manager. The City Manager is hereby authorized to negotiate and enter into an agreement with Tenex Enterprises, Inc. for the construction of the Golden Shores Entrance Wall, in substantially the same form and amount ($195,376.00), as the agreement attached hereto as Exhibit "A". Section 3. Further Authorization of the City Manager. The City Manager is hereby authorized to do all things necessary to effectuate the terms of the Agreement. R2005- Golden Shores Entrance Wall Section 4. Effective Date. This Resolution will become effective upon adoption. PASSED AND ADOPTED this 10th day of February 2005. ATTEST: ...~\A~(~~ Jane A. Hines, City Clerk . . Apprpv~d As to Form and Legal Sufficiency: ~~ City Attorney Seconded by: Cb~ Got)\)fnlTtU Co ~ e"R~7,.,tJ Moved by: Vote: ~-O Mayor Edelcup Vice Mayor Thaler Commissioner Brezin Commissioner Goodman Commissioner Iglesias L(Yes) =:1Z(Y es) ----.tL(Y es) ~es) (Yes) _(No) _(No) _(No) _(No) _(No) R2005- Golden Shores Entrance Wail 2 III f Cai~in, Giorda~o & A"ssociates, Inc. ;.. j Engineers · Surveyors · Planners i . Reply to: rVi 1800 Eller Drive, Suite 600 '"'\' Fort La!1derdale, FL 33316 . Phone: 954.921.7781 Fax: 954.921.8807 o 560 Village Blvd., Suite 340 West Palm Beach, FL 33409 Phone: 561.684.6161 Fax: 561.684.6360 www.calvin-giordano.com it RECEIVED JAN2 5 2005 City of Sunny Isle8 Beach Otflceof the City Manager J3)luary 24, 2005 " Christopher J. Russo, City Manager CITY OF SUNNY ISLES BEACH . ,0 18070 Collins Avenue Sunny Isles Beach, Florida 33160 Re: Sunny Isles Beach - Golden Shores Entrance Wall Bid'ResultsIRecommendation of Award CGA Project No. 04-4801 City Bid No. 04-12-02 Dear Mr. Russo: One (1) bid was received on January 20, 2005 for the above referenced project and are tabulated as sho.wn on the attachment. The bid has been reviewed and checked for calculation errors. Tenex ,Enterprises, Inc. of Coral Springs, Florida was the low bidder with a total base bid of $195,376.00. Their bid was lower than the Enginee:r:'s Estimate of$206,508.50. Licenses, references ai'td bonding capacity of Tenex Enterprises, Inc. were verified. . This' office recommends tqat the award of the contract. be made to the lowest responsible and eligible bidder, Tenex Enterprises" Inc. m the amount of $.195,376.00 based upon unit prices. If YOlt have any questions or reqUIre anything further, please contact the undersigned. . Sineerely, ~ANO & ASSOCIATES, INC. Y:d -72- J. Scott Gombar, P.E. Director of Cal'ital Improvements JSG/sb Attachment cc: Dennis J. Giordano,. CGA File P:\Projects\2003\034138 SUNNY ISLES\Correspondence\Letters\Golden Shores Entrance Wall\Rec award. doc SUMMARY OF BID PROPOSALS RECEIVED FOR: Golden Shores Entrance Wall LOCATION: City of Sunny Isles Beach DESCRIPTION BID OPENING: 01/20/05 11:00 AM City Bid No. 04-12-02 CGA Project No. 04-4801 Signature Prepared by Calvin, Giordano & Associates, Inc. I hereby certify that the following is a true summary of proposals received: Date TOTAL ITEM AMOUNT Tenex Enterprises, Inc. Coral Springs, FL TOTAL ITEM AMOUNT Engineering Estimates UNIT PRICE I. GENERAL Furnish and Install eight-foot (8') high Pre- Cast Concrete Barrier Wall including coping and caps. 2 Furnish and Install coping on existing barrier wall 3 Remove and dispose of chain-link fence SUBTOT AL GENERAL 4 Mobilization and Demobilization of all equipment and personnel (10% of Subtotal) TOTAL BASE BID (ITEMS 1.4) AMOUNT OF PROPOSAL GUARANTEE SURETY COMMENTS QUANT. UNIT UNIT PRICE 920 517 LF LF $200.00 $103,400.00 $198.00 $102,366.00 $72.00 $66,240.00 $65.00 $59,800.00 $35.00 $18,095.00 $30.00 $15,510.00 $187,735.00 $177,676.00 517 LF LS $18,773.50 Page 1 $18,773.50 $17,700.00 $17,700.00 $206,508.50 $195,376.00 5% Cashier Check No. 3940600 $5,000.00 [ I , I SECTION 00300 BID FORM Bid of ~rW)( C~r;:se5, ]nc. . Address \ 2'-1~2 (~): le6 ReL Corc"J Sprd1f:) s, J I 3;)07" G Phone 9~y - SIO_Gtoo To furnish all materials, equipment and labor and to perform all work in accordance with the Contract Documents for construction of: Golden Shores Entrance Wall include coping and caps, and construction of +/- 920 linear feet of coping on existing barrier wall located in CITY OF SUNNY ISLES BEACH. To: CITY OF SUNNY ISLES BEACH 17070 Collins Avenue, Suite 250 Sunny Isles Beach, Florida 33160 The undersigned Bidder has carefully examined the Bidding Documents and the site of the proposed work and is familiar with the nature and extent of the work and any local conditions that may in any manner affect the work to be done. The undersigned Bidder agrees to do all the work and furnish all materials called for by the Bidding Documents, in the manner prescribed therein and to the standards of quality and performance established by the Engineer for the unit price amounts stated in the spaces herein provided, for each of the items or combination of items stipulated. Unit price line items shall include cost of implementing all applicable safety requirements. Bidder acknowledges that estimated quantities scheduled are approximated for the sole purpose of obtaining comparative bids for determination of the lowest responsible bidder and actual quantities required may increase or decrease. Bidder further agrees that payments will be made on the basis of actual quantities placed and accepted in the construction 12/04 00300-1 04-4801 Golden Shores Entrance Wall UNIT PRICE BID SCHEDULE Item No. Description I. GENERAL 1 Furnish and Install eight-foot (8') high Pre-Cast Concrete Barrier Wall including coping and caps. 2 Furnish and Install coping on existing barrier wall 3 Remove and dispose of chain-link fence Estimated Quantity Unit 517 LF $ 920 LF $ 517 LF SUBTOTAL GENERAL 3 Mobilization and Demobilization of all equipment and personnel (10% of Subtotal) 4 Having examined the place of the work and all matters referred to in the Instructions to Bidders and the Contract Documents prepared by Calvin-Giordano and Associates, Inc., the Engineer for the above referenced project, we, the undersigned, hereby offer to enter into a Contract to perform the work of the base contract for the Lump Sum Price which includes the entire project as shown on the plans and described in the specifications. Unit Price Estimated Amount , 9~ 'S- 30 $ \0 l. 3"6 sq'6<t>o \55\0 \,\ (1.6 $ $ $ LS $ ,"\ \ (!) 0 $ \ \ \ ~ 0 LS $ $ GRAND TOTAL GENERAL $ \ q '5 31 6. 0 t o N IF -h \J ~ () rL bO 'A ~ 't'\ t f " '( e"11f{) v $fWD ---r'Kve..e h \I "'~ R6J) '8tV[Nf-Y <:s,'rA.;{Oo ((b> [^J~'R 12/04 00300-2 ~ ~--4. (}'- ~a tLo~S 04-4801 BID SECURITY Accompanying this Bid is a certified or cashier's check or a bid bond in the amount of $ 5% of the bid or $5,000.00, whichever is less made payable to the Owner which may be forfeited as liquidated damages if, in the event this proposal is accepted, the undersigned fails to execute the Agreement and furnish and pay for the required performance and payment bonds for the Owner within 10 days after acceptance of the Bid; otherwise said certified or cashier's check or bid bond will be returned to the undersigned. The undersigned Bidder agrees to commence work within l.Q days after the date of written Notice to Proceed, and further agrees to substantially complete the work within 120 consecutive calendar days after the date of written Notice to Proceed, subject to such extensions oftime allowed by the Conditions of the Contract. The undersigned Bidder also agrees to complete the entire work within 150 days after the Contract time commences to run. The undersigned Bidder agrees that this Bid shall be good and may not be withdrawn for a period of 90 days after the scheduled closing time for receiving bids. The undersigned agrees to forfeit to the Owner, as liquidated damages for each calendar day elapsing between the date established as the date of substantial completion and the actual date of such substantial completion of the contract work, the amount of $500.00 per calendar day. The undersigned further agrees to forfeit to the Owner, as liquidated damages for each calendar day elapsing between the date established as the date of final completion and the actual date of final completion ofthe contract work, the amount of $500.00 per calendar day. ADDENDA Bidder acknowledges the receipt of Addendum No.'s 1. 1. , 2. ,5. ,3. ,4. Dated this --LL day of G"'-' (month) <L 00.'1 (year) --.. Contractor: \ EM ~J... e;.J 7E It f ilT S ~ Sf f4C. \ j...L(;2\.1;~ Wo -.. L. / C. '(~. '5 e (l1J{ G (7-(. 330 7 ~ Address: * SEAL * Attachments: Subcontractor List Bid Security Trench Safety Act documentation END OF DOCUMENT 12/04 00300-3 04-4801 I I 6. Based on information and belief, the statement which I have marked below is true in relation to the entity submitting this sworn statement. [Indicate which statement applies] Neither the entity submitting this sworn statement, nor any of its officers, directors, executives, partners, shareholders, employees, members, or agents who are active in the management of the entity, nor any affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July 1,1989. The entity submitting this sworn statement, or one or more of its officers, directors, executives, partners, shareholders, employees, members, or agents who are active in the management of the entity, nor any affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July 1, 1989. The entity submitting this sworn statement, or one or more of its officers, directors, executives, partners, shareholders, employees, members, or agents who are active in the management of the entity, nor any affiliate of the entity has been charged with and convicted of a public entity crime subsequent to July 1, 1989. However, there has been a subsequent proceeding before a Hearing Officer of the State of Florida, Division of Administrative Hearings and the Final Order entered by the Hearing Officer of the State of Florida, Division of Administrative Hearings and the Final Order entered by the Hearing Officer determined that it was not in the public interest to place the entity submitting this sworn statement on the convicted vendor list. [attach a copy of the final order] I UNDERSTAND THAT THE SUBMISSION OF THIS FORM TO THE CONTRACTING OFFICER FOR THE PUBLIC ENTITY IDENTIFIED IN PARAGRAPH 1 (ONE) ABOVE IS FOR THAT PUBLIC ENTITY ONLY AND, THAT THIS FORM IS VALID THROUGH DECEMBER 31 OF THE CALENDAR YEAR IN WHICH IT IS FILED. I ALSO UNDERSTAND THAT I AM REQUIRED TO INFORM THE PUBLIC ENTITY PRIOR TO ENTERING INTO A CONTRACT IN EXCESS OF THE THRESHOLD AMOUNT PROVIDED IN SECTION 287.017, FLORIDA STATUTES FOR CATEGORY TWO OF ANY CHANGE IN THE INFORMATION CONTAINED IN THIS FORM. Sworn to and subscribed before me this II /~"",:] day of ~yUiCLj ~ ,20C Personally known / OR Produced identification Notary Public - State of ./floc-l.ll Gt.- (Type of identification) .....~.tr~"',.. Maria Liliana latiegue f.r~ ~;~ MY COMMISSION # 00221148 EXPIRES ~i'~"~,; June 9, 2007 ";tiif:,'f;";r."" BONDED THRU TROY fAIN INSURANC~ INC Fonn PUR 7068 (Rev. 06/11/92) 00402-2 04-4801 ~{~ .... .. . ~1t . I DOCUMENT 00403 TRENCH SAFETY ACT (90-96, Laws of Florida) Bidder acknowledges that included in the appropriate bid items of the proposal and in the Total Bid Price are costs for complying with the Florida Trench Safety Act (90-96, Laws of Florida) effective October 1, 1990. The bidder further identifies the costs of such compliance to be summarized below: Trench Safety Measure (Description) Unit of Measure (LFSF) Unit (Quantity) Unit Cost Extended Cost A. B. C. D. /\/1/1 Total $__ tf - If applicable, the Contractor certifies that all trench excavation done within his control in excess of five feet in depth shall be in accordance with the Florida Department of Transportation's Special Provisions Article 125-1 and Subarticle 125-4.1 (TRENCH EXCAVATION SAFETY SYSTEM AND SHORING, SPECIAL - TRENCH EXCAVATION). Failure to complete the above may result in the bid being declared non-responsive. Contractor agrees that the above safety compliances and costs are included in his bid package. 12/04 \~- ~ Signature of Bidding Contractor END OF DOCUMENT 00403-1 04-4801 7. 8. 12/04 DOCUMENT 00420 INFORMA nON REQUIRED FROM BIDDERS GENERAL INFORMA nON The Bidder shall furnish the following information. Failure to comply with this requirement may cause its rejection. Additional sheets shall be attached as required. t I. 2. Contractor's Telephone Number: '-) Sy Si 0 - 0100 . Contractor's License: CNC-r ~ yY)ctiar 'Rc>o..d - # 98-11QJ0 -X Primary Classification: ~ T --, . \ ~ t ' vi vuJO/( C1 ) Y Number of years as a Contractor in construction work of the type involved in this Contract: 3. 4. 5. List the names and titles of all officers of Contractor's firm: Jdo.JrvrUd .f~\ ) lO{~t) /r( ~S} rlF;(l-t I 6. Name of person who inspected site or proposed work for your firm: Name: ~oryyJd .fat ilod \~ 7th Date of Inspection: ()OfY' Zoo~ What is the last project of this nature you have completed? City of We3ton_ Saddle OUb Rd @ ~)th POSI- Rd . . Roundaboo+ . Have you ever failed to complete work awarded to you; If so, where and why? /'/0 00420-1 04-480 I I 9. Name three individuals or corporations for which you have performed work and to which you refer: 12-1 eo-S~ ~e Ojfo c heJ 10. List the following information concerning all contracts on hand as of the date of submission of this proposal. (In case of co-venture, list the information for all co-ventures). NAME OF PROJECT TOTAL CONTRACT VALUE CONTRACTED DATE OF COMPLETION % COMPLETION TO DATE CITY Deo~ ~e anc,,-c,hed (Continue list on inset sheet, if necessary) 11. What equipment do you own that is available for the work? Loader J fu~c k~'e, Com bl{\(l~ I On EaDer) ~b C,oj- . 12. What equipment will you purchase for the proposed work? 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EJCDC STANDARD FORM OF AGREEMENT BETWEEN OWNER AND CONTRACTOR ON THE BASIS OF A STIPULATED PRICE THIS AGREEMENT is dated as of the CITY OF SUNNY ISLES BEACH hereinafter called CONTRACTOR). day of in the year 20_ by and between (hereinafter called OWNER) and OWNER and CONTRACTOR, in consideration of the mutual covenants hereinafter set forth, agree as follows: Article 1. WORK. CONTRACTOR shall complete all Work as specified or indicated in the Contract Documents. The Work is generally described as follows: 1. Construction of the Golden Shores Entrance Wall consisting of furnishing and installing an eight- foot (8') high pre-cast concrete barrier wall to include coping and caps, and construction of +/- 920 linear feet of coping on existing barrier wall. Article 2. ENGINEER. The Project has been designed by: CALVIN, GIORDANO & ASSOCIATES, INC. 1800 Eller Drive, Suite 600 Fort Lauderdale, Florida 33316 who is hereinafter called ENGINEER and who is to act as OWNER'S representative, assume all duties and responsibilities and have the rights and authority assigned to ENGINEER in the Contract Documents in connection with completion of the Work in accordance with the Contract Documents. Article 3. CONTRACT TIMES. 3.1. The work will be substantially completed within 120 days after the date when the Contract Times commence to run as provided in paragraph 2.3 of the General Conditions, and completed and ready for final payment in accordance with paragraph 14.07 of the General Conditions within 150 days after the date when the Contract Times commence to run. 3.2. LIQUIDATED DAMAGES. OWNER and CONTRACTOR recognize that time is of the essence of this Agreement and that OWNER will suffer financial loss if the Work is not completed within the times specified in paragraph 3.1 above, plus any extensions thereof allowed in accordance with Article 12 of the General Conditions. They also recognize the delays, expense and difficulties involved in proving the actual loss suffered by OWNER if the Work is not completed on time. Accordingly, instead of requiring any such proof, OWNER and CONTRACTOR agree that as liquidated damages for delay (but not as a penalty) CONTRACTOR shall pay OWNER Five Hundred and 00/100 dollars ($500.00) for each day that expires after the time specified in paragraph 3.1 for Substantial Completion until the Work is substantially complete. After Substantial Completion, if CONTRACTOR shall neglect, refuse or fail to complete the remaining Work within the time specified in paragraph 3.1 for completion and readiness for final payment or any proper extension thereof granted by OWNER, CONTRACTOR shall pay OWNER Five Hundred 12/04 00500-1 04-4801 00/100 dollars ($500.00) for each day that expires after the time specified in paragraph 3.1 for completion and readiness for final payment. Article 4. CONTRACT PRICE. OWNER shall pay CONTRACTOR for completion of the Work in accordance with the Contract Documents an amount in current funds equal to the sum of the amounts detennined pursuant to paragraphs 4.1 and 4.2 below: 4.1. for all Work other than Unit Price Work, a Lump Sum of: N/A ($ ) figures (use words) All specific cash allowances are included in the above price and have been computed in accordance with paragraph 11.02 of the General Conditions; plus 4.2. for all Unit Price Work, an amount equal to the sum of the established unit price for each separately identified item of Unit Price Work times the estimated quantity of that item as indicated in this paragraph 4.2: UNIT PRICE WORK NO. ITEM UNIT ESTIMATED QUANTITY UNIT PRICE TOTAL ESTIMATED Refer to Exhibit "A" (-) TOTAL OF ALL UNIT PRICES $ As provided in paragraph 11.03 of the General Conditions estimated quantities are not guaranteed, and detenninations of actual quantities and classification are to be made by ENGINEER as provided in paragraph 9.08 of the General Conditions. Unit prices have been computed as provided in paragraph 11.03.B of the General Conditions. Article 5. PAYMENT PROCEDURES. CONTRACTOR shall submit Applications for Payment in accordance with Article 14 of the General Conditions. Applications for Payment will be processed by ENGINEER as provided in the General Conditions. 5.1. Progress Payments; Retainage. OWNER shall make progress payments on account of the contract Price on the basis of CONTRACTOR's Applications for Payment as recommended by ENGINEER, on or about the .l!ll... day of each month during construction as provided in 12/04 00500-2 04-4801 ( 'J"; .'" " paragraphs 5.1.1. and 5.1.2. below. All such payments will be measured by the schedule of values established in paragraph 2.07 of the General Conditions (and in the case of Unit Price Work based on the number of units completed) or, in the event there is no schedule of values, as provided in the General Requirements. 5.1.1. Prior to Substantial Completion, progress payments will be made in an amount equal to the percentage indicated below, but, in each case, less the aggregate of payments previously made and less such amounts as ENGINEER shall determine, or OWNER may withhold, in accordance with paragraph 14.02 of the General Conditions. ...2!L % of Work completed (with the balance being retainage). If Work has been 50% completed as determined by ENGINEER, and if the character and progress of the Work have been satisfactory to OWNER and ENGINEER, OWNER, on recommendation of ENGINEER, may determine that as long as the character and progress of the Work remain satisfactory to them, there will be no additional retainage on account of Work completed, in which case the remaining progress payments prior to Substantial Completion will be in an amount equal to 100% of the Work completed. ~ % (with the balance being retainage) of materials and equipment not incorporated in the Work (but delivered, suitably stored and accompanied by documentation satisfactory to OWNER as provided in paragraph 14.02 of the General Conditions and within Section 9-6.5 partial payments as provided in FDOT Standard Specifications for Road and Bridge Construction. 5.1.2. When circumstances beyond the CONTRACTORS control arise (as determined by the OWNER) the OWNER may allow the total payment to the CONTRACTOR to increase to 98% of the contract price (with the balance being retain age), less such amounts as ENGINEER shall determine, only after receipt of the final as-builts and upon substantial completion of the project and in accordance with Paragraph 14.02 of the General Conditions. 5.2. Final Payment. Upon final completion and acceptance of the Work in accordance with paragraph 14.07 of the General Conditions, OWNER shall pay the remainder of the Contract Price as recommended by ENGINEER as provided in said paragraph 14.07. Article 6. INTEREST. (Not Applicable) Article 7. CONTRACTOR'S REPRESENTATIONS. In order to induce OWNER to enter into this Agreement CONTRACTOR makes the following representations: 7.1. CONTRACTOR has examined and carefully studied the Contract Documents (including the Addenda listed in paragraph 8) and the other related data identified in the Bidding Documents including "technical data." 7.2. CONTRACTOR has visited the site and become familiar with and is satisfied as to the general, local and site conditions that may affect cost, progress, performance or furnishing of the Work. 12/04 00500-3 04-480 I 7.3. CONTRACTOR is familiar with and is satisfied as to all federal, state and local Laws and Regulations that may affect cost, progress, perfonnance and furnishing of the Work. 7.4. CONTRACTOR has carefully studied all reports of explorations and tests of subsurface conditions at or contiguous to the site and all drawings of physical conditions in or relating to existing surface or subsurface structures at or contiguous to the site (except Underground Facilities) which have been identified in the Supplementary Conditions as provided in paragraph 4.2.1. of the General Conditions. CONTRACTOR accepts the detennination set forth in paragraph SC-4.2 of the Supplementary Conditions of the extend of the "technical data" contained in such reports and drawings upon which CONTRACTOR is entitled to rely as provided in paragraph 4.2 of the General Conditions. CONTRACTOR acknowledges that such reports and drawings are not Contract Documents and may not be complete for CONTRACTOR's purposes. CONTRACTOR acknowledges that OWNER and ENGINEER do not assume responsibility for the accuracy or completeness of information and data shown or indicated in the Contract Documents with respect to Underground Facilities at or contiguous to the site. CONTRACTOR has obtained and carefully studied (or assumes responsibility for having done so) all such additional supplementary examinations, investigations, explorations, tests, studies and data conceming conditions (surface, subsurface and Underground Facilities) at or contiguous to the site or otherwise which may affect cost, progress, perfonnance or furnishing of the Work or which relate to any aspect of the means, methods, techniques, sequences and procedures of construction to be employed by CONTRACTOR and safety precautions and programs incident thereto. CONTRACTOR does not consider that any additional examinations, investigations, explorations, tests, studies or data are necessary for the perfonnance and furnishing of the Work at the contract Price, within the Contract Times and in accordance with the other tenns and conditions of the Contract Documents. 7.5. CONTRACTOR is aware of the general nature of work to be performed by OWNER and others at the site that relates to the Work as indicated in the Contract Documents. 7.6. CONTRACTOR has correlated the information known to CONTRACTOR, information and observations obtained from visits to the site, reports and drawings identified in the Contract Documents and all additional examinations, investigations, explorations, tests, studies and data with the Contract Documents. 7.7. CONTRACTOR has given ENGINEER written notice of all conflicts, errors, ambiguities or discrepancies that CONTRACTOR has discovered in the Contract Documents and the written resolution thereof by ENGINEER is acceptable to CONTRACTOR, and the Contract Documents are generally sufficient to indicate and convey understanding of all terms and conditions for perfonnance and furnishing of the Work. Article 8. CONTRACT DOCUMENTS. The Contract Documents which comprise the entire agreement between OWNER and CONTRACTOR concerning the Work consist of the following: 8.1. This Agreement (pages 1 tolQ. inclusive). 8.2. Exhibits to this Agreement (page) inclusive ). 12/04 00500-4 04-4801 8.3. Performance, Payment, and other Bonds, identified as exhibits 00600 and 0060 I and consisting of -1... pages. 8.4. Notice to Proceed. 8.5. General Conditions (pages ...L to 42 , inclusive). 8.6. Supplementary Conditions (pages 0800-1 to 00800-7 , inclusive). 8.7. Specifications bearing the title Golden Shores Entrance Wall consisting of -1.. divisions, as listed in Table of Contents thereof. and 8.8. Drawings consisting of a cover sheet and sheets numbered C 1 through C2, inclusive with each sheet bearing the following general title: SEE ARTICLE 9 8.9. Addenda , inclusive. 8.10. CONTRACTOR's Bid (pages 00300-1 through 00300-2 and Exhibit A, inclusive). 8.11. Documentation submitted by CONTRACTOR prior to Notice of Award (pages N/A to _ inclusive). 8.12. The following which may be delivered or issued after the Effective Date of the Agreement and are not attached hereto: All Written Amendments and other documents amending, modifying or supplementing the Contract Documents pursuant to paragraph 3.04 of the General Conditions. The documents listed in paragraphs 8.2 et seq. above are attached to this Agreement (except as expressly noted otherwise above). There are no Contract Documents other than those listed above in this Article 13. The Contract Documents may only be amended, modified or supplemented as provided in paragraph 3.04 of the General Conditions. Article 9. MISCELLANEOUS. 9.1. Terms used in this Agreement which are defined in Article 1 of the General Conditions will have the meanings indicated in the General Conditions. 9.2. No assignment by a party hereto of any rights under or interests in the Contract Documents will be binding on another party thereto without the written consent of the party sought to be bound; and, specifically but without limitation, moneys that may become due and moneys that are due may not be assigned without such consent (except to the extent that the effect of this restriction may be limited by law), and unless specifically stated to the contrary in any written consent to an assignment no assignment will release or discharge the assignor from any duty or responsibility under the Contract Documents. 9.3. OWNER and CONTRACTOR each binds itself, its partners, successors, assigns and legal representatives to the other party hereto, its partners, successors, assigns and legal representatives in respect to all covenants, agreements and obligations contained in the Contract Documents. ] 2/04 00500-5 04-480] 9.4. Any provisions or part of the Contract Documents held to be void or unenforceable under any Law or Regulation shall be deemed stricken, and all remaining provisions shall continue to be valid and binding upon OWNER and CONTRACTOR, who agree that the Contract Documents shall be reformed to replace such stricken provisions or part thereof with a valid and enforceable provision that comes as close as possible to expressing the intention of the stricken provision. 9.5. OTHER PROVISIONS. 9.5.1. DRAWINGS Golden Shores Entrance Wall (CGA Project No. 04-4801) DESCRIPTION Cover Sheet Barrier Wall Site Plan Barrier Wall Details SHEET NO. Cl C2 9.5.2. The CONTRACTOR agrees to indemnify and save harmless the CITY OF SUNNY ISLES BEACH, AND CALVIN GIORDANO & ASSOCIATES, INC., Civil Engineers- Planners-Surveyors, their agents and employees, from or on account of any injuries or damages received or sustained by any person or person during or on account of any operations connected with the construction of these roadway improvements; or by or in consequence of any negligence in connection with the same; or by use of any improper materials or by or on account of any act or omission of the said Contractor, subcontractor, agents, servants, or employees; and 9.5.3. The CONTRACTOR agrees to maintain in force at all times during the life of the construction, public liability insurance, by separate certificate, in an amount not less than $1,000,000 for injuries, including willful death, to anyone person and subject to those same limits for each person, in an amount not less that $1,000,000 for damages as a result of each occurrence and property damage insurance and in an amount not less than $1,000,000 for damages on anyone occurrence. Such policy shall specifically protect the CITY OF SUNNY ISLES BEACH, AND CALVIN, GIORDANO & ASSOCIATES, INC., Civil Engineers-Planners-Surveyors, their agents and employees, by making them an additional insured, and shall not be modified or canceled without thirty (30) days written notice to the CITY OF SUNNY ISLES BEACH. 9.5.4 Should the final completion and acceptance of the work herein embraced together with any modification or additions be delayed beyond the time herein set because of lace of performance by the Contract, it is understood and agreed that aside from any other liquidated damage per day for such delay from such time until the work is completed and accepted as herein provided, all costs of engineering and inspection on behalf of the Owner will be charged to the contractor and deducted from any estimate or payment otherwise due and payable to him from time to time. The costs of engineering and inspection which may be charged to the Contractor by the Owner under this article shall be equal to the Engineer's charges to the Owner. 12/04 00500-6 04-4801 IN WITNESS WHEREOF, OWNER and CONTRACTOR have signed this Agreement in Five (5) parts. One counterpart each has been delivered to OWNER, CONTRACTOR and ENGINEER. All portions of the Contract Documents have been signed, initialed or identified by OWNER and CONTRACTOR or identified by ENGINEER on their behalf. This Agreement will be effective on ,20_ (which is the Effective Date of the Agreement). ATTEST: By [CORPORATE SEAL] [CORPORATE SEAL] Address for giving notices License No. Agent for service of process (If CONTRACTOR is a corporation, attached evidence of authority to sign). 12/04 00500-7 04-4801 SIGNATURE PAGE FOR CONTRACTS/AGREEMENTS CITY EXECUTIONS IN WITNESS WHEREOF, the parties hereto have made and executed this (Agreement or Contract) on the respective dates under each signature: City of Sunny Isles Beach through its City Commission, signing by and through its Mayor, authorized to execute same by Commission action on the _ day of , _; and CONTRACTOR authorized to execute same. CITY OF SUNNY ISLES BEACH, through its City Commission ATTEST: By: Norman S. Ede\cup, Mayor _day of ,20-- Jane Hines, City Clerk Approved as to form and legality by Office of the City Attorney By: Christopher J. Russo, City Manager _day of ,20-- By: Lynn M. Dannheisser, City Attorney _day of ,20-- (CITY SEAL) 12/04 00500-8 04-480 I II...... ., -: I This document has important legal consequences; consultation with an attorney is encouraged with respect to its use or modification. This document should be adapted to the particular circumstances of the contemplated Project and the Controlling Law. STANDARD GENERAL CONDITIONS OF THE CONSTRUCTION CONTRACT Prepared by ENGINEERS JOINT CONTRACT DOCUMENTS COMMITfEE and J~ Issued and Published Jointly By fj National Society of Professional Engineers Professional Engineers In Private Practice 4SCE AMERICAN SOCIETY OF CIVil ENGINEERS AMERICAN CONSULTING ENGINEERS COUNCI L PROFESSIONAL ENGINEERS IN PRIV ATE PRACTICE a practice division of the NATIONAL SOCIETY OF PROFESSIONAL ENGINEERS AMERICAN CONSULTING ENGINEERS COUNCIL AMERICAN SOCIETY OF CIVIL ENGINEERS This document has been approved and endorsed by The Associated General ~ Contractors of America. ~ Construction Specifications Institute ~~ These General Conditions have been prepared for use with the Owner-Contractor Agreements (No. 1910-8-A-lor 1910- 8-A-2) (1996 Editions). Their provisions are interrelated and a change in one may neCessitate a change in the other. Comments concerning their usage are contained in the EJCDC User's Guide (No. 1910-50). For guidance in the preparation of Supplementary Conditions, see Guide to the Preparation of Supplementary Conditions (No. 1910-17) (1996 Edition). ,. EJCDC No. 1910-8 (1996 Edition) ~~ ' fl.' " I I I TABLE OF CONTENTS ~ ARTICLE I - DEFINITIONS AND TERMINOLOGY . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 6 1.01 Defined Terms ................................................. - . 00700 - 6 1.02 Terminology. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 8 ARTICLE 2 - PRELIMINARY MA TIERS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 9 2.01 Delivery of Bonds ................................................. 00700 - 9 2.02 Copies of DocumenJs ....................................... - . . . . . . . 00700 - 9 2.03 Conunencemell1 of ConJract Times; Notice to Proceed .......................... 00700 - 9 2.04 Staning the Work ................................. - . . . . . . . . . . . . . . . 00700 - 9 2.05 Before Staning Construction .............................. - . . . . . . . . . . . 00700 - 9 2.06 Preconstruction Conference . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 10 2.07 Initial Acceptance of Schedules . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 10 ARTICLE 3 - CONTRACT DOCUMENTS: INTENT, AMENDING, REUSE .................... 00700 - 10 3.01 InJenJ. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 10 3.02 Reference Standards .............................................. 00700 - 10 3.03 Reporting and Resolving Discrepancies. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 11 3.04 Amending and Supplemenling COnJract DocumenJs ........................... 00700 - 11 3.05 Reuse of Documenls . . . . . . . . . . . . . . . . . . . _ . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 11 ARTICLE 4 - A V AILABILITY OF LANDS; SUBSURFACE AND PHYSICAL CONDITIONS; REFERENCE POINTS .............................................. 00700 - 11 4.01 Availability of Lands .............................................. 00700 - 11 4.02 Subsurface and Physical Conditions . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 12 4.03 Differing Subsurface or Physical Conditions. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 12 4.04 Underground Facilities . . . . . . . . . . . . . _ . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 13 4.05 Reference PoinJs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 13 4.06 Hazardous Environmell1al Condition at Site . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 14 ARTICLE 5 - BONDS AND INSURANCE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 15 5.01 Performance. Paymenl, and Other Bonds ................................. 00700 - 15 5.02 Licensed Sureties and Insurers ....................................... . 00700 - 15 5.03 Certificates of Insurance ............................................ 00700 - 15 5.04 CONI'RACl'OR's Liability Insurance .......... . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 15 5.05 OWNER's Liability Insurance. . . . . . . . . .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 16 5.06 Property Insurance ............................................... 00700 - 16 5.07 Waiver of Rights ..... . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 17 5.08 Receipt and Application of Insurance Procuds . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 18 5.09 Acceptance of Bonds and Insurance; Option to Replace ........................ 00700 - 18 5.10 Partial Utilization, Ackrwwledgmenl of Property Insurer. . . . . . . . . . . . . . . . . . . . . . . . 00700 - 18 ARTICLE 6 - CONTRACTOR'S RESPONSmILmES ................................... 00700 - 18 6.01 Supervision and Superinlendence . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ... . . . :-. . . . 00700 - 18 6.02 Labor; Working Hours ............................................. 00700 - 19 6.03 Services, Materials, and EquipmenJ . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 19 6.04 Progress Schedule . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 19 6.05 Substitutes and "Or-Equals" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 19 6.06 Concerning Subconlractors, Suppliers, and Others. . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 20 6.07 Patenl Fees and Royalties ........................................... 00700 - 21 6.08 Permits. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 21 6.09 Laws and Regulations. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. . . . . . . . . . . . . . 00700 - 22 6.10 Taxes. . . . . . . . . . . . . . . . . . . . . . . . . . . '. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 22 6.11 Use of Site and Other .Areas . . . . . . . . . . . . . : . . . . . . . . . . . . . : . . . . . . . . . . . . . . 00700 - 22 r 6.12 Record Documenls . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 22 6.13 Safety and Protection ........................... . . . . . . . . . . . . . . . . . . . 00700 - 23 6.14 Safety RepresenJative ............................................... 00700 - 23 6.15 Hazard Communication Programs . . . . . . . . . . . ',' . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 23 00700 - 3 ~]v . \', I I I TABLE OF CONTENTS ~ ARTICLE I - DEFINITIONS AND TERMINOLOGY . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 6 1.01 Defined Terms ................................................... 00700 - 6 1.02 Terminology . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 8 ARTICLE 2 - PRELIMINARY MA TIERS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 9 2.01 Delivery of Bonds ................................................. 00700 - 9 2.02 Copies of DocumenJs ............................................... 00700 - 9 2.03 Commencemen/ of COn/ract Times; Notice to Proceed .......................... 00700 - 9 2.04 Starting the Work ................................................. 00700 - 9 2.05 Before Starting Construction .......................................... 00700 - 9 2.06 Preconstruction Conference .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 10 2.07 Initial Acceptance of Schedules . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 10 ARTICLE 3 - CONTRACT DOCUMENTS: INTENT, AMENDING, REUSE .................... 00700 - 10 3.01 In/enJ. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 10 3.02 Reference StandLJ.rds .............................................. 00700 - 10 3.03 Reporting and Resolving Discrepancies. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 11 3.04 Amending and SupplemenJing COnlract DocumenJs ........................... 00700 - II 3.05 Reuse of DocumenJs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 11 ARTICLE 4 - AVAILABILITY OF LANDS; SUBSURFACE AND PHYSICAL CONDITIONS; REFERENCE POINTS .............................................. 00700 - 11 4.01 Availability of Lands .............................................. 00700 - 11 4.02 Subsurface and Physical Conditions. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 12 4.03 Differing Subsurface or Physical Conditions. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 12 4.04 Underground Facilities . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 13 4.05 Reference PoinlS . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 13 4.06 Hazardous Environmenlal Condition aJ Site . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 14 ARTICLE 5 - BONDS AND INSURANCE . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 15 5.01 Performance. PaymenJ, and Other Bonds ................................. 00700 - IS 5.02 Licensed Sureties and Insurers ........................................ 00700 - IS 5.03 Certificates of Insuram:e '" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 15 5.04 CONTRACTOR's Liability Insurance .................................... 00700 - 15 5.05 OWNER's Liability Insuraru:e . . . . . . . . . .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 16 5.06 Property Insurance ............................................... 00700 - 16 5.07 Waiver of Rights . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 17 5.08 Receipt and Application of Insurance Proceeds. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 18 5.09 Acceptance of Bonds and Insurance,' Option to Replace ........................ 00700 - 18 5.10 Partial Utilization. Acknowledgment of Property Insurer . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 18 ARTICLE 6 - CONTRACTOR'S RESPONSffiILmES ................................... 00700 - 18 6.01 Supervision and Superintendence. . . . . . . . . . . . . . . . . . . . . . . . . . . . . .., . . . .-. . . . 00700 - 18 6.02 Labor; Working Hours ............................................. 00700 - 19 6.03 Services, MaJerials, and Equipment. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 19 6.04 Progress Schedule .... . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 19 6.05 Substitutes and "Or-Equals" . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 19 6.06 Concerning Subcontractors, Suppliers, and Others. . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 20 6.07 Patent Fees and Royalties ........................................... 00700 - 21 6.08 Permits. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 21 6.09 Laws and Regulations . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ". . . . . . . . . . . . . . 00700 - 22 6.10 Taxes. . . . . . . . . . . . . . . . . . . . . . . . . . . -. . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 22 6.11 Uu of Site and Other Areas . . . . . . . . . . . . . : . . . . . . . . . . . . . : . . . . . . . . . . . . . . 00700 - 22 ,. 6.12 Record DocumenJs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 22 6.13 Safety and Protection ............................................. . 00700 - 23 6.14 Safety Representative ............................................... 00700 - 23 6.15 Hazard Communication Programs . . . . . . . . . . . ',' . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 23 00700 - 3 ~l.' ~,~, {l . I I I 6.16 Emergencies. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 00700 - 23 6.17 Shop Drawings and Samples. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 23 6. I 8 Conrinuing the Work. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 24 6.19 CONTRACTOR's General Warranty and Guaranlee . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 25 6.20 IndemnificaJion. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 25 ARTICLE 7 - OTHER WORK .............................................. . . . . . 00700 - 26 7.01 Related Work aJ Site. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 26 7.02 Coordinarion. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 26 ARTICLE 8 - OWNER'S RESPONSIBILITIES ........................................ 00700 - 26 8.01 CommunicaJions to Conrractor .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 26 8.02 ReplacemenJ of ENGINEER. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 26 8.03 Furnish DaJa ................................................... 00700 - 26 8.04 Pay Promptly \.Vhen Due . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 26 8.05 Lands and Easemenrs; Reports and Tests. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 26 8.06 Insurance. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 27 8.07 Change Orders . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 27 8.08 Inspections, Tests. and Approvals ...................................... 00700 - 27 8.09 LimitaJions on OWNER's Responsibilities ................................. 00700 - 27 8.10 Undisclosed Ha:?ardous Environmental Condition ............................ 00700 - 27 8. I I Evidence of Financial Arrangemenrs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . , . . . . . . . 00700 - 27 ARTICLE 9 - ENGINEER'S STATUS DURING CONSTRUCTION. . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 27 9.01 OWNER'S Represenrative ........................................... 00700 - 27 9.02 Visits to Site. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 27 9.03 Project Represenrative ............................................. 00700 - 27 9.04 ClarificaJions and InrerpretaJions ...................................... 00700 - 28 9.05 Authorized Variations in Work ........................................ 00700 - 28 9.06 Rejecting Defective Work. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 28 9.07 Shop Drawings, Change Orders and Paymenrs . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 28 9.08 Detenninarions for Unit Price Work . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 28 9.09 Decisions on Requiremenrs of Contract Documenrs and Acceptability of Work .......... 00700 - 28 9.10 LimitaJions on ENGINEER's Authority and Responsibilities. . . . . . . . . . . . . . . . . . . . . . 00700 - 28 ARTICLE 10 - CHANGES IN THE WORK; CLAIMS ................................... 00700 - 29 10.01 Authorized Changes in the Work ....... . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 29 10.02 Unauthorized Ozanges in the Work ..................................... 00700 - 29 10.03 Execution of Change Orders. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 29 10.04 Notification to Surety .......................................... ''c' . . 00700 - 29 10.05 Ooirns and Disputes. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 30 ARTICLE 11 - COST OF 11IE WORK; CASH ALLOWANCES; UNIT PRICE WORK . . . . . . . . . . . . . . 00700 - 30 11.0 I Cost of the Work . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 30 11.02 OIsh Allowaru:es . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 32 11.03 Unit Price Work ................................................. 00700 - 32 ARTICLE 12 - CHANGE OF CONTRACT PRICE; CHANGE OF CONTRACT TIMES ............. 00700 - 33 12.01 Change of Conrract Price ........................................... 00700 - 33 12.02 Change of Conrract TImes . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 33 12.03 Delays Beyond CONTRACTOR's Conrrol ................................. 00700 - 33 12.04 Delays Within CONTRACTOR's Conrrol . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 34 12.05 Delays Beyond OWNER's and CONTRACTOR's Conrrol . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 34 12.06 Delay Damages. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 34 ARTICLE 13 - TESTS AND INSPECTIONS; CORRECTION, REMOVAL OR ACCEPTANCE OF DEFECTIVE WORK . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 34 13.0 I Notice of Defects ...~..... . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 34 13.02 Access to Work . . . . . . . . . . . . . . . . . . . . . .,. . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 34 13.03 Tests and Inspections .............................................. 00700 - 34 13.04 Uncovering Work. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 3S 13.05 OWNER May Stop the Work. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 3S 13.06 Correction or Removal of Defective Work ............................... . . 00700 - 3S 00700 - 4 I ~. . A 13.07 Correction Period .......................................... . . . . . . 0070Q - 35 13.08 Acceptance of Defective Work. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 0070Q - 36 13.09 OWNER May Correct Defective Work. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 36 ARTICLE 14 - PAYMENTS TO CONTRACTOR AND COMPLETION. . . . . . . . . . . . . . . . . . . . . . . . 00700 - 36 14.01 Schedule of Values. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 36 14.02~ Progress Payments. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 37 14.03 CONTRACTOR's Warranty of TItle .......................... . . . . . . . . . . . 00700 - 38 14.04 Substanlial Completion ............. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 38 14.05 Panial UtiliZalion ................................................ 00700 - 39 14.06 Final Inspection ................................................. 00700 - 39 14.07 Final Payment . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 39 14.08 Final Completion Delayed . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 40 14.09 Waiver of Claims. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 40 ARTICLE 15 - SUSPENSION OF WORK AND TERMINATION ............................ 00700 - 40 15.01 OWNER May Suspend Work. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 40 15.02 OWNER May TenninaIefor Cause. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 40 15.03 OWNER May TenninaIe For Convenience. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 00700 - 41 15.04 CONTRACTOR May Stop Work or TenninaIe . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 41 ARTICLE 16 - DISPUTE RESOLUTION. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 41 16.01 Methods and Procedures. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 41 ARTICLE 17 - MISCELLANEOUS. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 42 17.01 Giving Notice . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 42 17.02 Computalion of Times . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 42 17.03 Cumulative Remedies . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 42 17.04 Survival of Obligations .. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . 00700 - 42 17.05 Controlling Law ................................................. 00700 - 42 ,. 00700 - 5 GENERAL CONDITIONS ARTICLE 1 - DEFINITIONS AND TERMINOLOGY 1.01 Defined Terms A. Wherever used in the Contract Documents and printed with initial or all capitaJ letters, the terms listed below will have the meanings indicated which are applicable to both the singular and plural thereof. 1. Addenda--Written or graphic instruments issued prior to the opening of Bids which clarify, correct, or change the Bidding Requirements or the Contract Documents . 2. Agreement-The written instrument which is evidence of the agreement between OWNER and CONTRACTOR covering the Work. 3. Applicationfor Payment-The form acceptable to ENGINEER which is to be used by CONTRACTOR during the course of the Work in requesting progress or fmal payments and which is to be accompanied by such supporting documentation as is required by the Contract Documents . 4. Asbestos--Any material that contains more than one percent asbestos and is friable or is releasing asbestos fibers into the air above current action levels established by the United States Occupational Safety and Health Administration. s. Bid-The offer or proposal of a bidder submitted on the prescribed form setting forth the prices for the Work to be performed. 6. Bidding Documents-The Bidding Requirements and the proposed Contract Documents (including all Addenda issued prior to receipt of Bids). 7. Bidding Requirements-- The Advertisement or Invitation to Bid, Instructions to Bidders, Bid security form, if any, and the Bid form with any supplements. 8. Bonds-Performance and payment bonds and other instruments of security. 9. Oumge Order-A document recommended by ENGINEER which is signed by CONTRACTOR and OWNER and authorizes an addition, deletion, or revision in the Work or an adjustment in the Contract Price or the 00700 - 6 Contract Times, issued on or after the Effective Date 01 the Agreement. 10. Claim--A demand or assertion by OWNER or CONTRACTOR seeking an adjustment of Contract Price or Contract Times, or both, or other relief with respect to the terms of the Contract. A demand for money or services by a third party is not a Claim. 11. Contract-- The entire and integrated written agreement between the OWNER and CONTRACTOR concerning the Work. The Contract supersedes prior negotiations, representations, or agreements, whether written or oral. 12. Contract Documents--The Contract Documents establish the rights and obligations of the parties and include the Agreement, Addenda (which pertain to the Contract Documents). CONTRACTOR's Bid (including documentation accompanying the Bid and any post Bid documentation submitted prior to the Notice of Award) when attached as an exhibit to the Agreement, the Notice to Proceed, the Bonds, these General Conditions, the Supplementary Conditions, the Specifications and the Drawings as the same are more specifically identified in the Agreement, together with all Written Amendments, Change Orders, Work Change Directives, Field Orders, and ENGINEER's written interpretations and clarifications issued on or after the Effective Date of the Agreement. Approved Shop Drawings and the reports and drawings of subsurface and physical conditions are not Contract Documents. Only printed or hard copies of the items listed in this paragraph are.Contract Documents. Files in electronic media format of text, data, graphics, and the like that may be furnished by OWNER to CONTRACTOR are not Contract Documents. 13. Contract Price-The moneys payable by OWNER to CONTRACTOR for completion of the Work in accordance with the Contract Documents as stated in the Agreement (subject to the provisions of paragraph 11.03 in the case of Unit Price Work). 14. Centrad Tunes-The number of days or the dates stated in the Agreement to: (i) achieve Substantial Completion; and (ii) complete the Work so that it is ready for final payment as evidenced by ENGINEER's written ,.recommendation of final payment. 15. CONTRACTOR-The individual or entity with whom OWNER has entered into the Agreement. 16. Cost of the Work--See paragraph 11.01.A for definition. 17 . Drawings-That part of the Contract Documents prepared or approved by ENGINEER which graphically shows the scope, extent, and character of the Work to be performed by CONTRACTOR. Shop Drawings and other CONTRACTOR submittals are not Drawings as so defined . 18. Effective Dale oj the AgreemenJ--The date indicated in the Agreement on which it becomes effective, but if no such date is indicated, it means the date on which the Agreement is signed and delivered by the last of the two parties to sign and deliver. 19. ENGINEER--The individual or entity named as such in the Agreement. 20. ENGINEER's Consultant-An individual or entity having a contract with ENGINEER to furnish services as ENGINEER's independent professional associate or consultant with respect to the Project and who is identified as such in the Supplementary Conditions. 21. Field Order--A written order issued by ENGI- NEER which requires minor changes in the Work but which does not involve a change in the Contract Price or the Contract Times. 22. General RequiremenJs-Sections of Division 1 of the Specifications. The General Requirements pertain to all sections of the Specifications. 23. Haz.ardcus Environmental Condition-The presence at the Site of Asbestos, PCBs, Petroleum, Hazardous Wasu:, or Radioactive Material in such quantities or circumstances that may present a substantial danger to persons or property exposed thereto in connection with the Worle. 24. Haz.ardous Waste-The term Hazardous Waste shall have the meaning provided in Section 1004 of the Solid Waste Disposal Act (42 USC Section 6903) as amended from time to time. 25. Laws and Regulations; Laws or Regulations-Any and all applicable laws, roles, regulations. ordinances, codes, and orders of any and all governmental bodies, agencies, authorities, and courts having jurisdiction. 26. Uens-Charges, security interests, or encumbrances upon Project funds, real property, or person.al property. 27. Milestone--A principal event specified in the Contract Documents relating to an intermediate comple- tion date or time prior to Substantial Completion of all the Work. 28. Notice oj Award--The written notice by OWNER to the apparent successful bidder stating that upon timely compliance by the apparent successful bidder with the conditions precedent listed therein, OWNER will sign and deliver the Agreement. 29. Notice to Proceed--A written notice given by OWNER to CONTRACTOR fixing the date on which the Contract Times will commence to run and on which CONTRACTOR shall start to perform the Work under the Contract Documents. 30. OWNER-The individual, entity, public body, or authority with whom CONTRACTOR has entered into the Agreement and for whom the Work is to be perfonned. 31. Partial UtilizaJion--Use by OWNER of a substan- tially completed part of the Work for the purpose for which it is intended (or a related purpose) prior to Substantial Completion of all the Work. 32. PCBs--PolycWorinated biphenyls. 33. Petroleum-Petroleum, including crude oil or any fraction thereof which is liquid at standard conditions of temperature and pressure (60 degrees Fahrenheit and 14.7 pounds per square inch absolute), such as oil. petroleum. fuel oil. oil sludge. oil refuse, gasoline. kerosene, and oil mixed with other non-Hazardous Waste and crude oils. 34. Project-The total construction of which the Work to be performed under the Contract Documents may be the whole, or a part as may be indicated elsewhere in the Contract Documents. 35. Project Manual-The bOund documentary information prepared for bidding and constructing the Work. A listing of the contents of the Project Manual, which may be bound in one or more volumes, is contained in the table(s) of contents. 36. Radioactive Material-Source, special nuclear, or byproduct material as .dermed by the Atomic Energy Act of 1954 (42 USC Section 2011 et seq.) as amended from time to time. ,. 37. Resident Project RepresenJative- The authorized representative of ENGINEER whQ may be assigned to the Site or any part thereof. 00700 - 7 . - II , I' I 38. Samples-Physical examples of materials, equipment, or workmanship that are representative of some portion of the Work and which establish the standards by which such portion of the Work will be judged. 39. Shop Drawings-All drawings, diagrams, illustra- tions, schedules, and other data or information which are specifically prepared or assembled by or for CON- TRACTOR and submitted by CONTRACTOR to illustrate some portion of the Work. 40. Site--Lands or areas indicated in the Contract Documents as being furnished by OWNER upon which the Work is to be performed, including rights-of-way and easements for access thereto, and such other lands furnished by OWNER which are designated for the use of CONTRACTOR. 41. Specificarions-- That part of the Contract Documents consisting of written technical descriptions of materials, equipment, systems, standards, and workmanship as applied to the Work and certain administrative details applicable thereto. 42. SubconJractor--An individual or entity having a direct contract with CONTRACTOR or with any other Subcontractor for the performance of a part of the Work at the Site. 43. Substantial Completion-The time at which the Work (or a specified part thereof) has progressed to the point where, in the opinion of ENGINEER. the Work (or a specified part thereof) is sufficiently complete, in accordance with the Contract Documents, so that the Wode (or a specified part thereof) can be utilized for the purposes for which it is intended. The terms ..sub-<:t~nti~lIy complete" and "'substantially completed" as applied to all or part of the Work refer to Substantial Completion thereof. 44. SupplemenJary Conditions-- That part of the Contract Documents which amends or supplements these General Conditions. 45. Supplier-A manufacturer, fabricator, supplier, distributor, materialman, or vendor having a direct contract with CONTRACfOR or with any Subcontractor to furnish materials or equipment to be incorporated in the Work by CONTRACTOR or any Subcontractor. 40. Underground Facilities-All underground pipelines, conduits, ducts, cables, wires, manholes, vaults, tanks, tunnels, or other such facilities or attachments, and any encasements containing such facilities, including those that convey electricity, gases, 00700 - 8 steam, liquid petroleum products, telephone or other communications, cable television, water, wastewater, storm water, other liquids or chemicals, or traffic or other control systems. 47. Unit Price WorknWork to be paid for on the basis of unit prices. 48. Work--The entire completed construction or the various separately identifiable parts thereof required to be provided under the Contract Documents. Work includes and is the result of performing or providing all labor, services, and documentation necessary to produce such construction, and furnishing, installing, and incorporating all materials and equipment into such construction, all as required by the Contract Documents. 49. Work Ozange Directive-A written statement to CONTRACTOR issued on or after the Effective Date of the Agreement and signed by OWNER and recommended by ENGINEER ordering an addition, deletion, or revision in the Work, or responding to differing or unforeseen subsurface or physical conditions under which the Work is to be performed or to emergencies. A Work Change Directive will not change the Contract Price or the Contract Times but is evidence that the parties expect that the change ordered or documented by a Work Change Directive will be incorporated in a subsequently issued Change Order following negotiations by the parties as to its effect, if any, on the Contract Price or Contract Times. 50. Written AmendmenJ-A written statement modifying the Contract Documents, signed by OWNER and CONTRACfOR on or after the Effective Date of the Agreement and normally dealing with the nonengineering or nontechnical rather than strictly construction-related aspects of the Contract Documents. 1.02 TenninoIogy A. InJent of Certain Terms or Adjectives 1. Whenever in the Contract Documents the terms "as allowed," "as approved," or terms of like effect or import are used, or the adjectives "reasonable, " "suitable," "acceptable," "proper," "satisfactory," or adjectives of like effect or import are used to describe an action or determination of ENGINEER as to the Work, it is intended that such action or determination will be solely to evaluate, in general, the completed Work for crompliance with the requirements of and information in the Contract Documents and conformance with the design concept of the completed Project as a functioning whole as shown or indicated in the Contract Documents (unless there is a specific statement indicating otherwise). The I I \ I I I I I I I I I I: I I I: Ii II II II use of any such term or adjective shall not be effective to assign to ENGINEER any duty or authority to supervise or direct the performance of the Work or any duty or authority to undertake responsibility contrary to the provisions of paragraph 9.10 or any other provision of the Contract Documents. B. Day 1. The word "day" shall constitute a calendar day of 24 hours measured from midnight to the next midnight. C. Defective 1. The word "defective," when modifying the word "Work," refers to Work that is unsatisfactory, faulty, or deficient in that it does not conform to the Contract Documents or does not meet the requirements of any inspection, reference standard, test, or approval referred to in the Contract Documents, or has been damaged prior to ENGINEER's recommendation of final payment (unless responsibility for the protection thereof has been assumed by OWNER at Substantial Completion in accor- dance with paragraph 14.04 or 14.05). D. Furnish, Install. Perfonn. Provide 1. The word "furnish," when used in connection with services, materials, or equipment, shall mean to supply and deliver said services, materials, or equipment to the Site (or some other specified location) ready for use or installation and in usable or operable condition. 2. The word "install," when used in connection with services, materials, or equipment. shall mean to put into use or place in final position said services, materials, or equipment complete and ready for intended use. 3. The words "perform" or "provide," when used in connection with services, materials, or equipment, shall mean to furnish and install said services, materials, or equipment complete and ready for intended use. 4. When "furnish," "install," "perform," or "pro- vide" is not used in connection with services, materials, or equipment in a context clearly requiring an obligation of CONTRACTOR, "provide" is implied. E. Unless stated otherwise in the Contract Documents, words or phrases which have a well-known technical or constroction industry or trade meaning are used in the Contract Documents in accordance with such recognized meaning. ARTICLE 2 - PRELIMINARY MA TIERS 2.01 Delivery of Bonds A. When CONTRACTOR delivers the executed Agreements to OWNER, CONTRACTOR shall also deliver to OWNER such Bonds as CONTRACTOR may be required to furnish. 2.02 Copies of Documen/s A. OWNER shall furnish to CONTRACTOR up to ten copies of the Contract Docwnents. Additional copies will be furnished upon request at the cost of reproduction. 2.03 Commencement of Contract Times; Notice to Proceed A. The Contract Times will commence to run on the thirtieth day after the Effective Date of the Agreement or, if a Notice to Proceed is given, on the day indicated in the Notice to Proceed. A Notice to Proceed may be given at any time within 30 days after the Effective Date of the Agreement. In no event will the Contract Times commence to run later than the sixtieth day after the day of Bid opening or the thirtieth day after the Effective Date of the Agreement, whichever date is earlier. 2.04 Starting the Work A. CONTRACTOR shall start to perform the Work on the date when the Contract Times commence to run. No Work shall be done at the Site prior to the date on which the Contract Times commence to run. 2;05 Before Starting Consl1Uction A. CONTRACTOR's Review of Contract Documents: Before undertaking each part of the Work. CONTRACTOR shall carefully study and 'compare the Contract Documents and check and verify pertinent figures therein and all applicable field measurements.' COf'ITRACTOR shall promptly report in writing to ENGINEER any conflict, error, ambiguity, or discrepancy which CONTRACTOR may discover and shall obtain a written interpretation' or clarification from ENGINEER before proceedine with any Work affected thereby; however, CONTRACTORsh.al1 not be liable to OWNER or ENGINEER for failure to report any conflict, error, ambiguity, or discrepancy in the Contract Documents unless CONTRACTOR knew or reasonably should have known then::of. ,. B. PreUminary Schedules: Within ten days after the Effective Date of the Agreement (unless otherwise specified 00700 - 9 I I I I I I I I I I II II I I I I I I:, Ii in the General Requirements), CONTRACTOR shall submit to ENGINEER for its timely review: 1. a preliminary progress schedule indicating the times (numbers of days or dates) for starting and completing the various stages of the Work, including any Milestones specified in the Contract Documents; 2. a preliminary schedule of Shop Drawing and Sample submittals which will list each required submittal and the times for submitting, reviewing, and processing such submittal; and 3. a preliminary schedule of values for all of the Work which includes quantities and prices of items which when added together equal the Contract Price and subdi- vides the Work into component parts in sufficient detail to serve as the basis for progress payments during performance of the Work. Such prices will include an appropriate amount of overhead and profit applicable to each item of Work. C. Evidence of Insurance: Before any Work at the Site is started, CONTRACTOR and OWNER shall each deliver to the other, with copies to each additional insured identified in the Supplementary Conditions, certificates of insurance (and other evidence of insurance which either of them or any additional insured may reasonably request) which CONTRACTOR and OWNER respectively are required to purchase and maintain in accordance with Article 5. 2.06 Preconstruction Conference A. Within 20 days after the Contract Times start to run, but before any Work at the Site is started, a conference attended by CONTRACTOR, ENGINEER, and others as appropriate will be held to establish a worldng understanding among the parties as to the Work and to discuss the schedules referred to in paragraph 2.05.B, procedures for handling Shop Drawings and other submittals, processing Applications for Payment, and maintaining required records. 2.07 Initial Acceptance of Schedules A. Unless otherwise provided in the Contract Docu- ments, at least ten days before submission of the frrst Application for Payment a conference attended by CON- TRACTOR. ENGINEER, and others as appropriate will be held to review for acceptability to ENGINEER as provided below the schedules submitted in accordance with paragraph 2.05.B. CONTRACfOR shall have axi- additional ten days to make corrections and adjustments and to complete and resubmit the schedules. No progress payment shall be made to CONTRACTOR until acceptable schedules are submitted to ENGINEER. 1. The progress schedule will be acceptable to ENGINEER if it provides an orderly progression of the Work to completion within any specified Milestones and the Contract Times. Such acceptance will not impose on ENGINEER responsibility for the progress schedule, for sequencing, scheduling, or progress of the Work nor interfere with or relieve CONTRACTOR from CONTRACTOR's full responsibility therefor. 2. CONTRACTOR's schedule of Shop Drawing and Sample submittals will be acceptable to ENGINEER if it provides a workable arrangement for reviewing and processing the required submittals. 3. CONTRACTOR's schedule of values will be acceptable to ENGINEER as to form and substance if it provides a reasonable allocation of the Contract Price to component parts of the Work. ARTICLE 3 - CONTRACT DOCUMENTS: INTENT, AMENDING, REUSE 3.01 InJenJ A. The Contract Documents are complementary; what is called for by one is as binding as if called for by all. B. It is the intent of the Contract Documents to describe a functionally complete Project (or part thereof) to be constructed in accordance with the Contract Documents. Any labor, documentation. services, materials, or equipment that may reasonably be inferred from the Contract Docu- ments or fro~ prevailing custom or trade usage as being required to produce the intended result will be provided whether or not specifically called for at no additional cost to OWNER. C. Clarifications . and interpretations of the Contract Documents shall be issued by ENGINEER as provided in Article 9. 3.02 Reference Standards A. Standards, Specifications, Codes, Laws, and Regulations 1. Reference to standards, specifications, manuals, or codes of any technical society, organization. or association, or to Laws or Regulations. whether such r;eference be specific or by implication. shall mean the standard, specification. manual, code, or Laws or Regula- tions in effect at the time of opening of Bids (or on the Effective Date of the Agreement if there were no Bids), 00700 - 10 ~ II . . . . . except as may be otherwise specifically stated in the Contract Documents. 2. No provision of any such standard, specification, manual or code, or any instruction of a Supplier shall be effective to change the duties or responsibilities of OWNER, CONTRACTOR, or ENGINEER, or any of their subcontractors, consultants, agents. or employees from those set forth in the Contract Documents, nor shall any such provision or instruction be effective to assign to OWNER, ENGINEER, or any of ENGINEER's Consultants. agents, or employees any duty or authority to supervise or direct the performance of the Work or any duty or authority to undertake responsibility inconsistent with the provisions of the Contract Documents. 3.03 Reporting and Resolving Discrepancies A. Reporting Discrepancies 1. If, during the performance of the Work, CONTRACTOR discovers any conflict, error. ambiguity. or discrepancy within the Contract Documents or between the Contract Documents and any provision of any Law or Regulation applicable to the performance of the Work or of any standard, specification, manual or code, or of any instrUction of any Supplier. CONTRACTOR shall report it to ENGINEER in writing at once. CONTRACTOR shall not proceed with the Work affected thereby (except in an emergency as required by paragraph 6.16.A) until an amendment or supplement to the Contract Documents has been issued by one of the methods indicated in paragraph 3.04; provided, however, that CONTRACTOR shall not be liable to OWNER or ENGINEER for failure to report any such conflict, error, ambiguity, or dis- crepancy unless CONTRACTOR knew or reasonably should have known.thereof. B. Resolving Discrepancies 1. Except as may be otherwise specifically stated in the Contract Documents, the provisions of the Contract Documents shall take precedence in resolving any conflict, error, ambiguity, or discrepancy between the provisions of the Contract Documents and: a. the provisions of any standard, specification, manual, code, or instniction (whether or not specifi- cally incorporated by reference in the Contract Documents); or b. the provisions of any Laws or Regulations applicable to the performance of the Work (unless such an interpretation of the provisions of the Contract I)ocwneDts would result in violation of such Law or Regulation). 3.04 Amending and Supplementing Con/ract Documents A. The Contract Documents may be amended to provide for additions, deletions. and revisions in the Work or to modify the tenus and conditions thereof in one or more of the following ways: (i) a Written Amendment; (ii) a Change Order; or (iii) a Work Change Directive. B. The requirements of the Contract Documents may be supplemented, and minor variations and deviations in the Work may be authorized, by one or more of the following ways: (i) a Field Order; (ii) ENGINEER's approval of a Shop Drawing or Sample; or (iii) ENGINEER's written interpretation or clarification. 3.05 Reuse of Documents A. CONTRACTOR and any Subcontractor or Supplier or other individual or entity performing or furnishing any of the Work under a direct or indirect contract with OWNER: (i) shall not have or acquire any title to or ownership rights in any of the Drawings, Specifications, or other documents (or copies of any thereof) prepared by or bearing the seal of ENGINEER or ENGINEER's Consultant, including electronic media editions; and (ii) shall not reuse any of such Drawings. Specifications. other documents, or copies thereof on extensions of the Project or any other project without written consent of OWNER and ENGINEER and specific written verification or adaption by ENGINEER. This prohibition will survive final payment, completion. and acceptance of the Work. or term.irultion or completion of the Contract. Nothing herein shall preclude CONTRACTOR from retaining copies of the Contract Documents for record purposes. ARTICLE 4 - A V AlLABn..ITY OF LANDS; SUBSURFACE AND PHYSICAL CONDmONS; REFERENCE POINTS 4.01 Availability of Lands A. OWNER shall furnish the Site. OWNER shall notify CONTRACTOR of any encumbrances or restrictions not of general application but specifically related to use of the Site with which CONTRACTOR must comply in performing the Work. OWNER will obtain in a timely manner and pay for easements for permanent stroctures or permanent changes in existing facUities. If CONTRACTOR and OWNER are unallle to agree on entitlement to or on the amount or extent, if any, of any adjustment in the Contract Price or Contract Times, or both, as a result of any delay in OWNER's furnishing the Site, CONTRACTOR may make a Claim therefor as provided in paragraph 10.05. 00700 - 11 B. Upon reasonable written request, OWNER shall furnish CONTRACTOR with a current statement of record legal title and legal description of the lands upon which the Work is to be performed and OWNER's interest therein as necessary for giving notice of or filing a mechanic's or construction lien against such lands in accordance with applicable Laws and Regulations. C. CONTRACTOR shall provide for all additional lands and access thereto that may be required for temporary construction facilities or storage of materials and equipment. 4.02 Subsurface and PJrysical Conditions A. Reports and Drawings: Conditions identify: The Supplementary 1. those reports of explorations and tests of subsurface conditions at or contiguous to the Site that ENGINEER has used in preparing the Contract Docu- ments; and f i 2. those drawings of physical conditions in or relating to existing surface or subsurface structures at or contiguous to the Site (except Underground Facilities) that ENGINEER has used in preparing the Contract Documents. B. Limited Reliance by CONTRACTOR on Technical DaJa Authorized: CONTRACTOR may rely upon the general accuracy of the "technical data" contained in such reports and drawings, but such reports and drawings are not Contract Documents. Such "technical data" is identified in the Supplementary Conditions. Except for such reliance on such "technical data," CONTRACTOR may not rely upon or make any Claim against OWNER, ENGINEER, or any of ENGINEER's Consultants with respect to: I. the completeness of such reports and drawings for CONTRACTOR's purposes, including, but not limited to, any aspects of the means, methods, techniques, sequences, and procedures of construction to be employed by CONTRACTOR, and safety precautions and programs incident thereto; or 2. other data, interpretations, OplillOns, and information contained in such reports or shown or indicated in such drawings; or 3. any CONTRACTOR iJ?terpretation of or conclusion drawn from any -teCbnital data- or any such other data, interpretations, opinions, or information. 00700 - 12 4.03 Differing Subsurface or Plrysical Coruiitions A. Notice: If CONTRACTOR believes that any subsur- face or physical condition at or contiguous to the Site that is uncovered or revealed either: I. is of such a nature as to establish that any "technical data" on which CONTRACTOR is entitled to rely as provided in paragraph 4.02 is materially inaccurate; or 2. is of such a nature as to require a change in the Contract Documents; or 3. differs materially from that shown or indicated in the Contract Documents; or 4. is of an unusual nature, and differs materially from conditions ordinarily encountered and generally recognized as inherent in work of the character provided for in the Contract Documents; then CONTRACTOR shall, promptly after becoming aware thereof and before further disturbing the subsurface or physical conditions or performing any Work in connection therewith (except in an emergency as required by paragraph 6.16.A), notify OWNER and ENGINEER in writing about such condition. CONTRACTOR shall not further disturb such condition or perform any Work in connection therewith (except as aforesaid) until receipt of written order to do so. B. ENGINEER's Review: After receipt of written notice as required by paragraph 4.03.A, ENGINEER will promptly review the pertinent condition, determine the necessity of OWNER's obtaining additional exploration or tests with respect thereto, and advise OWNER in writing (with a copy to CONTRACTOR) of ENGINEER's findings and conclusions. C. Possible Price and Times Adjustmenls 1. The Contract Price or the Contract Times, or both, will be equitably adjusted to the extent that the existence of such differing subsurface or physical condition causes an increase or decrease in CONTRACTOR's cost of, or time required for, perfor- mance of the Work; subject, however, to the following: a. such condition must meet anyone or more of the categories described in paragraph 4.03.A; and r b. with respect to Work that is paid for on a Unit Price Basis, any adjustment in Contract Price will be subject to the provisions of paragraphs 9.08 and 11.03. II I I I I I I. : '" 2. CONTRACTOR shall not be entitled to any adjustment in the Contract Price or Contract Times if: a. CONTRACTOR knew of the existence of such conditions at the time CONTRACTOR made a final commitment to OWNER in respect of Contract Price and Contract Times by the submission of a Bid or becoming bound under a negotiated contract; or b. the existence of such condition could reasonably have been discovered or revealed as a result of any examination, investigation, exploration, test, or study of the Site and contiguous areas required by the Bidding Requirements or Contract Documents to be conducted by or for CON- TRACTOR prior to CONTRACTOR's making such fmal commitment; or c. CONTRACTOR failed to give the written notice within the time and as required by paragraph 4.03.A. 3. If OWNER and CONTRACTOR are unable to agree on entitlement to or on the amount or extent, if any, of any adjustment in the Contract Price or Contract Times, or both, a Claim may be made therefor as provided in paragraph 10.05. However, OWNER, ENGINEER, and ENGINEER's ConsullaDts shall not be liable to CONTRACTOR for any claims, costs, losses, or damages (including but not limited to all fees and charges of engineers, architects, attorneys, and other professionals and all court or arbitration or other dispute resolution costs) sustained by CONTRACTOR on or in connection with any other project or anticipated project. 4.04 Underground Facilities A. Shown or Indicated: The information and data shown or indicated in the Contract Documents with respect. to existing Underground Facilities at or contiguous to the Site. . is based on information and data furnished to OWNER or ENGINEER by the owners of such Underground Facilities, including OWNER, or by others. Unless it is otherwise expressly provided in the Supplementary Conditions: 1. OWNER and ENGINEER shall not be responsible for the accuracy or completeness of any such information or data; and 2. the cost of all of the following will be included in the Contract Price, and CONTRACTOR shall have full responsibility for: a. reviewing and checking all such information and data, 00700 - 13 b. locating all Underground Facilities shown or indicated in the Contract Documents, c. coordination of the Work with the owners of such Underground Facilities, including OWNER during construction, and ' d. the safety and protection of all such Under- ground Facilities and repairing any damage thereto resulting from the Work. B. Not Shown or Indicated I. If an Underground Facility is uncovered or revealed at or contiguous to the Site which was not shown or indicated, or not shown or indicated with reasonable accuracy in the Contract Documents, CONTRACTOR shall, promptly after becoming aware thereof and before further disturbing conditions affected thereby or performing any Work in connection therewith (except in an emergency as required by paragraph 6.16.A), identify the owner of such Underground Facility and give written notice to that owner and to OWNER and ENGINEER. ENGINEER will promptly review the Underground Facility and determine the extent, if any, to which a change is required in the Contract Documents to reflect and document the consequences of the existence or location of the Underground Facility. During such time, CONTRACTOR shall be responsible for the safety and protection of such Underground Facility. 2. If ENGINEER concludes that a change in the Contract Documents is required, a Work Change Directive or a Change Order will be issued to reflect and document such consequences. An equitable adjustment &hall be made in the Contract Price of Contract Times, or both. to the extent that they are attributable to the . existence or locationo! any Underground Facility that was not shown or . indicated or not shown or indicated . . with reasonable accuracy.in the Contract Documents and that CONTRACTOR did not know of and could not reasonably have been expected to be-aware of or to have anticipated. If OWNER and CONTRACTOR are unable to agree on entitlement to or on the amount or extent, if any, of any such adjustment in Contract Price or Contract Times, OWNER or CONTRACTOR may make a Claim therefor as provided in paragraph 10.05. 4.05 Reference Poin/~ A. OWNER shall provide engineering surveys to establish reference Points for construction which in ENGINEER's judgment are necessary to enable CON- TRACTOR to proceed with the W~rk. CONTRACTOR shall be responsible for laying out the Work, &hall protect and preserve the established reference points and property ,'I' - I- I monuments. and shall make no changes or relocations without the prior written approval of OWNER. CONTRACTOR shall report to ENGINEER whenever any reference point or property monument is lost or destroyed or requires relocation because of necessary changes in grades or locations, and shall be responsible for the accurate replacement or relocation of such reference points or property monuments by professionally qualified personnel. 4.06 Hazardous Environme!l1al Condition at Site A. Reports and Drawings: Reference is made to the Supplementary Conditions for the identification of those reports and drawings relating to a Hazardous Environmental Condition identified at the Site, if any, that have been utilized by the ENGINEER in the preparation of the Contract Documents . B. Limited Reliance by CONTRACTOR on Technical Data Authorized: CONTRACTOR may rely upon the general accuracy of the "technical data" contained in such reports and drawings, but such reports and drawings are not Contract Documents. Such "technical data" is identified in the Supplementary Conditions. Except for such reliance on such "technical data, " CONTRACTOR may not rely upon or make any Claim against OWNER, ENGINEER or any of ENGINEER's Consultants with respect to: 1. the completeness of such reports and drawings for CONTRACTOR's purposes, including, but not limited to, any aspects of the means, methods, techniques. sequences and procedures of construction to be employed by CONTRACTOR and safety precautions and programs incident thereto; or 2. other data, interpretations. oplDlOns and information contained in such reports or shown or indicated in such drawings; or 3. any CONTRACTOR interpretation of or conclusion drawn from any "technical data" or any such other data. interpretations, opinions or information. C. CONTRACTOR shall not be responsible {or any Hazardous Environmental Condition uncovered or revealed at the Site which was not shown or indicated in Drawings or Specifications or identified in the Contract Documents to be within the scope of the Worle. CONTRACTOR shall be responsible for a Hazardous Environmental Condition created with any materials brought to the Site by CONTRACTOR, Subcontractors, Suppliers, or anyone else for wbom CON- TRACTOR is responsible. D. If CONTRACTOR encounters a Hazardous Environmental Condition or if CONTRACI'OR or anyone for whom CONTRACTOR is responsible creates a Hazardous Environmental Condition, CONTRACTOR shall immedi- ately: (i) secure or otbenvise isolate such condition; (ii) stop all Work in connection with such condition and in any area affected thereby (except in an emergency as required by paragraph 6.16); and (iii) notify OWNER and ENGINEER (and promptly thereafter confirm such notice in writing). OWNER shall promptly consult with ENGINEER concerning the necessity for OWNER to retain a qualified expert to evaluate such condition or take corrective action, if any. E. CONTRACTOR shall not be required to resume Work in connection with such condition or in any affected area until after OWNER has obtained any required permits related thereto and delivered to CONTRACTOR written notice: (i) specifying that such condition and any affected . area is or.has been rendered safe for the resumption of Work; or (ii) specifying any special conditions under which such Work may be resumed safely. If OWNER and CONTRACTOR cannot agree as to entitlement to or on the amount or extent, if any, of any adjustment in Contract Price or Contract Times, or both, as a result of such Work stop- page or such special conditions under whicb Worle is agreed to be resumed by CONTRACTOR, either party may make a Claim therefor as provided in paragraph 10.05. F. If after receipt of such written notice CONTRACTOR does not agree to resume such Work based . on a reasonable belief it is unsafe, or does not agree to resume such Work under such special conditions, then OWNER may order the portion of the Work that is in the area affected by such condition to be deleted from the Work. If OWNER and CONTRACTOR cannot agree as to entitlement to or on the amount or extent, if any, of an adjustment in Contract Price or Contract Times as a result of deleting such portion of the Work, then either party may make a Claim therefor as provided in paragraph 10.05. OWNER may have such deleted portion of the Work performed by OWNER's own-forces or others in accordance with Article 7. G. To the fullest extent permitted by Laws and Regulations, OWNER sball indemnify and bold barmless CONTRACTOR, Subcontractors, ENGINEER, ENGINEER's Consultants and the officers, directors, partners, employees, agents, other consultants, and subcontractors of each and any of them from and against all claims, costs, losses, and damages (including but not limited to all fees and charges of engineers, architects, attorneys, and other professionals and all court or arbitration or other dispute resolution costs) arising out of or relating to a Hazardous Environmental Condition, provided that' sucb Hazardous Environmental Condition: (i) was not shown or indicated in the Drawings or Specifications or identified in the Contract Documents to be included within the scope of the Work. and (Ii) was not created by CONTRACTOR or by anyone for wbom CONTRACTOR is responsible. Nothing 00700 - 14 II I _J II I - I _J } IJ II - j in this paragraph 4.06.E shall obligate OWNER to indemnify any individual or entity from and againstlhe consequences of that individual's or entity's own negligence. H. To the fullest extent permitted by Laws and Regulations, CONTRACTOR shall indemnify and hold b.annless OWNER, ENGINEER, ENGINEER's Consultants, and the officers, directors, partners, employees, agents, olher consultants, and subcontractors of each and any of them from and against all claims, costs, losses, and damages (including but not limited to all fees and charges of engineers, architects, attorneys, and other professionals and all court or arbitration or other dispute resolution costs) arising out of or relating to a Hazardous Environmental Condition created by CONTRACTOR or by anyone for whom CONTRACTOR is responsible. Nothing in this paragraph 4.06.F shall obligate CONTRACTOR to indemnify any individual or entity from and against the consequences of that individual's or entity's own negligence. I. The provisions of paragraphs 4.02, 4.03, and 4.04 are not intended to apply to a Hazardous Environmental Condition uncovered or revealed at the Site. ARTICLE 5 - BONDS AND INSURANCE 5.01 Perfonnance. Paymenr. and Other Bonds A. CONTRACTOR shall furnish performance and payment Bonds, each in an amount at least equal to the Contract Price as security for lhe faithful performance and payment of all CONTRACTOR's obligations under the Contract Documents. These Bonds sba1l remain in effect at least until one year after the date when final payment becomes due. except as provided otherwise by Laws or Regu1ations or by the Contract Documems. CONTRACTOR shaIl also furnish such other Bonds as are required by the Contract Documents. B. All Bonds shall be in lhe form prescribed by the Contract Documents except as provided otherwise by Laws or Regulations, and shall be executed by such sureties as are named in the current list of "Companies Holding Certificates of Authority as Acceptable Sureties on Federal Bonds and as Acceptable Reinsuring Companies" as published in Circular 570 (amended) by the Financial Management Service. Surety Bond Branch. U.S. Department of the Treasury. All Bonds signed by an agent must be accompanied by a certified copy of such agent's authority to act. C. If the surety on any Bond furnished by CON- TRACTOR is declared bankrupt or becomes insolvent or its right to do business is terminated in any state where any part of the Project is located or it ceases to meet the requirements of paragraph 5.01.B, CONTRACTOR shall within 20 days thereafter substitute another Bond and surety, both of which sba1l comply with the requirements of paragraphs 5.01.B and 5.02. 5.02 Licensed Sureties and Insurers A. All Bonds and insurance required by the Contract Documents to be purchased and maintained by OWNER or CONTRACTOR shall be obtained from surety or insurance - companies that are duly licensed or authorized in the jurisdiction in which the Project is located to issue Bonds or insurance policies for the limits and coverages so required. Such surety and insurance companies shall also meet such additional requirements and qualifications as may be provided in the Supplementary Conditions. 5.03 Certificates of Insurance A. CONTRACTOR shall deliver to OWNER, with copies to each additional insured identified in the Supple- mentary Conditions, certificates of insurance (and other evidence of insurance requested by OWNER or any other additional insured) which CONTRACTOR is required to purchase and maintain. OWNER shall deliver to CONTRACTOR, with copies to each additional insured identified in the Supplementary Conditions, certificates of insurance (and other evidence of insurance requested by CONTRACTOR or any other additional insured) which OWNER is required to purchase and maintain. 5.04 CONTRACTOR's Liability Insurance A. CONTRACTOR shall purchase and maintain such liability and other insurance as is appropriate for the Work being performed and as. will provide protection from claims set forth below which may arise out of or result from CONTRACTOR's performance of the Work and CONTRACTOR's- other- obligations under - the Contract Documents, whether it is to be performed. by CONTRACTOR, any Subcontractor or Supplier, or by anyone directly or indirectly employed by any of them to perform any of the Work, or by anyone for whose acts any of them may be liable: 1. claims under workers' compensation, disability benefits, and other similar employee benefit acts; 2. claims for ~ges because of bodily injury, occupational sickness or disease, or death of CONTRACTOR's .employees; ,. 3. claims for damages because of bodily injury, sickness or disease. or dealh of. any person olher than CONTRACTOR's employees; 00700 - 15 I IJ II II . 4. claims for damages insured by reasonably i' available personal injury liability coverage which are sus- '. tained: (i) by any person as a result of an offense directly or indirectly related to the employment of such person by CONTRACTOR, or (ii) by any other person for any other reason; 5. claims for damages, other than to the Work itself, because of injury to or destruction of tangible property wherever located, including loss of use resulting therefrom; and 6. claims for damages because of bodily injury or death of any person or property damage arising out of the ownership, maintenance or use of any motor vehicle. B. The policies of insurance so required by this paragraph 5.04 to be purchased and maintained shall: 1. with respect to insurance required by paragraphs 5.04.A.3 through 5.04.A.6 inclusive, include as additional insureds (subject to any customary exclusion in respect of professional liability) OWNER, ENGINEER, ENGINEER's Consultants, and any other individuals or entities identified in the Supplementary Conditions, all of whom shall be listed as additional insureds, and include coverage for the respective officers, directors, partners, employees, agents, and other consultants and subcontractors of each and any of all such additional insureds, and the insurance afforded to these additional insureds shall provide primary coverage for all claims covered thereby; 2. include at least the specific coverages and be written for not less than the limits of liability provided in the Supplementary Conditions or required by Laws or Regulations, whichever is greater; 3. include completed operations insurance; 4. include contractual liability insurance covering CONTRACTOR's indemnity obligations under para- graphs 6.07,6.11, and 6.20; 5. contain a provision or endorsement that the coverage afforded will not be canceled, materially changed or renewal refused until at least thirty days prior written notice has been given to OWNER and CONTRACTOR and to each other additional insured identified in the Supplementary Conditions to whom a certificate of insurance has' been issued (and the certificates of insurance furnished by the CONTRACTOR pursuant to paragraph 5.03 will so provide); 6. remain in effect at least until fmal payment and at all times thereafter when CONTRACTOR may be correcting, removing, or replacing defective Work in accordance with paragraph 13.07; and 7. with respect to completed operations insurance, and any insurance coverage written on a claims-made basis, remain in effect for at least two years after final payment (and CONTRACTOR shall furnish OWNER and each other additional insured identified in the Supple- mentary Conditions, to whom a certificate of insurance has been issued, evidence satisfactory. to OWNER and any such additional insured of continuation of such insurance at fmal payment and one year thereafter). 5.05 OWNER's Liability Insurance A. In addition to the insurance required to be provided by CONTRACTOR under paragraph 5.04, OWNER, at OWNER's option, may purchase and maintain at OWNER's expense OWNER's own liability insurance as will protect OWNER against claims which may arise from operations under the Contract Documents. 5.06 Property Insurance A. Unless otherwise provided in the Supplementary Conditions, OWNER shall purchase and maintain property insurance upon the Work at the Site in the amount of the full replacement cost thereof (subject to such deductible amounts as may be provided in the Supplementary Conditions or required by Laws and Regulations). This insurance shall: 1. include the interests of OWNER, CONTRAC- TOR, Subcontractors, ENGINEER, ENGINEER's Consultants, and any other individuals or entities identi- fied in the Supplementary Conditions, and the officers, directors, partners, employees, agents, and other consultants and subcontractors of each and any of them, each of whom is deemed to have an insurable interest and sh.a1l be listed as an additional insured; 2. be written on a Builder's Risk "all-risk" or open peril or special causes of loss policy form that shall at least include insurance for physical loss or damage to the Work, temporary buildings, false work, and materials and equipment in transit, and shall insure against at least the following perils or causes of loss: fIre, lightning, extended coverage, theft, vandalism and malicious mischief, earthquake, collapse, debris removal, demolition occasioned by enforcement of Laws and Regulations, water damage, and such other perils or causes of loss as may be specifically required by the S,Ppplementary Conditions; 3. include expenses incurred in the repair or replacement of any insured property (including but not limited to fees and charges of engineers and architects); 00700 - 16 :',..1' t': " Ii - - - I If 4. cover materials and equipment stored at the Site or at another location that was agreed to in writing by OWNER prior to being incorporated in the Work, provided that such materials and equipment have been included in an Application for Payment recommended by ENGINEER; 5. allow for partial utilization of the Work by OWNER; 6. include testing and startup; and 7. be maintained in effect Wltil fmal payment is made unless otherwise agreed to in writing by OWNER, CONTRACTOR, and ENGINEER with 30 days written notice to each other additional insured to whom a certifi- cate of insurance has been issued. B. OWNER shall purchase and maintain such boiler and machinery insurance or additional property insurance as may be required by the Supplementary Conditions or Laws and Regulations which wi1\ include the interests of OWNER, CONTRACTOR, Subcontractors, ENGINEER, ENGINEER's Consultants, and any other individuals or entities identified in the Supplementary Conditions, each of whom is deemed to have an insurable interest and shall be listed as an insured or additional insured. C. All the policies of insurance (and the certificates or other evidence thereof) required to be purchased and mllintllined in accordance with paragraph 5.06 wi1\ contain a provision or endorsement that the coverage afforded wi1\ not be canceled or materially changed or renewal refused until at least 30 days prior written notice has been given to OWNER and CONTRACfORand to each other additional insured to whom a certificate of insurance has been issued and will contain waiver provisions in accordance with paragraph 5JJ7. D. OWNER shall not be responsible for purchasing and maintaining any property insurance specified in this paragraph 5.06 to protect the interests of CONTRACTOR, Subcontractors, or others in the Work to the extent of any deductible amounts that are identified in the Supplementary Conditions. The risk of loss within such identified deductible amount will be borne by CONTRACTOR, Subcontractors, or others suffering any such loss, and if any of them wishes property insurance coverage within the limits of such amounts, each may purchase and maintain it at the purchaser's own expense. E. If CONTRACfOR requests in writing that other special insurance be included in the property insurance policies provided under paragraph 5.06, OWNER shall, if possible, include such insurance, and the cost thereof will be charged to CONTRACfOR by appropriate Change Order or Written Amendment. Prior to commencement of the Work at the Site, OWNER shall in writing advise CONTRACTOR whether or not such other insurance has been procured by OWNER. 5.07 Waiver of Rights A. OWNER and CONTRACTOR intend that all policies purchased in accordance with paragraph 5.06 will protect OWNER, CONTRACTOR, Subcontractors, ENGINEER, ENGINEER's Consultants, and all other individuals or entities identified in the Supplementary Conditions to be listed as insureds or additional insureds (and the officers, directors, partners, employees, agents, and other consultants and subcontractors of each and any of them) in such policies and will provide primary coverage for all losses and damages caused by the perils or causes ofIoss covered thereby . All such policies shall contain provisions to the effect that in the event of payment of any loss or damage the insurers wi1\ have no rights of recovery against any of the insureds or additional insureds thereunder. OWNER and CONTRAC- TOR waive all rights against each other and their respective officers, directors, partners, employees, agents, and other consultants and subcontractors of each and any of them for all losses and damages caused by, arising out of or resulting from any of the perils or causes of loss covered by such policies and any other property insurance applicable to the Work; and, in addition, waive all such rights against Subcontractors, ENGINEER, ENGINEER's Consultants, and all other individuals or entities identified in the Supplemen- tary Conditions to be listed as insureds or additional insureds (and the officers, directors, partners, employees, agents, and other consultants and subcontractors of each and any of them) under such policies for losses and damages so caused. None of the above waivers shall extend to the rights that any party making such waiver may have to the proceeds of insurance held by OWNER as trustee or otherwise payable under any policy so issued. - ~ B. OWNER waives-all rights against CONTRACTOR, Subcontractors, ENGINEER. 'ENGINEER's Consultants. and the officers, directors, partners, employees, agents, and other consultants and subcontractors of each and any of them for: 1. loss due to business interruption, loss of use, or other consequential loss extending beyond direct physical loss or damage to OWNER's property or the Work caused by, arising out of, or resulting from fire or other peril whether or not insured by OWNER; and 2. loss or damage to the completed Project or part . thereof caused by, arising out of, or resulting from fire or - otl}er insured peril or cause of loss covered by any property insurance maintained on the completed Project or part thereof by OWNER during partial utilization pursuant to paragraph 14.05, after Substantial Completion 00700 - 17 I Ii Ii Ii B. OWNER as fiduciary shall have power to adjust and settle any loss with the insurers unless one of the parties in interest shall object in writing within 15 days after the occurrence of loss to OWNER's exercise of this power. If A. CONTRACTOR shall supervise, inspect, and direct such objection be made, OWNER as fiduciary shall make the Work competently and efficiently, devoting such attention settlement with the insurers in accordance with such thereto and applying such skills and expertise as may be agreement as the parties in interest may reach. If no such necessary to perform the Work in accordance with the agreemeo1 among the parties in interest is reached, OWNER Contract Documents. CONTRACTOR sh.aI1 be solely as fiduciary shall adjust and settle the loss with the insurers responsible for the means, methods, techniques, sequences, and, if required in writing by any party in interest, OWNER' o' . and procedures ()fconstruction:, .but CONTRACfOR shall as fiduciary shall give bond for the proper performance of not be responsible for the negligence of OWNER or such duties. ENGINEER in the .design .or. specification of a specific means, method, technique, sequence, or procedure of construction which is shown or indicated in and expressly required by the Contract Documents. CONTRACTOR sh.all be responsible to see that the completed Work complies accurately with the Contract Documents. pursuant to paragraph 14.04, or after final payment pursuant to paragraph 14.07. < C. Any insurance policy maintained by OWNER cover- ;fug any loss, damage or consequential loss referred to in ,paragraph 5.07.B shall contain provisions to the effect that in ,.;the event of payment of any such loss, damage, or S~DSequential loss, the insurers will have no rights of :t:recovery against CONTRACTOR, Subcontractors, ~;'ENGlNEER, or ENGINEER's Consultants and the officers, >directors, partners, employees, agents, and other consultants it"~ and subcontractors of each and any of them. 5.08 Receipt and Application of Insurance Proceeds A. Any insured loss under the policies of insurance required by paragraph 5.06 will be adjusted with OWNER and made payable to OWNER as fiduciary for the insureds, as their interests may appear, subject to the requirements of any applicable mortgage clause and of paragraph 5.08.B. OWNER shall deposit in a separate account any money so received and shall distribute it in accordance with such agree- ment as the parties in interest may reach. If no other special agreement is reached, the damaged Work shall be repaired or replaced, the moneys so received applied on account thereof, and the Work and the cost thereof covered by an appropriate Change Order or Written Amendment. 5.09 Acceptance of Bonds and Insurance; Option to Replace A. If either OWNER or CONTRACTOR has any objection to the coverage afforded by or other provisions of the Bonds or insurance required to be purchased and maintained by the other party in accordance with Article 5 on the basis of non<onformance with the Contract Documents, the objecting party shall so notify the other party in writing within 10 days after receipt of the certificates (or other evidence requested) required by paragraph 2.0S.C. OWNER and CONTRACTOR shall each provide to the other such additional information in respect of insurance provided as the other may reasonably request. If either party does not , purchase or mainfain all of the Bonds and insurance required of such party by the Contract Documents, such party shall notify the other party in writing of such failure to purchase prior to the start of the Work, or of such failure to maintain prior to any change in the required coverage. Without prejudice to any other right or remedy, the other party may elect to obtain equivalent Bonds or insurance to protect such other party's interests at the expense of the party who was required to provide such coverage, and a Change Order shall be issued to adjust the Contract Price accordingly. 5.10 Partial Utilization, AcJ..:nowledgmenJ of Property Insurer A. If OWNER finds it necessary to occupy or use a portion or portions of the Work prior to Substantial Completion of all the Work.as provided in paragraph 14.05, no such use or occupancy shall commence before the insurers providing the property insurance pursuant to paragraph 5.06 have acknowledged notice thereof and in writing effected any changes in coverage necessitated thereby. The insurers providing the property insurance shall consent by endorse- ment on the policy or policies, but the property insurance shall not be canceled or permitted to lapse on account of any such partial use or occupancy. ARTICLE 6 - CONTRACTOR'S RESPONSIBILITIES 6.01 Supervision and Superimendence B. At all times during the progress of the Work, CONTRACTOR shall assign a competent resident superin- tendent thereto who shall not be replaced without written notice to OWNER and ENGINEER except under extraordinary circumstances. The mperintendent will be COl)ITRACTOR's representative at the Site and sba11 have authority to act on behalf of CONTRACTOR. All communications given to or received from the superintendent shall be binding on CONTRACTOR. 00700 - 18 lAbor; Working Hours A. CONTRACTOR shall provide competent, suitably qualified personnel to survey, layout, and construct the Work as required by the Contract Documents. CON- TRACTOR shaH at all times maintain good discipline and order at the Site. B. Except as otherwise required for the safety or protection of persons or the Work or property at the Site or adjacent thereto, and except as otherwise stated in the Contract Documents, all Work at the Site shall be perfonned during regular working hours, and CONTRACTOR will not permit overtime work or the performance of Work on Saturday, Sunday, or any legal holiday without OWNER's written consent (which will not be unreasonably withheld) given after prior written notice to ENGINEER. 6.03 Services, Malerials, and Equipment A. Unless otherwise specified in the General Re- quirements, CONTRACTOR shall provide and assume full responsibility for all services, materials, equipment, labor, transportation, construction equipment and machinery, tools, appliances, fuel, power, light, heat, telephone, water, sanitary facilities, temporary facilities, and all other facilities and incidentals necessary for the performance, testing, start-up, and completion of the Work. I [ I I I I I B. All materials and equipment incorporated into the Work shall be as specified or, if not specified, shall be of good quality and new, except as otherwise provided in the Contract Documents. All warranties and guarantees specifically called for by the Specifications shall expressly nm to the benefit of OWNER. If required by ENGINEER, CONTRAcroR shall furnish satisfactory evidence (mcluding reports of required tests) as to the source, kind, and quality of materials and equipment. All materials and equipment shall be stored, applied, installed, connected, erected, protected, used, cleaned, and conditioned in accordance with instructions of the applicable Supplier, except as otherwise may be provided in the Contract Docu- ments. 6.04 Progress Schedule A. CONTRACfOR shall adhere to the progress schedule established in accordance with paragraph 2.07 as it may be adjusted from time to time as provided below. I. CONTRACI"OR shall submit to ENGINEER for acceptance (to the extent indicated in paragraph 2.07) proposed adjustments in the progress schedule that will not result in changing the Contract TIIDeS (or Milestones). Such adjustments will conform generally to the progress schedule then in effect and additionally will comply with 00700 - 19 any provisions of the General Requirements applicable thereto. 2. Proposed adjustments in the progress schedule that will change the Contract Times (or Milestones) shall be submitted in accordance with the requirements of Article 12. Such adjustments may only be made by a Change Order or Written Amendment in accordance with Article 12. 6.05 Substitutes and "Or-Equals" A. Whenever an item of material or equipment is specified or described in the Contract Documents by using the name of a proprietary item or the name of a particular Supplier, the specification or description is intended to establish the type, function, appearance, and quality required. Unless the specification or description contains or is followed by words reading that no like, equivalent, or "or-equ.al" item or no substitution is permitted, other items of material or equipment or material or equipment of other Suppliers may be submitted to ENGINEER for review under the circum- stances described below. 1. "Or-Equal" Items: If in ENGINEER's sole discretion an item of material or equipment proposed by CONTRACTOR is functionally equal to that named and sufficiently similar so that no change in related Work will be required, it may be considered by ENGINEER as an "or-equal" item, in which case review and approval of the proposed item may, in ENGINEER's sole discretion, be accomplished without compliance with some or all of the requirements for approval of proposed substitute items. For the purposes of this paragraph 6.05.A.l, a proposed item of material or equipment will be considered functionally equal to an item so named if: a. in the exercise of reasonable judgment ENGINEER determines that: (i) it is at least equal in quality, durability, appearance, strength, and design characteristics; (ii) it will. reliably perform at least equally well the function imposed by the design concept of the completed Project as a functioning whole, and; b. CONTRACTOR certifies that: (i) there is no increase in cost to the OWNER; and (ii) it will conform substantially, even with deviations, to the detailed requirements of the item named in the Contract Documents. ,. 2. Substitute Items a. If in ENGINEER's sole discretion an item of material or equipment proposed by CONTRACTOR does not qua::fy as an "or-equal" item under - 1IiI1."- II paragraph 6.05.A.I, it will be considered a proposed substitute item. b. CONTRACTOR shall submit sufficient information as provided below to allow ENGINEER to determine that the item of material or equipment proposed is essentially equivalent to that named and an acceptable substitute therefor. Requests for review of proposed substitute items of material or equipment will not be accepted by ENGINEER from anyone other than CONTRACTOR. c. The procedure for review by ENGINEER will be as set forth in paragraph 6.05.A.2.d, as supplemented in the General Requirements and as ENGINEER may decide is appropriate under the circumstances. d. CONTRACTOR shall first make written application to ENGINEER for review of a proposed substitute item of material or equipment that CONTRACTOR seeks to furnish or use. The application shall certify that the proposed substitute item will perform adequately the functions and achieve the results called for by the general design, be similar in substance to that specified, and be suited to the same use as that specified. The application will state the extent, if any, to which the use of the proposed substitute item will prejudice CONTRACTOR's achievement of Substantial Completion on time, whether or not use of the proposed substitute item in the Work will require a change in any of the Contract Documents (or in the provisions of any other direct contract with OWNER for work on the Project) to adapt the design to the proposed substitute item and whether or not incorporation or use of the proposed substitute item in connection with the Work is subject to payment of any license fee or royalty. All variations of the pro- posed substitute item from that specified will be identified in the application, and available engineering, sales, maintenance, repair, and replacement services will be indicated. The application will also conuin an itemized estimate of all costs or credits that will result directly or indi- rectly from use of such substitute item, including costs of redesign and claims of other contractors affected by any resulting change, all of which will be considered by ENGINEER in evaluating the proposed substitute item. ENGIN~ER may require CON- TRACfOR to furnish additional data about the pro- posed substitute item. B. Substitute Construction Methods or Procedures: If a specific means, method, technique, sequence, or procedure of construction is shown or indicated in and expressly 00700 - 20 required by the Contract Documents, CONTRACTOR may furnish or utilize a substitute means, method, technique. sequence, or procedure of construction approved by ENGI- NEER. CONTRACTOR shall submit sufficient information to allow ENGINEER, in ENGINEER's sole discretion, to determine that the substitute proposed is equivalent to that expressly called for by the Contract Documents. The proce- dure for review by ENGINEER will be similar to that provided in subparagraph 6.05.A.2. C. Engineer's Evaluation: ENGINEER will be allowed a reasonable time within which to evaluate each proposal or submittal made pursuant to paragraphs 6.05.A and 6.05.B. ENGINEER will be the sole judge of accepubility. No "or-equal" or substitute will be ordered, installed or utilized until ENGINEER's review is complete, which will be evidenced by either a Change Order for a substitute or an approved Shop Drawing for an "or equal.. ENGINEER will advise CONTRACTOR in writing of any negative determination. D. Special Guarantee: OWNER may require CON- TRACTOR to furnish at CONTRACTOR's expense a special performance guarantee or other surety with respect to any substitute. E. ENGINEER's Cost ReimbursemenJ: ENGINEER will record time required by ENGINEER and ENGINEER's Consultants in evaluating substitute proposed or submitted by CONTRACTOR pursuant to paragraphs 6.05.A.2 and 6.05.B and in making changes in the Contract Documents (or in the provisions of any other direct contract with OWNER for work OD the Project) occasioned thereby. Whether or not ENGINEER approves a substitute item so proposed or submitted by CONTRACTOR, CONTRACTOR shall reimburse OWNER for the charges of ENGINEER and " ENGINEER's Consultantsiorevaluating each such proposed substitute. F. CONTRACTOR's Expense: CONTRACTOR shall provide all data in support of any proposed substitute or "or-equal" at CONTRACTOR's expense. 6.06 Concerning SubconJractors, Suppliers. and Others A. CONTRACTOR shall not employ any Subcontractor, Supplier, or other individual or entity (including those accepuble to OWNER as indicated in paragraph 6.06.B), whether initially or as a replacement, against whom OWNER may have reasonable objection. CONTRACTOR shall not be required to employ any Subcontractor, Supplier, or other indinduaI or entity to furnish or perform any of the Work against whom CONTRACTOR has reasonable objection. B. If the Supplementary Conditions require the identity of certain Subcontractors, Suppliers, or other individuals or " cnrities to be submitted to OWNER in advance for acceptance by OWNER by a specified date prior to the Effective Date of the Agreement, and if CONTRACTOR has submitted a list thereof in accordance with the Supplementary Conditions, OWNER's acceptance (either in writing or by failing to make written objection thereto by the date indicated for acceptance or objection in the Bidding Documents or the Contract Documents) of any such Subcontractor, Supplier, or other individual or entity so identified may be revoked on the basis of reasonable objection after due investigation. CON- TRACTOR shall submit an acceptable replacement for the rejected Subcontractor, Supplier, or other individual or entity, and the Contract Price will be adjusted by the differ- ence in the cost occasioned by such replacement, and an appropriate Change Order will be issued or Written Amendment signed. No acceptance by OWNER of any such Subcontractor, Supplier, or other individual or entity, whether initially or as a replacement, shall constitute a waiver of any right of OWNER or ENGINEER to reject defective Work. C. CONTRACTOR shall be fully responsible to OWNER and ENGINEER for all acts and omissions of the Subcontractors, Suppliers, and other individuals or entities performing or furnishing any of the Work just as CONTRACTOR is responsible for CONTRACTOR's own acts and omissions. Nothing in the Contract Documents shall create for the benefit of any such Subcontractor, Supplier, or other individual or entity any contractual relationship between OWNER or ENGINEER and any such Subcontractor, Supplier or other individual or entity, nor shall it create any obligation on the part of OWNER or ENGINEER to payor to see to the payment of any moneys due any such Subcon- tractor, Supplier, or other individual or entity except as may otherwise be required by Laws and Regulations. D. CONTRACTOR shall be solely responsible for scheduling and coorrlinatiJJg the Work of Subcontractors, Suppliers, and other individuals or entities performing .or. furnishing any of the Work under a direct or indirect contract . with CONTRACTOR. . I I I E. CONTRACTOR shall require all Subcontractors, Suppliers, and such other individuals or entities performing or furnishing any of the Work to communicate with ENGI- NEER through CONTRACTOR. F. The divisions and sections of the Specifications and the identifications of any Drawings shall not control CONTRACTOR in dividing che Work among Subcontractors or Suppliers or delineating che Work to be performed by any specific trade. G. All Work performed for CONTRACTOR by a Subcontractor or Supplier will be pursuant to an appropriate agreement between CONTRACTOR and the Subcontractor I II or Supplier which specifically binds the Subcontractor or Supplier to the applicable terms and conditions of the Contract Documents for the benefit of OWNER and ENGINEER. Whenever any such agreement is with a Subcontractor or Supplier who is listed as an additional insured on the property insurance provided in paragraph 5.06, the agreement between the CONTRACTOR and the Subcontractor or Supplier will contain provisions whereby the Subcontractor or Supplier waives all rights against OWNER, CONTRACTOR, ENGINEER, ENGINEER's Consultants, and all other individuals or entities identified in the Supplementary Conditions to be listed as insureds or additional insureds (and the officers, directors, partners, employees, agents, and other consultants and subcontractors of each and any of them) for all losses and damages caused by, arising out of, relating to, or resulting from any of the perils or causes of loss covered by such policies and any other property insurance applicable to the Work. If the insurers on any such policies require separate waiver forms to be signed by any Subcontractor or Supplier. CONTRAC- TOR will obtain the same. 6.07 Palen! Fees and Royalties A. CONTRACTOR shall pay all license fees and royalties and assume all costs incident to the use in the perfonnance of the Work or the inrorporation in the Work of any invention, design, process, product, or device which is the subject of patent rights or copyrights held by others. If a particular invention, design, process, product, or device is specified in the Contract Documents for use in the performance of the Work and if to the actual knowledge of OWNER or ENGINEER its use is subject to patent rights or copyrights calling for the payment of any license fee or royalty to others, the existence of such rights shall be disclosed by OWNER in the Contract Documents. To the fullest extent permitted by laws and Regulations, CONTRACTOR . shall. indemnify and hold harmless OWNER. ENGINEER. ENGINEER's Consultants, and the . _ officers~~directors,partners...employees or agents, and other consultants of each' and any of them from and against all claims, costs. losses, and damages .(includlng but not limited to all fees and charges of engineers, architects. attorneys, and other professionals and all court or arbitration or other dispute resolution costs) arising out of or relating to any infringement of patent rights or copyrights incident to the use in the performance of the Work or resulting from the incorporation in the Work of any invention, design, process, product. or device not specified in the Contract Documents. 6.08 Permits A.r Unless otherwise provided in the Supplementary Conditions, CONTRACTOR shall ob~ and pay for all construction permits and licenses. OWNER shall assist CONTRACTOR. when necessary, in obtaining such permits 00700 - 21 .~.:. III and licenses. CONTRACTOR shall pay all governmental charges and inspection fees necessary for the prosecution of the Work which are applicable at the time of opening of Bids, or, if there are no Bids, on the Effective Date of the Agreement. CONTRACTOR shall pay all charges of utility owners for connections to the Work, and OWNER shall pay all charges of such utility owners for capital costs related thereto, such as plant investment fees. 6.09 Laws and Regu/aJions A. CONTRACTOR shall give all notices and comply with all Laws and Regulations applicable to the performance of the Work. Except where otherwise expressly required by applicable Laws and Regulations, neither OWNER nor ENGINEER shall be responsible for monitoring CONTRACTOR's compliance with any Laws or Regulations. B. If CONTRACTOR performs any Work mowing or having reason to know that it is contrary to Laws or Regulations, CONTRACTOR shall bear all claims, costs, losses, and damages (including but not limited to all fees and charges of engineers, architects, attorneys, and other professionals and all court or arbitration or other dispute resolution costs) arising out of or relating to such Work; however, it shall not. be CONTRACTOR's primary responsibility to make certain that the Specifications and Drawings are in accordance with Laws and Regulations, but this shall not relieve CONTRACTOR of CONTRACTOR's obligations under paragraph 3.03. C. Changes in Laws or Regulations not mown at the time of opening of Bids (or, on the Effective Date of the Agreement if there were no Bids) having an effect on the cost or time of performance of the Work may be the subject of an adjustment in Contract Price or Contract Times. If OWNER and CONTRAcroR are unable to agree on entitlement to or on the amount or extent, if any, of any such adjustment, .a Claim may be made therefor as provided in paragraph 10.05. 6.10 Taxes A. CONTRACTOR shall pay all sales, consumer, use, and other similar taxes required to be paid by CONTRAC- TOR in accordance with the Laws and Regulations of the place of the Project which are applicable during the performance of the Work. 6. I 1 Use of Site and Other Areas A. LimiJation on Use of Site and Other Areas 1. CONTRACTOR shall confme construction equipment, the storage of materials and equipment, and the operations of workers to the Site and other areas permitted by Laws and Regulations, and shall not unreasonably encumber the Site and other areas with construction equipment or other materials or equipment. CONTRACTOR shall assume full responsibility for any damage to any such land or area, or to the owner or occupant thereof, or of any adjacent land or areas resulting from the performance of the Work. 2. Should any claim be made by any such owner or occupant because of the performance of the Work, CONTRACTOR shall promptly settle with such other party by negotiation or otherwise resolve the claim by arbitration or other dispute resolution proceeding or at law. 3. To the fullest extent permitted by Laws and Regulations, CONTRACTOR shall indemnify and hold harmless OWNER, ENGINEER, ENGINEER's Consultant, and the officers, directors, partners, employees, agents, and other consultants of each and any of them from and against all claims, costs, losses, and damages (including but not limited to all fees and charges of engineers, architects, attorneys, and other professionals and all court or arbitration or other dispute resolution costs) arising out of or relating to any claim or action, legal or equitable, brought by any such owner or occupant against OWNER, ENGINEER, or any other party indemnified hereunder to the extent caused by or based upon CONTRACTOR's performance of the Work. B. Removal of Debris During Perfonnance of the Work: During the progress of the Work CONTRACTOR shall keep the Site and other areas free from accumulations of waste materials, rubbish, and other debris. Removal and disposal of such waste materials, rubbish, and other debris shall con- form to applicable Laws and Regulations. C. Cleaning: Prior to Substantial Completion of the WorkCON1RACTORshal1.clean the Site and make it ready for utilization by OWNER. At the completion of the Work CONTRACTOR shall remove from the Site all tools, appliances, construction equipment and machinery, and surplus materials and shall restore to original condition all property not designated for alteration by the Contract Documents . D. Loading Structures: CONTRACTOR shall not load nor permit any part of any structure to be loaded in any manner that will endanger the structure, nor shall CONTRACTOR subject any part of the Work or adjacent property to stresses or pressures that will endanger it. 6.12 Record Documents r A. CONTRACTOR shall JTI:linttlio in a safe place at the Site one record copy of all Drawings, Specifications, Addenda, Written Amendments, Change Orders, Work 00700 - 22 Ql.ange Directives, Field Orders, and written interpretations and clarifications in good order and annotated to show changes made during construction. These record documents together with all approved Samples and a counterpart of all approved Shop Drawings will be available to ENGINEER for reference. Upon completion of the Work, these record documents, Samples, and Shop Drawings will be delivered to ENGINEER for OWNER. 6.13 Safety and Protection A. CONTRACTOR shall be solely responsible for initiating, maintaining and supervising all safety precautions and programs in connection with the Work. CONTRACTOR shall take all necessary precautions for the safety of, and shall provide the necessary protection to prevent damage, injury or loss to: 1. all persons on the Site or who may be affected . by the Work; 2. all the Work and materials and equipment to be incorporated therein, whether in storage on or off the Site; and 3. other property at the Site or adjacent thereto, including trees, shrubs, lawns, walks, pavements, roadways, structures, utilities, and Underground Facilities not designated for removal, relocation, or replacement in the course of constructioD. B. CONTRACTOR shall comply with all applicable Laws and Regulations relating to the safety of persons or property, or to the protection of persons or property from damage, injury, or loss; and shall erect and maintain all necessary safeguards for such safety and protection. CONTRAcroR shall notify owners of adjacent property and of Underground Facilities and other utility owners when prosecution of the Work may affect them. and sball cooperate with them in the protection, removal, relocation, and replacement of their property. All damage, injury, or loss to any property referred to in paragraph 6.13.A.2 or 6.13.A.3 caused, directly or indirectly, in whole or in part, by CON- TRACTOR, any Subcontractor, Supplier, or any other individual or entity directly or indirectly employed by any of them to perform any of the Work, or anyone for whose acts any of them maybe liable, shall be remedied by CONTRACTOR (except damage or loss attributable to the fault of Drawings or Specifications or to the acts or omissions of OWNER or ENGINEER or ENGINEER's Con- sultant, or anyone employed by any of them, or anyone for whose acts any of them may be liable, and not attributable, directly or indirectly, in whole or in part, to the fault or negligence of CONTRACTOR or any Subcontractor, Supplier, or other individual or entity directly or indirectly employed by any of them). CONTRACTOR's duties and I responsibilities for safety and for protection of the Work &hall continue until such time as all the Work is completed and ENGINEER has issued a notice to OWNER' and CONTRACTOR in accordance with paragraph 14.07.B that the Work is acceptable (except as otherwise expressly provided in connection with Substantial Completion). 6.14 Safety Represeruative A. CONTRACTOR shall designate a qualified and experienced safety representative at the Site whose duties and responsibilities shall be the prevention of accidents and the maintaining and supervising of safety precautions and programs. 6.15 Hazard Communicalion Programs A. CONTRACTOR shall be responsible for coordinating any exchange of material-safety .data sheets or other hazard communication information required to be made available to or exchanged between or among employers at the Site in accordance with Laws or Regulations. 6.16 Emergencies A. In emergencies affecting the safety or protection of persons or the Work or property at the Site or adjacent thereto, CONTRACTOR is obligated to act to prevent threatened damage, injury, or loss. CONTRACTOR shall give ENGINEER prompt written notice if CONTRACTOR believes that any significant changes in the Work or variations from the Contract Documents have been caused thereby or are required as a result thereof. If ENGINEER determines that a change in the Contract Documents is required because of the action taken by CONTRACTOR in response to such an emergency, a Work Change Directive or Change Order will be issued. 6~ 17 Shop Drawings and Samples A. CONTRACTOR shall submit Shop Drawings to ENGINEER for review and appro:val in accordance with the acceptable schedule of Shop Drawings and Sample submittals. All submittals will be identified as ENGINEER may require and in the number of copies specified in the General Requirements. The data shown on the Shop Drawings will be complete with respect to quantities, dimen- sions, specified performance and design criteria, materials, and similar data to show ENGINEER the services, materials, and equipment CONTRACTOR proposes to provide and to enable ENGINEER to review the information for the limited porposes required by paragraph 6.17.E. ,. B. CONTRACTOR shall also submit Samples to ENGINEER for review and approval ui accordance with the acceptable schedule of Shop Drawings and Sample 00700 - 23 ,- ! . - 11 I bmittals. Each Sample wiIl be identified clearly as to terial, Supplier, pertinent data such as catalog numbers, the use for which intended and otherwise as ENGINEER Play require to enable ENGINEER to review the submittal 'for the limited purposes required by paragraph 6. 17. E. The ,numbers of each Sample to be submitted will be as specified 'in the Specifications. C. Where a Shop Drawing or Sample is required by the Contract Documents or the schedule of Shop Drawings and Sample submittals acceptable to ENGINEER as required by paragraph 2.07, any related Work perfonned prior to ENGINEER's review and approval of the pertinent submittal will be at the sole expense and responsibility of CONTRACTOR. D. Submittal Procedures I. Before submitting each Shop Drawing or Sample, CONTRACTOR shall have determined and veriiied: a. all field measurements, quantities, dimen- sions, specified performance criteria, installation requirements, materials, catalog numbers, and similar information with respect thereto; b. all materials with respect to intended use, fabrication, shipping, handling, storage, assembly, and installation pertaining to the perfonnance of the Work; c. all information relative to means, methods, techniques, sequences, and procedures of construc- tion and safety precautions and programs incident thereto; and d. CONTRACTOR sha11 also have reviewed and coordinated each Shop Drawing or Sample with other Shop Drawings and Samples and with the requirements of the Work and the Contract Docu- ments. 2. Each submittal shall bear a stamp or specific written indication that CONTRACTOR has satisfied CONTRACTOR's obligations under the Contract Documents with respect to CONTRACTOR's review and approval of that submittal. 3. At the time of each submittal, CONTRACTOR shall give ENGINEER specific written notice of such variations, if any, that the Shop: Drawing or Sample submitted may have from the requirements of the Contract Documents, such notice to be in a written com- munication separate from the submittal; and, in addition, sha11 cause a specific notation to be made on each Shop 00700 - 24 Drawing and Sample submitted to ENGINEER for review and approval of each such variation. E. ENGINEER's Review 1. ENGINEER will timely review and approve Shop Drawings and Samples in accordance with the schedule of Shop Drawings and Sample submittals acceptable to ENGINEER. ENGINEER's review and approval will be only to determine if the items covered by the submittals will, after installation or incorporation in the Work, conform to the information given in the Contract Documents and be compatible with the design concept of the completed Project as a functioning whole as indicated by the Contract Documents. 2. ENGINEER's review and approval will not extend to means, methods, techniques, sequences, or procedures of construction (except where a particular means, method, technique, sequence, or procedure of construction is specifically and expressly called for by the Contract Documents) or to safety precautions or programs incident thereto. The review and approval of a separate item as such will not indicate approval of the assembly in which the item functions. 3. ENGINEER's review and approval of Shop Drawings or Samples shall not relieve CONTRACTOR from responsibility for any variation from the require- ments of the Contract Documents unless CONTRACTOR has in writing called ENGINEER's attention to each such variation at the time of each submittal as required by paragraph 6.17.D.3 and ENGINEER has given written approval of each such variation by specific written notation thereof incorporated in or accompanying the Shop Drawing or Sample approval; nor will any approval by ENGINEER relieve CONTRACTOR .from responsibility _ for - complying:with the requirements of paragraph 6.17.D.1. F. Resubmittal Procedures 1. CONTRACTOR shall make corrections required by ENGINEER and shall return the required number of corrected copies of Shop Drawings and submit as required new Samples for review and approval. CON- TRACTOR shall direct specific attention in writing to revisions other than the corrections called for by ENGI- NEER on previous submittals. 6.18 Continuing the Work l' A. CONTRACTOR sha11 carry on the Work and adhere to the progress schedule during all disputes or disagreements with OWNER. No Work shall be delayed or postponed pending resolution of any disputes or disagreements, except di B ~ - permitted by paragraph 15.04 or as OWNER and ONTRACTOR may otherwise agree in writing. CONTRACTOR's General Warranty and Guaranlee A. CONTRACTOR warrants and guarantees to OWNER, ENGINEER, and ENGINEER's Consultants that all Work will be in accordance with the Contract Documents and will not be defective. CONTRACTOR's warranty and guarantee hereunder excludes defects or damage caused by: I. abuse, modification, or improper maintenance or operation by persons other than CONTRACTOR, Sub- contractors, Suppliers, or any other individual or entity for whom CONTRACTOR is responsible; or 2. normal wear and tear under normal usage. B. CONTRACTOR's obligation to perform and complete the Work in accordance with the Contract Documents shall be absolute. None of the following will constitute an acceptance of Work that is not in accordance with the Contract Documents or a release of CONTRACTOR's obligation to perform the Work in accordance with the Contract Documents: 1. observations by ENGINEER; 2. recommendation by ENGINEER or payment by OWNER of any progress or final payment; 3. the issuance of a certificate of Substantial Completion by ENGINEER or any payment related thereto by OWNER; 4. use or occupancy of the Work or any part thereof by OWNER; 5. any acceptance by OWNER or any failure to do so; 6. any review and approval ofa Shop Drawing or Sample submittal or the issuance of a notice of acceptabil- ity by ENGINEER; 7. any inspection, test, or approval by others; or 8. any correction of defective Work by OWNER. 6.20 Indemnification A. To the fullest extent permitted by Laws and Regula- tions, CONTRACTOR shall indemnify and hold harmless OWNER, ENGINEER, ENGINEER's Consultants, and the officers, directors, partners, employees, agents, and other consultants and subcontractors of each and any of them from and against all claims, costs, losses, and damages (including but not limited to all fees and charges of engineers, architects, attorneys, and other professionals and all court or arbitration or other dispute resolution costs) arising out of or relating to the performance of the Work, provided that any such claim, cost, loss, or damage: I. is attributable to bodily injury, sickness,disease, or death, or to injury to or destruction of tangible property (other than the Work itself), including the loss of use resulting therefrom; and 2. is caused in whole or in part by any negligent act or omission of CONTRACTOR, any Subcontractor, any Supplier, or any individual or entity directly or indirectly employed by any of them to perform any of the Work or anyone for whose acts any of them may be liable, .regardless of _whether or not caused in part by any negligence or omission of an individual or entity indem- nified hereunder or whether liability is imposed upon such indemnified party by Laws and Regulations regardless of the negligence of any such individual or entity. B. In any and all claims against OWNER or ENGINEER or any of their respective consultants, agents, officers, directors, partners, or employees by any employee (or the survivor or personal representative of such employee) of CONTRACTOR, any Subcontractor, any Supplier, or any individual or entity directly or indirectly employed by any of them to perform any of the Work, or anyone for whose acts any of them may be liable, the indemnification obligation under paragraph 6.20.A shall not be limited in any way by any limitation on the amount or type of damages, compensation. or benefits payable by or for CONTRACfOR o~ any such Subcontractor, Supplier, or other individual or entity under workers' compensation acts, disability benefit . acts, or other employee benefit acts. C. The indemnification:obligations of CONTRACTOR under paragraph 6.20.A'shall not extend to the liability of ENGINEER and ENGINEER'!i Conswtants or to the officers, directors, partners, employees, agents, and other consultants and subcontractors of each and any of them arising out of: 1. the preparation or approval of, or the failure to prepare or approve, maps, Drawings, opinions, reports, surveys, Change Orders, designs, or Specifications; or 2. giving directions or instructions, or failiDg to - give them, if that is the primary cause of the injury or dafuage. 00700 - 25 TICLE 7 - OlliER WORK Rela1ed Work aJ Site A. OWNER may perform other work related to the Project at the Site by OWNER's employees, or let other direct contracts therefor, or have other work performed by . utility owners. If such other work is not noted in the Con- tract Documents, then: 1. written notice thereof will be given to CON- TRACTOR prior to starting any such other work; and 2. if OWNER and CONTRACTOR are unable to agree on entitlement to or on the amount or extent, if any, of any adjustment in the Contract Price or Contract Times that should be allowed as a result of such other work, a Claim may be made therefor as provided in paragraph 10.05. B. CONTRACTOR shall afford each other contractor who is a party to such a direct contract and each utility owner (and OWNER, if OWNER is performing the other work with OWNER's employees) proper and safe access to the Site and a reasonable opportunity for the introduction and storage of materials and equipment and the execution of such other work and shall properly coordinate the Work with theirs. Unless otherwise provided in the Contract Documents, CON- TRACTOR shall do all cutting, fitting, and patching of the Work that may be required to prope~ly connect or otherwise make its several parts come together and properly integrate with such other work. CONTRACTOR shall not endanger any work of others by cutting, excavating, or otherwise altering their work and will pnly cut or alter their work with the written consent of ENGINEER and the others whose work will be affected. The duties and responsibilities of CONTRAcroR under this paragraph are for the benefit of such utility owners and other contractors to the extent that there are comparable provisions for the benefit of CONTRACTOR in said direct contracts between OWNER and such utility owners and other contractors. C. If the proper execution or results of any part of CONTRACTOR's Work depends upon work performed by others under this Article 7, CONTRACTOR shall inspect such other work and promptly report to ENGINEER in writing any delays, defects, or deficiencies in such other work that render it unavailable or unsuitable for tlie proper execution and results of CONTRACTOR's Work. CONTRACTOR's failure -to so report will coristitute an acceptance of such other work as fit and proper for integration with CONTRACTOR's Work except for latent defects and deficiencies in such other work. 7.02 Coordination A. If OWNER intends to contract with others for the performance of other work on the Project at the Site, the following will be set forth in Supplementary Conditions: I. the individual or entity who will have authority and responsibility for coordination of the activities among the various contractors will be identified; 2. the specific matters to be covered by such authority and responsibility will be itemized; and 3. the extent of such authority and responsibilities will be provided. B. Unless otherwise provided in the Supplementary Conditions, OWNER shall have sole authority.and respon- sibility for such coordination. ARTICLE 8 - OWNER'S RESPONSmILlTIES 8.01 Communicarions to Contractor A. Except as otherwise provided in these General Condi- tions, OWNER shall issue all communications to CONTRACTOR through ENGINEER. 8.02 Replacemenr of ENGINEER A. In case of termination of the employment of ENGI- NEER, OWNER shall appoint an engineer to whom CON1RACfOR makes no reasonable objection., whose status under the Contract Documents shall be that of the former ENGINEER. 8.03 Furnish Data A. OWNER shall promptly furnish the data required of OWNER under the Contract Documents. 8.04 Pay Promptly When Due A. OWNER shall make payments to CONTRACTOR promptly when they are due as provided in paragraphs 14.02.C and 14.07.C. 8.05 lAnds and Easements; Reports and Tests J{ OWNER's duties in respect of providing lands and easements and providing engineering surveys to establish reference points are set forth in paragraphs 4.01 and 4.05. Paragraph 4.02 refers to OWNER's identifying and making available to CONTRACTOR copies of reports of explorations 00700 - 26 ':](~ ?)~: II ." r ',_, . and tests of subsurface conditions and drawings of physical conditions in or relating to existing surface or subsurface structures at or contiguous to the Site that have been utilized by ENGINEER in preparing the Contract Documents. 8.06 Insurance A. OWNER's responsibilities, if any, in respect to pur- chasing and maintaining liability and property insurance are set forth in Article 5. 8.07 Qwnge Orders A. OWNER is obligated to execute Change Orders as indicated in paragraph 10.03. 8.08 Inspections. Tests, and Approvals A. OWNER's responsibility in respect to certain inspec- tions, tests, and approvals is set forth in paragraph 13.03.B. 8.09 limitations on OWNER's Responsibilities A. The OWNER shall not supervise, direct, or have control or authority over, nor be responsible for, CONTRACTOR's means, methods, techniques, sequences, or procedures of construction, or the safety precautions and programs incident thereto, or for any failure of CON- TRACTOR to comply with Laws and Regulations applicable to the performance of the Work. OWNER will not be responsible for CONTRACTOR's failure to perform the Work in accordance with the Contract Documents. 8.10 Undisclosed Hazardous Envirorunental Condition A. OWNER's responsibility in respect to an undisclosed Hazardous Environmental Condition is set forth in paragraph 4.06. 8.11 Evideru:e of Financial Arrangements A. If and to the extent OWNER has agreed to furnish CONTRACTOR reasonable evidence that fmanciaI arrangements have been made to satisfy OWNER's obligations under the Contract Documents, OWNER's responsibility in respect thereof will be as set forth in the Supplementary Conditions. ARTICLE 9 - ENGINEER'S STATUS DURING CONSTRUCTION 9.01 OWNER'S Representative A. ENGINEER will be OWNER's representative during the construction period. The duties and responsibilities and the limitations of authority of ENGINEER as OWNER's representative during construction are set forth in the Contract Documents and will not be changed without written consent of OWNER and ENGINEER, 9.02 Visits to Site A. ENGINEER will make visits to the Site at intervals appropriate to the various stages of construction as ENGINEER deems necessary, in order to observe as an experienced and qualified'design professional the progress that has been made and the quality of the various aspects of CONTRACTOR's executed Work. Based on information obtained during such visits and observations, ENGINEER, for the benefit of OWNER, will determine, in general, if the Work is proceeding in accordance with the Contract Documents. ENGINEER will not be required to make exhaustive or continuous inspections on the Site to check the quality or quantity of the Work. ENGINEER's efforts will be directed toward providing for OWNER a greater degree of confidence that the completed Work will conform generally to the Contract Documents. On the basis of such visits and observations, ENGINEER will keep OWNER informed of the progress of the Work and will endeavor to guard OWNER against defective Work. B. ENGINEER's visits and observations are subject to all the limitations on ENGINEER's authority and responsibility set forth in paragraph 9.10, and particularly, but withoU11imitation..during or.-as a result of ENGINEER's visits or observations of CONTRACTOR's Work ENGINEER will not supervise, direct, control, or have authority over or be responsible for CONTRACTOR's means, methods, techniques, sequences-: or procedures of construction, or the safety precautions and programs incident thereto, or for any failure of CONTRACTOR to comply with Laws and Regulations applicable to the performance of the Work. 9.03 Projed Represemative A. If OWNER and ENGINEER agree, ENGINEER will furnish a Resident Project Representative to ~ist ENqINEER in providing more extensive observation of the Work. The responsibilities and authority and limitations thereon of any such Resident Proj~ Representative and assistants will be as provided in paragraph 9.10 and in the Supplementary Conditj~ns. If OWNER designates another 00700 - 27 ~ II I I I - representative or agent to represent OWNER at the Site who is not ENGINEER's Consultant, agent or employee, the responsibilities and authority and limitations thereon of such other individual or entity will be as provided in the Supple- mentary Conditions. 9.04 Clarifica/ions and InJerpretations A. ENGINEER will issue with reasonable promptness such written clarifications or interpretations of the require- ments of the Contract Documents as ENGINEER may deter- mine necessary, which shall be consistent with the intent of and reasonably inferable from the Contract Documents. Such written clarifications and interpretations will be binding on OWNER and CONTRACTOR. If OWNER and CON- TRACTOR are unable to agree on entitlement to or on the amount or extent, if any, of any adjustment in the Contract Price or Contract Times, or both, that should be allowed as a result of a written clarification or interpretation. a Claim may be made therefor as provided in paragraph 10.05. 9.05 Authorized Variations in Work A. ENGINEER may authorize minor variations in the Work from the requirements of the Contract Documents which do not involve an adjustment in the Contract Price or the Contract Times and are compatible with the design concept of the completed Project as a functioning whole as indicated by the Contract Documents. These may be accomplished by a Field Order and will be binding on OWNER and also on CONTRACTOR, who shall perform the Work involved promptly. If OWNER and CONTRAC- TOR are unable to agree on entitlement to or on the amount or extent, if any, of any adjustment in the Contract Price or Contract Times, or both, as a result of a Field Order, a Claim may be made therefor as provided in paragraph 10.05. 9.06 Rejecting Defective Work A. ENGINEER will have authority to disapprove or reject Work which ENGINEER believes to be defective, or that ENGINEER believes will not produce a completed Project that conforms to the Contract Documents or that will prejudice the integrity of the design concept of the completed Project as a functioning whole as indicated by the Contract Documents. ENGINEER will also have authority to require special inspection or testing of the Work as provided in paragraph 13.04, whether or not the Work is fabricated, installed, or completed. 9.07 Shop Drawings, Oi.!mge Orders and Payments A. In connection with ENGINEER's authority as to Shop Drawings and Samples, see paragraph 6.17. 00700 - 28 B. In connection with ENGINEER's authority as to Change Orders, see Articles 10, II, and 12. C. In connection with ENGINEER's authority as to Applications for Payment, see Article 14. 9.08 Determinarionsfor Unit Price Work A. ENGINEER will determine the actual quantities and classifications of Unit Price Work perfonned by CONTRACTOR. ENGINEER will review with CON- TRACTOR the ENGINEER's preliminary determinations on such matters before rendering a written decision thereon (by recommendation of an Application for Payment or otherwise). ENGINEER's written decision thereon will be fmal and binding (except as, modified by ENGINEER to reflect changed factual conditions or more accurate data) upon OWNER and CONTRACTOR, subject to the provisions of paragraph 10.05. 9.09 Decisions on Requiremenls of Contract Documenls and Acceptability of Work A. ENGINEER will be the initial interpreter of the requirements of the Contract Documents and judge of the acceptability of the Work thereunder. Claims, disputes and other matters relating to the acceptability of the Work, the quantities and classifications of Unit Price Work, the interpretation of the requirements of the Contract Documents pertaining to the performance of the Work, and Claims seeking changes in the Contract Price or Contract Times will be referred initially to ENGINEER in writing; in accordance with the provisions of paragraph 10.05, with a request for a formal decision. B. When functioning as interpreter and judge under this paragraph 9.09, ENGINEER will not show partiality to OWNERof'CONTRACfOR 'Jind will not be liable in connection with any interpretation or decision rendered in good faith in such capacity. The Tendering of a decision by ENGINEER pursuant to this paragraph 9.09 with respect to any such Claim, dispute, or other matter (except any which have been waived by the making or acceptance of final payment as provided in paragraph 14.07) will be a condition precedent to any exercise by OWNER or CONTRACTOR of such rights or remedies as either may otherwise have under the Contract Documents or by Laws or Regulations in respect of any such Claim, dispute, or other matter. 9.10 Umita/ions on ENGINEER's Authority and Respon- sibilities . ,. A. Neither ENGINEER's authority or responsibility under this Article 9 or under any other provision of the Contract Documents nor any decision made by ENGINEER in good faith either to exercise or not exercise such authority II II I Ii II II or responsibility or the undertaking, exercise, or performance of any authority or responsibility by ENGINEER shall create, impose, or give rise to any duty in contract, tort, or otherwise owed by ENGINEER to CONTRACTOR, any Subcontractor, any Supplier, any other individual or entity, or to any surety for or employee or agent of any of them. B. ENGINEER will nol supervise, direct, control, or have authority over or be responsible for CONTRACTOR's means, methods, techniques, sequences, or procedures of construction, or the safety precautions and programs incident thereto, or for any failure of CONTRACTOR to comply with Laws and Regulations applicable to the performance of the Work. ENGINEER will nol be responsible for CONTRACTOR's failure to perform the Work in accordance with the Contract Documents. C. ENGINEER will not be responsible for the acts or omissions of CONTRACTOR or of any Subcontractor, any Supplier, or of any other individual or entity performing any of the Work. D. ENGINEER's review of the fmal Application for Payment and accompanying documentation and all mainte- nance and operating insuuctions, schedules, guarantees, Bonds, certificates of inspection, tests and approvals, and other documentation required to be delivered by paragraph 14.07.A will only be to determine generally that their content complies with the requirements of, and in the case of certificates of inspections, tests, and approvals that the results certified indicate compliance with, the Contract Documents. E. The limitations upon authority and responsibility set forth in this paragraph 9.10 shall also apply to ENGINEER's Consultants, Resident Project Representative, and assistants. ARTICLE 10 - CHANGES IN THE WORK; CLAIMS 10.01 AuJlwrized Changes in the Work A. Without invalidating the Agreement and without notice to any surety, OWNER may, at any time or from time to time, order additions, deletions, or revisions in the Work by a Written Amendment, a Change Order, or a Work Change Directive. Upon receipt of any such document, CONTRACTOR shall promptly proceed with the Work involved which will be performed under the applicable conditions of the Contract Documents (except as otherwise specifically provided). B. If OWNER and CONTRACfOR are unable to agree on entitlement to, or on the amount or extent, if any, of an adjustment in the Contract Price or Contract Times, or both, that should be allowed as a result of a Work Change 00700 - 29 Directive, a Claim may be made therefor as provided in paragraph 10.05. 10.02 Unautlwrized Changes in the Work A. CONTRACTOR shall not be entitled to an increase in the Contract Price or an extension of the Contract Times with respect to any work performed that is not required by the Contract Documents as amended, modified, or supplemented as provided in paragraph 3.04, except in the case of an emergency as provided in paragraph 6.16 or in the case of uncovering Work as provided in paragraph 13.04. B. 10.03 Execution of Change Orders A. OWNER and CONTRACTOR shall execute appropriate Change Orders recommended by ENGINEER (or Written Amendments) covering:' 1. changes in the Work which are: (i) ordered by OWNER pursuant to paragraph 1O.01.A, (ii) required because of acceptance of defective Work under para- graph 13.08.A or OWNER's correction of defective Work under paragraph 13.09, or (iii) agreed to by the parties; 2. changes in the Contract Price or Contract Times which are agreed to by the parties, including any undisputed sum or amount of time for Work actually performed in .t:cordance with a Work Change Directive; and 3. changes in the Contract Price or Contract Times which embody the substance of any written decision rendered by ENGINEER pursuant to paragraph 10.05; provided that, in lieu of executing any such Change Order, an appeal may be taken from any such decision in accordance with the .provisions of the Contract _ Documents and applicable Laws and Regulations, but during any such appeal, CONTRACTOR shall carry on the Work and adhere. to the progress schedule as provided in paragraph 6.18.A. - 10.04 Notification to Surety A. If notice of any change affecting the general scope of the Work or the provisions of the Contract Documents (including, but not limited to, Contract Price or Contract Times) is required by the provisions of any Bond to be given to a surety, the giving of any such notice will be CONTRACTOR's responsibility. The amount of each appli~le Bond will be adjusted to reflect the effect of any such change. t~;: ~ I' I I I 10.05 Claims and Dispules A. Notice: Written notice stating the general nature of each Claim, dispute, or other matter shall be delivered by the claimant to ENGINEER and the other party to the Contract promptly (but in no event later than 30 days) after the start of the event giving rise thereto. Notice of the amount or extent of the Claim, dispute, or other matter with supporting data shall be delivered to the ENGINEER and the other party to the Contract within 60 days after the start of such event (unless ENGINEER allows additional time for claimant to submit additional or more accurate data in support of such Claim, dispute, or other matter). A Claim for an adjustment in Contract Price shall be prepared in accordance with the provisions of paragraph 12.01.8. A Claim for an adjustment in Contract Time shall be prepared in accordance with the provisions of paragraph 12.02.8. Each Claim shall be accompanied by claimant's written statement that the adjust- ment claimed is the entire adjustment to which the claimant believes it is entitled as a result of said event. The opposing party shall submit any response to ENGINEER and the claimant within 30 days after receipt of the claimant's last submittal (unless ENGINEER allows additional time). 8. ENGINEER's Decision: ENGINEER will render a fonnal decision in writing within 30 days after receipt of the last submittal of the claimant or the last submittal of the opposing party, if any. ENGINEER's written decision on such Claim, dispute, or other matter will be final and binding upon OWNER and CONTRACTOR unless: 1. an appeal from ENGINEER's decision is taken within the time limits and in accordance with the dispute resolution procedures set forth in Article 16; or 2. if no such dispute resolution procedures have been set forth in Article 16, a written notice of intention to appeal from ENGINEER's written decision is delivered by OWNER or CONTRACTOR to the other. and to ENGINEER within 30 days after the date of-such decision, and a formal proceeding is instituted by the appealing party in a. forum of competent jurisdiction within 60 days after the date of such decision or within 60 days after Substantial Completion, whichever is later (unless otherwise agreed in writing by OWNER and CONTRACTOR), to exercise such rights or remedies as the appealing party may have with respect to such Claim, dispute, or other matter in accordance with applicable Laws and Regulations. C. If ENGINEER does not render a formal decision in writing within the time -stated in paragraph IO.OS.B, a decision denying the Claim. in its entirety shall be deemed to have been issued 31 days after receipt of the last submittal of the claimant or the last submittal of the opposing party, if any. 00700 . 30 D. No Claim for an adjustment in Contract Price or Contract Times (or Milestones) will be valid if not submitted in accordance with this paragraph 10.05. ARTICLE 11 - COST OF THE WORK; CASH ALLOWANCES; UNIT PRICE WORK 11.01 Cost of the Work A. Costs Included: The term Cost of the Work means the sum of all costs necessarily incurred and paid by CON- TRACTOR in the proper performance of the Work. When the value of any Work covered by a Change Order or when a Claim for anadjusunent in Contract Price is determined on the 'basis of Cost of the Work,the costs to be reimbursed to CONTRACTOR will be only those additional or incremental costs required because of the change in the Work or because of the event giving rise to the Claim. Except as otherwise may be agreed to in writing by OWNER, such costs shall be in amounts no higher than those prevailing in the locality of the Project, shall include only the following items, and shall not include any of the costs itemized in paragraph 1I.Ol.B. 1. Payroll costs for employees in the direct employ of CONTRACTOR in the perfonnance of the Work under schedules of job classifications agreed upon by OWNER and CONTRACTOR. Such employees shall include without limitation superintendents, foremen, and other personnel employed full time at the Site. Payroll costs for employees not employed full time on the Work shall be apportioned on the basis of their time spent on the Work. Payroll costs shall include, but not be limited to, salaries and wages plus the cost of fringe benefits, which sIWl include social security contributions, unem- ployment, excise, and payroll taxes, workers' compensation, health and retirement benefits, bonuses, . sick leave, vacation and.holiday pay applicable thereto. The .expenses .oLpe.rforming Work outside of regular working hours, on Saturday, Sunday, or legal holidays, shall be included in the above to the extent authorized by OWNER. 2. Cost of all materials and equipment furnished and incorporated in the Work, including costs of transportation and storage thereof, and Suppliers' field services required in connection therewith. All cash discounts shall accrue to CONTRACTOR unless OWNER deposits funds with CONTRACTOR with which to make payments, in which case the cash ~unts shall accrue to OWNER. All trade discounts, rebates and refunds and returns from sale of surplus materials and equipment &hall accrue to OWNER, and CONTRACTOR &hall make provisions so that they may be obtained. 3. Payments made by CONTRACTOR to Subcontractors for Work performed by Subcontractors. If required by OWNER, CONTRACTOR shall obtain competitive bids from subcontractors acceptable to OWNER and CONTRACTOR and shall deliver such bids to OWNER, who will then determine, with the advice of ENGINEER, which bids, if any, will be acceptable. If any subcontract provides that the Subcontractor is to be paid on the basis of Cost of the Work plus a fee, the Subcontractor's Cost of the Work and fee shall be determined in the same manner as CONTRACTOR's Cost of the Work and fee as provided in this paragraph 11.01. 4. Costs of special consultants (including but not limited to engineers, architects, testing laboratories, surveyors, attorneys, and accountants) employed for services specifically related to the Work. 5. Supplemental costs including the following: a. The proportion of necessary transportation, travel, and subsistence expenses of CONTRACTOR's employees incurred in discharge of duties connected with the Work. b. Cost, including transportation and mainte- nance, of all materials, supplies, equipment, machinery, appliances, office, and temporary facili- ties at the Site, and hand tools not owned by the workers, which are consumed in the performance of the Work. and cost, less market value, of such items used but not consumed which remain the property of CONTRACTOR. .. ,. II I C. Rentals of all construction equipment and machinery, and the parts thereof whether rented from CONlRACfOR or others in accordance with rental agreements approved by OWNER with the advice of ENGINEER, and the costs of transportation, loading, unloading, assembly, dismantling, and removal thereof. All such costs shall be in accordance with the tenns of said rental agreements. The rental of any such equipment, ma- chinery, or parts sha1I cease when the use thereof is no longer necessary for the Work. I I d. Sales, consumer, use, and other similar taxes related to the Work, and for which CON- TRACTOR is liable, imposed by Laws and Regu- lations. . I e. Deposits lost for causes other than negli- gence of CONTRACTOR, any Subcontractor, or anyone directly or indirectly employed by any of them or for whose acts any of them may be liable, I 00700 - 31 I and royalty payments and fees for permits and licenses. f. Losses and damages (and related expenses). caused by damage to the Work, not compensated by insurance or otherwise, sustained by CONTRACTOR in connection with the perfor- mance of the Work (except losses and damages within the deductible amounts of property insurance established in accordance with paragraph 5.06.D), provided such losses and damages have resulted from causes other than the negligence of CONTRACTOR, any Subcontractor, or anyone directly or indirectly employed by any of them or for whose acts any of them may be liable. Such losses shall. include. settlements made with the written consent and approval of OWNER. No such losses, damages, and expenses shall beinc1uded in the Cost of the. Work for the purpose of determining CONTRACTOR's fee. g. The cost of utilities, fuel, and sanitary facilities at the Site. h. Minor expenses such as telegrams, long distance telephone calls, telephone service at the Site, expressage, and similar petty cash items in connection with the Work. i. When the Cost of the Work is used to determine the value. of a Change Order or of a Claim, the cost of premiums for additional Bonds and insurance required because of the changes in the Work or caused by the event giving rise to the Claim. j. When all the Work is performed on the basis of cost-plus, the costs of premiums for all Bonds and insw'ance CONTRACTOR is required by the Contract -Documents to purchase and maintain. B. Costs Excluded: The term Cost or the Work shall not include any of the following items: I. Payroll costs and other compensation of CONTRACTOR's officers, executives, principals (of partnerships and sole proprietorships), general manag- ers, engineers, architects, estimators, attorneys, audi- tors, accountants, purchasing and contracting agents, expediters, timekeepers, clerks, and other personnel employed by CONTRAcroR., whether 81 the Site or in CQNlRAcroR', principal or branch office for general administration of the Work and not specifically included in the agreed upon schedule of. job classifications referred to in paragraph 11.01.A.l or specifically covered by paragraph 11.01 ~.4, all of which are to be - I I I I considered administrative costs covered by the CONTRACTOR's fee. 2. Expenses of CONTRACTOR's principal and branch offices other than CONTRACTOR's office at the Site. 3. Any part of CONTRACTOR's capital expenses, including interest on CONTRACTOR's capital employed for the Work and charges against CONTRACTOR for delinquent payments. 4. Costs due to the negligence of CONTRACTOR, any Subcontractor, or anyone directly or indirectly employed by any of them or for whose acts any of them may be liable, including but not limited to, the correction of defective Work, disposal of materials or equipment wrongly supplied, and making good any damage to property. 5. Other overhead or general expense costs of any kind and the costs of any item not specifically and expressly included in paragraphs 11.01.A and 11.01.B. C. CONTRACTOR's Fee: When all the Work is performed on the basis of cost-plus, CONTRACTOR's fee shall be determined as set forth in the Agreement. When the value of any Work covered by a Change Order or when a Claim for an adjustment in Contract Price is determined on the basis of Cost of the Work, CONTRACTOR's fee shall be determined as set forth in paragraph 12.01.C. D. Documentation: Whenever the Cost of the Work for any purpose is to be determined pursuant to paragraphs 11.01.A and 11.01.B, CONTRACTOR will establish and maintain records thereof in accordance with generally accepted accounting practices and submit in a form acceptable to ENGINEER an itemized cost breakdown. together with supporting data. 11.02 Cash Allowances A. It is understood that CONTRACTOR has included in the Contract Price all allowances so named in the Contract Documents and shall cause the Work so covered to be performed for such sums as may be acceptable to OWNER and ENGINEER. CONTRACTOR agrees that: 1. the allowances include the cost to CONTRAC- TOR (less any applicable trade discounts) of materials and equipment required by the allo,,!ances to be delivered at the Site, and all applicable taxes; and 2. CONTRACTOR's costs for unloading and harviline on the Site, labor, installation costs, overhead, profit, r:1 other expenses contemplated for the allow- ances have been included in the Contract Price and not in the allowances, and no demand for additional payment on account of any of the foregoing will be valid. B. Prior to fmal payment, an appropriate Change Order will be issued as recommended by ENGINEER to reflect actual amounts due CONTRACTOR on account of Work covered by allowances, and the Contract Price shall be correspondingly adjusted. 11.03 Unit Price Work A. Where the Contract Documents provide that all or part of the Work is to be Unit Price Work, initially the Contract Price will be deemed to include for all Unit Price Work.an amount equal to the.sum of the unit price for each separately identified item of Unit Price Work times the estimated quantity of each .item as indicated in the Agree- ment. The estimated quantities of items of Unit Price Work are not guaranteed and are solely for the purpose of comparison of Bids and determining an initial Contract Price. Determinations of the actual quantities and classifications of Unit Price Work performed by CONTRACTOR will be made by ENGINEER subject to the provisions of paragraph 9.08. B. Each unit price will be deemed to include an amount considered by CONTRACTOR to be adequate to cover CONTRACTOR's overhead and profit for each separately identified item. C. OWNER or CONTRACTOR may make a Claim for an adjustment in the Contract Price in accordance with paragraph 10.05 if: 1. the quantity of any item of Unit Price Work performed by CONTRACTOR differs materially and _. significantly :from: the:estimated quantity of such item indicated in the Agreement; and 2. there is no corresponding adjustment with respect any other item of Work; and 3. if CONTRACTOR believes that CONTRACTOR is entitled to an increase in Contract Price as a result of having incurred additional expense or OWNER believes that OWNER is entitled to a decrease in Contract Price and the parties are unable to agree as to the amount of any such increase or decrease. , 00700 - 32 ARTICLE 12 - CHANGE OF CONTRACT PRICE; CHANGE OF CONTRACT TIMES 12.0 I Change of Coruract Price A. The Contract Price may only be changed by a Change Order or by a Written Amendment. Any Claim for an adjustment in the Contract Price shall be based on written notice submitted by the party making the Claim to the ENGINEER and the other party to the Contract in accor- dance with the provisions of paragraph 10.05. B. The value of any Work covered by a Change Order or of any Claim for an adjustment in the Contract Price will be determined as follows: 1. where the Work involved is covered by unit prices contained in the Contract Documents, by applica- tion of such unit prices to the quantities of the items involved (subject to the provisions of paragraph 11.03 ); or 2. where the Work involved is not covered by unit prices contained in the Contract Documents, by a mutually agreed lump sum (which may include an allowance for overhead and profit not necessarily in accordance with paragraph 12.01.C.2); or 3. where the Work involved is not covered by unit prices contained in the Contract Documents and agree- ment to a lump sum is not reached under paragraph 12.01.B.2, on the basis of the Cost of the Work (determined as provided in paragraph 11.01) plus a CONTRACTOR's fee for overhead and profit (deter- mined as provided in paragraph 12.01.C). C. CONTRACI'OR's Fee: The CONTRACTOR's fee for overhead and profit shall be determined as follows: 1. a mutually acceptable fixed fee; or 2. if a fixed fee is not agreed upon, then a fee based on the following percentages of the various portions of the Cost of the Work: a. for costs incurred under paragraphs 1 1.0 LA. 1 and 11.01.A.2, the CONTRACTOR's fee shall be 15 percent; b. for costs incurred under paragraph 11.01.A.3, the CONTRACTOR's fee shall be five percent; c. where one or more tierS of subcontracts are on the basis of Cost of the Work plus a fee and no fixed fee is agreed upon, the intent of paragraph 12.01.C.2.a is that the Subcontractor who actually performs the Work, at whatever tier, will be paid a fee of 15 percent of the costs incurred by such Subcontractor under paragraphs 11.01.A.l and 11.01.A.2 and that any higher tier Subcontractor and CONTRACTOR will each be paid a fee of five percent of the amount paid to the next lower tier Subcontractor; d. no fee shall be payable on the basis of costs itemized under paragraphs 11.01.AA, 11.01.A.5, and l1.01.B; e. the amount of credit to be allowed by CONTRACTOR to OWNER for any change which results in a net decrease in cost will be the amount of the actual net decrease in cost plus a deduction in CONTRACTOR's fee by an amount equal to five percent of such net decrease; and f. when both additions and credits are in- volved in anyone change, the adjustment in CONTRACTOR's fee shall be computed on the basis of the net change in accordance with para- graphs 12.01.C.2.a through 12.01.C.2.e, inclu- sive. 12.02 Change of Coruract Times A. The Contract Times (or Milestones) may only be changed by a Change Order or by a Written Amendment. Any Claim for an adjustment in the Contract Times (or Milestones) shall be based on written notice submitted by the party making the claim to the ENGINEER and the 'other party to the Contract in accordance with the provisions of paragraph 10.05. B. Any adjustment of the Contract Times (or Milestones) covered by a Change Order or of any Claim for an adjustment in the Contract Times (or Milestones) will be determined in accordance with 'the provisions of this Article 12. 12.03 Delays Beyond CONTRACI'OR's Control A. Where CONTRACTOR is prevented from completing any part of the Work within the Contract Times (or Milestones) due to delay beyond the control of CONTRACI'OR, the Contract Times (or Milestones) will be extended in an amount equal to the time lost due to such delay if a Claim is made therefor as provided in paragraph 12.02.A. Delays beyond the control of CONTRACTOR shall include, but not be limited to, 1lCtS or neglect by OWNER, acts or neglect of utility owners or other contractors performing other work b contemplated by 00700 - 33 Article 7, fires, floods, epidemics, abnormal weather conditions, or acts of God. 12.04 Delays Wi/hin CONlRACTOR's Con/rol A. The Contract Times (or Milestones) will not be extended due to delays within !.he control of CONTRACTOR. Delays attributable to and wi!.hin the control of a Subcontractor or Supplier shall be deemed to be delays within the control of CONTRACTOR. 12.05 Delays Beyond OWNER's and CONlRACTOR's Con/rol A. Where CONTRACTOR is prevented from complet- ing any part of the Work wi!.hin the Contract Times (or Milestones) due to delay beyond !.he control of bo!.h OWNER and CONTRACfOR, an extension of the Contract Times (or Milestones) in an amount equal to the time lost due to such delay shall be CONTRACTOR's sole and exclusive remedy for such delay. 12.06 Delay Damages A. In no event shall OWNER or ENGINEER be liable to CONTRACTOR, any Subcontractor, any Supplier, or any other person or organization, or to any surety for or employee or agent of any of them, for damages arising out of or resulting from: 1. delays caused by or within the control of CON- TRACTOR; or 2. delays beyond the control of both OWNER and CONTRACfOR including but not limited 10 fires, floods, epidemics: abnormal weather conditions, acts of God, or acts or neglect by utility owners or other contractors perfo!lJling other work as contemplated by Article 7. B. Nothing in this paragraph 12.06 bars a change in Contract Price pursuant to this Article 12 to compensate CONTRACTOR due to delay, interference, or disruption directly attributable to actions or inactions of OWNER or anyone for whom OWNER is responsible. ARTICLE 13 - TESTS AND INSPECTIONS; CORRECTION, REMOVAL OR ACCEPTANCE OF DEFECTIVE WORK 13.01 Notice of Defects A. Prompt. notice of all defective Work of which OWNER or ENGINEER has actuallcnowledge will be given to CONTRACTOR. All defective Work may be rejected, corrected, or accepted as provided in this Article 13. 13.02 Access /0 Work A. OWNER, ENGINEER, ENGINEER's Consultants, other representatives and personnel of OWNER, independent testing laboratories, and governmental agencies with jurisdictional interests will have access to the Site and the Work at reasonable times for their observation, inspecting, and testing. CONTRACTOR shall provide them proper and safe conditions for such access and advise them of CONTRACTOR's Site safety procedures and programs so that they may comply therewith as applicable. 13.03 Tests and Inspections A. CONTRACTOR shall give ENGINEER timely notice of readiness of the Work for all required inspections, tests, or approvals and shall cooperate with inspection and testing personnel to facilitate required inspections or tests. B. OWNER shall employ and pay for the services of an independent testing laboratory to perform all inspections, tests, or approvals required by the Contract Documents except: 1. for inspections, tests, or approvals covered by paragraphs 13.03.C and 13.03.D below; 2. that costs incurred in connection with tests or inspections conducted pursuant to paragraph 13.04.B shall be paid as provided in said paragraph 13.04.B; and 3. as otherwise specifically provided in the Con- tract Documents. C. If Laws or Regulations of any public body having . jurisdiction require any Work (or part thereof) specifically to be inspected, -tested, or approved by an employee or other representative of such public body, CONTRACTOR shall assume full responsibility for arranging and obtaining such inspections, tests, or approvals, pay all costs in connection therewith, and furnish ENGINEER the required certificates of inspection or approval. D. CONTRACTOR shall be responsible for arranging and obtaining and shall pay all costs in connection with any inspections, tests, or approvals required for OWNER's and ENGINEER's accep~ce.of materials or equipment to be incorporated in the Work;- or acceptance of materials, mix desfgns, or equipment submitted for approval prior to CONTRACTOR's purchase thereof for incorporation in the Work. Such inspections, tests, or approvals shaIl be performed by organizations acceptable to OWNER and ENGINEER. 00700 - 34 B. If ENGINEER considers it necessary or advisable that covered Work be obsexved by ENGINEER or inspected or tested by others, CONTRACTOR, at ENGINEER's request, shall uncover, expose, or otherwise make available A. If within one year after the date of Substantial for observation, inspection, or testing as ENGINEER may Completion or such longer period of time as may be require, that portion of the Work in question, furnishing all prescribed by Laws or Regulations or by the terms of any necessary labor, material, and equipment. If it is found that applicable special guarantee required by the Contract such Work is defective, CONTRACTOR shall pay all Documents or by any specific provision of the Contract Claims, costs, losses, and damages (including but not limited Documents, any Work is found to be defective, or if the to all fees and charges of engineers, architects, attorneys, and repair of any damages to the land or areas made available for other professionals and all court or arbitration or other CONTRACTOR's use by OWNER or permitted by Laws and dispute resolution costs) arising out of or relating to such Regulations as contemplated in paragraph 6.11.A is found to uncovering, exposure, obsexvation, inspection, and testing, be defective, CONTRACTOR shall promptly, without cost and of satisfactory replacement or reconstruction (including to OWNER and in accordance with OWNER's written but not limited to all costs of repair or replacement of work instructions: (i) repair such defective land or areas, or (ii) of others); and OWNER shall be entitled to an appropriate correct such defective Work or, if the defective Work bas decrease in the Contract Price. If .the parties are unable to been rejected by OWNER. remove it from the Projec:t. and agn:e as to the amount thereof, OWNER may make a Claim replace it with Work that is not defective. and (ill) satisfac- therefor as provided in paragraph 10.05. If. however. such ....torily correct or.repairor remove:and replace any damage to Worle is not found to be defective, CONTRACTOR shall be otherWorlc, to the.worle~t)f.others or other land or ~eas allowed an increase in the Contract Price or an extension'of ..resulting therefrom.lfC.0NTRACTOR does not promptly . the Contract Times (or Milestones), or both. directlyattribut- comply with the terms of such instructions, or in an able to such uncovering, exposure, obsexvation. inspection, emergency where delay would cause serious risk of loss or testing, replacement, and reconstruction. If the parties are damage, OWNER may have the defective Work corrected or unable to agree as to the amount or extent thereof, repaired or may have the rejected Work removed and CONTRACTOR may make a Claim therefor as provided in replaced, and all Claims, costs, losses, and damages paragraph 10.05. (including but not limited to all fees and charges of engineers. architects. attorneys, and other professionals and all court or arbitration or other dispute resolution costs) arising out of or relating to such correction or repair or such removal and replacement (including but not limited to all costs of repair or rep1acemem of work of others) will be paid by CONTRACTOR. - I I I - E. If any Work (or the work of others) thjl.t is to be inspected, tested, or approved is covered by CON'TRACTOR without written concurrence of ENGINEER, it must, if requested by ENGINEER, be uncovered for observation. F. Uncovering Work as provided in paragraph 13.03.E shall be at CONTRACTOR's expense unless CON- TRACTOR has given ENGINEER timely notice of CONTRACTOR's intention to cover the same and ENGI- NEER has not acted with reasonable promptness in response to such notice. I I 13.04 Uncovering Work A. If any Work is covered contrary to the written request of ENGINEER, it must, if requested by ENGINEER,. be uncovered for ENGINEER's observation and replaced at CONTRACTOR's expense. I I I I I I I I I I OWNER May Stop the Work 13.05 Ii A. If the Work is defective, or CONTRACTOR fails to supply sufficient sldlled workers or suitable materials or equipment. or fails to perform the Work in such a way that the completed Work will conform to the Contract Documents, OWNER may order CONTRACTOR to stop the Work, or any portion thereof, until the cause for such order has been eliminated; however, this right of OWNER to stop Ii I the Work shall not give rise to any duty on the part of OWNER to exercise this right for the benefit of CONTRACTOR, any Subcontractor, any Supplier, any other individual or entity, or any surety for, or employee or agent of any of them. 13.06 Correction or Removal of Defective Work A. CONTRACTOR shall correct all defective Work, whether or not fabricated, installed, or completed, or, if the Work has been rejected by ENGINEER, remove it from the Project and replace it with Work that is not defective. CONTRACTOR shall pay all Claims, costs, losses, and damages (including but not limited to all fees and charges of engineers. architects, attorneys, and other professionals and aU court. or arbitration or other dispute resolution costs) . arising out of or relating to.such correction or removal (including but not limited to all costs of repair orreplacement of work of others). 13.07 Correction Period B. In special circumstances wher~ a particular item of equipment is placed in continuous service before Substantial Completion of all the Work, the correc~:')n period for that 00700 - 35 item may start to run from an earlier date if so provided in the Specifications or by Written Amendment. C. Where defective Work (and damage to other Work resulting therefrom) has been corrected or removed and replaced under this paragraph 13.07, the correction period hereunder with respect to such Work will be extended for an additional period of one year after such correction or removal and replacement has been satisfactorily completed. D. CONTRACTOR's obligations under this paragraph 13.07 are in addition to any other obligation or warranty. The provisions of this paragraph 13.07 shall not be construed as a substitute for or a waiver of the provisions of any applicable statute of limitation or repose. 13.08 Acceptance of Defective Work I A. If, instead of requiring correction or removal and replacement of defective Work, OWNER (and, prior to ENGINEER's recommendation of fmal payment, ENGINEER) prefers to accept it, OWNER may do so. CONTRACTOR shall pay all Claims, costs, losses, and damages (including but not limited to all fees and charges of engineers, architects, attorneys, and other professionals and all court or arbitration or other dispute resolution costs) attributable to OWNER's evaluation of and determination to accept such defective Work (such costs to be approved by ENGINEER as to reasonableness) and the diminished value of the Work to the extent not otherwise paid by CONTRACTOR pursuant to this sentence. If any such acceptance occurs prior to ENGINEER's recommendation of fmal payment, a Change Order will be issued incorporating the necessary revisions in the Contract Documents with respect to the Work. and OWNER shall be entitled to an appropriate decrease i1i the Contract Price, reflecting the diminh:hed value of Work so accepted. If the parties are unable to agree as to the amount thereof. OWNER may make a Claim therefor as provided in paragraph 10.05. If the acceptance occurs after such recommendation, an appropriate amount will be paid by CONTRACTOR to OWNER. I I I I I 13.09 OWNER May Correct Defective Work A. If CONTRACTOR fails within a reasonable time .after written notice from ENGINEER to correct defective Work or to remove and replace rejected Work as required by ENGINEER in accordance with paragraph 13.06.A. or if CONTRACTOR fails to perform the Work in accordance with the Contract Documents. or if CONTRACTOR fails to comply with any other P!'ovision of the Contract Documents, OWNER may. after seven days written notice to CONTRACTOR, correct and remedy any such deficiency. I I Ii B. In exercising the rights and remedies under this paragraph. OW N'ER &hall proceed expeditiously. In Ii / ./ connection with such corrective and remedial action, OWNER may exclude CONTRACTOR from all or part of the Site, take possession of all or part of the Work and suspend CONTRACTOR's services related thereto, take possession of CONTRACTOR's tools, appliances, con- struction equipment and machinery at the Site, and incorpo- rate in the Work all materials and equipment stored at the Site or for which OWNER has paid CONTRACTOR but which are stored elsewhere. CONTRACTOR shall allow OWNER, OWNER's representatives, agents and employees, OWNER's other contractors, and ENGINEER and ENGINEER's Consultants access to the Site to enable OWNER to exercise the rights and remedies under this paragraph. C. All Claims, costs, losses, and damages (including but not limited to all fees and charges of engineers, architects, attorneys. and other. professionals and all court or arbitration or other dispute resolution costs) incurred or sustained by OWNER in exercising the rights and remedies under this paragraph 13.09 will be charged against CON- TRACTOR, and a Change Order will be issued incorporating the necessary revisions in the Contract Documents with respect to the Work; and OWNER shall be entitled to an appropriate decrease in the Contract Price. If the parties are unable to agree as to the amount of the adjustment, OWNER may make a Claim therefor as provided in paragraph 10.05. Such claims, costs, losses and damages will include but not be limited to all costs of repair. or replacement of work of others destroyed or damaged by correction, removal, or replacement of CONTRACTOR's defective Work. D. CONTRACTOR shall not be allowed an extension of the Contract Times (or Milestones) because of any delay in the performance of the Work attributable to the exercise by OWNER of OWNER.s rights and remedies under this paragraph 13.09. ARTICLE 14 -" PAYMENTS TO CONTRACTOR AND COMPLETION 14.01 Schedule of Values A. The schedule of values established as provided in paragraph 2.07.A will serve as the basis for progress payments and will be incorporated into a form of Application for Payment acceptable to ENGINEER. Progress payments on account of Unit Price Work will be based on the number of units completed. l' 00700 - 36 14.02 Progress Paymen/s A. Applications for Payments 1. At least 20 days before the date established for each progress payment (but not more often than once a month), CONTRACTOR shall submit to ENGINEER for review an Application for Payment filled out and signed by CONTRACTOR covering the Work completed as of the date of the Application and accompanied by such supporting documentation as is required by the Contract Documents. If payment is requested on the basis of materials and equipment not incorporated in the Work but delivered and suitably stored at the Site or at another location agreed to in writing, the Application for Payment shall also be accompanied by a bill of sale, invoice, or other docu- mentation warranting that OWNER has received the materials and equipment free and clear of all Liens and evidence that the materials and equipment are covered by appropriate property insurance or other arrangements to protect OWNER's interest therein, all of which must be satisfactory to OWNER. i. , ( - - - - I , I 2. Beginning with the second Application for Payment, each Application shall include an affidavit of CONTRACTOR stating that all previous progress payments received on account of the Work have been applied on account to discharge CONTRACTOR's legitimate obligations associated with prior Applications for Payment. I I , 3. The amount of retainage with respect to pro- gress payments will be as stipulated in the Agreement. I B. Review of Applications I 1. ENGINEER will, within 10 days after receipt of each Application for Payment, either indicate in writing a recommendation of payment and present. the Application to OWNER or return the Application to CONTRACTOR indicating in writing ENGINEER's reasons for refusing to recommend payment. In the latter case, CONTRACTOR may make the necessary corrections and resubmit the Application. I I I 2. ENGINEER's recommendation of any payment requested in an Application for Payment will constitute a representation by ENGINEER to OWNER, based on ENGINEER's observations on the Site of the executed Work as an'experienced and qualified design profession- al and on ENGINEER's review of the Application for Payment and the accompanying data and schedules, that to the best of ENGINEER's 1cnowledge, information and belief: I I I 00700 - 37 a. the Work has progressed to the point indicated; b. the quality of the Work is generally in accordance with the Contract Documents (subject to an evaluation of the Work as a functioning whole prior to or upon Substantial Completion, to the results of any subsequent tests called for in the Contract Documents, to a final determination of quantities and classifications for Unit Price Work under paragraph 9.08. and to any other qualifications stated in the recommendation); and c. the conditions precedent to CONTRACTOR's being entitled to such payment appear to have been fulfilled in so far as it is ENGINEER's responsibility to observe the Work. 3. By recommending any such payment ENGI- NEER will not thereby be deemed to have represented that: (i) inspections made to check the quality or the quantity of the Work as it has been performed have been exhaustive, extended to every aspect of the Work in progress, or involved detailed inspections of the Work beyond the responsibilities specifically assigned to ENGINEER in the Contract Documents; or (ii) that there may not be other matters or issues between the parties that might entitle CONTRACTOR to be paid additionally by OWNER or entitle OWNER to withhold payment to CONTRACTOR. 4. Neither ENGINEER's review of CONTRACTOR's Work for the purposes of recom- mending payments nor ENGINEER's recommendation of any payment, including final payment, will impose responsibility on ENGINEER to supervise, direct, or control the Work or for the means, methods, techniques, '_ sequences,'orprocedures of.constructio~ or the safety :.' precautions and programs. incident thereto, or for CON- TRACTOR's failure to:comply with Laws and Regu- lations applicable to CONTRACTOR's performance of the Work. Additionally, said review or recommendation will not impose responsibility on ENGINEER to make any examination to ascertain how or for what purposes CONTRACTOR has used the moneys paid on account of the Contract Price, or to determine that title to any of the Work, materials, or equipment has passed to OWNER free and clear of any Liens. 5. ENGINEER may refuse to recommend the whole or any part of any payment if, in ENGINEER's opinion, it would be incorrect to make the representa- tions to OWNER referred to in paragraph 14.02.B.2. ENGINEER may also refuse to recommend any such payment or, because of subsequently discovered evidence or the results of subsequent ::lSpections or tests, revise or revoke any such payment recommendation previously made, to such extent as may be necessary in ENGINEER's opinion to protect OWNER from loss because: a. the Work is defective, or completed Work has been damaged, requiring correction or replace- ment; b. the Contract Price has been reduced by Written Amendment or Change Ordcrs; c. OWNER has been required to correct defective Work or complete Work in accordance with paragraph 13.09; or d. ENGINEER has actual knowledge of .the occurrence of any of the events enumerated in para- graph 15.02.A. C. Paymen/ Becomes Due I. Ten days after presentation of the Application for Payment to OWNER with ENGINEER's recom- mendation, the amount recommended will (subject to the provisions of paragraph 14.02.D) become due, and when due will be paid by OWNER to CONTRACTOR. D. Reduction in Payment 1. OWNER may refuse to make payment of the full amount recommended by ENGINEER because: a. claims have been made against OWNER on account of CONTRACTOR's performance or fur- nishing of the Work; b. Liens have been filed in connection with.the-- Work, except where CONTRACTOR bas delivered a specific Bond satisfactory to OWNER to secure the satisfaction and discharge of such Liens; c. there are other items entitling OWNER to a set-off against the amount recommended; or L.... ~ , . , - - d. OWNER bas actual knowledge of the occur- rence of any of the events enumerated in paragraphs 14.02.B.5.a through 14.02.B.5.c or paragraph 15.02.A. 2. If OWNER. refuses to make payment of the full amount recommended by ENGINEER, OWNER must give CONTRACTOR immediate written notice (with a copy to ENGINEER) stating the reasons for such action and promptly pay CONTRACTOR any amount rem:lining aftt.. deduction of the amount so withheld. I / / OWNER shall promptly pay CONTRACTOR the amount so withheld, or any adjusunent thereto agreed to by OWNER and CONTRACTOR, when CONTRAC- TOR corrects to OWNER's satisfaction the reasons for such action. 3. If it is subsequently determined that OWNER's refusal of payment was not justified, the amount wrongfully withheld shall be treated as an amount due as detcrmined by paragraph 14.02.C.!. 14.03 CONTRACTOR's Warranty of Title A. CONTRACTOR warrants and guarantees that title to all Work, materials, and equipment covered by any Application forPayment,.whether incorporated in the Project or not, will pass to OWNER no later than the time of payment free and clear of all Liens. 14.04 SubstanriaI Completion A. When CONTRACTOR considers the entire Work ready for its intended use CONTRACTOR shall notify OWNER and ENGINEER in writing that the entire Work is substantially complete (except for items specifically listed by CONTRACTOR as incomplete) and request that ENGINEER issue a certificate of Substantial Completion. Promptly thereafter, OWNER, CONTRACTOR, and ENGINEER shall make an inspection of the Work to determine the status of completion. If ENGINEER does not consider the Work substantially complete, ENGINEER will notify CONTRACTOR in writing giving the reasons therefor. If ENGINEER considers the Work substantially complete, ENGINEER will prepare and deliver to OWNER a tentative certificate of Substantial Completion which shall fix the date of Substantial Completion. There shall be attached to the certificate a tentative Jistof jtems to be completed or ~. corrected before f"malpaymenkOWNER shall have seven ,days after receipt of the tentative certificate during which to make written objection to ENGINEER as to any provisions of the certificate or attached list. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within 14 days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER's objections,ENGlNEER considers the Work substantially complete, ENGINEER will within said 14 days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentJtive certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Comple- tion ENGINEER will deliver to OWNER and CONTRAC- TOR a written recommendation as to division of responsibili- 00700 - 38 . . . III II II II II II III II II I II II II I II I ties pending f1Dal payment between OWNER and CONTRACTOR with respect to security, operation, safety, and protection of the Work, maintenance, heat, utilities, insurance, and warranties and guarantees. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER's issuing the definitive certificate of Substantial Completion, ENGINEER's aforesaid recommendation will be binding on OWNER and CONTRACTOR until final payment. B. OWNER shall have the right to exclude CONTRACTOR from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list. 14.05 Partial Utilization A. Use by OWNER at OWNER's optiou of any substantially completed part of the Work which has specifically been identified in the Contract Documents, or which OWNER, ENGINEER, and CONTRACTOR agree constitutes a separately functioning and usable part of the Work that can be used by OWNER for its intended purpose without significant interference with CONTRACTOR's performance of the remainder of the Work, may be accomplished prior to Substantial Completion of all the Work subject to the following conditions. 1. OWNER at any time may request CON- TRACTOR in writing to permit OWNER to use any such part of the Work which OWNER believes to be ready for its intended use and substantially complete. If CONTRACTOR agrees that such part of the Work is substantially complete, CONTRACTOR will certify to OWNER and ENGINEER that such part of the Work is substan1ia1ly complete and request ENGINEER to issue a certificate of Substantial Completion for that part of the Work. CONTRACTOR at any time may notify OWNER and ENGINEER in writing that CONTRACTOR considers any such part of the Work ready for its intended use and substantially complete and request ENGINEER to issue a certificate of Substantial Completion for that part of the Work. Within a reasonable time after either such request, OWNER, CONTRACTOR, and ENGINEER shall make an inspection of that part of the Work to determine its status of completion. If ENGINEER does not consider that part of the Work to be substantially complete, ENGINEER will notify OWNER and CONTRACTOR in writing giving the reasons therefor. If ENGINEER considers that part of the Work to be substantially complete, the provisions of paragraph 14.04 will apply with respect to certification of Substantial Completion of that part of the Work and the division of responsibility in respect thereof and access thereto. 00700 - 39 2. No occupancy or separate operation of part of the Work may occur prior to compliance with the requirements of paragraph 5.10 regarding property insurance. 14.06 Final Inspection A. Upon written notice from CONTRACTOR that the entire Work or an agreed portion thereof is complete, ENGINEER will promptly make a fmal inspection with OWNER and CONTRACTOR and will notify CON- TRACTOR in writing of all particulars in which this inspection reveals that the Work is incomplete or defective. CONTRACTOR shall immediately take such measures as are necessary to complete such Work or remedy such deficiencies. 14.07 Final Paymen/ A. Applicarionfor Paymen/ 1. After CONTRACTOR has, in the opinion of ENGINEER, satisfactorily completed all corrections identified during the final inspection and has delivered, in accordance with the Contract Documents, all main- tenance and operating instructions, schedules, guaran- tees, Bonds, certificates or other evidence of insurance certificates of inspection, marked-up record documents (as provided in paragraph 6.12), and other documents, CONTRACTOR may make application for final payment following the procedure for progress payments. 2. Tbe final Application for Payment shall be accompanied (except as previously delivered) by: (i) all documentation called for in the Contract Docume~ts, including but not limited to the evidence of insurance required by subparagraphS:04.B.7; (Li) consent of the surety, . if any ,tofinal payment; and (ill) complete ~d .legally effectivef"eleases 'or waivers. (satisfactory to OWNER) of all Lienrights'arising out of or Liens flIed in connection with the Work. 3. In lieu of the releases or waivers of Liens specified in paragraph 14.07.A.2 and as approved by OWNER, CONTRACTOR may furnish receipts or releases in full and an affidavit of CONTRACTOR that: (i) the releases and receipts include a1l1abor, services, material, and equipment for which a Lien could be filed; and (Li) all payrolls, material and equipment bills, and other indebtedness connected with the Work for wbj.ch OWNER or OWNER's property might in any way..be responsible have been paid or otherwise satisfied. If any Subcontractor or Supplier fails to furnish such a release or receipt in full, CONTRACTOR may furnish a Bond or other collateral satisfactory to OWNER to indemnify OWNER against any Lien. . - II B. Review of Application and Acceptance II 1. If, on the basis of ENGINEER's observation of the Work during construction and fInal inspection, and ENGINEER's review of the fmal Application for Payment and accompanying documentation as required by the Contract Documents, ENGINEER is satisfied that the Work has been completed and CONTRACTOR's other obligations under the Contract Documents have been fulfilled, ENGINEER will, within ten days after receipt of the fmal Application for Payment, indicate in writing ENGINEER's recommendation of payment and present the Application for Payment to OWNER for pay- ment. At the same time ENGINEER will also give written notice to OWNER and CONTRACTOR that the Work is acceptable subject to the provisions of paragraph 14.09. Otherwise, ENGINEER will return the Application for Payment to CONTRACTOR, indicating in writing the reasons for :-d'using to recommend fInal payment, in which case CON- TRACTOR shall make the necessary corrections and resubmit the Application for Payment. II II - - - - C. Payment Becomes Due - 1. 111.irty days after the presentation to OWNER of the Application for Payment and accompanying docu- mentation, the amount recommended by ENGINEER will become due and, when due, will be paid by OWN- ER to CONTRACTOR. - 14.08 Final Completion Delayed - A. If, through no fault of CONTRACTOR, fmal completion of the Work is significantly delayed, and if ENGINEER so confirms, OWNER shall, upon receipt of CONTRACTOR's final Application for Payment and recommendation of ENGINEER, and without terminJltine the Agreement, make paYment of the balance due for that portion of the Work fully completed and accepted. If the remaining balance to be held by OWNER for Work not fully completed or corrected is less than the retainage stipulated in the Agreement, and if Bonds have been furnished as required in paragraph 5.01, the written consent of the surety to the payment of the balance due for that portion of the Work fully completed and accepted shall be submitted by CON- TRACTOR to ENGINEER with the Application for such payment. Such payment shall be made under the tenns and conditions governing fInal payment, except that it shall not constitute a waiver of Claims. I I I . ! I I - - 14.09 Waiver of Claims A. The making and acceptance of fmal payment will constitute: 00700 - 40 1. a waiver of all Claims by OWNER against CONTRACTOR, except Claims arising from unsettled Liens, from defective Work appearing after fmal inspection pursuant to paragraph 14.06, from failure to comply with the Contract Documents or the terms of any special guarantees specified therein, or from CONTRACTOR's continuing obligations under the Contract Documents; and 2. a waiver of all Claims by CONTRACTOR against OWNER otller than those previously made In writing which are still unsettled. ARTICLE 15 - SUSPENSION OF WORK AND TERMINA TION 15.01 OWNER May Suspend Work A. At any time and without cause, OWNER may suspend the Work or any portion thereof for a period of not more than 90 consecutive days by notice in writing to CON- TRACTOR and ENGINEER which will fIx the date on which Work will be resumed. CONTRACTOR shall resume the Work on the date so fIxed. CONTRACTOR shaIl be allowed an adjustment in the Contract Price or an extension of the Contract Times, or both, directly attributable to any such suspension if CONTRACTOR makes a Claim therefor as provided in paragraph 10.05. 15.02 OWNER May Tenninarefor Cause A. The occurrence of anyone or more of the following events will justify termination for cause: J. CONTRACTOR's persistent failure to perform -. . . the Work in accordance:with the Contract Documents (including, but.not limited to, failure to supply sufficient skilled. workers or suitable materials or equipment or failure to adhere to the progress schedule established under paragraph 2.07 as adjusted from time to time pursuant to paragraph 6.04); 2. CONTRACTOR's disregard of Laws or Regulations of any public body having jurisdiction; 3. CONTRACTOR's disregard of the authority of ENGINEER; or 4. CONTRACTOR's violation in any substantial r way of any provisions of the Contract Documents. B. If one or more of the events identified in paragraph 15.02.A occur, OWNER may, after giving CONTRACTOR (and the surety, if any) seven days written notice, terminate I I the services of CONTRACTOR, exclude CONTRACTOR from the Site. and take possession of the Work and of all CONTRACTOR's tools, appliances, construction equipment, and machinery at the Site, and use the same to the full extent they could be used by CONTRACTOR (without liability to CONTRACTOR for trespass or conversion), incorporate in the Work all materials and equipment stored at the Site or for which OWNER has paid CONTRACTOR but which are stored elsewhere, and frnish the Work as OWNER may deem expedient. In such case, CONTRACTOR shall not be entitled to receive any further payment until the Work is frnished. If the unpaid balance of the Contract Price exceeds all claims, costs, losses, and damages (including but not limited to all fees and charges of engineers, architects, attorneys, and other professionals and all court or arbitration or other dispute resolution costs) sustained by OWNER arising out of or relating to completing the Work,such excess will be paid to CONTRACTOR. If such claims, costs, losses, and damages exceed such unpaid balance, CONTRACTOR shall pay the difference to OWNER. Such claims, costs, losses, and damages incurred by OWNER will be reviewed by ENGINEER as to their reasonableness and, when so approved by ENGINEER, incorporated in a Change Order. When exercising any rights or remedies under this paragraph OWNER shall not be required to obtain the lowest price for the Work performed. I I I I I I I I C. Where CONTRACTOR's services have been so terminated by OWNER, the termination will not affect any rights or remedies of OWNER against CONTRACTOR then existing or which may thereafter accrue. Any retention or payment of moneys due CONTRACTOR by OWNER will not release CONTRACTOR from liability. I I 15.03 OWNER May Tenninate For Convenience I A. Upon seven days written notice to.CONTRACTOR and ENGINEER, OWNER may, without cause and without prejudice to any other right or remedy of OWNER, elect to terminate the Contract. In such case, CONTRACTOR shall be paid (without duplication of any items): I 1. for completed and acceptable Work executed in accordance with the Contract Documents prior to the effective date of termination, including fair and reasonable sums for overhead and profit on such Work; I I 2. for expenses sustained prior to the effective date of termination in performing services and furnishing labor, materials, or equipment as required by the Contract Documents in connection with uncompleted Work, plus fair and reasonable sums for overhead and profit on such expenses; I I 3. for all claims, costs, losses, and damages (including but not limited to all fees and charges of I 00700 - 41 engineers, architects, attorneys, and other professionals and all court or arbitration or other dispute resolution costs) incurred in settlement of terminated contracts with Subcontractors, Suppliers, and others; and 4. for reasonable expenses directly attributable to termination. B. CONTRACTOR shall not be paid on account of loss of anticipated profits or revenue or other economic loss arising out of or resulting from such termination. 15.04 CONTRACTOR May SlOp Work or Terminate A. If, through no act or fault of CONTRACTOR, the Work is suspended for more..than90'consecutive days by OWNER or:under' an order of court oLotherpublic authority, or ENGINEER fails to. act on any Application for Payment within 30 days after it is submitted; or OWNER fails for 30 days to pay CONTRACTOR any sum fmally determined to be due, then CONTRACTOR may, upon seven days written notice to OWNER and ENGINEER, and provided OWNER or ENGINEER do not remedy such suspension or failure within that time, terminate the Contract and recover from OWNER payment on the same terms as provided in paragraph 15.03. In lieu of terminating the Contract and without prejudice to any other right or remedy, if ENGI- NEER has failed to act on an Application for Payment within 30 days after it is submitted, or OWNER has failed for 30 days to pay CONTRACTOR any sum fmally determined to be due, CONTRACTOR may, seven days after written notice to OWNER and ENGINEER, stop the Work until payment is made of all such amounts due CONTRACTOR, including interest thereon. The provisions of this paragraph 15.04 are not intended to preclude CONTRACTOR from making a Claim under paragraph 10.05 for an adjustment in Contract Price or Contract Times or otherwise.for.expenses.or damage directly attribU1abIet.O:CONTRACTOR!.s~'stopping;.the Work as permitted by this paragraph. . ARTICLE 16 - DISPUTE RESOLUTION 16.01 Methods and Procedures A. Dispute resolution methods and procedures, if any, shall be as set forth in the Supplementary Conditions. If no method and procedure bas been set forth, and subject to the provisions of paragraphs 9.09 and 10.05, OWNER and CONTRACTOR may exercise such rights or remedies as either my otherwise have under the Contract Documents or by Laws or Regulations in respect of any dispute. - _ ARTICLE 17 - MISCELLANEOUS - 17.0 I Giving Notice - A. Whenever any provision of the Contract Documents requires the giving of written notice, it will be deemed to have been validly given if delivered in person to the individual or to a member of the firm or to an officer of the corporation for whom it is intended, or if delivered at or sent by registered or certified mail, postage prepaid, to the last business address known to the giver of the notice. - - 17.02 Computation of Times - A. When any period of time is referred to in the Contract Documents by days, it will be computed to exclude the first and include the last day of such period. If the last day of any such period falls on a Saturday or Sunday or on a day made a legal holiday by the law of the applicable jurisdiction, such day will be omitted from the computation. - 1- 17.03 Cumula1ive Remedies A. The duties and obligations imposed by these General Conditions and the rights and remedies available hereunder to the parties hereto are in addition to, and are not to be construed in any way as a limitation of, any rights and remedies available to any or all of them which are otherwise imposed or available by Laws or Regulations, by special warranty or guarantee, or by other provisions of the Contract Documents, and the provisions of this paragraph will be as effective as if repeated specifically in the Contract Documents in connection with each particular duty, obligation, right, and remedy to which they apply. ~ ~ ~ , 17.04 Survival of Obligations , A. All representations, indemnifications, warranties, and guarantees made in, required by, or given in accordance with the Contract Documents, as well as all continuing obligations indicated in the Contract Documents, will survive tmal payment, completion, and acceptance of the Work or tennination or completion of the Agreement. ~ 17.05 Con/rolling Law , A. This Contract is to be governed by the law of the state in which the Project is located. I I 00700 - 42 r / / SECTION 00800 SUPPLEMENTARY CONDITIONS The following supplements modify, change from or add to the Standard General Conditions of the Construction Contract, EJCDC Document 1910-8, 1996 Edition. Where any Article of the General Conditions is modified or any Paragraph, Subparagraph or Clause thereof is modified or deleted by these supplements, the unaltered provisions shall remain in effect. ARTICLE I - DEFINITIONS AND TERMINOLOGY Add the following sentence to 1.28 Notice of Award: "When requested by OWNER, the Notice of Award may be issued by the ENGINEER." Add the following sentence to 1.29 Notice to Proceed: "When requested by OWNER, the Notice to Proceed may be issued by ENGINEER." Add the following terms after Paragraph 1.50: 1.51 ARCHITECT/ENGINEER - The person, firm or corporation named as the ENGINEER in the Agreement. 1.52 Provide - As used in the Project Manual, means to furnish and install, complete and ready for intended use. 1.53 Product - As used in the Project Manual, includes materials, fabrications, systems and equipment. 1.54 Project Manual - The volume of written construction documents, including the Bidding Documents, sample forms, and the Contract Documents, such as the Conditions of the Contract and the Specifications. ARTICLE 2 - PRELIMINARY MA TIERS Add the following to Paragraph 2.01.: "If the Work is to be commenced prior to execution of the Agreement in response to a letter of intent, CONTRACTOR shall, prior to commencement of the Work, submit evidence satisfactory to OWNER that such bonds will be furnished." In the first line of Paragraph 2.02., change the term "...ten..." to read "...six...". Delete Paragraph 2.03. and replace with the following: 2.03. The date of commencement of the Work is the date established in a Notice to Proceed. If there is no Notice to Proceed, it shall be the date of the OWNER-CONTRACTOR Agreement or such other date as may be established therein. Add the following to Paragraph 2.05.: D. CONTRACTOR shall perform no portion of the Work at any time without Contract Documents or, where specified, approved Shop Drawings for such portion of the Work. 12/04 00800-1 04-480 I III II 1,1 11 II II II II I I I I I I I I I I I E. By executing the Contract, CONTRACTOR represents that he has visited the site, familiarized himself with the local conditions under which the Work is to be performed, and correlated his observations with the requirements of the Contract Documents. ARTICLE 3 - CONTRACT DOCUMENTS: INTENT, AMENDING, REUSE Add the following to Paragraph 3.02.A.: 3. Sections of Division One - General Requirements govern the execution of all sections of the Specifications. ARTICLE 4 - AVAILABILITY OF LANDS; SUBSURFACE AND PHYSICAL CONDITIONS; REFERENCE POINTS In Paragraph 4.02.A., change the term "...Supplementary Conditions..." to read "...bidding requirements...". In Paragraph 4.02.B., change the term "Supplementary Conditions..." to read "...bidding requirements...". ARTICLE 5 - BONDS AND INSURANCE In the first line of Paragraph 5.04., following the word "...maintain...", insert the words, "...in a company or companies licensed to do business in the State of Florida,...". In the last line of Paragraph 5.04.A.6., following the word "...vehicle.", insert the words...I"..., or arising out of operation of laws and regulations for damages because of bodily injury or death of any person or for damage to property." Add the following after Paragraph 5.04.B.7.: 8. Include all major divisions of coverage and be on a comprehensive basis including: I. Premises Operations (including X, C and U coverages as applicable. 11. Independent contractor's Protective. 111. Products and Completed Operations. IV. Personal Injury Liability with Employment Exclusion deleted. v. Contractual Liability. VI. Owned, non-owned and hired motor vehicles. VII. Broad Form property Damage including Completed Operations. 9. Provide coverage for not less than the following amounts. a. Workers' Compensation, etc. under paragraphs 5.4.1 and 5.4.2: 1. State Statutory 2. Applicable Federal (e.g. Longshoreman's) and/or Maritime) Statutory 3. Employer's Liability $ 100,000.00 12/04 00800-2 04-4801 b. Contractor's Liability Insurance under Article 5.4, which shall also include completed operations and product liability coverages and eliminate the exclusion with respect to property under the care, custody and control of Contractor: l. General Aggregate (Except Products - Completed Operations) Products - Completed Operations Aggregate 2. 3. Personal and Advertising Injury (Per Person! Organization) 4. Each Occurrence (Bodily Injury and Property Damage) 5. Property Damage liability insurance will provide Explosion, Collapse and Underground coverages where applicable. 6. Excess Liability General Aggregate Each Occurrence c. Automobile Liability under paragraph 5.4.6: I. Bodily Injury: Each Person Each Accident Property Damage: Each Occurrence OR 2. Bodily Injury and Property Damage Combined Single Limit: Each Occurrence Aggregate 00800-3 $ LOOO,OOO.OO $ 1,000,000.00 $ 1,000,000.00 $ LOOO,OOO.OO $ LOOO,OOO.OO $ LOOO,OOO.OO $ LOOO,OOO.OO $ 1,000,000.00 $ 1,000,000.00 $ 1,000,000.00 $ LOOO,OOO.OO 04-4801 I I I I I I I I , , }/\ I .;0'; I I f.' , it' . I iii, ",1; d. Additional liability coverage for OWNER and ENGINEER shall be provided by endorsement as additional insureds on Contractor's General Liability Policy. Add the following names: OWNER - City of Sunny Isles Beach 17070 Collins Avenue, Suite 250 Sunny Isles Beach, Florida 33160 ENGINEER - Calvin, Giordano & Associates, Inc. Engineers, Planners & Surveyors 1800 Eller Drive, Suite 600 Fort Lauderdale, Florida 33316 OTHER - The additional liability coverage for ENGINEER is not to be construed as to requiring, in any way, that either OWNER or CONTRACTOR be obligated to supply insurance protecting ENGINEER for its liability emanating from professional errors or omissions. In conformance with the requirements of Section 725.06, Florida Statutes, the specific considerations for CONTRACTOR's promises are: a. One dollar ($1.00) in hand paid by OWNER, ENGINEER, and ENGINEER's employees to CONTRACTOR, receipt whereof is hereby acknowledged and the adequacy of which CONTRACTOR accepts as completely fulfilling the obligations of OWNER, ENGINEER, and ENGINEER's employees under the requirements of Section 725.06, Florida Statutes, and; b. The entry of OWNER and CONTRACTOR into the construction contract because, but for CONTRACTOR's promises as contained in the General Conditions, OWNER would not have entered into the construction contract with CONTRACTOR. Add the following after Paragraph 5.06.E: F. The form of policy for this coverage shall be Completed Value. G. If under the provisions of this insurance there are mandatory deductibles, or if OWNER elects to increase the mandatory deductibles or purchase this insurance with voluntary deductible amounts, then OWNER shall be responsible for payment of the full amount of the deductible in the event of a paid claim. ARTICLE 6 - CONTRACTOR'S RESPONSIBILITIES Add the following after Paragraph 6.05.F: G. The use of asbestos or asbestos-based fiber materials is prohibited in this Project. Add the following after Paragraph 6.08: 6.08.A. The OWNER will secure and pay for only the following governmental charges and inspection fees: 12/04 00800-4 04-480 I ~ !L I (;-;: t::. r" 1- - {~. , - '_.,. I ~ ;.;, . [ ~ ; (I I '" I 'I 11 _I j II a. special assessments, b. capital connection fees, c. threshold and special inspection fees, d. permanent utility meter installation fees, e. permanent utility hook-up fees, and f. impact fees. 6.08.B. CONTRACTOR shall pay for all building permits and charges of utility owners for connections to the Work, and OWNER will pay charges of such utility owners for capital costs related thereto such as plant investment fees. Delete the last sentence of Paragraph 6.12. and substitute the following: "These shall be available to ENGINEER for examination during construction and shall be delivered "to ENGINEER for OWNER upon Substantial Completion of the Work." At the end of Paragraph 6.13.B, add the following sentences: "The Occupational Safety and Health Administration excavation safety standards, 29 CFR 1926.650 Subpart P trench safety standards are in effect during the period of construction of the Project. In compliance with current State of Florida statutes, the Contractor or subcontractor performing trench excavation work on the Project shall comply with the applicable trench safety standards." In the sixth line of Paragraph 6.20.A., change the parenthetical insert to read as follows: "...(including but not limited to fees and charges of ENGINEER, other engineers, architects, attorneys and other professionals, particularly including, but not limited to reasonable ENGINEER's attorney's fees, and court costs)" . ARTICLE 9 - ENGINEER'S STATUS DURING CONSTRUCTION Change the first sentence of Paragraph 9.01.A. to read as follows: "If OWNER and ENGINEER agree, ENGINEER will be OWNER's representative during the construction period." ARTICLE 10 - CHANGES IN THE WORK; CLAIMS Add the following: 10.06. Without invalidating the agreement, Owner may, at any time execute appropriate Change Orders for additions and/or deletions in the work of up to 25% of the total contract amount, without a change in the contract unit prices bid. ARTICLE 13 - TESTS AND INSPECTIONS; CORRECTION, REMOVAL OR ACCEPTANCE OF DEFECTIVE WORK 13.03. TEST AND INSPECTIONS: Replace 13.03.B. with "All testing shall be paid for by the Contractor." Add the following sentence to Paragraph 13.07.A.: "Specific and special warranties specified in the Contract Documents are in addition to, and not in lieu of, the contractors general warranty. CONTRACTOR shall not be relieved of general warranty obligations by the specification of specific products or procedures." 12/04 00800-5 04-4801 I I I I I I I I I I I I I I I I I I I 13.09. OWNER MAY CORRECT DEFECTIVE WORK: Change the first line from: If Contractor fails within a reasonable time after written notice of Engineer... To read: If Contractor fails within ten (10) calendar days after written notice of Engineer... ARTICLE 14 - PAYMENTS TO CONTRACTOR AND COMPLETION In the first sentence of Paragraph 14.02.A.1., change the phrase "At least twenty days before each progress payment is scheduled (but not more often than once a month), ..." to read "By no later than the first day of the month, ...". Add 14.02.A.4: "An original Partial Release of Lien is required from the General Contractor along with the application for Payment No. I and for each subsequent application thereafter. For each application for payment (excluding Application No. I) the Contractor shall submit with the application Partial Releases of Liens for all Notice to Owners that have been received for the project by the Owner and Engineer". In Paragraph 14.02.B., change the beginning of the sentence from "Ten days..."to read "Forty-five days". In the first sentence of Paragraph 14.05.A.2., following the word "...Work...", insert the words "...or to place and install equipment". At the end of Paragraph 14.07.A.2. after, ...with the Work. Insert, "(iv) acceptance by the Owners and governing agencies." ARTICLE IS - SUSPENSION OF WORK AND TERMINATION In the twentieth line of Paragraph 15.02.B., insert the following after the words...such excess...; "...(including but not limited to fees and charges of ENGINEER, other engineers, architects, attorneys and other professionals, particularly including, but not limited to reasonable ENGINEER's attorney's fees, and court costs)...". ARTICLE 16 - DISPUTE RESOLUTION Delete in its entirety. ARTICLE 17 - MISCELLANEOUS Add 17.05.B: "The venue for any cause of action shall be Dade County." END OF DOCUMENT 12/04 00800-6 04-480 I I - I I I I I I !. I I I . . ~ II ;'~~;. . --, '" .~:: . . , (. ~ ._ i !~- t.., I! hi . I: _I SECTION 00300 BID FORM Bidef ~n~)( tn+p~(;SeS, ]nc. , Address 1 2'-1 '='2 (R)~ leD &L CoroJ ~P('~ -::"t I --no"lG Phone 9~Lf - SIO -v1Do To furnish all materials, equipment and labor and to perform all work in accordance with the Contract Documents for construction of: Golden Shores Entrance Wall include coping and caps, and construction of +/- 920 linear feet of coping on existing barrier wall located in CITY OF SUNNY ISLES BEACH. To: CITY OF SUNNY ISLES BEACH 17070 Collins Avenue, Suite 250 Sunny Isles Beach, Florida 33160 The undersigned Bidder has carefully examined the Bidding Documents and the site of the proposed work and is familiar with the nature and extent of the work and any local conditions that may in any manner affect the work to be done. The undersigned Bidder agrees to do all the work and furnish all materials called for by the Bidding Documents, in the manner prescribed therein and to the standards of quality and performance established by the Engineer for the unit price amounts stated in the spaces herein provided, for each of the items or combination of items stipulated. Unit price line items shall include cost of implementing all applicable safety requirements. Bidder acknowledges that estimated quantities scheduled are approximated for the sole purpose of obtaining comparative bids for determination of the lowest responsible bidder and actual quantities required may increase or decrease. Bidder further agrees that payments will be made on the basis of actual quantities placed and accepted in the construction 12/04 00300-1 04-4801 City Commission F SONNY ISIS, City of Sunny Isles Beach Norman S.Eddcup,Mayor ,r Lewis J.Thaler,Vice Mayor �jsy • see 18070 Collins Avenue Roslyn Brain.Commissioner � Sunny Isles Beach, Florida 33160 Gerry Goodman,Commissioner a I Danny Iglesias,Commissioner 1305) 947-0606 City Hall (305) 949-3113 Fax Christopher J.Russo,Cuy Manager e r LynnM.Dannheisser,Gary Attorney • FLOt'hOE (305) 947-5107 Failding DeponmeN Jane A.Rina,City Clerk o, :� ^"a 1305) 947-5107 Fax MEMORANDUM TO: The Honorable City Commission FROM: Christopher J. Russo,City Manager DATE: February 10,2005 RE: AWARD OF BID-GOLDEN SHORES ENTRANCE WALL RECOMMENDATION It is recommended that the City Commission adopt the attached resolution awarding Invitation to Bid No. 04-12-02 Golden Shores Entrance Wall to Tenex Enterprises, Inc., 12452 Wiles Road Coral Springs, Florida 33076. REASONS In December 2004 the City issued Invitation to Bid No. 04-12-02 Golden Shores Entrance Wall for the purpose of securing a contractor to construct an entrance wall around a portion of the Golden Shores neighborhood. The City received one response to that bid. Our Capital Projects Management Consultant (Calvin-Giordano and Associates, Inc.) in conjunction with staff has reviewed that bid and deemed Tenex Enterprises as the sole most responsive, responsible bidder. ADDITIONAL INFORMATION The proposed entrance wall will further two goals of the City - improved aesthetics and increased safety. The wall will be constructed in a modern style and color that complements the area. It will serve as a buffer against traffic accidents and noise and as a deterrent to crime. Our bidding procedures provide for an award of bid in the event of a sole response (only one responsive bidder) provided the City Manager finds the price submitted is fair and reasonable, and that other prospective bidder had reasonable opportunity to respond, or there is not adequate time for re-solicitation. CJR/pw Golden Shores Entrance Wall Bid Award Agenda Memo