2013-102ORDINANCE NO. 2013-102
AN ORDINANCE ACCEPTING COMPETITIVE PROPOSALS AND AWARDING A PUBLIC
WORKS CONTRACT FOR THE REROOFING OF THE PORTION OF CITY HALL EAST THAT
IS TO BE USED FOR THE DENTON AREA JOINT TRAINING FACILITY; PROVIDING FOR
THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTNE DATE (RFP
5188-AWARDED TO CASTRO ROOFING OF TEXAS, LP 1N THE AMOUNT OF $839,000).
WHEREAS, the City has solicited, received and tabulated competitive bids for the
construction of public works or improvements in accordance with the procedures of State law and
City ordinances; and
WHEREAS, the City Manager or a designated employee has received and recommended that
the herein described bids are the lowest responsible bids for the construction of the public works or
improvernents described in the bid invitation, bid proposals and plans and specifications therein;
NOW, THEREFORE,
THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS:
SECTION 1. The following competitive proposals for the construction of public works or
improvements, as described in the "Request for Proposals" or plans and specifications on file in the
Office of the City's Purchasing Agent filed according to the bid number assigned hereto, are hereby
accepted and approved as being the lowest responsible bids:
RFP
NUMBER CONTRACTOR AMOUNT
5188 Castro Roofing of Texas, LP $839,000
SECTION 2. The acceptance and approval of the above competitive proposals shall not
constitute a contract between the City and the person submitting the proposal for construction of
such public works or improvements herein accepted and approved, until such person shall comply
with all requirements specified in the Notice to Bidders including the timely execution of a written
contract and furnishing of performance and payment bonds, and insurance certificate after
notification of the award of the bid.
SECTION 3. The City Manager is hereby authorized to execute all necessary written
contracts for the performance of the construction of the public works or improvements in accordance
with the bids accepted and approved herein, provided that such contracts are made in accordance
with the Notice to Bidders and Request for Proposals, and documents relating thereto specifying the
terms, conditions, plans and specifications, standards, quantities and specified sums contained
therein.
SECTION 4. The City Council of the City of Denton, Texas hereby expressly delegates the
authority to take any actions that may be required or permitted to be performed by the City of Denton
under RFP 5188 to the City Manager of the City of Denton, Texas, or his designee.
SECTION 5. Upon acceptance and approval of the above competitive bids and the execution
of contracts for the public works and improvements as authorized herein, the City Council hereby
authorizes the expenditure of funds in the manner and in the amount as specified in such approved
bids and authorized contracts executed pursuant thereto.
SECTION 6. This ordinance shall become effective immediately upon its passage and
approval.
PASSED AND APPROVED this the � day of /` , 2013.
ATTEST:
JENNIFER WALTERS, CITY SECRETARY
BY: �
APPROVED AS TO LEGAL FORM:
ANITA BURGESS, CITY ATTORNEY
�
BY: �
4-ORD- 5188
STATE O�' TEXAS
§ �OUNTY Or D�l�TTON §
CUNTRA.C'�` A.GRE�MENT #5].88 �
BY AND B�'�"WE�N
CITY a►F DENT4N, TE�A�� AND CASTRO ROUFING OF T�XA.S
T�IIS CONTRACT is �nade and entered inta ttnis lst da�May 2013, Uy and between
CASTRO ROOFING 4F TEXAS, LP. , a lim.ited pa;�tnership, whose address is 4854 �lson D.x., Dallas,
Te�as 75227, hexeinafter �e�ei�ed to as "Cantractar," and the CITY OF i�ENTON, TEXAS, a Texas
Municxpal Corporation and �ome-Rule Cify, hereinafter refs�red to �s "City," ta b� effective uporn
approval o�the F)�r�ton City Council and tk�e stibsequer�t execution of this Contract by the Denton City
Manager�ar his duly autharized designe�.
�1VITHN�SSETH: Th�t far and in considez•atian of the payments, cavenants and agreements
cantained heiein, and under the conditions expressed in the bonds attached here#o, Contt•actor ag�ees
with the 4wner to eo�nence and complete the performance af the work sp�cif ed within the ag�eement,
in the amount af $839,0OO.OQ and for ihe muhial ben�fits ta be obtained he�eby, tl�e pa1-ties agree as
follows:
SCC?PE OF SERV�TCES
Canfractor shali provide cot�struction sex•vices in acco�•dance with the City's RFP # 5188, and the
Conh�actor's propasal in response thereto, a capy of which is on file at the o�fice of Furchasing A.gent
and ineolporated herein for all pui�oses as "�ghibit A. —��ibit I". The Confiract consists of this
wYitten agreement and the followi7ig items which are attached hereto and incarpaxated herein by
xefe�ence:
(a) Cantractor Response to RFP/IFB#5187 - Pricing (Exhibit "A"}
(b} Negotiated Scope of Work and Services and Technical Requirennents, Drawings, G�•aphs,
Cha�-ts, etc. (Exhibit �B"); {Tecl�nical Specificatiat�s anc� Drawings a�re available �t
#he Uffiee of the Paxchasi�g Manager and at
http•//vvtivw ciivofcienton.cain/det�artments,services/de�artmetrts-�-nlmate�•ials-
man�t�ement-nurchasi���-distribution�cent�t•-lbids-and-�xonosa�s/current-bids-
pronosals
(c) Con�ractor Payments and Performance Milestazzes (Exhibit "C");
{d) City of Denton Staiidard `�'ex�ns and Conditions and Contrach2al Requitements (Exhibit
ccDsfl.
Jf
(e) Special Terms and Conditions (�xhibit "E");
(#} Fayment and Perfai�nance Bonds (�xhibit "F");
(g) Insurance Requirements and Documents �rom Cont�•actor {Exhibit "G");
(h) Contractor's Business Information {�xhfbit "H");
(i) COrihactor ReSpOns� to �� - Conflict af Interest Questionnaire (Exhibii "Y");
Th�se dacuments make up the Gani�aet documents and what is called for by one shall be as
binding as if called far by all. Xn� the �veni of an inconsistency or conflict in any of the provisions o� the
Contract documents, the inconsistency ar conflict sh�ll b� resolved by giving precedence iu�st to this
written Contract, and then to the cantt•act dacuments in the sequential order in which they are listed
above, Tlaese documents shall be referred to collectiveIy as "Contraci D4cuments."
IN WITNESS V+�EREOF, the pa��ties of these presen.ts hav� executed this agreement in the year
and day first above w�itten.
AT7
�.
ATT�ST:
JENNIk'�R WALTERS, CITY SECRET,A.RY
$y; -
APPRO A AS LBGAL FORM:
ANITA $CJRGESS, CITY A.TTORNEY
By: t l c �
GASTRO RO�FING 0►F TEX.A,S
By;
AUTHO ED GNATiJRE
TYPED NAME: Juan Rodriguez
TITLE: Secretary/Treasurer
214-381-8108
PHONE NUMBER
Juan@castroroofing.com
E-MAIL ADDRESS
CITY �F DENT(�N, TEXAS
A Te:�as Municipal Coiporatio�
By: �
GE RGE G. GAMPBELL
CITY MANA.GER
r
�xhib �t .�
�ont�r�.ct Pr�cin�� I)etail�
Best and Fina[ pffer
aFP 51$8 - Denton Area 7raining Facility Roof Projec�t - Pricirlg Sheet
' Each respondent muststate its proposed costs under the contrace.
The respondernshall complete the following section, whlch directly
corresponds to Section 11t -Scope of Servlces, and Section Vl,
Paymeni and Performance Requlrements. ihe contrcctarshall not
make thanaes ta Yhfs format
fA! PRICE FORTHE REPIAC�MENT AND COIVSTRUCI'Ibhl
l'FIE DENTOH ARFAlOIN7"CRh.�NING FACIL17Y,1N
�ORDANCE 70 THE SCATED TECt{NICAL SPECIFICATIDNS
D TECHNfCAE, DRAWINGS:
rAL PR10E C-0R THE PERFOftMANCE AND PAYMENT
T'OTAL PRICE FdR CONSI'RUCTION AND BONDW G
REQUIREMENTS
ETED ON OR BEFORE August 31, 2013. !f this date
be met, please insertthedatethatyourfirm can
THERE APtY EXCEPTIONS TO THE SPECIfICATIONS3
iFJt� ARE EXCEPTIONS TO HE SPECIFICATIONS, EXI
SUCH EXC�PTIONS �ATfACfi aDOfffONAL PA6ES 1F
Paumen#'ferm DisCqunts
' Payment terms tor ihe C�y oi t}enton are typ(cally 3D days. Please
1i+i�€SiIIS �#in�i0{?�i!?!41!�I�;:i:iii«'sldP�S�I�?i�.ti��ff.l]?i>�}i ��i?il�!'-Ill�Slli?:lE(1t1l;�i4l;;� �,;:
]nvolce Patd in 20 days 0.00%
Jnvalce Pa3d in 15 days_ 0°!0
Invoiee Paid in �0 days p�/,
$821,�00.00
$20,OOd.OQ
$841,D00.00
FxhlaF[ 2
$821.Oa0.00
$18,fI0�.U0
$839,000.00
�
Exhibit B �
l�equ�red Sco�e of Work a�.d Services
�I'echnicaZ k�eq�uiremen�s,�, Dravv�rn�s, �ra�ah�,
�
�Char�s, e�c.
_ ,�� ,
�
Scope o� Work.
The intent af this RFP is to obtain coanplete replacement and constz�ction o� the Denio�x Area Training
Facility Roaf Pxoject. Tk�e work for ��hich proposals are being so�icited is described in detail in the
Tecl�nical Speci�cation cor�tained in Exl�ibit 1, anc� the Dr�wings �n �xhibif 2 of this RFP. The
proposal submission sha11 accut�ately desci7be tha Fropos�r's understanc�ing a� the objectives at�.d scope of
the requested consteuctian and provide an outline of tlie process to complete tl�e requirements af the
gxoject. ' �
S�ecxat Notiee and A.dditional Req�iirement(s):
1. Additionai safety precautions sha�l be instituted hy the awarded contractor, as �he work
envi��anrnent will be in an area �rhere citiz�ns and enr�playees rnay be present, and work safety
must be coordinated with the owner,
2. T�e Contractar shall be responsibie fo�' RIi SpOII i•e�novals, and auy exc�ss soiI that vviit
requi�re xemovaI.
C,Ac 5 T �2 C.�
�ao��NG a� r�x�s
Thursday,March 07, 2013
Scope overview and understanding:
• Remove a!I roofing down to deck at areas G1 and F.
• Remove roofing and t€eck at areas G2, H1 and M2
• Provide and install aq steel reinforcing far a camplete deckir�g project. Certified welder
• Install new z8 ga and 22 ga painted stee! deck. Use puddle welds to attach deck to underlying
steel and stitching screws at side laps
• Sncludes all needed wood biocking
• Includes campl�te roof system from the deck up
* includes specified 20 yr manufacturer's NpL warranty
• lncludes ali needed sheet metal
• lncludes lnstalling new raof curbs supplied �y athers
R Includes instalpng missing pipe supports
• Incfudes adding new roof drains and over�low dralns an noted
• Haul-off of all debris and fegal disposal '
• Camplete clean-up of lnteriar at new decking areas
• Provide rented hoisting equipment at interior of building
• Provide company owned hoisting for hoisting and rnaterial demalition
• Provide fu11 time Eng(ish-speaking foreman/superint�ndent
• Assign general superintendent to help supervise the safety, quallty and job progress
* Coordination with owner, roafing consultant, archStect and general cantractor
�xhib xt �
�onixac�or Fa,vme�.i a�.d. �'erfo�m�.�ce
��
Nlileston�s
1. INVOICES A.�FD PAYMEN'�' PJ.tOCESSING:
Pavmen� »rocess.ing: The Ciiy re�view, inspection, and processing procedures fox invoices
ordinarily require thirty (30) days after receipt of invoices, materia�s, ar services. Proposals which
ca11 for payment before thirty (30) days from receipt of invoice, or cash dis�aunts given an such
payment, wi�l be considered only if, in t1n� opinion of ihe Purcl�asing Manage�, the review,
inspectio�, atid process�ng }�rocedt}res can be completed as specified. It is the intention of the City
af Denton to make paymen� w�thin thu�ty days"aftex �eceipt of valid invoices f�r which items o��
se�vices have been received u�less unusual cucums#arices axise. The 30 day �xocessing period for
invoices will b�gin an the date the invoice is received or the date the items or servzces a�e received,
whicbevex is later.
Direct deUosit� fox nayinents: C�ntxactors are eneouraged to as7ange fa�• zeceivin� payments
through diz•ect deposit. Infoi7natian regarding d'u•ect deposit paym.ents is avai�able frc�m the City o:f
De�ton Pux•chasing website: www,dentonuurchasin�.cam.
In�voices: Xnvoicas shall be sent directly to the Ciiy af Denton Accounts Payable De�az�tment, 215 E
McKinriey St, Denton, T�, 76241-4299 with a capy to the attention of Herman Lawson, Ciiy of
Denton Facilities Management, 69 Sotith Woodrow, Dent�n, T'� 76205. The copy may also be
emailed ta Mr. Dean Hu�tley at herm�.n.iawson�cityafdenton.com, Invaiees must be fully
docuu�.ented as to Iabor, maierials, and equipment prov�decl, if applicable, and mYrsf refez•ence
the Cify af Dento� Pnrchase E�rder Nuxnber in order ta be �x•ocess�d. Na �ayments shaII be
made on invoices not iisting a Purchase 4rder Number. Invoices for partial payments on
consiruction pro,�ects should normally be presented for payznent withui the first five days of the
month, a�d submitted on the AIA Pay A,.ppixcafion Foi7n,
2. TAX EXEMPTIOIV:
The City of Denton c�ualiiies for sales ta�. exemption ptiusuant to the pror�isions Qf Article 20.04 (F)
oi the Texas Limited Sa�es, Excise and Use Tax Act. Any Co�tractor performing w4rk under this
coniract foz the City of Denfon may purchase matarials and supplies and rent ar lease equipment
sales #�� fiee. This is accomplished by issuing �xemption certificates to supp�iers. Ce��tificates must
cozxxply with State Comptrol�er's iuling #95-0.07 and #95-0.09:
3. PA i+NT APP�,ICAT�ONS ANA �A,YMENTS TO CCENTRACTORS:
A, Upon presentation o�val'zd �ayment reques#s invaices, which should be within the fi�st week af
e�.ch montl�, the Owner sha�l make pa��tial payments to the Cont�•actor �or constructiorz
.accomplish�d �if3ng the preceding catendar month on the basis af compietec��°cinstruction
_ certifzed to by the Coz�tractar a.nd approved by the Owner arad Aachitecf/Engineer solely �or the
ptuposes o�payment: Provided, howev�r, that such approvai shall not be deamed ap�roval of the
workmanship az materials. �nly ninety-five perce�t {95%} of each payrr�ent request appz•oved
during the constr�ict�on of fhe project sha�� Ue paid by the Owzier to tha Contractar prior to
corripletion of tlie pioject. Upon the approval by the Owner of the Contractor's "Fina� Xnvoice
for Payment" showing the total cost of the construction pe��oi7ned, the Owne�.� shall make
payment to the Contractor of all amQUnts to which the Contractor shall be entitled thez�e under
which shall nat have l�een paid: �z•avided, however, ihai such final payrr�er�t shall be made not
latex than nine�ty (90) days a£ter t#�e date of aompletion of construction of the praject, as specif�ed
in the Fi�ial In�cTaice �or Fayment, unless withheld because of the �ault of the Cflntractor.
B. The Contractor shall be paid on the basis of the percentage of tl�e work actually completed for
each consta�uctian i�em, The totai amaunt paid �or periodic billings shall not e�€ceed ihe
maximum contract price for the constiuction of the pzoject as set %rth fn the cant�act, Ltnless
such excess shall have bean ap�araved by the Qwner, atzd Q��vt3er's Representative, and in wz�ting
by �ie Purchasing Agent as part of a Ghange ordex.
C. No payment shall be due while the Cont�actor is in default in respect of any of the provisior�s of
this contract, and the O��e�� may withhold from the Contractor the amount of any clairn by any
third paz�ty against either the Coniractor o� the Owner based upon an alleged �ailu�e of the
Coniractor to perform the work �.ereunder in. accordance with the p�•ovisions of this contract.
This includes alleged failure af the Contractor to make payme�ts to subcontractors. �
4. RGLEA�� O� LIENS AND CERTIFIC.A.TE QF CONTRAC'TORs
Release o� Liens and Certificate a� Contractor sha11 ba accomplishe� in accordat�ce with A.rticle 5.3
of the Standard Terms and Conc�itions.
5. PAYNIT�ITS TO MATERIAL-MCN AND SUBCONTRACTORS:
The Cantractar shall pay each materiaiman, an.d each subconh�actor, i� any, not later than five (S)
days after re�eipt of any payment fi•om the 4wnez, t�ie amount thereof allowed the Cont�actor foz
and on account o�materials :Ftunished ox construction perforrned by e�ch matei7alman or each
subcontcactor. �
6. RENiEDIES:
A. Compt�tiQn of Contractor's Default
If default shall bs made by the Confiactor or by any subcontractar in the pe��fornaance af any of
tk�e tei�nis of tl�is proposal, the Owner, without in any manner limiting its legal and equitable
rezx�edies in tl�e cireumstances, may sezve upon the Contractor and the SuFety' or Sur�ties upon
the Contractor's ba�d or 6ands a written. notice requ�xing the Coni��actor to cause suoh default to
be corx•ected farthwith. Unless witivn twen�y �20� days after the sez�ice of such notica npan the
Confxactaz� such default shall be con•ected or ar�rangemer�ts far the correction thereof satisfacto��l
to the �w�ex• ancUor Engineer shall be made by the Contractox ox its Suzety or Sure#ies, the
Ow�.er may take over the construction of the project and prosecute the same to completion b�
contract or oth�rwise for the accaunt and at the expense of the Contractor, and the Conhactar
and its Su�efy or Su�e#ies shall be .liable to the Owner for any cost or e�ense i�a excess of the
conh�act price occasioned thereby. In such event the Owne�• may take possession of and utilize,
in complating tlle�oiistruction of the project, any rrzaterials, tools, supplies, eqt�.i:pment,
appliances, and plant belonging to the Contractor or any of its su�contractors, which may be
situated at the site of the praject. The �wner 'rn sttch contingency may exercise at�y rzghts,
clairns or d�mands wlnich th.e Contractaz may liave against fil�ird �ersons in cannection, with this
cantract and far such �urpose the Cont�acto� does hereby assign, t�•ansf�r and set aver u�.fo the
4wner all such rights claims and demands,
B. Lic��idated Damages
The time of the completion of construction of'the pzoject is o� the essence of th� cont�•act.
Should the Contractar neglect, refuse or fail ta camplete the consh�uctian within the time herein
agieed upon, after giving effect ta e:�tensions of time, if any, l�erein provxded, then, in t�at event
and in view of the difficulty of estimating tivith exactness daniages eaiised by such delay, the
�wner sha11 have fhe right to deduct from and retain out of such maney which may be then due
or which may become due and payable to the Con�iactot� the sum of FNE HUNL?RED
DOLLARS $500.00 per day foz each and every day, ineluding weekends, that such
co�shuction is delayed on its conlpletian beyand the specified time, as liquidated damages ancl
not as a penaliy; if the arnount due and to become dua from the �wner to the Contra�tor is
iiisuff c�ent to pay in full any sueh liquidated damages, the Contractor shall pay to the Owner the
amaunt necessary to effect such payment in fiil1: Provided, hawever, that �he Owner sha1.1
promptly notify the Cont� actor in writing of the mar�ne�• xn which #he amaunt retai�ed, deducted
or claimed as liqurdated damages was computed.
C. Cumula�ive Remedies
Eve�y xight ar remedy herein conferred upon or reserved to the Ovv�ier shall be cumul�tive, shall
be in addition to every i7ght and remecly now or hereafter existing at law or i�a equit� or by
statute, and the pursuit o� any right ar remedy s1�a11 not be consfirued as an election. Provided,
hawever, that tne praviszons o� the R�MEAIES S�CTION shall be the exclu.sive measure af
damages for failuz•e by the `Contractor to complete the consh`uction of the �rojeci witivn tfie time
herein agr�ed tipon.
�xhibi� lJ
�it_y �f �ento� ���struc�ion.�
�
'Terms and C�nditians
� ancl
�
�ontra�t�.al requi�em�nts
.. .� �
m
CITY QF DENTON GE1�ER.AL C4NDIT�aNS FOR BUI�DING CONSTRUC�I�N
ARTXCL� 1 G�N�RAL PR.4VISI�NS
GENERA�., D�FYNYTIONS
1.1 The fallor�ving de€iniiions apply tlxronghaut these Gene�•al Conditions and to tlae otrier
Cantract Doc�ments:
a) THE CCINTRACT IaOCUM�NTS
The Cautrac# Documents cansist of the forrn.al Btulding Construction Services Agreern�e�t
between the Owner and the Contracto�, these Gene�al Canditians and other supplementary
conditions inc�uded by special provisions or acldenda, d�awings, specif�cations, a.ddenda issued
prior.to execution of t�ie Cont�act, at�aer documents listect in ik�e Cont�act, and Arnezidments
issued after execution of the Cantract. For pz�r�oses of these Genez�al Conditions, an Amerzdment
is: .
(1) a v�ittan S��aplemental Agreezx�er�# to the Contract sig-�ed by autharized reprasex�taiives of
bath pa�-ties;
(�.) a Change Order, inoluding Change Orders signed only by ihe Qwner as desc17bed in
Subparagraph '1.1(b) and Subparagraph 7.1(e}; or
(3) a written order for a minor change in the Wc�rk issued by the ArchxtecilEngineer as desci�ibed
in Parag�aph 73. . ,
The Cont�act Documents also include bid dacuments suck� as the O�vner's Inst�vctions ta
Bxdders, sample fox�nns, the Contractor's Bkd Proposal and portzons of ad.de�.da relatin.g to any of
these documents, and az�y other documents, exhibits or attachments s�ecifically enumerated in
iha Building Conshuctian Servic�s Agreernent, but specifically exclude geotech�ical and
subsui�face reparts tha� the Owr�ex may have provided to the Conhactor.
b) THE CCINTR.A�CT
The Contract Documents, as defined in Paragraph J..1, are express�y incarporated into and made
a part of the formal�Buildin� Constructian Services Agreement betw�en the Owner and the
Cont�actor by reference in this Paxagraph anc� Paragraph 1.1. (which documents a�e sametitnes
also raferred to co�lectively in these Genexal Conditions as the "Contract"). The Cant�act
Taocumenis represent the entite and integrated ag�eement between the Owner and the Cont�actor
and supe�sede all piYOr negotiations, representa.tiox►s ar agieements, either wz�itten or oral, The
terms.and condxtions ofthe Contract Doctunents may �e changed only hy an Amendinent. The
Contract Documents s1ia11 not be canst�u�d ta create a contx�actual relationship of any kind:
(1) b$tween the A.tchitecfi/E�gineer and Contrac�or;
(2) between the Owner and a Sul�con�actor� vr Sub-su�contractox; or
(3)1�etween any persons ar entities other than the �wner and Contractor.
Th� ArchitectlEngineer shail, howevez�, be entitled to percfo�.man�e and enforcennent flf
obligations unde� the Contract Documents intended to facilitate perfaz�rnance of fhe
ArchitectlEngineer's duties. �
c) TH� WORK "
The term "Work" means the constructfon and seivices requ�.•ed by the Contract l�ocuments,
vcThet�.er completed or partially completed, and includes all Iabax, materials, equipment, and
services pro�vided or to be provided by the Contractox�, or any SubGOntzactors, Sub-
subconti�ac#ors, materia� suppliers, or any other entity for whom the Contractox is responsible, to
fulfll �he Contz�a.ctor's abiigations. The Work rnay constitute the whale or a pa�t of the Project.
c�) TI�E PRO�ECT
The Proj�at is the to-tal const��uction more particularly described in•the Building Collstruciio:n
Servic�s AgLeert�ent, of which the Wark �ierforrned under the Conhact Documents may �e the
wl�ole or a pai�t o�the Project and wk�ich may include const�uction by the Owner or by separate
contra.ctors. All references in ihese General Canditions to ax con�ei�ing the Work�or the si�e of
the Work w�Il tise the te�•m "Proj eot," notwithstanding that the Work may only be a pa��t of the
Project.
e) T�E DRAWINGS
The Drawings (alsa knaw�n as the "Plans") are the graphic and pictorial port�ons of the Contract
Documents, wherever Iacated and wheiiever issued, showing the design, location atzd c�unensions
of the VJork, genezally inc�uding plans, elevatia�s, sectians, details, schedules, and c�ia�ams.
f� T'�� SP�CIF�CATYONS
The Specificatians are that poi�tion of the Contract Documents consisting af t�.e written
requi�emants �or materiafs, ec�uipment, constructzon systems, standards, and workmanship for the
Work, performance of relat�d seY�vices, and othe� technical requirements,
g} TAE PRQJEC'�` MANUAL
The Project Manual is ihe voiume or volumes which cantazn the bidding requirements, sampl�
foznns, Genera! Conditions for Building Canstruction, sp�cia! p�ovisions, and Specifications. The
Project Manual may be modified by R7ritten addendun�s issued by the Qwner d�ring bidding, in
wluch case the vvritten addendums becozxa.e a part of the Pxaject Manual upon their issuance,
unless othezwise indicated by the Ov�mer in wz�i.ting.
h) ALTERNA.TE
An A�texnate is a variaiion in the Work an v�rluch the Owner requires a p�'ice separate fiom the
City Build'zng General Conditions Basa Proposal. If an Altern�.te is accepted by the O�vner, the
vaxiation wx�l become a part o�#he Contract tluough the execution of a change arder or
a:rr►endment to t�.e Cont�act and the Base Bid will be adjus�ed to inc�ude the amount quated. If
an altei�nate is accepted by the OwneY•, and later deleted prior to any VtTO�k under th� altez�nate
being perfo�med or mat�tials d.elivered to the Froject site, the Owner will �e entitled to a oredit
in the full value of ike alier�zate as priced i� t�e Contractflr's Bic�.
i} BAS� Proposa�
The Base Proposai is the price quoted for the Work b�fare Altei�ates are eonsidered.
j) HAZARDQUS SU�STANCE
`Z'he term Hazazd.ous Substance is defined to include the followi�ng;
(1) any asbestos or a�y material which cnntains any lxydrated mineral silicate, inchiding
chrysolite, amosite, croci�oiite, t�emoiite, anthophylite Qr actinolite, whether friable or non-
fi7able;
(2) any polychiorinated bzphenyls ("FCBs"), or PCB-containing materials, or fluids;
{3) zadon;
(4) any other haza�•dous, radioactive, tv�c ar naxxous substance, mateizal, pollutant, or solid,
liquid or gaseous waste;
(5) any pollutant or cont�m.inant (in.cluding but z�ot limited to petroleum, petro�aum
h3�drocarbons, pet�oleum pzaducts, cz�.tde oil o� any fractians thereof, any oiI or gas
exploration or produetion waste, any natural gas, synthetia gas or any mizture thereof, lead,
or other toxic meta�s) wluc� �n its �ondiiion, cancentration o�• ax•ea of re�ease coulct ha�ra a
signif cant effect on hzirnan health, the environmeni, or nat�ual x•esources;
(6) any si�bstance that, �vhett�er by its naiure ar its use, is subject to regulation or requues
environmental investigation, inonitori�zg, or remediation under any federal, state, or iacai
envi�onmental Iaws, i�les, or x•eguiations;
(7) a�y underground storage tanks, as defined in 42 U,S,C. Sectian 6991(1)(A)(I} (including
those defined by Sectian 9041(1) of the 198� I�azardous and Solid Waste Amendments to the
Resource Conservation and Recovery Act, 42 U.S.C. Section 6941 et seq.; the Texas Watex
Code Annotated �ection 26.3�t4; and Title 30 of the Texas Admiriist�ative Code Sections
33�.3 and 334.4), �vhet�er empty, fzlled or partially filled with any subs#ance; and
(8) any oti�er hazardous inate�•ial, hazardous waste, hazardous substance, solid waste, and toxie
snbstance as #hose or similar tei�ns aie defined under any fedezal, state, or lacal
environmen.tal laws, rules, o� regulatians.
k) OTHER DEFINITYONS
As used in the Cont�•act Docunlents, the fallowing add'ztional teims have the following meanings;
(1) "pzovida" means to furnish, install, fabricate, deii�ver and erect, including ali services,
materials, appu��tenances and atherexpenses #o co�nplete in place, ready for operatian or us�;
(2) "s��ll" meai�s the action af the party to which referenee is being mad� is mandatory;
(3) "as required" means as p���scribed in the Contraci Docume�.ts; and
(4) "as necessary" means all action esseirtial or needed to complete the work in accordance with
the Cont��act Documents and applicable laws, ordinances, construcf�on codes, and
. zeguiations.
1.� �XECUTION, CQ�LA'�'ION AND TivTENT � .
(a) The Building Canstruction Sezvices Agreement shali be signed by duly authorized
repz`esentatives of the �wn�r and Contraeto� as provided in the Agreament,
(b) Execution. o�the Buildiug Constr�ction Sei�vices Agreement by the Contractor is a repz•esentation
that t�ie Contractor has visited ihe site, became �amiiiar with iocai conditio�s, including but not
limited to s�xbsuk•face conditions, under wk�ich the WQrk is to be pei�ormed and correlated
�ersonal observations with requizements of the Coniract I3ocuments.
(c) Tha intent af the Con.tract Documents is io in�lude all items necessary foz• the proper execution
anc� completion of the. Wark by the Contractar. The Canttact Documents a��e carnplementary, and
what zs required by one sha11 be as binding as if requiied by all; performa.iice by th� Contractor
shall be zequired only to ihe eatent .co�sisteni �c�vith ihe Cont�act Docum�ents and reasonably
inferable from them as being necessa��r ta produce the intended �•esults.
(d) �rganization of the Speci#"icatians i�ta c�ivisians, sections, and articles, and arrangemeiit �f
Drawings shall noi cantroi the Coi�traetox• in dividing tke Work amang Subeon#racto�•s or in
establishing t�e e�tent of Work to be pei�fo��med by. any trade.
(e) Unless otherwxse stated zn tha Contzact Doctaments, words which have well-known techiucal or
canstiuction indt�s�ry meanings are �sed in the Cantract I]ocuments in accordance with sueh
recognized meanings.
(� Th.e Drawings and Specifications are intended to agrce with one a�ather, and Vtrark called �or by
Drawings and not mentioned ui Specxfications, or j�ice �ersa, sball be �u�`nished as zf set foz�th by
both. Specifications shall gove��n matez•xa�s, methads and quality af vvor�. In the event of a
conflict on the Drawings between scale and �imension, figured dimensions shall govern over
scale dimensions and large seale drawings sha11 govern o�er small scale drawings. Conflict
between iwo or more dimensions applying to a comman point shall be refetYed to the
ArchitectlEngir�eez/Engineer far finai adjustment. Xf discrepancies ai coz�flicts occur within ox
between the Drawiings and Specifications regarding the Work, or within ox �eftiveen other
Cont�act Docurnents, the Contractar shall not perform suah Work witriou# having obtainec� a
claxification �rom the Aachitect/E�nginee� and xesoiution by t�ie Own.er. The Qwner's deciszon as
io th� appropriate resolutzon of a conflzct ar disczepancy shalt be final. Should the Drawings or
the Specifications disagree wzthin them.selves or ve�ith each other; the �ase Sid wiIl be based an
the most expensive com�bination af quality and quantity of Work indicated.
(g} Deviations from Co�traci Documents shall be made only after writtan approval is obtained .
frozn Archit�ct/Engineer and Owner, as provided in Artzcle 7.
(h) The intentian o� the Contract Dacumen.ts is to inc�ude all materials, laba��, tools, ec�u�pinent,
utiiities, a�pliances, accassories, se�vices, transportatio�, and supervision �equued to
completely perforr�i the fabz�ication, erectior� and e�ecution of the Work in its �'inal position.
{z) Tha mast recently issited Dx•a��ving or ��ecification takes precedence over previous issues of
the same D�awing o�r Specif'�eatxon. in the event of a conflict, the ordei of precedence of
intezp�etation of the Co�#ract Documents is as follows:
(1) Amendm��lts (see Paragraph 7.2 for order af precede�ce between Amendments);
,_
(2} the Building Canshuction Services Agzeement;
(3) adder�da, with those addenda o��ate� date having precedence ovar those of an eaxlier date;
(4) the Supplementary Generai Conditions axid Special Provisions, if any;
(5) the General Canditions for Building Constiuction;
(6} the Speeifications and Dxawings.
1.3 OWNERSHIP AND USE 4F ARCHITECT/ENGINEEl.i'S �RAWINGS, SPECIFICA.�YCINS
AND OTHER DOCUMEN�'S '
� All Drawings, Specifications, ancl copies thereof furnished by tl3e ArchiteetlEngir�eer are and shall
�emain the p��operty of the� �wner a.nd are, wit�i the e�ception o� the Cont�act set fox• each paz�ty, to be
retui�.ed to the Qwnex npon request at the completion of the Work. .
1,4 CA.P�TALIZATION
Tea7ns capitalized i� these General Conditions include those which a.re:
(l.) specifically defined in these General Conditians (ea.cept the ierms def�ned in Subparagraph
1.�{j), �vl�ich terms are of carrxman gramma#ical usage and are not noiyna�ly eapita�xzed);
(2) the titles of numbered axtioles and identified �e%rences to Paragraphs, Subpax•agraphs, and
Clauses;
(3) th:e tities of other documents pitblished or used by the Qwner as manuals ax� official p�licy
siatements; or
(�} proper nouns or ather words required under standard grammatical rules to be capitalized.
ARTICL� 2 T�IE OVYNER
2.1 DEFIN�TrO�V �F OWNER �
Th.e Ownar is ihe City af Dentoz�, a Texas municipal colparation, and is identified as such in the
Buitding Constzuction Se��vices Agx•eement, and is referred to tlu•oughaut the Cont�act Document� as
if singular in number. The tex�n "�w�.er" means the �wnex or the Owx�er's authorized
representatives.
2.21NFQR1I�ATI�N AND SERVZCLS R�QUIRED QF TI� U'VYNER
(a) The Qwner shall furnish the most recent survey describing the physical characteristics, legal .
limi�s, utility loca�ions, and a pai�nanent benchmark for the site of the Praj�ct. The 4wnex shall
also fiunish any envuonmental site assessments that ma� have been given to the Owner ox
conduc#ed for the property upon which the �'roject is to be constructed. THIS INFORMATIOI�T
IS FURNISHED T� TI�E CQ1�ITftACTOR. �NLY IN ORDER 3'4 MAKE DISCLOSU�E OF
THIS MATERIAL AND FOR NO aTHER PURPOSE. BY FURNISHING T�YS MATERiAL,
� THE OWNE.R DQES NOT REPRESENT, WARRANT, OR GUARANTEE ITS ACCUR.ACX
EITHER 1N WH�LE, IN PART, iMPLICI'�'LY �R EXPLICITLY, OR IN ANY OTHER WAX,
�1ATD '�E OWNER SHALL HAVE N4 LIABILITY FOR THIS MA�'ERIAL.
(b} E�.cept for per�nits and fees whic� are provided fox• in Subparagraph 3.7(a), the Owner shall
secure and pa3� for necessary approvals, easezz�ents, assessments, and eharges �•equired faa�
construction, use, or occupancy af peixnanent sti�uchues or fo� permane��t changes in existing
faciliiies. �
�(c) Info�7nation or sex�vic�s under the O�mer's contral shall be fu�•nished by the Own.er with
reasonable promptness ta avoid delay in �he ordexly progress of the Work. It is incumUent upon
ihe Canfractor to identi�y, establish, an.d maintain a cur�ent schedule of Ia�est da.tes for subrr�ittal
and approval, as rec�uired in Paragra�h 3.I0, inc�uding when suala informatian or sel�uices must
be delivered. If O�vnei� deli�vez•s the infoz-�nati�n or servioes to the Contractor as scheduled and
Contractox is not prepa��ed to accept or act on such info��r�natian or sei•vzces? therz Contracta� shall
reimburse 4wner �or all e�.tra costs incuF�red o�holding, staiage, or retentian, inciuding
redeliveries by the Owner to cornply with the currenk scheduie.
(d) Unl�ss othe�wise pravided in �e Cantract Documents, the Cantractor wili be �'iu�ished
electronic copies o£the Drawings and Specifcations for bid purposes and ane hax•d copy ,
approved by Bu�ldi�ng Inspections upon execution of the Contract. Contractor may obtafu
at�ditional copies by paying the eos� of add.itional printing o�• xep�•odL�ction.
(e) The obligatians described above are in addxtion ta other duties and respo�isibilitz�s of the 4wner
�numerated in the Cant�act Documents and especiall�r ihose in xespect to Article 6(Constr��etion
b� 4wner o� �y Separate Contraciors)a A��ticle $(Payments and Completion}, and .Article 11
(Insurance and Bonds),
(� T'he Owner shall forward aI1 inst�uctions to the �antractor tIu�oug�i the ArchitectlEngir�eer,
except for the Qwner's Notice to Proceed and the Owner's decxsion to ca��ry out Wo� as
described in 1'aragraph 2.4.
(g) The Ovvner's employees, a�ents, and consultants may be preserzt at #he Project sita d�ing
pe�fo��mance af tlie Work to assist the Architect/Engineer zn th� perfarmance af the
ArGhitectl�ngineer's duties and to verif}� tk�e Contractor's record af the number of workmen
emplo}red on the Work, their occupational c�assification, the time eaeh is engaged in tY�e Wark,
the equipmeni used in the perfarmance of the Work, and for puxpose of verification of
Contractar's AppliGations %r Payment.
2.3 4WNER.'S RIGHT TO STOP THE WURK
If fhe Cant�actor fails to correct any portion of t�.e Work which is not in aecordance with the
rec�uuements of the Coni�act Dacuments as iequued by Paragraph 12.2 or refuses or fails to carry
out all or any paz� of the Wo�k in aecordance with the Caut�act Documents, fihe Owner, by written
ozder, may arder ihe Contractor to stQp #�.e Work, or any portion of the Wark, until �he ca�tse for the
orde� has been �lixninateci. The righi of #he Owner ho�vever, to stop the Work shall not crea�e or .
imply a dut�� on the pai�t� of the Owner to e�ercise this right far the bene�it of the Contractor ar any
othei person or enti-ty. The rights of the Owz�;er under tl�is Pa�agraph 2.3 sha11 be in addition to, ancl
nat in res#�'1Ct1021 4�, tke Owner's t�ights under Patagraph 12.2.
�.4 aWNER'S RIGHT TO CARRY OTJT THE V4'ORK _:
If tha Cantractox fails or refuses to ca��y aut the Waxk or pei�fo�rn any of the terms, covenants, or
abligations of fhe Contract Documents, and fails or xe�'i.ises to car�ect any failuze or refusal with
diiigence and pram.ptnes� within fourteen (14) days aftex xeceipt o£notice from the Otivner, the
Ownea� may co�•�ect the Contractar's fazlu�e or refusal or cause such failure or refiisa�. ta be correc#ed,
wiihout affeeting, s�t�erseding, or waiving any other contractual, legal, o� equiiaUle remedies t�Ze
�wner has, including but not Iimited to the Ownei's termiriatio�n a`ights un.dei A��ticle 13. in tliat case,
an apprc�pi7ate Change �rder will be issued deducting the Owner's eost of caz7•eetion, including
A tchiteetlEngineer's compensation for additional sexvices and expenses made necessaxy by the
failiue or re�usal of the Cor�t�actor from payments then or the�•eafter due tq the C�rztiacto�. The cost
of co��eetion is subject to verifica�ion (but not appxoval) by the Axchitect�Engineer. If payme�ts ihen
o� thereafter due the Cantraetor are not suffici.ent to cover t�� cosi of correctian., the �ontraetor shall
pay the difference to the Owne�,
2.5 NOTICE TQ PR�CEED
After final execution of the Coniract and receipt and approval of the required perfoF�nance and
payment bonds and e�vidence of required insurance, the Owner will issue a w�itten notice to proceec�
with the Work, including the designated Conhact Time within �hich Substantial Completion of the
�Vork must be achieved. Tf the Owner unreasonaUly d�lays issuance of a written natice to proceed
through no fault of the Conhactor, the Contractoi• shall be entitled only to a� equitable adjustment of
-the Contract Time, if properly claimed pursuant to the requi�ements of Paragraph �.3; but tk�e
Contractor shall not be entitled to any increase ta the Cor�tract Sum whatsoever for t�is reaso�.,
ARTYCLE 3 TH� CQNTRACT4R
3,1. DEFINITI()N OF COIVTRACTOR
Tne Contracto� zs the person or business entify iden#i�ied as such in the Building Cornstruction
Sarvices Agreernent, and is refei�ed to throughout t1�e Cont�act Docuinents as if singul�,� in. niunbex•.
The term "Con-�actor" mea�s the Contractox ar the Con#ractor's au�horized em.ployees o�
represen#atives.
3.2 �VIEW OF CON�'RACT D4�UMENTS AND FI�LD CONDITIONS BY CONTR.A.CT4R
(a) The Cont�actor shall care:fully check, study, and coznpare tl�e Contract Doeuments wxtt� each
atlier and shall at once repo��t fo tlie �rchiteci/Engineer in writing an�y inconsistency, ambzgui�Gy,
enor, omission, cox�flict, or dise�epancy tha Contractor may c�scovex•. '�'he Contractor shall alsa
vex�fy all dimensions, field measux•ements, and field conciitions before laying out the Work. The
CQn.tx�actor will be h�ld responsi�Ie fox any subsequent ei�or, omission, cox�flict, or d'zscrepancy
which might have been avoided by the above-desoribed check, study, compax•�son, and repoi�ting.
In the event the Cont�aetor continues fo work on an item where an inco�sistency, ambiguity,
e�.xor, omission, conflict, oi cliscre�aaney e�ists wi#hout obtaxning such clari�ieation or resolut�an.
or commences an item o�tb.e Work withaut giving vv��itten rzotice ofan er�ar, omission, conflict,
or disc�epancy that might have been avaided by #lae cheek, study, and compa�7son required
above, it sha�l be deemed that the Contractor bid and intended to execute the more stringent,
higher qualxty, or state �f the art requiremet�i, ar accepted the condition �s is in th� Contract
Doc�men#s, without any increase ta th.e Contract Sum or Contract Time. The Contractor sha��
also be respor�sible ta corre�t any failute of component paris ta coordinate or �it properly into
fmal position as a result a� Contracior's failure to give natica of and obtain a clarifiea#ian or
�esolutiQn of any erxor, omissxan, conflict, ar discrepancy, tivithout any right to any increase to
the Cantract Sum oz� Contract Tim.e.
(b} The Cont�•acto� shall perform the Work in accordance with the Contract Documents and
suhmitfals approved pu�suant ta Paragraph 3. �2, _
3,3 SUPER'VI�I4N AND C4NSTRUCTXOi�I FROCEDURES
(a) �he Contractor shail supervise and direc�G the Woxk, using #ha Contractar's best sk�l and
atteniion. The Cantractor shall be solely responsihle fa� and have control over canstzuckion
rneans, methads, techniques, sequences, and pi�ocedu�es au�d for coordinating all poi�tians ofthe
Work, unless the Contzact Documents set farth specific instxuctxons concer�iing th.ese matters.
(b) The �ontractor shall be responsible ta the Owner for the acts and omissions of the Cant�actor's
employees, Subcont�'actors, Sub-su�cor�tractars, and their respective agenfs and employees, and
any other pez�sons perfoz�ming portions of the Work undex• a subcontract with the Cantractor or
with any Subcontractor, and all other persons az entities fbr which the Contractor is legally
responsible. All Iabo� shall be perfQ�-med by mechanics thai �e train�ed and skilled in their
respective trades, Standards of work required thraughout shall be of a q�iality that witl bx•i�g only
first class results. Mechanics whose wark is unsatisfactory, or wha are considezed careless,
inc�mpetent, unskilled, or otherwise objectionable shali be dismissed promptiy frozn the Waik
and immediately replaced with �ampetent, skilled pe}•sonnel. Any part af the Wark adversely
affected by the acts ar omissions vf ineompete�t, utls�illed, careless, or objectionable pe�sonr�el
shall 6e immediately coi7ecfed by the Contractor.
(c) The Contractox shall not l�e r�lieved of its oblzgat�t�n to pezfoxm the Work in accordance with the
Cantract Dacuments eithei by activities o� duties of �1ie �chitect/Engineer in the
ArchitecflEngineer's administration of the Contract, or by tests, inspections, ar approvzls
reqnirec� or perfoi�ned by pezsons other than the Contractor. .
(d) The Cantracto�• shall be responsible foz inspect�on of portians o� V��ork �.1�•eady perfoi7ned under
this Contract to defei7nine that such portions are in p�oper cond�tion to recei�c�e subsequent WQrk,
The Con.tractor's respansibilit� under this paragraph wi11 not in any way eliminate the
.ArchitectfEngineer's respansibility ta the Owner un�.er the Architect/Engineer/Uv��ne�•
Agreement. �
(e) A.nq Gani�actar, Subcanf�actor, �ub-subcontxactQr, or separate contractor who comr�iences Work
over, in, oz• under any surface prepared �y ihe Owner or by any ather contxactor, subeant�aetor,
sub-subcant�actor or sepax�ate contractor without the Confi�actar having given j�vri�ten notice to
the Az•chiteot/Engineer of the existence of any faulty s��ace ar conditian in the surface that
prevents achi�vizag the quality of workmanship specified by the Gontract Documents and without
hatnng obtained �e p�iar approval of the Architect/Engineer and thre Qwne� to proceed is
deemed to have accepted the surface or condition in the su��ace as satisfactoiy at the
commencement of such Wox��. Any unsatisfac#ory Work subsequently resulting from such a
� faulty surfac� or conditian in the surface that was nat pre-app�oved b� the A�•clutect/Eng�neer or
the Qwner after notice as provided abo�e may be rejected and replacement required, without any
in�rease to the Cantract Sum or Gontract Time, �
{fl AIl grades, lines, levels, and benchmarks sha11 be established and mainta'rn.ed on an ongoing
basis by the Cont�actor. The Contractor is solely responsible fox any elYOrs rnade�in establishi�xg
or maintaining prope� g�ades, lin.es, levels, or b�nc�Zmarks. Each Contractor for his own R7ork
sha11 verify all grades, lines, levels, and dimensions as indicated on Dravv�ngs. He shall repoi�t
any er�ors, omissions, conflzcts, ar inconsistencies to ArchitectlEngineer before eommenGing any
Work affected by these conditiox�s, Contracto� shall establish and� safegua�•d benchrnatks in at
least two widely sepa�ated places an.d, as Work pro�re�ses, establish benchrnaxks at each Ievel
an�. lay out partitions on rough floor in exact locaiions as gtudes to aIl t�ades, The Coniractor
shal�, fiam: the peimanent benchmark provided by the O�wner, establisn and maintain adequate
horizontal and ve�tical control.
3.� LABOl.2ANI? MATERIALS
(a) Except as is otherwise specifically px•ovided in the Contract Dacuments as being the
x•es�onsihility of the 4wne�, the Contracto� shall. provide and pay for Iabor, materiais, equipment,
tools, cans#ruction equipment axzd machinery, watex, heat, utilities, t�ansportatiol�, and othe�
facilities and servic�s necessary for proper eYecution az�d campl�tion of the Work, whether
tem�arar�r or pex�nanent and whefher or riot i�:co�porated or to be inco�porated in th� Wark.
(b) The Contractor shall e�lforce st�.ct discipline and good order among the Contractor's empIoyees
and other persons ca��zying out the Contxact. The Co�tractor shall not pei7nit employment of u��t
pe�sans ar persons not skilled in tasks assigned to tham.
(c) The Contractar shafl give preference, when qualified labor is availabie to pei�orm the Work to
which the employment relates, to all labor hired for the Froject in the fvllowing order:
(1) to bona fide �•esiden.ts of the City of Denton, Texas;
(2) to bona fide residents of the Caunty of Denton; Te�as;
(3) to bona fde residents of the State af Texas;
(�} to bona �ide Y•esidents of the United States.
3.�5 WARRANTY �
(a) General Wax�ranty, The Cont�actor wazxat�ts to the Owner that all Work shall be accomplished in
a good and waz•kmanlike rr�anner and that a11 materials and equipment fiix�ished tuider the
Contract �vill be o� goad quaiitp, new (unless otherwise specifi�d), and free from faults o�
defects, and t�at the Work �vi1l athex�wise confoi�n to the Gont�act Dacuments, Work nof
co�forming to tliese requuements, including substilutions not propezly approved and alrthorized,
wilt be considered defective or nanconfoz•�ming, The Contractar's warxanty excludes any remedy
for damage or defect caused by abiise, modificatians not �xecuted by the Contractoi•, improper or
insufficient maintenance, improper aperation, oz normal weax� and tear undex noxmal usage. If
xequued by the Architect/Engineer, the Contractor shall furnish satasfaetary evidence as to the
kind and quality of mate�xals and �quipmen#. The commencement date, dt�iation, and othes
cQnditions reIated to the seope of this general warranty are esta�lished in Subparagraphs 9.9 (a)
and 12.2(b) of these Gei�eral Conditians. THE GENERAL WARitANTY PROVIDED IN THIS
SUBPA�tAGRA.PH IS 1N ADDIT�QI�i TQ AND DOES NOT LIMIT �R DISCLAIM ANY
O'I'HER W.ARRANT� OR REMEDY �tEQUIItED OR PROVIDED BY LAW OR THE
CONTRACT DQCUNI�NTS AND SUCH 'WARR.AN'�'Y SHALL REQUIRE THE
CONTRACTQR TQ REPLACE DEFECTNE MATERIALS ANI? RE-EXECUTE
DEFECTIVE WQR:K THAT IS DTSCLOSED BY THE OWNER TO THE CQNTRACTUlt
'VV7THIN A PERI�D OF ONE (1) YEAR AFTER SUBSTAN'�'��L COMPLE'�'I4N OF THE
ENTIRE WORK �R, �F A LATENT DEFECT, WITHIN ONE (�} YEA�t AFTER
D�SCOVERY BY TH� OWNER OF TI� LATENT DEFECT. �
(b} Special Wai�anties. The Contractox� sha11 assign to the O�vner ix� wzxting, as a conditionprecedent
to final payment, the terx�as and conditions of all special war�anties required unde� the Coiitract
Docnments. �
3.6 TAXES
Tha Owner qualifies for exemption from state and local saies and use taxes, �ursuant to the
provisians af Section 151.309 of the Texas Ta� Code, as amended. Therefore, the Owner shall not
be liable for, or pay the Conix•actor`s cost of, suah sales and use ta�es whieh woulc� othe��vvise be
payable in connectian with the puxchase of tangilale personal prope��y furnished and incoxpoiated
into the real pxo�aez�y being im�roved undex the Cantract Dacuments o� the ptuchase of matet•ials,
supplies and other tangible personal property, othar than machinery or equipment and its accessories
and repair an.d replacement parts, necessaxy and essentaal for perfoi�rnance of the Co�tract vvhich zs to
be completely consuzri.ed at the job site. The Contzactor shall issue an eaempt�on certificate i� lieu of
ihe taY an such purchases.
3.7 PER:MITS, FEES A�D NOT�C�S
(a) TY�e A tchitect/Engineer vaill apply and arrange for the issuance af the Ciiy of Denton Build��g
Farmit. '�he Contractor and Subcaniractors will apply and axrange for the issuance of aIl other
required permits, and wil� not be rec�uired to pay a fea for any City o�Denton permits requi�•ed
fa�• the Project, TI�e Own�r will pay all service ext�nsion charges, inc�uding tap fees, assessed by
fhe Water Utilities Depa��tment. � .
(b) The Contractor shall comply �vith and give notice� �equue�l by laws, ordinances, �1�les,
regulations, an.d larvful orders of governmen.tal entities o� agencies applying to pei�formance of
the Wark, �
(c} Except as p�•ovid�d i�n Su�paragraph (d) belo��v; it is �not the CQntracta�'s respo��sil�ility io
ascertain that the Gontr�ct DocumEnts are in accordance with applicabie laws, ardinances,
constn�ction codes, and rules and regulations. However, if the Contractox observes that pai�tions
of the Contract Docurnents are at varianee with applicable laws, ordinances, Gonstructian codes,
rul�s or �egulations, the Coniractar shall promptly notify tha Ax•chitectlEngiz�eer and the Owner
in writing, and necessazy changes shall be accomplisk�ed by appropriate Amendment.
(d) If t�a Coilt�actax• perfolYns Work knowing it to be cont�ary to laws, ordinances, constzltctio�
codes, ar iules and regulations without iiotifying ihe Architect/Enginear and the Owner, #Iie
Cantraator shall assume fiill responsibility far the Wark and shall bear the aftributable costs of
the coi�ectian of the Wo�� and any othez• Wark in place that may be adversely a££e�ted by the
co�recti��e work,
3.8 ALLOWANCES
(a) �'he Cantractor shali in.clude in the Cantract Su3n all allowances stated in #he Confiraet
I]acliments. Items covered by allowances shall be supp�ied foi the amounts identi£'ied in the
Con#cact and by persons ar entxties as the 4wner ma� d'zreet, but the Contractor shall not be
iequired to e.�nploy persons or e��t�ties against which the Cont�actor makes xeasonable objectian.
(b) Unless othexwise prQVided in the �ontract Dvcumen.ts:
(1} rn.aterials and equipment under an allowance shall be se�ected promptly by tlie 4wner fo
avoid d.elay in the Work;�
(�) the a7nount of each allas�ance shall cover the cost �o the Contcacior o#'mate�.7als and
equ�pment delivered at the szte �ess all exempted taaces and applicable txade discounts;
(3) the amour�t af each allowance inciudes the Contractor's costs foz� �.u�laacling and han.dling at
the site, labo�•, installation eosts, overhead, profit, and other expenses contemplated for siated
allowance Work;
(4) whe�ever costs are more than or less than allowances, the Cont�act Sum shall be adjusted
accordingty by Change Oider. The amotu�t of the Change Ordea shall reflect:
(i) the di�ference betweer� actual costs and the allowances undei• C�ause {b) (2); and
(ii) ahanges in Cant�aetor's costs t�nder Clause {b) �3);
(5) the Ow�er retains the right to review and approve Subcont�actois selected by the Contractor
to pez�£orm tivark activities covezed by allowances.
3.9 SUP�RINTENDElVT
The Contractor shal! employ a competent superintendent and necessary assistants who shall be in
attendance at the Project site during perfo�•man.ce of the Vi�ark, The superiniendent shall represent the
Contractor, and communications given to the supexantendent shall be as binding as if gi�ven to the
Contracto�, Impai�tant comuiunications sha11 be co�a�t�rn.ed in writir�g. O#her communications shall be
simil�ly coz�fi�med on wz7tten request in eaoh case. Tlae Ownez resezves the right to requesi that the
Contractt�r replace �ts supez•in#endent a# any time and the Coz�tractor will replace said supezir�tendent
at the Owner's direc#ion,
3.10 CONTRACTOR'S CONSTRUCTION SCI�DUL�S
(a} The Contractar shall, iznmediately after award of the Confiract and be£ore snbmittai of the first
Application for Payment, ��•epare and submi# #he constructian schedule �'or the
Architect/Engineer's and Owner's info�mation, review, and approval in accoxdance �vith the
following provisior�s:
(1). iJnless o#her��ise approved in writing by the Owne�, the constructian schedule shall not
exceed the Cont�act Time limits cut7en.tly in effeet under the Contract Docurnents and shall
pxovide for expeditious and practica.ble execution of the Work.
(2) The oonsiruc#ion schedule shall include all shop drawing and submittal data iequzxements,
indicating for each: �
(i) the latest date to be submitted by the Contxactor; and
(ii) the Iatest c�ate for approval by the AichitectlEz�gineer.
(3) The const�ruction schedule shall be i�. the foY�rf of a cx•itical path management schedule, and
shall indicate each critical task (the "predecessor") of all the inajor const�uction activ�ties of
the Wark in a Iogical and sec�uential oide� (the "project nefwo�k") �vhich zequires completion
prior to cornmencement of the task next follQwing (the "successor"). Each task shall be
identified with:
(i} actual wo�k time, �xclusive of siack time, foi accamplis�nent;
(ii) the latest stai t date;
{izi} the lafest finish date;
(�v) the anaount of float associated with eaeh fask;
(v) the amount of �abor, material, and ec�uipment associated with each task; and
(vi) the percentage of completion as of the dat� of the current schedule.
(�€) The canstruction schadule.shall be revised and updated monthly to reflect the actual staius of
the Vijo�k anc� ,shall be submitted with each Application for Pay�nent. ,
(S) On oz before the first day af each manth, fo�lowing the date of commencement of the Work
as stated in tke notice to p�•oceed, ihe Contractor shall prepare and submit #o the
Architect/Engineer and the �wner an up-to-date status repart af the pzogress of the vaz7ous
const�•uction phases af the Work in the forx� of an updated canstruction schedule. This status
report shall consist of a time scale drawing indica#ing acival progxess of the vuiaus �hases af
the Work and the percentage of completion of the entire Work. The or�ginal consiruction
schedule shall be updatea or changed to in�icate any adjustments to the Cantract Time
granted by the Owner. T�e ttpdated schedule must tae st�bmittec� wxth the Contracto��'s .
A�plication for Paym�nt. No appltcaiion wili be certifi�d without a satisfactory update to the
constt�uctian sched�tie,
{6� The eonst�uction schedule will a�so be revised to show the effect of change ortlers and other
events on Contiact Time. No zec�uest for an increase in Cont�act Time will be cansidered
unless it is accampanied by a sc�Zedule revision dennanst�ati�.g the amount of tzme related to
the cause of the request. If the Contractar's status schedules reflect that �Iie Contractor has
£alZen behind the pace r�quired to complete 't�e Work within the Cnntract Time, thraugh no
�at�1t of the Qwner, the Contractor shall prepare a recovezy schedule demons�iating haw it
intends to bring its progress back within the Contraet Tim�e. This recovery sahedule shaIl he
in a�o��n acceptable to the awner,
(?) Costs incw'�ed by the Contrac�or in preparing and maintaining the requi;•ed eonstzuciion
schedt�ie, any updated sehedule, and any �ecove�y schedule required by the O��vner wi11 not
be �aic� as an additional ai exha cost ar�d shall be included in the Contract Sum.
(&) Tha Cox�hact Sum is deemed ta be based upon. a constkuciion schedule requii�ing the full
Contraet Time. NO CLAIM F�R A.DDTTIONAL COMPENSAT�ON SHALL BE
ALLOWED AS A RESULT OF THE CQNTRA.CTOR BASTNG �ZS BID ON AN EARLY
COI�IPLETZON SCHEDULE, OR AS A RESULT OF DELAYS AND COSTS
AT'TRIBCJTABLE TO C�MPLETION LATEl� THAN THE PLAI�INED �ARLY
CONIPLETION DA'I`E.
{b) The Cont�actoY� sha11 also prepare and keep cuz�ent, fo�• the ArchitectlEngineer's apprava�,
a schedu�e of submitials which is cooxdinated with the Contractor's construction schedule
and al�ows f�e Architect/Enginear r�asanable time to review submittals.
{c) The Cox�tractor shall confoi7n to�the most reeent schedL�les appz•oved as to forn� by the
ArchiteetlEngineex• and the awner. A�y subsequent r�v�sions mad� �y the Contractor to
schedules in effect sha11 conforzn to the provisions af Subparagra�h 3.1Q(a)
(d) Tf the Work falls behinct the app�oved const�uctian schedule, the Cant�actor shall take
such ste�s as ma�� be �ecessary tQ improve his px�ogress, az�d the Arcl�itectlEngineer a,iid
the Owner may requixe Zvm to inc�ease the number of shifts, ovei�tin�e operatiQns, da��s of
work, or th� amount of cox�struction plant, and to submit for approval revised schedulas
in the form: required abova in order to demonstrate the manner in which the agreed rate of
progress -s�vill be regained, all wittzaut actdition�l cost tp the 4wner.
3.11 DOCiJN��ITS AN]] SAMPLES A.'T'�'HE FROJECT SITE
The Cont�actoi shall �aintain a� the k'roject site far the Owner o�e record copy of the Drawings,
Speciiica.tions, addenda, and Amendmen#s in good order and marl�ed cntxently to record c�anges
and selectians made during construction, and in additian shall maintain at the Praject site approved
SlZOp Drawings, Product Data, Samples, and similar requued submiitals."�'hese shall be available to
the Arclutect/Engineer and shall be delivered to the .ArchitectlEn.gineer for sub�niftal to the Owner
upon compietion of the i�ork.
3.12 SFI4P DRAW�NGS, PRODUCT I�ATA AND SAMPLES
(a) Shop Drawings a�e d�•awings, diagrams, scheduies, and otl�e�• data specially prepaced for the
Work by the Contractor o�• a Subcontractor, Sub-subcontractox, manufacturer, supplier? or
distributor to illustrate same pai�tion of the Work. . ' � �
(b} Procluct Data zue ilh�strations, standard schedulas, perfoixnance charts, ins�uatians, brachu�•es,
diagrams, and ather infarmation fux�ished by the Contractor to illustrate materials ox• ec�tupment
for some portion of ihe Wark.
(c) Samples are physical e�am�Ies which zllusi�ate matex•iais, equipmeni, or workmanship arzd
establisl� standards by which tkze Work will be judged.
(d) Shop Drawings, Product Data, Samples, and similar submittals a.ce not Gantract Doc�ments. The
� puapose of their submittal is to demanstrate for thase portions of the Wor�C �or which submittals
a�•e z•ec�uired the w�y the Coiit�actor pt•opases to canfo��n to the informatior� gi�eii and the design
concept exp��ssed in the Contt�.ct Documents. Review by th� �chitectfEngine�r is subject to the
limitatians af Pa.ragraph 4.2.
(e� The Gontracior shall �eview, approve and submit to the Architect/Engineer Shop Dxawings,
Product Data, Samples, and simiiar submittals required by the Canhact Documents with
reasonable promptness and in such sequence �s to cause no dalay in the Woz�k or in the activities
of the Owner ar of sepaxate contractors. Submzttals made by the Contrac�ar which are not
requi�ed by the Coni�act Documents may be zetiuned without action.
(fl The Contractox shall pez�foi�n. no portion of the Work requu.•ing sabmittal and review of Shop
Drawings, Product Data, Samples, or sxmilar subrr�ittals until the respective submifital has been
appraved bp the Atchit�ct/Engineer, Work requuing this submittal and review shall b� in
accorda�ce with approved subzniftals and any ident�ed exceptions noted by the
Architect/Engineer.
(g) R� approving and submitti�g Shop Drawings, Product Data, Samples and similar subr.n�ittals, #he
Cont��actor represents that tkie Coirtrac�oz has deterrziined and vez•i#'ied materials, field
measurements, ar�d �ela�t�d fi.eld construction ci�iteiia, ox� will do so, and has checked and
coardinated the information confained within. subinittals with ttie requirements of the Work and
of the Contt•act Documents, The Conhactor's attention is directed to Paz�agraph 3.2 of �h.ese
General Conditions and the requuements stated in that Paragrapli.
{h) The Cont�actor slaall not be relieved of respansibiliiy for deviations, substitutxans, char3.ges,
additions, c�eletions or omisszons from requirements of the Contract Documents by the
A3chitect/Engine�r`s approval of Shop Drawings, Product Data; Samples, or similaz' submittais
unless tlie Contractar has specifically informed fihe A��clv.teci/Engineer in writing uf such
substitutions, chan�ges, additions, deletions, amissions, or deviation,s involved in the submittal at
- the time oisubmittal and tlie ArchitectlEngineer, subject ta a�o1�nal Ch.arlge O�der signed by the
Qwner, ArchitectlEngin:eer and Cont�•actor, has given written ap�rovai to the specific •
substitutians, changes, additions, deletions, omissions, or deviations, The Contractor shall not be
�•elieved of xesponsibility for ei�o��s o�� omissioz�:s in Shop Dzawings, Product Data, Samples, or
sim�i�at� submittals by the Aichitect/Engineer's approval thereo£ Furthei, notwithstanding any
approval of a submittal by the Axchitect/Engineer, the Contractar shall be responsible for alI
assaciated Px•ojeci costs, including costs af coard�natian's, r�:odifications, or impaats, dixect or
ind.irect, resulting fiom any and all substitutions, changes, additions, deletions, omissions, o�
deviations, whether ox• not specif cally identified by the Contrac#or to the .Architecfi�ngix�eer at
the time of the above-zner�tioned submitta�s, including adc�itional consulting fees, if any, in any
and all �ccomxnoda#iflns associated with such substxiutians, changes, addi#ians, deletions,
omissions, or deviations to the requireznents of the Contraci Documents.
(i) The Contractor shall c�irect s�ecific attention, 1T1 W1'Ltlllg Oi OIl Yesubmitted Shop Drawings,
Pz•aduct Data, Samples, o�• simila�� submittals, to additzanal revisions ot�Zer than those requested
b� the Ar�lutectCE�gineer on previous �suU�nittals, In the abseYice af such w�•itten natice, the
� ArckitecilEn:gineer's approval of a resubmissioz� shall not apply to the adc�itional ��evisions �ot
requested. ' "
(j) I�Zfo�-rr3ational submittals upon v�vhich tk�e ArchitectlEngiz�eer is not expected to take respar�siv�
action may be so icientzfied in the Contract Documents.
(k) When professional cei�tification. af performance criteria of maierials, systems, ar equipment is
rec�uiz•ed by f,he Cont�act Documents, the Architect/Engineer shall be entitled to rely upon the
accuracy and campieteness of such calcit�ations aud cei�ifications.
3.7.3 USE QF T� PR4TECT SITE
The Contrac�or shall confuie ope�•ations at the Pioject site to areas permitted by Iaw, ordinances,
permits, and the Cor�txact Dacunients and shall not unreasonab�y encumbea tlie Pra,�ect site with
materials oz equipment.
3.14 CUTTING ,AI�D PATCHING
(a) Tk�e Contractox shall be responsible for cutt�ng, �tting or patching requued to com�lete the
Wor�C or to make its parts fit tagethe�• properly,
(b) The Cantractor shall nat da�nage or endanger a portion of the Work or a�y fully or pat•tiatly
completad construction of the 4wner or separate cantxactors by cutting, patching, oz otherwise
altering the cons�uctioii, or by excava.ting, The Conkractar shall not cut or other«rise alter tha
Gonsttuction by the O��er or a separate contractor eYCept z�vith tl�e written consen# of th�
Own�r and of ihe separate cant�actor; consez�t shall noi be uxu•�asonably withheld, The
Con�hactor shall not unreasonabIy wiihhald frozn tlie Owner oz• a separate contracto� the
Contzactor's cansent to cutting az� otherwise alterin.g the Work.
(c) A Hot �Vark Pe��nit must be ohtain�d frarr� the City of Denton's Facilities Managemant
Departtnent, 869 S. �TOOd�•ow Lana, Denton, Texas (940 349-7204) for any temporary
operat�on involving ope�. flames oz� pradilEing heat and/ar sparks. This includes, but is not
limited ta: Bra2ing, Cutting, Grinding, Saldering, To�•ch Applied Roofing and Weld'zng.
3,15 CLEANING UP
(a} Tk�e Contractoz� shall k�ep the Pro�ect site and siixxounding area �ree fiom accumu�a#ion of .
tivaste materials ax �•ubbish causec� by aperations undex the Contract. Upon the completzon o�
the Wozk the Cont�actaz s�a11 remove from and about the Pzoject site all waste materials, and
rubbish, and all ofthe Contractor's taols, const�uction equipment, machinery, &t1C� Sil1�f1U5
materials. -
(h) If the Corzfi�actar fails to clean up as pro�ided in the Cont�act Documenfs, th� 4wner may c�ean
up and the Ow�.er's cost af eleaning up shall be eharged to the Cont�actor.
3.1.6 ACCESS TO'WORK
The Contxactor shall pzavide the �wne� and the ArchitectlEngineer access to the Wa�k ir�
preparation and �rogress whereve�• loeated during the eourse of const��uctia�.
3.17 TESTS AND YNSPECTIONS
(a} Tests, inspe�tions, and approvals of paz�tions of the Work required by the Con#ract Documenfs o��
by laws, ordinances, iules, r�gulations, or orders of govarnmental entities oi agencies having
jtu7sdiction over the Work shall be made at appropriate times. UnIess othez�wi.se provided, the
Contractoi• sliall make ai�angements for such tests, inspectians, anc� approvals with an
independent testing laboratory a� entity acceptable to the Owne:r or with the appropriate
governmental entity or agency, and the Contxactor shall bear all z•e�ated costs af tests,
inspections, and ap�rovals. The Contractor shaIl give the Architect/Engineer timely natice of
when and �v,►here tests and inspections are to be made so the Arclutect/Engineer may obsezve
such procedeu�es. The Owner shall bear costs of tests, inspections, ar app�o�rals �vhich becozne
xec}uirements after bids or pzaposals are received,
(b) If the ,ArclutectCEngine�r, the �wner or other public authorities havmg jurisdiciion aver the
Worl€ detei7nine that portions of fihe 'Woik requue additional testing, inspection oi• approval no#
iuclucied tlnder �ubpuagraph 3.I7(a), tl�e ArchitectlEngineer will, upon wx•itten authoa�ization
fi•om the �wner, instxlict the Contractor ta make arrangements foi such additional testing?
inspection or approval 1�y an enfity acce�table fo the �t�vner, and t1�e Con#ractor shall.give timely
notice ta tlie ArchiteatlEngineer of when and where tests at�d inspections are to be rnade so that
the Arahitect/Engineer may obsexve such pr�cedures. The Owner shall bear sueh costs except as
provided in Subpa�agraph 3.17(c).
(c) If px•ocedures �or tes#ing, inspection, or approvai under Subparagraphs 3.17(a) and 3.17(b} reveal
deficiencies o� noncon�axmities in tlie Worl�, the Contractor sha�l bear all costs made necessary
to coi�eet the deficiencies ar noncanfarmities, includirzg those of zepeated �roeeduxes and
compensation for the Arehitect/Engirzeer's services and expenses, i� any. The Contractar shall
bear the costs of any subsequent testing, inspection, or approval of the coi7ected Work.
(d) Required �ertificates of testing, inspection o� approval sha11, uniess othex•wise r�quired by tk�e
Conhaet Documen.ts, be secuied by the. Contractar and promptiy delivered to the
Az•chit�ctlEngineer, .
(e) If the AzchitectlEngin�er is to observe tests, inspect�ons or app�ovals requued by the Contract
Documen�ts, the Aichitect/Enginee�• will do so promptiy and, �vhere practicable, at the �lorrr�al
p�ace of testing or inspection.
(�} Tests ar inspectians conducted pursuant to the Con.tt•aci Documents shall Ue made promptly �o
avoid utueasonable delay xn the Work.
3.IS RDY'ALTIES AND PATENTS ,
The Cont7ractor shall pay all royalties and �icense fees. CONTf�ACTC�R SXTALL CQMPLETELY
DEFEND, INDEiVINIFY AND HOLD 4WNE�t .ANll ARGHiTECTIENGINEER HA.RMLESS
FROIvS ANY AND ALL SUITS �R CLA.IMS FaR INFRTNGEMENT OF PATENT RIGHTS,
REGARDLESS OF WHETHER 4R NOT THE OWNER OR THE ARCHITECTlENGINEER
SPECIFIED A PARTICULAR DESIGN, PR�CESS �R PAODUCT IN THE CON�`RACT
DbCUMENTS THA.T MA'Y BE THE SUBJ�CT OF A PATENT INFRINGEMENT OR
OTHERWISE ACTNELY INDUGED OR C�NTRIBUTED TO THE Iri TFRINGEIu1ENT., In the
event the Cox�tractor has rea,san to believe that a particular design, process or product specified
infiin�es a patent, tiie Canfractor sha�l immediately notify ihe �wner and the ArchitectiEngineer
of same. �
3.1.9 �ND�MNTFICATIQN
(a) THE CONTRACTOR AGREES TO DEFEND,1NbEM1�iIFY A�ID HQLD THE �WNER, ITS
OFFICERS; AGENTS AND EMPLOYEES, AND THE ARCHITECT/ENGINEER,
HAR1viI,ESS AGAIN'ST ANY AND ALL CLAIMS; LA.WSUZTS, NDGMENTS, FINES,
PENAL3'IES, COSTS AND �XPEN5ES FflR PERSONAL 1NN�t�X (�NCLUDING DEATI�,
PR�PER'�Y D.f1MAGB OR OTHER. HA.RM OR VI4LATI�NS F�R WHICH R.ECOVERY
�F DAIvIAGES, k'INE�, OR PENALTIES IS SOUGHT, SUFFERED BY A�IY PERSON QR
PERSONS, THA.T MAX ARISE OUT OF OR BE OCCASIONED BY CONTRACT4R'S
BREACH OF ANY O� THE TERMS OR PR�VISIONS OF THIS CONTRACT,
V�OL.ATI4NS �F LAW, OR BY ANY NEGLIGENT, GROSSLY NEGLIGBNT,
1NTEN�ONAL, OR STRiCTLY LIABLE ACT 4R OMISSION OF THE CONTRACT�R,
ITS �FFICERS, A.GENTS, EMI'LOYEES, SUBCONTRA.CTQRS, flR SUB-
SUBCQNTRACTORS .AND THEiR RESPECTNE OFFICERS, AGENTS, OR
REPRESENTATIVES, OR ,ANY OTHER PERSONS ORENTITIES FOR V►�CH THE
C4NTRACT�R IS LEGALLY RESPON�IBL,E II�I THE PERFORMANCE Ok` THiS
CONTRA�CT; EXCEPT THAT 'I`HE II�TDEMNlTY PRQVIDED FOR IN THIS PARAGRAPH
SHALL N�T A.PPLY TO ANY LIABII;I3'Y RESUI,TTNG FROM THE SQLE NE�LIGENCE
OR FAUL'T OF TF�E �WNER, �TS OFFTCERS, AGENTS, EMPL4YEES OR SEPARATE
C�NTRACT�RS, OR OF THE ARCHITECT/ENGINEER, AI�TD IN T�E EVENT OF JOINT
AND CQNCURRENT NEGLIGENCE aR FAULT OF THE CONTRACTOR, THE OWNER,
AND TFiE A.RCHITECTIENGINEER, RESPQNSIBILITY AND 1NDEMNITY, IF ANY,
SHALL BE AI'PORTI4NED 1N ACC�RDANCE WITH THE LAVir OF THE STATE OF
TEXASS WITH�UT, H4WEVER, WAIVING ANY GOVERNMENTAL IMMUNITY
AVAILABLE TQ THE QWNER UNDE�Z TEXAS LAW AND WITHOUT WAIVING ANY
DEFENSES OF THE PARTIES UNDER TEXA,S LAW. THE PROVISIONS OF THIS
PARAGRAPH ARE SQLELY FOR THE BENEFIT OF 'Z'HE PARTIES HERETO AND ARE
NOT ]NTENDED TO CREA.TE OR GRANT ANY RIGHTS, CQNTRACTUAL OR
�THERWISE, TO ANY �THER FERSON 4R ENTITY.
(b) In claims agaiz�st ar�y person or entity indemnified undez• this Paragraph 3, I9 by an employee of
the Cont�actor, a Subcont�actaz, anyane direcily or indirectly em�loyed by them or anyone for
whose acts they may be Iial�le, the indemui�ca.tion obligation under this Paragraph 3.19 shall not
he limited by a limitation on a,��ount or ty�e a� damages, compensation o�• bene�'its paya.ble by or
for the Contracior or a Subcont€actor under woz•ke�•s compensation acfs, disabiiity benefit acts or
o-�her employee benefit acts.
(c) Indemnifzcation under this �aragraph 3.19 sha11 include, but is noi limited to, Iiabi�ity which
coulc� result ta oz be crea.ted for the Owner, its afficei•s, age�.ts, ox employees, ar the
ArchitectlEngineer pursuant ta State or Federal laws or regulations relating to pollution Qf the
environme�t and Sta#e oi Federal la+Uvs or regulatkons relating to the occupational safety and
health of warkers. The Co��ttactor speci�ically agrees to comgly with the abo�e mentianed laws
and regulatians in t�.e performance of the Wor1c by the Contractor and that the obliga#ions of the
Owner, its officezs, agents, and employees, and the Architectl.�ngineer under the above-
rnentioned laws and regulatio��s are seconda�y to those �f the Cant�actor.
A�Z'�'ICLE 4 CON'�RACT ADMINISTRAT�OlV
�1 THE DESZGl�I PRQFESSIONAL (ARCHHITECT/�NG�N�ER)
(a) T1ie des�gn prof�ssional is the persan �awfiilly licensed to practice architecture ar engineering or
a�i1� ax� other business entity lawfuily practicing architecturelengineering identified as such in
the forma� Building Constr�.�ctian Services Agteeme�t and is refei7ed to tluoughout the Contzact
Iaocuments as if singulai in z�umber. The term "A�tchitect/�ngineer" ineans the
A��chitect/Eiigineer or #he Architect/Engi�neer's authorized representative. The Owner may, at its
aption, designate a qualified Owner representative to serve as the Architsct/Engineea an tl�e
Project instead of arz outside fi�xn or �erson. �� such event, the references in these Gene�al
Conditio�s tha# refer to the AxchitectfEngineer shall apply to the Oumer-designated
ArchitectfEngin.eer representative and the Ov�mer-designated Architect/Engineer representative
shall be accarded that sarne status by the Cant�actox.
{b) In the event tk�e Arehitect/Engineer is an outside person or firrr� and the Architec#IEngineer's
emplayment is terminated, the Owner may, at its optian, contzaet with a new outsxde
Architect�E�gineer to replace the former, or may designate a quali�ed Owrzer representative to
serve as fhe Archi�ectlEn�ineer. The replacement ArchitectlEnginee�•, whethex an Owner
representative, an independent Arahitect/Engineer or any other qualified persott or entity, sliall
be ragazded as the A�chitect/Enginee�• �or alI pui�poses unde� the Contraci Dacuments and sha�l
be accorded that same status by the Cor�t�actor. Any dispu#e in connection with stach
appointment shaii be revzewed and settled by ihe Owner, whose d�cisian shall be ii;�al and
binding,
(c) �wner rese,r��es the right ta appoint a representative empowered to act fox the Owner duz�i.n.g the
Const�uction Phase and to supersede the .ArchitectlEngineer's Cons#ructioz� Phase respansxbility.
Ov�ner sha�l notify the Ai•chitectlEngineer and Contkactor in writing at least l.0 days in advance,
, if electing to appoi�t a represen#ative empowered #a aci for the Owne�• during th� Construction
Phase. Similaz�y, from iime to #ime the Owner may ex�and or �edttca t�.e �wner's delegaiion Qf
powers to #he ArchitectlEngineer, with the dv�mex notifying the Coni�actor of any such changes.
The Architec#/En�gineer shall nat �e consti�ed as a third pa�-ty beneficiary ta tha Conhact and can
in no wa� object to any eYpansion ox reduction o� powers as set foi�tk� in this Subparagraph {c}. In
no event, hawever, sha11 the Owuer have cori#ral ovea charge o�, ar be responsib�e for,
constiuciion means, rr�ethods, teehniques; sequences, or proceduxes, or for safety precautions or
programs in connectiox� witlithe Work since these are solely the Conhactor's res�onsibility. The
�wner will not be responsxble for the Contxactor's�failure to cai�ry out the Work in accardance
with the Co�atract Documents, The Owner will not have canfro� over or charge of and will not be
responsible for acts or omissio�s of Con�iactar, Subca�ztractors, ar their agents a�r employees, ox
af any other persons perfol�rning poi�tions of the Work.
4.2 .A,RCH�TECTlENGINEER'S R�SF4NSIB�LITIES DURIN� C�NSTItUCTI�N
(a) The Atchitect/Engineer �vill administer the Contract as described in the Cont��act Doeuments and
in accox•dance wi�kh the terms o�the A�chitect/Engineex•'s agreerment with the Owner, where
applical�le, subject ta the di�ectioz� anci approval of the 4wner. If ret�uested by the Conhactor, tl�e
provisians oithe Owner/Archi#eatlEngineer Agr�ement will be made available to the Contractor".
(b} The Architect/Engineer shall provide, during perfounance af the Woxk, adeql�ate and competent
periodic on-site const�uction observation, pariodical�y visiting tl�e Project site to the extent
necessary to personally ftuniliarize themselves with the progress and quality of the ViTOrk, and to
detei�nine if the 'V�ork is proceedirig in accordanee with the Contract Documents. The
Axchi.tect/Engineez shall not, howevex, be requ�red to make continuo'us on-sit� inspeciions to
check tY�e Waxk. Field �•epoz�ts of each �visit shall be prepa�•ed by the ArchitectlEngineer arid
submiited to the Owner. The ArchitectlEngineer shall employ aII reasonable measuz•es to
safeguard the Owner against defects and naneonfc�rmities in the Work. The ArchitectlEngineer
shalI not be responsible for the const�uctian rneans, methods, techniques, sequences of
pracedures, nox fo� the safety �arecautions and programs employed in coniieetion with the Work.
The Atchitect/E�.gineer will, hovuever, imniediately inform the O�vner whenever defects or
nanconfa��nities in the Work ar� observed, ar when an� observed actions or omissions are
undertaken by the Cantractor or any Subcontractor which are z�ot in the best intex�ests of tk�
Qwner or the Praject. ' .
(c) The Architect/Engin�ex• and the Owner wi�l nat ha�re cont�•a� o��er or charge af and v�ill not be
responsible for construci�on means, m�thods, techniques, sequences, or procedu�es, or for safei}�
precautions and programs in connection with the Work, since these are solely the Contractor's
zesponsibility as p�•ovided in Paragraph 4,3. The Architec�tiEnginee� and the Owner will not be
responsibie for the Contractor's faiiu�e to ca�•y out the Work in aeeordance with t}�e Contrac#
Documents, The A.rchitect/Engin.�er and the 4wner will not k�ave controi over or charge of and
will not be xesponsib�e foz• acts or oruissions of the �oni�actor, Subcanfractors, Sub-
subcantraatox•s, or their �•espeetive agents or employees, or of any other peisons pekfoz�ming
portion$ of the Wark far vvhich tS�e Contracto� is respansible.
(d) E�cept as otherwise p��ovzded in the Can.tract Documents o�� when direct coxnmunicati�ns have
been speeia�ly autliorized, the (�wner and Gont�actor shall endeavQr to commur��cate thr�ugh the
ArchitectlEngiz�ee�. Communicat�oz�s by and r�ith tk�e ArchitectlErzgineer's consultants shall ba
through the .ArehitectlEngineer, Conr��x�;ur�ieations b� a�d with Subeontt•actors and matexzal
suppliexs sha11 be tluough the Cantractor, Communicatians by anci with separate contracto��s will
be through the �wner. Tk�e Contractor shaIl pxovide written confizmation of eammunications
� rnade diree�Iy with the Ownex and provide cop�es af suc11 eonfirmatian �o the Arck�x#ec#/Engineer,
(e) Based on the ArclutecfilEngineer's obsex•vatians and evaluations of the Contzactor's App�ications
for Payrnent, the Architecf/Enginear tivill t�evi�w and certi�y the amo�unts due #he Con�ractor and
wi11 issue Cez�tifcates for Payment in such amot�nts.
�� '�'1�e ArchitectlEngix�eer and the dwnex wi11 each have autharit3� ta reject Work which daes not
confoxm to the Coniract Documents. Wheneve� the A.rci�iteet/Engi_neer considers it necessa�ty or
advisab�e for implementation of iha intent af the Contract Documents, the A,rchitect/Engineer
w�ll have authority ta require additional inspection or testing of the Work in accax•dance with �
� Subparagraphs 3.17(b} and 3.17(c), whethe� or noi suck� Work is fabricated, installed ox
eompleted. Howe�crer, neither this authority of the AtchitectlEngineer nor a decisioii made zn
good faith eiiher ta e�sercise or n.ot to exercise.such a�thority shall give rise ta any duty or
responsi.bility o�the �chitectlEngineer ta the Contxactor, Subcontractaxs, material and
equipmen,t suppliers, theix agents or employees, or othex• pexsans psrforming po��tions of tYre
Wark.
(g) The ArchitectlEngineez• wi11 review and approve or take other appropriate actzon upan the
Contractor's submittaIs such as Sho� Diawings, Product Data, ar�c1 Samples, but only fa� the
limited ptupose oi checkilig ft�r conformance with infoi�nation given a�d the design concept
e�pressed in tlae Contraet Documents, The Architec#/Engineer'� aetion will be taken wifh such
z•easonable promptness as to not delay the Work o� the activities of the �wner, Coniractor, or
separate contractors. Review of such submittals is not cond�.eted for the puzpase of deter.mining
the accuracy a�d completeness of ather details s��ch as dimens�o�ts and quantities, or far
substantiating instructions for install.ation or perfor•mance of equipment or systems, a�l of which
remain the iesponsibxlity of the Contractor as rec�uued by the Con�iaci Documents. The
Architect/Engineer's review of the Contractoz's snbmittals shall not relieve tl�e Contractar o� any
obligations unde�• Paragraphs 3.3, 3.5, and 3,12. The .Architect/Engineex�'s revietiv slaall not
constitute appro�val of safety precautions ar, unless otkerwise specifically stated in writing by the
Arclutec�ngineer, of any canstiuction means, �nethods, tec�niques, sequences, oz� procedu�•es.
The ArchitectlE�gineer's approval of a specific item. shall not indicate approval o� an assembly
af which the item zs a com�onent.
{kzj The�ArchitectlEngineer wiil prepare Change Oxders and may au#horize minor changes in.the
Wo�k as provided in Par�graph 7.3, �
(i) The A.rchitectfEngitaeer wi11 conduct ins�ections to determine the date or dates of Substantial
Campletion and the date o� final completion, will recei�ra and forward to the Owner for the
Owner's reuiew and records written w�ranties and �elatec� docum.ents required by the Co�t�aci
and assemhled by the Contraetor, and �vill issue a�'xnal C�i�ificate for Paymeni upo�a cflmpliance
wiih the rec�uuements of the Contract Documents.
(j) If the Owner and Architect/Engineer agree, the 1�iclv.tect/Engineer will provide one or maze
P�oject representatives to assist in cal�ying out tI�e AtchitectfEngizzeer's responsibilities at the
site. Tha duties, respansibilitias, and limitations af auti�.oriiy of such Project representatives sha�l
be as set £o1�th in an exhibit to be incorporated in.to the Con#ract Dacunlents.
(k) The ArchitectlEngineer wiil inteFpret and make recommendatioz�s to the Qwner concezning
perfo�mance under and requirem�ents of the Contract Dacuments upan written request of either
the Owne�• or Contractor, The ArchitectlEngineer's response to sueh requests will be zx�ade with
reasonable pramptness and within any time limits agre�d u�on. The Architect/Engineer sk�ali
secure the Owner's written appzoval before issuing inst�uctions, intei�re�ations, or juc�gments to
the Contractor which change the scope of the Wo�rk or whieh modi:fy or ehange the tezms and
condit�ans o� any of the Contract Doouments.
(1� Iiitei�retations a.nd deciszo�s of the Architect�Engineer will be consistent wifih the intent �� and ��
reasonably in%rable from the Cont�aci Docnxx�ents and will be in writing or in the form of
Drawings. Whez� m�king such ir�terpretations and decisians, tke Archi#ectlEng'sneer wili
eudeavor to secu�e faithfiil perfoi7nance by the Contractox�.
{Yn)�'he ArchiiectlEngineer's decisians on matters relating to assthe#ic effect will be final if
conszsteni with the intent expressed in the Contract Documents provided that t�.a
ArahitectlEngineer has pziar «iiten approval of the Owner,
�.3 CLAIMS AND l�ISPUTES
(a} Defmition; Gene�al Notace of Claim Procedure, As used in: these +C��neraX Conditions, a"Claim"
rneans a d�mand or assertian by one of the paX�ies to the Cont�•act seeking an adjustrneni of the
terms of tha Contraat Documents, of the Cont�act Sum, of the Contract 'Z'ime, or some other
relief in respeci to the ter�ns o�the Contract Aocuments. The #erm also ino�uc�es all other disputes
betvs►een the Uwner and ihe Contzacto� a.�7sing out o£or relating to the Project or the Coi��act
Dacuinents, including but not Iimited to claims that work w�s outside the scope of the CQn#ract
Documents. The responsibility fo subsian�iate the Claim and the burden af demanst�ating �
comp�iance with this provision shall t•est with the party ma.king the Claim. Except where
otherwxse provided in the Cont�act Documents, a Clairn by the Cantractor, whether for additional
compensation, additional time, or othe� relisf, including but not limited to claims arising fron�
concealed conditians, MUST BE MADE BY WRIT�'EN NOTICE TO THE
ARCHITECT/ENG]NEER AND THE OWNER �VITI�IN F�URTEEN (14) DAYS AFTER
OCCURRENCE OF THE EVENT OR EVENTS GIViNG KZSE TO THE PARTICULAR
CLAIM, Every Cl�un of tfi� Contractor, whether fo� additional compensatiorz, additionat time, or
other relief, including but nof limited to clairns a�.�ising fram concealed conditions, sliall be signed
a�.d swoix� to by an authorizec� coz�o�ate o�cex {if not a coiparation, tk�en an o�cial of the
compa�iy aut�.orized to bind the Contracfar by his signatiu�e) o�the Contractoz, verifying fhe t�utk�
and acciiracy of the Claim. THE COI�tTRACTOR SHALL BE DEEMED TO HA'VE WAIVED
ANY CLA7M NOT MADE STRICTLY 1N ACGORDANCE �1VITH THE PR�CEDURE AND
TYiV1E LIMITS SET OUT IN THXS PA.RAGRAP�i.
(b) Ref���•al ta the tLrchitectlEz�gineer. Claims, disputes, and athe�� matters in question between the
Cont��actor and the 4wner x�elating to the progress or execution o�the Work o�� the interp�•etation
of the Co�ntract Documenis shall be refaned to the Architect/Engineet fQr recommendaiion fo the
4wner, which recomm.endation tk�e Arclut�ctfEng-iileer will fuimish in w�•�ting within a
reasonahle time, provided proper a�zd adequate substa�itiation �ias been recexved. Failure of the
Co�ztra�tor to submit the Claim to tl�e Architect/Engzneer for rexzdering of a recQmmendation to
the �wner shall co�stitute a tivaiver of the Claim.
(c) Cantinuing Coni�act Pei�orrmance. Pending final xesolution of � c�aim the Contiactor shall
pz�oceed diligenily with perfortnance o�ihe Wark and the Ou=ner shall cantxnt�e to make
pa�rnents in accordance with the Cor�tract Dacuments,
(d) Claims for Concealed o� Unknown Coiiditions. I�To adjusttnent in the Con�a.ct Sum or T'vne
associated with concealed or un4cnown cantlitiona will normaily be considered or allowed;
provi�ded, however, that #he Cantract Sum or Time may be adjusted by th� Owner in such
ciroumstances only if;
{1) a concea�ed subsu�face condition is en�oun.tered in the caurse of perfa�mance o�the Work;
(2) a concealed or unknown conditian in an existin.g structu�•e is at variance with eanditions
ix�d'zcated by the Contract Doeuments; oi -
(3) an unknown physical condition is encou�tered below the surface of the ground or in an
existizag structure which is o� an unusual n.ature and m.aterially dif�e�ent fionr� t�.ose ordinarily
encountered and generally recognized as inhe�•ent in the character of the Work; az�d
(�) a notice of cXai�. with proper �nd adequate substantiat�on is presente� pursuant to
Subparagtaph �.3(a} of these General Conditions; and
{5) the 4wn.er and the Arciutect/Engineer dete�xnine th�t: .
(i) �i7or to submitting its bitd far the Work, the Cont�actar used zeasonable diligence to fully
inspect the portion ofthe Project site where the candition was discovered; and �
(ii) the work caused or required by the concealed or unknotivr� condiiion at issue can be
considered extra wark to the e�,tent that additional new Drawings must be prepared and
issued and new constructian beyond the scope of t�ie Conti•act Uocuments is required.
(e) Disclaimer of Warrantias, as to Reports, Drawings, and S�aeciiicatians. FItOJEC'�' STTE
1NFfJRMATI�N AND REPORTS (1NCLUDING BUT NOT LIMITED TO S�ILS '�'ESTING
REP�RTS, GEOTECHi�ICAL REPORTS, OR ENVIRONIv.�NTAL SITE ASSESSMENTS}
PROVIDED BY THE QWNER AND THE ARCHITECT/ENGINEER IN T'HE PROJECT
MANUAL OR BY OTHER MEANS SHALL BE UTILIZED B� THE CONTRACTUR AT
THE CaNTRACT4R'S OWN RISK. TFi� OWNER AND THE ARCHITECTlENGINEER DO
N4T GIJARANTEE QR WARRANT ANY 1NF4RMAT�ON SHOWN IN THE PROJECT
SITE INF�RMATION AND REPORTS.
(£� Clauns for Additional Cast. If the Cont��actar wishes to mal�e � claim far an incx•ease in the
Con.trac# Stun, written notice as provzded in this Paragraph 4.3 shall be given befare �roceeding
to execute the Wozl�. Prior notice is not required for claims relating to an emergency endangering
life or pro�ei�y arising uiider Faragraph 10.3. In additian, fhe Cantz�aGtQ�'s raquest for an increase
xn fhe CantracY Sum for any reason (other than work perfoimed under eme�gency conditions)
shall be made �ar enoug� in advance of required woxk to allow the C?wner and the
Architect/Engineer a�ufficient amount of #ime, without aclversely affecting f�ie constzuction
schedule, to r�view the request, prepare and distribute such additzonal documents as may be
necessary to olatain� suitabl� astimates or proposals and to negotiate, execute an.d distribute a
Change Order for the required r�vark xf the Contractor believes t1�at additional cost zs involved for
reasons including hut not lixnited to:
(1) a written interpretation fio�n the ArchitectlEngineex;
(2) a vv�itten oider fo� a minor change in the Wozk issu�d by the AtchitectCE�gineer;
(3) failuz•e of pa�ment by the Owner;
(4) ternunatiozi af the Contract by the 4wne�;
(5) the Owner's temporary suspension af all or any por-�ian oftl�e Work whez•e the Contractor
was not �t fault; or
(6} ather reasonable grounds,
(g) Injury ot• Damage ta Persan ar Property. If the Contractor suffers injiuy or dama�es to person o��
property because of an act or o�-nission of the 4wnar, or of any of the Qwner's officers, '
enr�ployeas oz• agents, written, swoin-#o notice a:f any elaim. far damages ar injury shall be gzven
as provided in Su�paragzaph 4.�(a). The notice s�alX provide sufficient detail to enable tlie
�rehitectlEngineer and the Qwner to investigate tiie matter, .
(h) Subcontractor Pass�Through Claims. in the event that any Subcont�actor of the. Confzaetor
asserts a claim to the Contractor that the Contractor seeks tQ pass �lirough to the Owne�• tinder the
Cantract Documenis, any entitlement of the Contracfior to submit a�,d assert the claim against the
�wner shall be subject to;
(1) the requirements of Paragraph 4.3 of these Cxeneral Conditions; and
(2} the following addxtional three requirements listed below, all three of which additional
zec�uuements shall be canditions �recedent to the entitlement of the Cont�actor to seek and
assert such elaim against the Qwner:
(ii) The Contractor shall either (A} have direct Iegalliability as a mat�er of cant�act, cotnmon
law, or statuto�•y law to the Subcflntractok �or the claim that the Subconhacta�• is asserting or
(B} the Cont�actor shall have entez'ed into a written liquidating agreem.ent with the
SubcontractQx, under whicl� agreement tha Cont��actor has agreed to ba legall� responsible to
the Subcontrac#or far pt�rsing #he assertioz� of such claim agains# ti�e Owner u�der the
Contract and for paying t� the Subcan#ractoz• any amount�that ma� be zecovered, less �
Contractar's included ma�kup {sub,�ect to th� limits in the Contract Docuznents far any
markup). The liability or responsibilities shall be ic�entified in wr�ting bq the Cont�actor ta
the Owner at the time such claim is s�zbmitted to 4wnex•, and a copy af any liquida�in� '
agreement s�all be it�cluded by the Coni�actor in the elaim su�bmittal materials.
(ii) Tt�e Contracfoi shall have reviewed the claim of the Subcontxactor priar to its submittal
ta �wne�• and sha�I have indep�ndently evaluated such claim in good faifh to detez�ine the
extent to w�ich the claim is believed in good iaith ta be valid. The Contzactor shal� also
ce��tify, in �vriting and �inder oath to the Own�r, at the time of the submittal of such clairn,
ihat the Contzactor has rriade a r�vie�v, evaluation; and determination that the claim is made
in goad faith and is believed ia be valid. .
{iii) The Subeont�actor making tk�e claim to the Cont�actoz� shall cei�tify in w�iting and undez•
oath that it has compiled, revi�wed and evaluated the mst�its af such claim and that tk�e claim
is believed in good fa�th by the Subcr�ntzactor to be valid. A copy of the ceztxfication by the
Subeontractor shall be inclucied �y Contractor in the claim submittal matei7als.
(3) Any failure of the Cont�•actar to comply urith amy of ih� fo��egois�g requirements and
conditions precedent with regard to a�.y such claim shall constiiute a �vaiver af �ny
entitlement to submit or puisl�e such ala�m.
(�) �teceipt and revietiv of a o�aim by the Owner u�der this Subp�.ragraph shall not be constrtted
as a waiver of any defenses ta the claim available to the Owner undar the Con#ract
Docuznents or law.
(i) Qv�mer's Right to Order AGCele�ation an�d to Deny Claimed and Apprapriaie Time
��tensions, in Whale or in Part. T��.e Cantractoz ackn�wledges and agrees iha# Substan�ial
Coxnpletion of the Wo�•k by or befo�•e the Scheduled Completion Date is of substantial
itnpo�rtance to Owner, The follo�ving provisians, #herefore, will apply:
(�) Ifthe Cont�aciar fa11s bahind the approved construetion scheduie for whatever reasan., fhe
4wner shall have the right, in the Owner's sole discretion, to order the Contractar to
develop a recovery schedule as described in Paxagraph 3.10 or to accelexate its progress
in such a manzaer as to achieve Substantial Completion on or be;fore the Contrac� Time
eompletian date oz such other da#e �s the Owner may reasonably direct and, upon receipt,
the Contract�r shall tal�e all actian necessary to camply with the order. In such event, any
possi�ale right, if any, of the Cantractor to additional compensation for az�y acceleration
skall be subject io the ter�ris oi this Subpaz•agraph (i).
(2) In the event tha� the Cantractor is otherwise entitled to an extensxon of Contract Time and
has pr�perly init�ated a Claim faz a time e�tension in accordance with Subparagraph
43(a) above, the Qwner sk�all have the right, in the Owner's sole discretioz�, to deny ail,
or any pa�-t, of the Claim for extension of Contract Time by giving written notice to the
Cantractor provided within fourteen (14} days after recaipt of the Contractor's Claini. If
the Owner denies the Conhactor's claitn far an extension of Contract Time under fhis
Clause (i}(2), either in whole ar in pai�t, the Contractor shall p�oceec� to prosecute the
Work in such a znannei as to achieve Subst�ntial Completion on or before the then
existing Scheduled Completian Date.
(3) If the ContractQx i�voi�ld have been eniitled to a time e�tension foz a reason specifically
allovved tmder the Cont�•act Documents, for an amount of time that wauld have justified
approval by the Own.er ii not for the need and righi to accele�:ate, the Cont�ractor may
initiate a Claim for acceieration costs pursuant to Subparagraph 4.3(a). Any res�ilting
Claixn for acceIe�•ation costs properly inztiated by the Contzactor under Subparagraph
4.3(a) above shall be limzted ta those reasanable and documanted direct costs af labor,
materials, equipment, and supervisian salely and diteatls� aftributable to the actual
acceleration acti��ity necessary to b�7ng the Work back within the then existing appravec€
const��uction schedul.e. These direct costs include the premium portzon of avei�tim.e pay,
additional crew, shift, �ax ec�uipment costs if requested in advance hy the Contractor and
approved in wa7ting by the Owner. A percentage markup for the prorated cost af premium
on the ��isting perfoi7nance and payment boz�ds and raquired insurance, not to exceed
5%, wi11 be allowed an the claim.ed acceleration casts. NO OTI-�� MARKUP FC3R
PRQF�T, QVERHEAD �(]NCLUDING BUT NOT LIMITED TO I�OME �FFICE
� OVER.�EAl�) OR A,NX OTHER C�STS WILL BE ALLOViTED 4I�I ANY
ACCELERATION CLAIM, '�he Owner shall not be liable for a�y costs �elated to an
acceleration claim other than tk�ose deseribed in this Clause (i)(3).
(i) Viraiver of Claims; Final Payment, The making of final payment shall constih�te � waiver flf
c�azms by the O�vz�.e� excapt thase arising from:
(1) claims, sec�cuity intexests, pUrpoi�ted liens, or o#her attempted encumbrances arisi�.g aut of the
Cont�act and remaining tmsettled; _
(2) de�ective or �ioncanforming Work appearing after Substantial Completion;
(3) latent c�e�ects, as de�ned in Subparagraph 12.2(d), appearing after Fina1 Complatioz�; or
(�) the terms of general and special wai�anties requi�ed b� the Contract Doauments or allowed ox
i�nplied �y law.
(k) THE CQNTRACTOR SHALL N4T BE ENTIT'LED TO R�C4VER ATTO�ZNEY'S FEES AS
A P.ART C)F ANY CLAIM MADE UNDER THE CONTRACT D�CUMENTS OR IN ANY
SUBSEQUENT LA.WSxJYT OR ALTERNATIVE DISPUTE RESOI�UTION PROC�EDTNG.
(1) No Waiver of Govei�unental �mmunity. N�`Ti-�ZNG IN THE C4NTRACT DOCLjMENTS
SHALL BE,CONSTRUED TO WAIVE THE OWNER'S GOVERNMENTAL IMMUNITY
FROM LAWSUIT, WHICH I�v1Iv1UNITY TS EXP�SSLY 1tETAINED TQ THE EXTENT IT
IS NOT CI,EARL'Y AND UNAMBIGUOUSLX WAIVED BY STATE LAW,
ARTICLE 5 SUBCONTRACTORS
5.1 DEFINITIpNS OF SUBC�NTRACTO�t
(a} A Subcontractor is person oz entity who l�as a di�ect con�iac� ��vith the Cont�actor to perfo�-m a
poi�tion of the Work at the Praject site or to supply materials or ec�uipm.en.# to the Contractor by
purchase or lease for use in performance af ar incoiporation into the V�ork. The term
"Subcontractor" is referred to throug�out the Cont�•act Dacuments as if singular in numbe�• a�d
means a Subcontractar ar an aLrthorized representative of the Subcon.h�actor. The term
"Subcontractar" does uot iraclude a separate eo�tractor or subcontractars af a separate contracto�.
(b) A Sub-subcontractar is a person ar entity who has a di�•ect ar indirect cantract tivith a
Subcon#ractor to perform a portian af the Vi7oxk at th� Proj�ct sit� or to suppl� materials or
equipment to the Subcontractor or anot�er Sub-sttbcontractar by pul-chase or lease foz use in
pez�£oi7nance of or incorparation in.to t�a Work, Tk�e t�Y� "Sub-subcont�actaz" is refetred to
thraughout ihe Ca��aot Documents as if singular in number and �means a Sub-s�ibcontractor or
an at�thorized repxesentative af the Sub-subcontractox•.
5.2� A'�VARD OF SUBCONTRACTS .ANb OTHER C4NTRACTS FOR PORTIONS �F TA�
WQRi�, WITH REGA�2DS TO MWB�, THE CZTY OF AENTON ONLY T2�Qi]�RL A
G�QD FAITH �FFQR.T, TI3ERE IS NO PERCENTAGE �QUIREI�ENT.
(a� Immediatelq affer t�e awud of the Contract by fihe Owne�•, and befare the Building Constructian
Seivices Agreement is szgned by the Cont�actor and the Ownez, the Cantractor shall �urnish to
the Architect/Engineer in. writing, far acceptance b3T the Owner and the ArchitectlEngin.eer, �. list
of the names, addresses, telephone numbez•s, M/WBE cextification numbers (where applicable),
and type of work o�the Subcontractors (including those who are ta furnish materials or
equipment fabricated to a special design}, proposed for the pxincipal partions of the Work,
includin.g fiunishings when made a part of ihe Contract, The Conhactar sha11 �mmediately notify
the Owner in vv�iting of an}� changes in the Iist as they occur. The AtchitectiEngineer will
prompfly reply tv the Cont�actor in. wi7ting stating whether �ar not the Own�r or the
Archiiect/En�ineer, after due inv�stigation, has reasonable abjection to any such p�•oposed
person or entity. Failuze af the �wnez or A,rehitect/Engineex� to �eply proxn�tly shall canstitute
notice of no xeasonable objection.
(b} Th� Conizactor s�►all not cantract witli a pro�osed persaz� or entity to whom �Ei�e Owner or
ArchitectlEngineer k�as made reasonable and timely abject�on.
(c) Archi#ect/Engineer's a�d Owzzer's approval of or obJection to any Subcar�tractor ar of � particular
pracess or m�,terial will uot relieve the Contt•actar af his respansibility �or p�rfo��mance of Work
as called for under tt�e Con#ract Documents, and shall nat provide a basis far any cla�m for
addi#�on�l time or �noney on ti�e pa��t of the Contractor. Approval shall not be canst�ued to create
any conttactual relationship beiween the �ubGan�iacior and either the O�vner or
.ArchitectlEngineer. In no e�vent shall the Cont�act Sum be increased as a result of t#�e rejection of
any Snbcantractor,
(d� The Cantractor shall not cl�ange a Subconi�actor previously se�ected if th:e Own�r oz•
Archztect/Engineer makes reasonable objectian to such change.
5.3 SUBCONTRACTUAL �LATYQNS �
{a) By appropriate agreetnent, written ivhere legally required for valxdity, the Coirtractor shall
rec�ui�e each Subcoiitractox, to the axtent of the Work to be performed by the Subconi�actflr, ta be
bound to �e Contractor b�� the terms af the Gon�iact Documents (including but not limited to
these Genez�al Conditions), and to assume toward the Cantractaz all the obligations and
responsibilities which the Contractor, by the Contract Docutnents, assumes tov,�az•c� the Owxzer
aud the ArchitectlEngineer. Each subcantract agreement shall preserve and protect the �ights of
the O�vnez anc� the AxchitectlEngineer i�nder the Conhact Doauments (including but naY iiuvted
to these General Canditian�s) with respect to the Wo�k to be p�i�fox��ned by the Subcantractor so
t3�at snbcontracting will not px�ejudiee the rights of the Owner and the Aschitect/Engineer. Where
approp�za#e, the Contxactoi shall zequue each Subcontractor ta enter into similar agreements with
Sub-subcoz�tractors. The Contraetor shail n�ake ava��able to �ach propased Subcantractor, prior
to the execution of the subconhact agreen�ent, copies of the Contract Documents to wluci� the
SubcontractQr �s to be bound. Subcontractors shall similarly make copies of applicable partzons
of such Daeumer�ts available to #heir respective proposed Sub-subcontractars.
(b} The Coniractor is solely iesponsible £ox making payrnents properly to the Contractor's
Subcoiitracto�•s on ihe Project. During pez•fo�.�na.nce of the Work, the Gonixactor shall comply
with the followzn.g additional �u1es regarding Subcontractoz• payrn�nts:
(1} The Coz�tractor sk�a11 snbmit, beginning with the Second A.pplication and Ce��tificate for
Payment, a Subcontxactor Paymen�t R�port (the "Re�art") �vith eack Applicatian and
Certificate for Pa�ment, alang with pa�tial waivers of liens for all Work included in the
a�plzcation fax payment. The Repoi�t shall. slzow all paymei�ts made to date by the Contractor
{plus existing retainage} to each Subcont�actox invol�ad in the Project. The Report shall be
made on a foi�n. app�•oved and sup�lied by the Owner, Pay applications wil� not be reviewed
o� eertified by the Architect to the Owner without accompanying pal�tial iien waivers after the
first Certif'icaie for payme�at. With each A�plication foz Payinent, the Cantractor shall cei�tify
f.�at there are no mechanics' o�► znaterialmen's Liens outstanding at the da.te of the
Application for Pyament, and tl�at alI bi.1ls dne with respect to the Waxk have been �aid tQ
date, and that there is no l�nown basis for f�ling of any liens against the Su�ety or the �wner
in connection with the Waik. Upon completion by the Contractor of the construciian o�the
project, but prior to fina! pay.ment ta the Con#��actor, the Contractor shall deliver to the Ou�ner
conditianal releases of all liens, which shall �dentify the remain.uig sums to t�e paid pending �
receipt of final payment, The eonditional r�leases of Iiens, upon final payment by the Ownex�,
sha11 rlease the owner of a11 liens, azzd of all rights to claim ar�y lien, fiom a�l manufactu�ers,
material-inen, and subcontractors furnishing services or materials �or the project, to the
effect thai all matex7als or services usec� on ox for �e projeet have been paid for a�zd
"indic�ti�g that the Otivei is relaased fxom all suck� claims. As ar� alte�riative ta the Report, the
Conhactax• may furnish Af.f'idavits af Payment Recexved with the Application �1id Cez�zficate
for Payment, which aff�davits shall be executed by each Subcontractox owed money and paid
during th.e previous pro�ess payment period for work nr materials furnished on the Project.
�2ECEIPT BY TIIE OW1�ER OF TF�E RE�'ORT OR AFFIDAVZTS OF PAXMENT
RECEiVED SHALL BE A CONDITI6N PRECEDENT TO PElYMENT ON ANY
APPLICATION.
Provided that the Owzier has been rzotified by w�•itten coorespondence (a lxen notice} from any
�anufachuer, matei�ial-me�, or subconi��actar fiirnishing services or materials fox� the pro�ect tha�
�n outstanding debi is owed, the 4wner shall ensure that the Conixactor xs notified of such nofiice
within ten (� fl) days of receipt o� s�ich notice. The Gorzhactor shall ensure that resolution has
been aclueved £or each written notice filed with the Owiler, and. provide sufficient w��itten
documentation to the Ownez that payment has been rendei•ed, ok a resolution has been aahieved
that is satisfactory to the Own.er.
(2) If, foz� any reason, the Co�t�actat• is wi�Iaho�ding payment to a Subcontractor due to a dispute
or other �roblem v,�ith performance, ihe Cont�•actor shall nate the amount withheld and that
payment is in dispute. The �wner may requue the Contractor to doc�.�ment and verify the
dispute ar ather prablem in question. _
(3j The Owner reserves #he right i1i its so�e cliscretion, to withhald �ayment to the Conf�actor
pursuant ta Paragraph 9.5(a} of �1ie General Conditions, shou�d it appeai from the Repait,
stai�nrzents of payment received or other infoi�n.ati�n furnished to the Owner t�at;
(z) the Repai�t has not been piope�ly completed;
{ii} the Contx��ctor has knowingiy provided false infoi�atian regarding payment of any
Subcontractar; or
('rii) the Contractox has othei�wis� failed ta ma�e paym.ents properly to any Subeoz�tractor.
(�) THE CONTRACTOR SHALL �OT HAVE ANY RIGHT TO MAKE A CLAIIVI FOR
r�DITIONAI, TIME OR ADDIT�4NAL C(�MPENSATI�N AS A RESULT OF THE
QWNER'S OR ARCHITECT/ENG�NEER'S ENFOIZ.CEMENT OF THIS
SUBpARAGRAPH 5.3(b). NO PROV�SION OF THIS SLTBPA.�tAGRAP�� OR ANY OF
THE CONTRACT DOC�CJMENTS SI-�ALL BE CONSTRUED TO CREATE A
CQNTRACTUAL RELATiONSkiIP, EX�'�ESS OR 7MPLIED, BETV�'EEN AN�
SUBCONTRA.CTQIL AND EITHER THE OWNER DR THE ARCHITECT/ENGTNEER
AND SI-�ALL NOT BE CONSTRUED TO MAKE AN� SUBCONTRA.CTOIt OR. ANY
QTHER PERS�I� OR EN"�`ITY A THIRI? PART�C BENEFICIA.�Y OF THE CQNTRACT
BETWEEN THE OWNER AND THE CONTRACTOR.
5.4 CONTINGENT ASSIGi�IN1ENT �F S�C7BCONTRACTS
In the ev�nt of a terminatian o�this Con�ract by the Orx�ner under A1.�ticle 1�, the Contractor shall, if
requested in w�•iting b�� the Qwner, withzn fifteen (1 S) days after the c�ate notice of termination is sent,
deliver and assign to Owner, or a�y person o� entity acting ozi the Owz�er's b�half, any ox all
subcontracts made by Contz�actor in the perfoa�nance of the Work, anci delivei to the Qwnez t�zte az�d
co�rect originals-and c�pies a£the subcontract c�ocuments. In the event assignment is not rec�uested by
ti�e Owner, Cor�t�actor shall terminata all subcontracts to the extent that Owner has not directed
assignment of same and ta the eXtent that they reiate to the pe��£ormance of VPo�•k tei�ninated by the
notice of tez�ninatian. �
ARTIC�E G COiVSTR�C7CTION BY'�`� OWNER/ SEPARAT� COl'+ITRACT4RS
G.1� 4WNE�'S RIGHT T4 P�RF4�11'I CONSTRUCTION .AND T4 AWAR.D SEFARATE
CaNTRA.GT�
(a) The Owtier reserves the xzght to per�oi�n canstruction or operaiions related to the Project with the
Owner's own �o�ces, and to award sepa�rate contracts in connectian v�rith other port�ans of the
1?roject or othe�� canstivction or o�erations on the Praject site under Conditions o�the Conf�act
idenrical ar substantially similar to these General Conditions, incluc�ing th�se partians x•elated to
insurance and waiver af suhrogation. If ihe Coni��actoa� ciaims that delay or additional cost is
involved because af such action by the Owner, the Contractor shall make a c�ain� as provided
elsewhere in and in accardance �vi#h the Contract Documents.
(b} When separate cantzacts �re awa.rded fvx different portions of the P�oject or other construction or
operatzons on the Praject site, the ter7n "Cont�actor" in the Contract Aoc�aments in each case
shall mean the Contractax who execuies each separate Building Construction Se�vices
Agreement with the Owner. -
(c} The Owner sha�l provide for coordination of the activities of t,�.e Ownez's own forces and of each
separate cont�actox with the i�Vork of the Contt�acto�, who shall eooperate �vith them.. Tha
Contractor shall paz•ticipate with ather separate cont�actors and the Owner in reviewing their
const�l�ction schedules when dixected to do so. The Cantractor shall, with the approval of the
Ownex•, make any revisions to the construction schedule deemed necessary after a joint reviet�v
and mutual agreement. The coiisiruction schedules sha11 then constiiute the schedules to be used
by il�e Con.tractor, separate coni�acto�•s, and tli� 4wner until subsequently revised by inutual
ag�eement ox by v�mitten Change Orcler. If the Contractoi believes it is entitled to an ar�justmeni
of the Cont�act Sum under the circumstances, the Canhactor shall subznit a writ�en proposal faz� a
Change 4rder pursuant to Article 7 of tha General Canditions. In the event the Contractor's
Change O�dar proposal is denied by the Ownez•, the Contxactar must subrnit any Claim pursuant
to Paragraph 4,3 of ihe Genezai Conditzons.
(d) Unless aiherwise provxded in the Coni�act Documents, whea the Own�er perfox�ms construction or
operations rela�ed to th� Paoject with the �wnei's own farces, the O�vne� shall be deemed to be
sitbject to the same obligaiions and to have #he same i7gt�is which apply ta the Cont�actor u�der
these General Canditions, including, without axcluding others, those stated in Article 3, this
Ariicle 6, and Aa�iicles 10, 11 and 12.
6.2 MUTiTAi, RESP4NSISILITY
{a) The Contractor shail afford the Owner and separate cant�actors' reasanable o��oi�tunii.y far
access to and storage of their materials and eqtupm.e�.t and the perfornnance of their activities and
shall coordinate the Contz•actor's const��ciio� and opex•ations with the se�arate canf�actoxs as
required by the Cant�act Documents. �
(b) Ifpart of the Con�iactor's Work depends for propez• execution or results upon construation oi
aperations by the Owner ax a separate contractor, the Contractor shall, pz-ior to proceeding with
that portion of the Work, promptly re�ort to the ArchitectlEr�gineer apparent discrepancies ar
de#'ects in the oth�r construction that would render it unsuitaUle for proper execution and rssults.
Failure of ihe Contractor to so repo7rt shall constitute an acknowledgment that the Owner's or
separate con-hacta�s completed or partially eozn�leted consi�uction is fit and propez ta receive the
Corzt�aetor's Work, e�cept as tn defects not ihen zeas�nably discoverable.
(c) The Ownex shall not t�e liab�e to the Contractor for damages suffered by th.e Cont�actor due to
the fault or negligence af a separ�te conf��actar or through failure of a sepaxate contractor to cai�y
aut ihe d�rections of the Owner or the Architect/Eng�neer. Should any interference occur b,etween
the Conhactor and a separate cnntractor, the Arclv.tectlE�gineer or the Owner may fiii�nish ihe
Con�.•actor wi#h written inst�uctions desigt�ating priority af effai�t or change an methods,
whereupon the Co�at�•acior shall immediately comply wzth such dixection. Tn such event, the
Cont�actor shall be en#itled to an exteiision of the Caii#ract Time only for unavoidable delays
verified by the Architect/Engineer, no increase in the ContraGt Sum, �towevex�, shall be due to the
Contracta�,
(d) The Contractor shall promptly remedy damage ��vrongft�lly caused by the Contractor to
cai�.pleted or partially campleted const�uction or to property of the Qwner or separafe
coniractors as pro�t�ided in Subparag��aph 10.2(e).
(e) Should the Contractor ca�se damage to the wozk or property of any se�azate coniraetor on the
P�oject, the Cont�actoi shall, upon due notice, settle with tl�e separate �ontractor by ag��enze�t, if
the separate contractor will so settle. �f the separate cantractor sues �e Owner or subxnzts a claim
an account of any damage alieged to have been so sustained, the Owner shall notify tlte
Contractor who shall defend such. proceedings, �.t the Cont�actor's expense, and if any �udgment
o� award against the Ov,�r�:er arises from fihe separate cantraator's eiaim, the Contractor shall pay
or satisfy it and shall xeixn�burs� the Owner fQr alI attorney's %es and costs which the Owner has
incu�•xed.
(� The Owner and each separate contz�actor shall have the same respo�asibili#ies for cutting and
patchi�g as are desorzbed for the Cont��.ctor in Parag��aph 3.1.�.
6.3 4WNER'S RIG�'� TO CLEAN UP
If a dispute arises among the Contractor, separate cant��actors and the Owner as to the �esponsibility
under their respective cont�acts for ma��.taining the Projec# site and surrounding area free frc�m waste
materia�s and rubbish as described in Paragraph 3.15, the Owner may elean up and allacate #he cost
among t�ose respansible as the ArchitectlEngineer recommends to be jt�st,
ARTICLE ? A.M�NDMENTS
7.1 CHANGE QRDERS
(a) A Cl�ang� Qxder is a writteu ordex• to the Cont�actor, signed by the dwner and the
- ArchitectlEngineer, issued after executia� of the Cnn�ract, authorizing a cha��ge in the Work, an
ac�justment in tl�e Canirac# Sum, oi an. adjustment to the Contract Time, consistent with other
applicable provisions of this Contract. The �wner, wi#haut invalxdating the Contraat and without
requixin� notice of any kind to the su�eties, may order changes to the scope of Work undez the
Contract by add�.tions, deletions, o�• otlier revisions, th.e �oz�iract �um a�d Cantract Time to he
adjusted consistent with other applicab�e provisions af this Con#raci, All Change O�•dexs shall be
executed on a C�.ange Order �arm approved �y the Owner and tk�e Owner's Czfy Attorney.
(b) In addition to the Ow�e� and the Architect/Engineer, the Contractar sha11 sign all Change O�•ders
ta verify and con�rm the tezms and co�.ditions establzshed by C�ange Ordex; however, should
the Contractar refuse to sign a Change Order, this sha�l not reliev� him of his obligaiion to
pe��orm tha change direeted b� the 4wner and the A:�chitect/Engineer ta the best of 1vs abiliiy in
aecordance unth the provisions af this Article 7. A Chang� Ordex signed by the Contra.ctor
indicates hxs agreement with aIl of ihe changes approved, including the adjustnaent in the
Cflniraai Sum ar the Conh•act Time. EACH CHI�NGE ORDER SHALL B� SPECIFIC ANL)
FII�FAL AS TQ FRICES AND EXTENSIONS OF TIME, �TVITH N� RESERVATIONS OR
4THER PR4VISIONS ALLOWING FOR FUTURE ADDZT.�QNAL MO%iE�' �R TiME AS A
RESULT OF THE PARTICULAR CHANGES IDENTIFIED AND FULLY C�il�lI'ENSATET�
IN THE CHANGE ORDER. The execution of a C�ange Order by the Contractar shall constitute
conclusive evidence of #he Cont�actor's agreement to the oz•dered changes in the Work. The
Contractor forevex rel�ases any claun against the Ov��ier for additional time ox• compensation for
matters re�ating to ox arising aut of or resulting fi•am the Work included within ox• affected by. ihe
e�ecu#ed Change Order. �'his release applies to claims related to the cumulative in�pact of all
Change Ord�is and ta any claim �•elated to the effect of a change on oth�r Work.
(c} No e�a work (excapt under emergencp conditions} or changes s�all be made nor shail any
SU�S�ihlti011S, changes or additions to or omissioz�s or de��iations from the requi�ements o� the
Drawings •and Speczfications be made tuiless ptusuant to a written Ghange Oi•dex signed by the
Owner and the ArchitectCEnginaer, it being expressly understood t�at the Owner shall not be
liable for the cost of extra wark ar anp substitutzon, change, addition, omission or deviat�an fi�m
the requi�ements of the Drawings or Specificatioz�s ui�less the sa�xze shall have been auti�o��ized in
tivriting by tile Owner and the ArclaitectlEngineer in a writt�n change ord�r ar other Amendment.
The proviszons of this Paragraph 7.1 shall cantroi in th.e event of any inconsistency between such
pravisions a�d the other provisions o�tMis Al�ticle 7. See Siibparagraph 1.�.3(a)�ofthe General
Conditions far Change Orcle�•s under emergency canditions.
(d} Tha methad of determining the cost or credi�G to ihe Owner for any change in the Virork shall be
one of the following:
(1} mut�ial acceptanee of a not �o-e�ceed lump st�,m amount properly iternized and suppox�ted by
sufFicient substantiatiug data to �ei�nit evaluation;
(2) unit prices stated 'ua the Cont�aet Docunaents or subseq�.iently agreed upon;
(3) cost to be determined in a manner a�eed upan by the parties and a mutuall� acceptable fixed
or percentage fee; or
(�) the force account method �zovided in Subparagraph 7.1(e)
(e) If tne pa��tias cannat agree to one of tlze methods of calculating casi provided in Clauses (d) {1),
(d) {2), or (d) (3), or if the pai�ti�s agree ta a method bi2t cannot agree to a final doilar figure, or x�
the Contractox far whatevex reason refuses to sign the Change Orcler in question, the Contracior,
provided he rece�ves a written order signed by tha Ovtimer, s�all promptly pzoceed �s�vith the Work
involved. The cost of the Work i�volved shall th�n be calculated on the basis o�the reasonahle
jobsite expenditures and savings oithose pei�formir�g the Wflrk attributable to tY�e cha.nges,
including a reasonable allowance for over�.ead and pro�it, such allowance in any case never to
exceed I 5%. In such case, the Contractor shal� keep a,i� itemized accounting of the Work
invalved, on a daily basis, in such fo�m and with the appropriaie suppvrting data as#he
ArchiteetlEnginear and 4wner may prescribe. Sr�voln copies of the itemized acco�nting shatl be
del�.ve�ed to tk�e AzchitectlE:�gineer each day dw�ing the performance of �ox•ce account�wark, with
copies to tha Owner.
FATLURE OF THE CONTRACTOR TO SUBMIT THE SW�RN-TO ITEMIZED
ACCOUNTING DAILY AS REQUIRED HERE� SHALL COI�iSTiTUTE i4 WAIVER BX
THE CONTRACTOR OF .ANY RIGHT TO DISPUTB T� OWNER'S DETERMINATI�N
�F THE AMOIJNT DLTE THE CONTRACTOR F4R FOR.CE ACCOUNT WQRK. Costs to be
charged under this Subpa�agraph for force account work are limited to tha foIlowing:
(1} costs of labor, including social security, old age and unemployment insu�•ance, fringe benef ts
rec�uired by agreement ar custon�, and worke�s campensation insu��a�ce;
(2) casts of materials, supplies and equipment (bnt nofi to include o£f site storage unless
approvec� in vv�iting by the Owner), whether incorporated or cflnsurned;
(3} rental casts of mack�inery and equipment, exclusiva of hand toa�s, whether rented from the
Co�tractox or others;
(4) costs of premiums fot all bonds and �nsurance telated to the Work; and
(5} additional costs of supe�vis�on and field office pe�•sannel directiy attrzbutable to the changed
Wor�. Fendir►g �nal determination of cost to the O��rner, pay�nent of undxsputed amounts an
force accoun# sha�l be included on the ArchitectfEngineer's Certificate of Payment as wark is
completed. �
(� The amot�nt of cz•edit to be allowed to the Owner for any deletian. of Work or at�y othez change
tivhicn res�ilts in a net decrease of the Contract Surn shall be the amount of achzal net cost
confirmed by the Architect/Enginee�• ph�s the stated percen-�age �or overlaead and profit. When
both additions and deletzons ar erectits cove��ng related Work or substitu#ioiis aa•e invalved in any
one change, the allowance fo�• overhead an�.d profit shall be figured on the basis of the net
increase ar decrease with respect to that change.
7.2 SUPPLEMENTAL AGItEEMEN'�`S
A writteii Supplement�l Agreement can also k�e used to implement changes in tha Woz•k �nstead of a
Change Oxder farm, including but not Iimited to situatians invalving pa.�-tial oceupancy of ihe Work
under Paragi•aph 9.8, a change made to the Drawin.gs ox the Speci£'icatioiis without an inerease in the
Cantract Sum, or special circur�istances where it is neaessary or more appropriate for the Ownex� ta
use a Supplementai Agreennent, Written Sup�alemenial Agreements shall have a status equal to that
af Change Qrc�ers for purposes o� priority of Contract Documents interpretation, except that ta the
extent of a conflict, later Supplemen.ta� Agreaments in time contral a�rer earlier Supplernentat
,Agreements, and the latest Change Order o� Supplerr�ental Agreenr�ent tn time con#rols over earlier
dated Change �xders and Supple3nental Agreemenis. The i�Ies of Subpaiagraphs 7.1(b) through (#}
shall alsa apply to the negotiat�on and execution of Suppleznental Agreezu,ents,
7,3 MIN4R CHANGES �lY T�E W4RK
The Axchitect/Engineer, af�er uoiifyuig the Owner, shall be autharized to order minor changes in the
Work not involving an adjusf,ment in the Contxact Sum or an extension of the Contract Time and r�ot
i�'icansistent wxfh the i�atent of iha Conhact Documents.-Minor ehanges shall be effected' by written
order, and s�a�l be hinding on the Owner and the Contractor. The Conh�actor shall carry out such
written oxders pror�ptly. These written oidezs shall not be deemec� to change or i�npact the Contract
Sum or ti�e Contraat Tiine. Caniractox sha11 have r�a C1aim for any minor cha�ge ordered to the
Wark under this Paragraph� 7.3 ur�ess the Cc�ntractor submits it� change proposal, prior ta complying
i�vith the minar ahange ordered a�d in no event lafier than tet� tl.Oj vsrork�ng days frorn the date the
minor cha�age was ordered, to t�e Ow�ner foi approval,
'i.� TIME REQUIR.ED TO PROCESS AMENDMENTS
(a) AlI of fihe Contxactor's xesponses to pxo�osat requests shall be aceompanied by a complete,
itemized breakdown of costs. �tesponses to �roposal requests shall be submiited suf�iciently in
advance of the rec�uired work to allow the 4wner aud the ArchitectlEngineer a minimum of
thirty (3�) caleiidar days afte�� receipt by the Arehiteci/Engi�ieer to review the itemized
breakdown and to pzepare or distribute additianal documents as may be necessax•y. A11 of ihe
Contractar's responses to pxapasal requests shall znclude a statement that the cost desci-ibed in
the response represents the complete, tatal and fznal cost and adclitionai Contract Time associated
with the exha work, change, addition to, omission, deviation, substitution, or otlier`grounds %r
� seeking exf�a compensation ilnder the Contract Documents, without zeseivation oi� fitt�ther
recourse.
(b) Ail Amendmenis rec�ui�•e appr�val by either the Cily Council o�•, where autharized by the state
laur and City ordinance, by tk�e City Manager puz�suan.t to Administraiive Action, The approval
process requires a mu�unum of fozky-five (45) calendax days after subn�issian ta the Ovcme� in
final fozm with all suppoi�ting data. Receipt af a submission by Owner does n�t constitute
acceptance or approval of a praposal, nor c�oes it constitute a waxranty �1iat the proposal will be
ai�thorized by City Council Resolution o3• Adminis�rativa Actinn. THE TIME REQU�.tED FOR
THE APPROVAL PR4CESS SHALL I�OT BE CONSIDERED A DELAY AND NO
EXTENSIONS TO TI3E GONTRA.C'�' `�'IME �R ]NCREASE IN THE COI�iTR.ACT SUM
WILL BE CONSIDERED QR GRANTED A� A RESULT QF THiS P1�OGESS. Pend.ing the
approval desci7bed abave, the Confraetor will p�oceed with the wozk under a pending
r�nendment only if duected in �vriting by tk� Ov�nne�;,
ARTICL� 8 CONTRA.CT TYl1�
8.1 DET�N�TIUNS
(a) U�nless otherwise pzovided, the Cont��act Time is the period of time, including autho�ized
adjusi7ments, allotted in the Contract Docurnents for Substantial Completion of tk�e Work,
{h) The date of cvmmencement o�'the Viiark is tha date established in the notice to proceed from #he
Owner, The date of commencement shall not be postponed hy th� failure of the Conti�actor, or of
pei�sons or entities for whom the Cont�acto�• is responsible to act promptly to commence the
Wor�. If tlie Owner unreasonably delays t�.e issuance of the r�otice to proc�ed t�•ough no fault af
the Contractor, the Cantractoa• slzall be en�itled only to an equitable extension of the Cont�act
Time; the Contzact Sum shall ren�ain uncha.nged.
.(c) The date of Substantial Completion is the date cei�tified by the Architect/Engineex• in accardance
with Paxag�aph 9.7.
(d) TI�e term "c�ay" as used ii� the Contract Documei�ts shall mea�i a calendar day, beginning and
ending at 12:00 midnight, unless oiherwise speeifieally defiz�ed by special provisxon.
8.2 FT�OGRESS AND COMPLETZON
(a) Time limits sta.ted in the Con�hact Documents are of the essence o�the Cantract. By executing
the �uilding Constzuction Services Agreement, the Contractor confiims tk�at #he Coni�act Time is
a reasonable pe�•iod for perfarming the Wa�•k.
(b) The Contracfor shall n�t kno�vingly, e�cept by agreement with or instruction of the Ov�mer in
�t�rriting, pze�nafurely commence operations an t�e Praject site ar else��here prior ta the effective
date of insurarrce ta be fui�nishe�d hy the Cani�aotor as rec�u�ed by At'ticie 11. The date af
cammencement of the Wox•k shall not be charaged b�r fihe eff�ctive date of insurance requi�ec� by
Article 11, �
{c) Liquidated Dama.ges. The Con�iactor shall proceed expeditiously wifh adequate fo�rces,
materials, and equipment, and shall aehieve Substantial Completion within ihe Contract Time. If
the Contractor fails or i•efuses to eomplete the Work wi.thin the Cantract Time as specified in the
Bid F�oposal form, the Building Catash�ction Sexvices Agreen�enf, or in any proper extensxon of
the Contract T�me granted by the Owner, then the Coniractoi a,grees, as a paz�t of the
cansic�eratinn for the awarding o� tlze Conixact, ta pay to the Owner the amaunt of Iiquidated
damages (hereina.�ter called the "Stipulated Amaunf") as stipuiated in the Bid Pro�osal foxxn and
the Building Constrnction Seivice� Ag�eement for each eaXendar day that tk►e Contrac#or has not
Substantially Campleted the Work after t�xe expu•at�on o�tl�e Cont�act Time pxavic�ed. T�ie
Sripntated Amoun.t is not to be cansidered as a penalty, bu# shall b� deemed, taken, or treated as
reasanable liquidated damages, fixed and agreed upon by and b�tween the Cont�•actoi and the
Owner because ofthe impracti�alify and extren�e diffiGU�ty of fixing and ascea�taining tke ach�al
damages.tha Ownar would sustain in fhe event �f the Cont�actor's late completion of t�e Project,
and fihe stipulated arnounf is agreed to be t�.e dail� arnount of d'amages that the Owner would
sustain. Th.e Stipu�ated Amot�tnt, as zt accru�s, will� be retained itom anp pai-tion of fhe Contract
Sum due or #I�at may become due to tkle Contractor. In the event the portion ofthe Coniract S�un
retained by the Owner is insu:�£'i�ient to recover #he St�pu�ated Arnouil#, then the Con#�actor oz the
Contractor's Sur�ty sk�all pay to the Ov1ne� any additional liquidated damages d��e that are in
excess of tha funds remaining unpaid in the Cont�act �um. The 4�vner shall be the sole judge as
to whether o� not the 'V�ork has been Substantialiy Coznpl�ted within the calei�daz• days aliotted,
which sl�all include the original Contzac# Time and any proper extension of fhe CQn�:act Time
g�anted in writing by the Owner, Should the Cantraetar dispute the Owner's detez�mination of
��tluidated damages due, ho�vever, or should the Conhactor, or the Cont�actoz's agents or assign.s,
i�stitut� any legal action against the Owner to enforce z�ights under tha Contract Dacuments, then
tlus Subparagraph 8.2(c) shall not be coilstt•ued to prevent the Owner fio�n seeki.n.g fi�ll recovery
� far any �d all a.ctual da.Ynages sLlffered by the �wner and aifributable to the Cantracto��, as an
a�ternatzve io ali liquidated damages due.
8,3 D�LAYS AND EXT�IVSION� QF TTME
(a) If t�Ze Contractor is delayed a# any iime in the pxogiess of the Work by an act ar neglect af the
Owner ar Archateci(Engineer, ot of an employee af eiiher, or of a sep�ate conhacto� employec�
by the Qwner, ox b�r char�ges ordered in the �Vork, or Uy laboz disputes, fu•e, zzntisual d�lay m
deliveries, unavaidable casuaiiies or ather causes beyond the Canfractar's cant�ol, or by delay
authorized by the Owner pendir�g a cla.im, ar hy other canSes which the ArchiteotfEnginee�•
detexmines may j�stify delap, then the Contract Time shali be extended by Change Qrder fo:r
such reasonable time as Yhe Architect/Engineer and Own�r may detezmine,
(b) Claixns r�lati�.g to Cant�act Time and time e�tensions si�all be made in acGardanoe with the
ap�licable pravisions of Pa�agra.ph 4.3. .
(c) No Aamag�s for Delay. N�TVJITHSTANDING Al�iY �THER PROVIS�QI�tS OF THE
COI�ITR.ACT DOCITIV�ENTS, I.�ICLUDING THE GENERAL CONDITIC}NS, NO
A.T�JUSTMENT SHALL BE 1v1ADE TO TI�E CQNTRACT SUM AND THE CQN'FRACTQR
SHALL NOT BE Ei�ITITLEIa TQ CLAL.I� OR �CEIVE ANY ADDITIONAL
C4MPENSAT�ON AS A RESUi,'�' QF OR ARISiN�C OUT OF AN� AELAY, HINDRANCE, `�
DISRUPTION, F�RCE MAJEURE, �MPACT, OR IN'�'ERFERENCE, INT'ENT'IONAL OR
UNINTENTIOI�TAL, F�RESEEN O�t �UN�4RESEEi�, WHICH INCREASES THE TIME TO
COMPLETE THE WORK,INC�UDING BUT NOT LIMITED TO AN� DELAYS CAUSED
IN WHOT�E OR 7N PART BY THE ACTS, OMISSIONS, FAILIIRES, NEGLIGENCE, OR
FAULT Ok' THE OWNER, THE ARCHXTECTIENGINEER, OR THE OWNER'S
REPRESENTATIVE, AN EXTEI�TSION OF THE CONT�ACT TiME UNDER
S�TBPARAGRAPH 8.3(a) BEING TFIE CONTRACTOR.'S SOLE RE�uIEDY.
(d) �he Owner shall have the right to accupy, without px�ejudice to the i�.ght of either pat�iy, any
completed or largely cornpleted poz�tions of the structure oa• Work, natwithstanding the fact #hat
the Can.tract Time for completing all or a poi�tion of the Wo�k may n.ot have expixed, Partial
occupancy atid use sliall not be deemed as an acceptance of the Work taken or used.
(e) The Contractor shall prompt�y suspend the Wark when eit�.ez tha Contrac#or or #he Owner is
ordered to do so by a coui�t ozder from a caus�t having la�vful jtii7sdiction, and the Contractox• will
not be entitled ta add�tional compensation by vu�tue of any delays resuiting from the cou.��t oz•der.
The Cont�actoz• will also not be lzable�to the Owner for a delay caused in fact by the Work bezng
s�spanded b� a Gow.-i order.
(�} `�'he ArchitectJEnginees, wiih tlze cansent of the Qwner, shail �ave the authori#y to suspend the
Woxk, in whole ar in p�i�t, for such period or pei�iods as the Architect/Engineer deems necessary
due to ttnusual or severe weather conditions as are considered un#'avorable fox the suit�ble
�rosecution of the Work, or due to failure on the pai�t of the Conttactor to correct conditions
considered unsafe �or workmen or the general publxc. If it shot�ld beeame necessa�.y to sta� the
Work for an indefinite period, ihe Contractor shall store all materials in such a mat�ixer that they
will not abstruct or impede ib� public unnecessa�ily or become damaged in any way, and shall
take evezy precaution to pxevent darnage or deterioration of the Wazk p�rformed. In cases of
suspension o�the Work under this Subparagraph, the Contractar shall also provide suitable
drainage about the Wark and eaect tempozary struciures where necessazy. The Cont�actor shall
not suspend the 'V�ork in whale or in pai�# withaut written authority from the Architec#IEngineei
or the OFVner, and sl�ali xes�ime tf�e Work groznptly when notified by the A�chitect/Engineer ar
the Owner ta 3•esume operatians.
(g) In the even� of a d�lay that is the respansibility of the Contractor or any of #he Subcontraatax•s,
for which the Cont�actor is not erztitled to a time e�tensXOn undex the provisxans of this Contract,
the Owner may ditect tY�at the Work be accelerated by means of ovei�ti.me, additxonal crews ar
additional shifts, or resequencing. This acceleratzon shall be at n� cast to fhe Uwner anct wilt
continue until the Contract Tirne is rastored. In the eveiit af a delay far whiGh the Cont�actor is
erititled to a time axtensian, as determined by ihe �lrchitect/Engineer, Owner may sixnilarly
duect acceleration and the Cont�actort agrees tv perform same on tk�e basis tl�at the Confiiactor
will be reimbuised only ta the e�tent described in Subparagraph �3(i). T�IE CONTRA.CTOR
EXPRESSLX �AIVES ANY 4THER COMPEI�SATIQN RESULT�TG �'�.20M
ACCELERATZON, SUCH AS LOSS OF L,A BQR PRODUCTNITY �R EF�iCIENCY,
ART�CL� 9 PA.XMENTS AND C�MFLET�ON
9.1 C4NTRA�.CT SITN1
The Coii#�act Sum is stat�d in the Building Consiruction Seiwices Agieeme�,t an.d, inc�uding
authorized adjustments, is the tatal amouni of ca�mpensation payable by fhe Owner to th� Contractor
for the performaaic� of the Work under the Cont�act l�ocuments.
9.2 SCHEDULE OF VALUES
Before t�e �itst Appl�cation far Payment, the ContractQr sl�all submit to th� Azc�iitect/Engineez• a
schedule of va�ues allocated ta vailous poi�tions of the Wark, pi�epared in such fozm and supported
by such data to substantiate x#s accuracy as the ArchitectlEngineez may require. This schedule, when
appro��ed by the Arc�itectlEngineer and the Ownei•, shall be ttsed as a basis fo�� the Contractor's
Applicatifln for Payment. The schedi�le of values shall follow the trade division of the Speeificatioz�s.
Contractor's Application fo�• Pagment shall be filed o�. the cur�ent version of AT�-1 raz�m G7Q2
(App�ication and Certificate foz Payment), as approved by the O�vne�.
9.3 APPLICATIONS FOR PAYNi�NT
(a) At le�st fen (10) days before ihe date established for eaeh progress payr�ent, the Contzactor sha11
subn�.it to the .4rchitectfEngineer an itemized Application for Payment for Wox�k completed in
accordance ��vitk� the schedule of vahies. The Application shail be �.o#a��ized, if reqtiued, and
supported by data substantiating the Contracto�•'s right to payment as the �wner o�•
ArchitectlEngineer may rec�uire, including but not limited to capies of requisitians from
Subconi�actoz•s �id material suppiiers, azad reflecting the ap�Iicable �etainage as required in the
Conta•act Dncuxnents. Co�hactar's Applicatzan for Payment shall also pxovide other suppoi�ti�g
documentation as the Owner ar ilie other applicable p��ovisions o�the Contract Documants may
requue. �
(b) Appliea�kions for Payznent may not inch�de �ec�uests fo�• payment of amounts the Contractor does
nat intend to pay to a Subcontractor because af a good faith dispute, unless the Cantraetor
compiies with Clause 53(b) (2} of these General Conditions and the Cantr�ctor's Payment �ond
Surety consents ir� writing to payment to the Contracto�• of the fiinds deemed ta be in tlispute.
(c) Unless otherwise provided in the Coniraet Docume�is, progress payments shail include payment
fvr materials and equipment delivered and saitat�ly stared at the Praject sit� for subsec�uent
incorporation inta th� Wox•k within thirty (30j days aft�x delivery to the Project site, If approved
in advance by the �wner, payment may similarly be made for materials and equipment suitably
stored aw�y fio�n �e Praj�ct site at a locatian agz•eed upon in vv�'iting. Payment for cos�s incurred
in storage of materials or equipment away fi•om the Proj�ct site will NOT be mac�e by Own�r
unless:
(1) the Qwner has g�ven prior approval of such afi site storage in w�ti.ting;
(2) the inaterials or equipment are sioxec� in a bonded wace�ousa loca#ed in ]�enton County and
identified �vith. the Praject for which they are stazed, as evidenced by warehouse reGeipts
and a�propriafe dacuments of title; and
t3) the materials ox equipment stoa•ed off-site will be incaiparated into the Wvrk within thrrty
(30) days after delivery. S'T,'012AGE IN FACILITIES �F THE MANIJFACTURER OR
THE CONTRACT4R WILL NOT BE PERMITTED OR. PAID FOR, UNLESS THE
C7WNER HAS EXPRESSLY G].VEN PR�OR APPROVAL OF SUCH STORAGE IN
WRITIAiG.
(d) �'he Gankractor wa37ants t�at �itle to all Work covered by an Application for Paymeni wiil pass ta
the 4wner no tater than ihe time of payxnent. The Cantractor fiuther u=ar�ants that upon subxnittal
of an A�aplication for Payment a11 Work for whiah Cez�tificates for Payment have been previously
issued and payments recaived from t�.e 4wner shall be fxee and clear of l�ens, elaims, secui7ty
in�erests ar encuml�rances in favar of the Contraator, Subcantractors, Xnaterial stippliers, or o#�ier
persons ox entities making a claim by z•eason a£having �rovid�d labor, m�terials, a.ud equipment
rela#ing to the Work.
(e) All materials or ec�uipmer�t delivered to the Proj ect si#e earlier than thu�ty (3 d) days priar to an
approved schedule for delivery to #he Project site sl�all be classified as an "early delivery." All
eaa•ly delivery materials or equipment mus� have the exp�ess vv�-itten permission of the Owner to
be stored on fhe Pxoject site. if any uilautho�7zed early delivery occ��rs, Contractor shall, a.t
Con#��actor's expense ar at the expense of the responsible Subcontractar ar Supplier, cause such
early delivery tQ be removed from the Praject site and stored off si#e untii requued at the "Project
site. All costs of xabar, transpa�.�tation and storage will be included as part of the expense, If #he
Con#ractor fails or refuses to remove unauthorized early delivery matel7als, the Owner i11ay cause
suGh materials to ba reznoved at the Cont�actor's sole axpense, and amolints may be withheld �
fram the Contractor`s Application for Paymeni to reimbursa the �wner fox any costs incuired in
removing �mauthoxized early delivery materials. OWNER �VILL NOT BE RESPONS�iBLE F�R
TI�E PROTECTI4N �F OR RISK OF LOSS ON ANY EAR.LY DELIVERY MAT'ERIA.LS OR
EQUIPMENT, NOR WILL �WNER BE LIABLE F4R ANY PAYME�IT FOR THE EARLY
DEL�VERY MAT�RIALS OR EQUIPMEr1T. Any mateiYals or ec�uipment classified as eaily
deli��e�y will not be approved far payment as siored matei7als prioz• #o thi�•ty (30) days be�ore the
incoiporation of the materials o� eql�ipment inta the Waxk, unless sforage and payme�t at an
earlier date is �xpressly approved in writing by the Ownex.
(fl If the Contract Sum is equal to or less than $25,Q04,00 and per£oimnance and payment bonds are
not furnished by the Contzactor, no payment applied �oi� will be payable under the Conhact uniil
the Work has be�n Finally Completed and accept�d.
9.4 C�RTIFYCAT�S FOR PA�MENT
(a) The Architect/Er�gineer will, within ten �10) days a$er receipt of the Contrac#ar's Applicatian fox•
Paym�nt, either issue to the Ovvner a Certificate for Payment, with a copy to the C�ntractor, for
such amount as th� Ax•ehitect/Engineer determx�es is properly due, or notify the ContractQr and
� Qw�er in writing of the Architect/Er�gineer's reasans for withholding certification in whol� or in
part as provided in
(a) City of Denton Gene�al Conditions for Buzlding Cot�struction.
(b) Subparagraplz 9.5(a}. The C�rtificate for Payment shal� be issued on. the current version o�A1A
Foz�n G7Q2 (Applicatzon and Certi£'icate for Payment) as approved by the �wnez. �
(c) The issuance o�a Cei-ti�'�cate for Payment will constitute a representation by the-
Architect/Engineer to the Owner, based on the Archi�kect/Engineer's obsetvations at the site and
the data caxnpi�ising the Application for Payment, that the �Iork lzas progressed to the point
indica.ted az�d that, to the best of the ArclutectlEngineer's knowledge, information and belie�,
quality af the Work is in aceordance with the Con#rRCt Documents, The £oregoing
representations are suhject to an evaluatzon of the Work far coz�formance with the Coni�aci
Documents upon Substantial and Final Completion, to results of subsequent tes#s and
ins�ections, to minox deviations from the Cont�act Documents carrectable prior to Final
Completion and to specific qnalifications expressed by the ArchitectlEngineer. The issuance of a
Certifcate for Payment wiil fii��ther canstxtute a repx•esentation that the Cont�•actor is entitled to
�ayment in the amount certifi�d, subject to tk�e Owner's apptoval. The issuance of a Cexti�icate
for Fayment is not a representation that the As•chitect/Engix�eer has: ' .
(1) made eYhaustive or continuous on-site inspectians to check the quality or quantity a� the
Wark;
(2) xeviewed constructio�� means, methods, teckuniques, sequences or,procedures;
{3) �•eviewed copies of requisitions received fiam Subcantxacto�s and ma#eria� suppliers and
other data x•equested by fl�e Owner ta substantiate the Conhactor's i�ight to payment; or
(4) made examination to ascertain how or for what pu��ose the Can�iactor has �sed nr�one�
previoi�sly paic� on account afthe Cont�act Sum.
(d) Whenever the Application foi Payment for Work dane since #he last previous Application for
Paynient exceeds one hund�ed doilars ($100.00) in amount, Owner will pay a pe�•centage of ihe
Application, less applicable retainage, to the ContractQr within thu-ty (30) days foliawing
�wner's receipt and appxoval o�the Cez�tificate for Payment ce��ti�ied by th� Architect/Enginee�.
The Application may in.clude acceptable nonpex•iskable mate�7als deliv�red to the Work ar stared
�s provided fox• in Pa�•agraph 9,3(c) and the payment �vi�i be ailotived on. the net inv4ice �ralue,
less taxes and applicable retai�zage.
(e} The City is required to withhold �etainage foi publ�c works contracts ui whieh the total eontract
priGe estimate at the time af execuiion is mare �laan $�00,4fl0; however, this �•equirement is
typzcally applied by the City. for ail public works cant�acts iri eYCess of $SO,Q00: The Czty may
requxra varying percentage wiihholdi�ng amounts; however, the City typically requices five
percent. Fo� retai�age percentages in excess of ��c�e perces�t, the City mi�st deposit the retainage
into an interest-bearing accouni and pay the it�teiest ea���d to the cant�actor on completion af the
contract. The retainage will be ��vithheld by th� �wr�er fiom each progress payment until final
completion of t�e Work by the Contractor, approval of final eompletxan by the
Architect/Engineez, and fmal acceptance of the Vijork by the Qwner. Unless o�herwise rec�uued
by state la,w, the retainage perce�tage as specified abave is based zkpon the original Cantraci
�um, and wilI not ba affeoted in the eveni #he ox�iginal Contract Suzn is subsequez�fily increased oz
decreased by Cliange Order.
(� No pt�ogress payments shall be xnade on contracts where perforn�.anc� andpa��ment bonds are nai
xequired o� futvished. In such instances, payment for the i�TOrk pet�o�med ��ill be made upon
fit�al completion and acceptance by th� Owner of all Work.
9.S DECISIQl�IS T� WIT�kiOLD CERTIFICATION
(a) `�k�e Architect/Engineer or the (awner may decide not #o certify payment and may wit�.hold a
Certifieate for Payment in whole o� in pa��t, to th.e extent reason�.bly necassary to prot�ct the
O�vner's inteiest, if in the ArchitectlEngineer's oz �wnex's opinion the representations to the
4wne� rec�uired by Subparagraph 9,4(U) cannat be m.ade. If the Arclutect/Engineer or the Ownez
is unable to certify paymez�t in t�e unauni of #he Applicatian, the �4rchitect/Engineer or the
Owner will natify the Contractor as provided in Snbpaxagraph 9.4(a). If th.e Conhactox and
AtchitectfEngir�.eer ar the �wner cannot agtee on a revised amoi�nt, the ArchitectlEngin.eer �vi11
promptly issue a Certi�'icate for Paymezzt for the amount for whi�h the ArchitectlEngineer zs able
to malce tke required representations to the Owner, The Arclxitect/Engineer ar tl�e flwner may
also decide not to certify payznent or, because �f subseqiiently discovered evidence o�•
subseq�.ient observations, may nullif� the w�ole or a part Qf a Caz�tificate for �'aymezit previously
issued to such extent as may be necessary, u� tY�e Arehitect/Enginees�'s or Owne�'s apinion, to
protect the Owrzer fiom �oss because of;
(1) defect�ve ar nanconforming Work not zemed'zed;
(2) thi�d �arty claims filed or reasonable e�idence indicating piobable fi�ing of sl�ch c�aims;
(3) �ailtue of the Contractor to make �ayrnents properly to Subcontractoxs az� for labor, materials,
or equipxnent} �
(�4) reasonabie evidence that the Woxk cannat be completed for the unpaicl balanGe Qf the
Contract Sum;
(5} damage to the ot�mer or another contractor; .
(6} reasonab�e evidence that the Work will not be coxn.pleted within the Cont�act Time, a�d that
the unpaid balance wou�d not be adequate -to cover aci�ai oz liquidated damages for the
an#icipated delay;
('1) persistent failure ta ca�7y out the �Vork in accc�zrlance ��►Txth the Confiract bocuments; or
(8) znathematical or other erroz•s that are discovered in the Application for Paymeirt,
(b) When each of the above reasons that existed foa• withhalding cet�tificatior� are removed or
remedi�d, cei�tification v�i1l �be made for amounts previQUSly withheld.
(c) The Owner may, at its opiion, offset any progiess payment oi final paymex�t unde� the Coni�act
Documents against any debt (including taxes} Iawfully dt�e to the O�vner from the Contractor,
regardless of w�Zethez the amount due aris�s pursuant to the tez�ns of the Cont�act Doeuments or
othei�rise and i•egardless of whether ar not the debt due ta the �wner has been teduced to
judgment bq a co�.u�t,
9.6 PROGRESS PAYMENTS
(a) Aftei• the �ehi�GectfEngineer has issued a Cei-tificate for I'ayment, the Owner shall make
pay�xi.ent in the man�er and within the tirne pxovided in the Contract Docuznents, and shall so
notify the ArchitectlEngineer. The 4wner sha�l not be 1i�b1e for interest on any late o�• delayed
progress payment or final payment eaus�d b� an3� cla�m or d�spute, any c�iscrepanoy in quantities,
any failure to provide sup��i�ir�g dacumeutaiian or o�het• ix�fox�xnation requued with the
Applica#�on for Payment or as a precondition to payment under ihe Contract Dacuments, or due
to any paytnent the Qwner or the Architect/Engineer has a iight to withho�d or nat cei�i.fy �inder
the Contraat Aocuments, i�Iotwithstanding the faregoing, the �wner may refuse to make payment
on any Cei-t'3f'icate for �ayinant (including, without limita#ion, the final Certificate for Payment)
for any default t�rider the Cantract Documelits, including but not lim.ited to thase defaults set
farth in Subparagraph 9.5(a), Clauses {1) through (7). The Qwner shall not be deemed in defa�It
� by reason of withlaoldizig payment while any Confractox default remains uncured.
(b} Tl�e Cant�actor sliall promptly pay each Subeont�actor, upon reeeipt of paymeiit fiom the Owner,
out of the amount paid ta the Contractor on accaunt o�each Subcon�iactor's portion of the Work,
the �notan# to which said Subcontractor is entitled, refleeting percentages actually re#ained fro�n.
paym�n�s to the Contractor or� account of such Subcantractors portior� o�the W�rk, The
Coniractor sh�a11, Uy appropriate agreement with each Subcontractor, requue each Subcontractor
to make payments to Sub-subcon#�actors in similar mannek. �
(c} The ArchitectlEngineex� will, on request, furnish tv a Subcont�actor, if practicabla, informat�on
regarding perGentages of completxon ox a�x�ounts applied for by the Contractor and action taken
�he�eon by the Architect/Engineer and fhe Owne�' on account of portions of the Work done by
such Subcanhactor.
(c1) Neither tha Owne� nar the Axchitect/Engineer shall have an obligaiion to pay or ta see to the
payment of money to a Subcanfractor except as may otherwise be required by law. That
abligation belongs ta the Contractox or, in the event oithe Conhactox's failure to pay a
Subcont�actor, to the Surety on the Payment Bond as required under Paragraph 11.3.
(e) Papment to nlaterial su�pliers shail be #reated in a manner similar to that provided in
Sabparag�aphs 9.6(b), (c), and (d). �
(f} A Certifiea#e far Pa��ment, a progress payment, ar partial or entire use or accupancy of the
Project by the 4wner sha11 not canstitute aeceptanee of Wark nat performed in acco��dance with
t11e Conhact Documents.
9,7 SUBSTANTIAL CUNIPLET�UN .
(a) The Date of Substantial Gompletion of the Wvrk, or designated poi�tion of the �ar�, is the da#e
cei�tified by the Archztect/Enginee� when consf�uct�on xs su�ciently cainpleted in accozdance with the
Ci#y Of Denton General Coliditions For Building Constz�uctivn.
(a) the Contraci Documents such that the Owr�e� may ben.eficially occupy anci use the Wozk, ar
desigmated pa��tions of tlae Work, for the purpvses for which it is intex�ded and anly trivial and
insigni£'ieant items remain which do not affect t�e Work as a whole.
(b) When the Contractax� cansiders that the Wo�•k, or the po��tion of the Worl� which the Qwner
ag�•ees to accept sepazately, is Substantially Complete, tl�e Contractar shall pz•epare and submit to
tlie A.rchitectlEx�gineeY a coinpreh$nsive list of zemaining items to be completed or corr�cted.
The Contraetoi shall proceed prompily to completa and correct items on t1�e Iist (hereinafter
c�Iled the "�t�ich list"}, Failure to include aiz item on the punch lisi c�oes not alter ihe
responsibiIit�T of th.e Con#ractor to complete a11 Worl� xn aecordance with the Contract
Documents. Upon recezpt of the pu�.ch list, the Architeci/Engin�er wi11 make an inspection to
determz��:e whether the Work, or designated porti.an of the Work, is Substantially Complete. If the
Atchitect/Engineer's inspection tliscloses any item, whe-ttier or not inchided on tk�e punch list,
which is not in accozdance with the rec}uirements o£the Contract Doouments and which renders
the Work inspected not Substantially Complete #he Cor�t�actor shall, before issuance of the
Cei�tificate �f Substantza� Completian, compiete or correct tlie itern, upon natification by the
Architec�/Engine�r. The Contractor sha11 then submit a requast for another inspectiou by the
Architect/Engi.neer fa determine Subs�antial Comple#ian, When tke Work oY designated portian
of the Work is Substan#ially Cornplete, �he A�•�hitectlEngineer will prepare a Cei�tificate of
Substantial Completion wh�ch shall establish the da#e of Substantial Campletion, shall establish
responsibilities o�the Q�vne� and the Cont�actor for securit3T, maintenance, heat, utilities, damage
to �e Work and insurance, and shall fix the time wit�in which tk�� Contractor shali �nish all
items an the pimeh lisi accompanying the Certificate.
(c) The Certificate of Substantial Completion shall be submiited to the O�vner and the Canhactor for
their wiitten aceeptance o�'responsibilities assignec� io t�.em in the Cei�tiffcafe.
(d) Upon Subsfantial Completion of the Work or designated po��tion thereof and upon application by
the Cor�tractoi and certif cation by tlie A��chitectlEngineer, the Owner shall make payment,
refiecting adjust�nent in retainage, if any, far the Work, or poi�tion of the Work, as provided in
the Can#ract Documents.
9.8 PAR.TIAL OCCUPANCY OR ITSE '
(a} The Ovvn�r may occupy or use any coinpleted or partially compleied portion of the Work at any
stage when suah portian is designated by se�arate Supplemental Agreement with t�e Con�ractaz�,
pro�trided such occu�ancy or use is consented to by #he insu��er as required Ltnder Subparagraph
1]..2(e) and authoiYZed by publie authorities having aurisdiction over the Work. Such partial
occt�pancy ar use may commence whetl�e�� ar not the portion is Substantially Com�atete, provided
the Qwner and Con�'actor have accepted in wz7ting ihe responsibilities assigned-to each of them
for payments, reta.inage if any, securiry, maintenance, heat, utilities, damage to the Work and
insw�ance, and have ag�•eed in writing concerning the �ei�iod for co�xec#ion of the Work and
commencement of warrantzes required by the Contract Documents. When tke Contractor
considers a poi�tion Substantially Complete, the Contractor s�all prepare and submit a list to the
Architect/Engineer as provided under Subparagraph 9.i(ls). Co�sent of the Cont�actor to partial
occupancy or use shall n.ot be um•easonably wiihheld, The siage of the
(a) pz•agress of the Wa�k shall be determined by w�7tten agzeement between the O��x�er and
Contx�aetor ar, if no agieemenf is reached, by deeision o�the Arc�itectf,Engineer.
(b) ixn.mediately prior to such p�u�tial accupancy or use, tha O�vnez�, Contractor, and
Axchitect/E�:gineer shall jaintly inspec# the area to be occupied o�• poi�ion of the Work t� be used
in order to deteaxnine and �•ecard the ca�,dition af the Woik. .
(c) Unless atherwise ag��eed upon, partial occupane3� or use of a pox�ion or pox•tions of the Work
shal� not constitute acceptance of Wark not complying wi#h the reqt�ements of the Cflntract
Documenis.
9.9 FINA.L CQMPLETT4N ANT3 I+`rNAL PAYMENT
(a} Upon recei�t af writtan n�otice that ti�e Work is ready :for final inspection and aeceptance and
upon receipt of a final App�ication far Payment, the A.t�chitectlEngineez, accompanied by the
Owne�'s represerztative, will px�omptly mak� final inspection and, when the Ai•chitect/Engineex
fincls tl�e Work acceptable under the Coni�act Documents and the Contract Doct�ments fully
pei�formed, the �chitectlEngineet wili promptly issue a final Cei�ificata for Payment stating that
to the best of the Atchitect/Engineer's knowledge, infoi�nation and belief, and on the hasis of the
Archifect/Engineer's observations and inspec#�ans, ihe Woz•k has �een completed in accordance
witli tezxns and conditions of the Contract Documents and that the �nti�•e balance fau.nd to be due
the Cvnt�actar and noted in. said �nal Certificate is due and paya,ble. The ArchitectlEngineer's
fznal Certificate for Payment will eonstitute a i'i�i�ther representation tha� co�ditions listed in
Su�paragraph 9.9(b) as a condiiion pi�ecedent ta the Contractor's being entitled io final paymen�
have been fulfilled. Owner vvill noi�nally make fir�al payment within thii�ty (30) �ays after
Ovc�ne�'s receipt and approval of the final Ce��tificate �far Payment. Wai�anties �•eqiured by the
Co�tract Documents shall coznmenca on t�e date of Substantial Com�aletion of the Work, unless
otherwise provided by separate agreement between the Ow�ner and the Contractor,
(b) Neither fival payment nor any remaining retained percentage shall become due unt�l tha
Contractor submits ta the ArchitectlEngineer: .
(lj an affidavit that payrolls, bzlls £oi materials and equipment, and other indebtedness connected
�vith the Wark for whiah the Owner ar tlie Ovsmex's praperty �ugkt Ue i�esponsible or
encumbered (less amaunts withheld by Owner) have been paid ar oihe��wise satis�eel;
{2) a cei�ificate evidencing that insurance requi�ed by the Contraat Docum�nfs to ��emain in force
aftet� final payment zs currently in effeci and will no# be cancelled or allawed to expire until
at least thirty (30) days pz�ar wrftten notice has been given to the U�merc;
(3) a written siatement that the Contractor knaws of na substantial reason fhat the insurance wz�I
not be zenewai�Ie to cover the period xequi��ed by the Cantract Docum�nts;
(4) a cansent af surety ta final payment; and
(5) i� zequired by the Owner, other datl establishing payment ox� satisfaction of obligations, such
as aeceipts, releases and waivers of liens, claims, security interes#s or enc�mbrances arising
oui of t�.e Cantract, to the exteni and in such form as may be designated by the Ov,mer,
(c) A,s a�precondition to fi.nal payment by tha Ownez• under this �ontz�act, the Contractor's affidavit
undei• Clause (b)(1) shall siate that the Contractor h�as paid. each of his subcon#ractors, laborei•s ai•
inaterialz�en 'sn full for all labor and m�aterials pro�vided to him for the Wo�k under thzs Cor�tract.
In the event the Contractoz l�as not paid each of 3iis�subcontractors, laborex•s or materiaizmen in
�ull, the Cont�•actor shall state in the affidavit the amount owed and the name of each
subcoz�traetor, Iaborer or materialmen to whom si�ch payment is owed, �T ANY EVENT, THE
C�NTR.ACTOR SHALL BE REQU�RED TO E�CUTE THE OWNER'� STA.NDARD
AF�'IDAVXT C?F FINAL PAYMEi�tT AND RELEAS� AS A PRECONDITiON TO RECEIPT
Ok' FINAL PAYMENT.
(d} If, after Substantial Carnpl�tian of #he Work, fi�al completion of the Work is materially de�ayed
thZOUgh r�o fault of the Contr�ctor or by issuance of Change Orders affecting final cflmpletion
and the Arahitect/Engineer confirm.s th� delay, the 4wner shall, upon �.ppiication by the
Contractor and certification b3r the A�chitectlEngineer, and wzthout terminating t�ie Cont�•act,
make payment o� the 1�alance due �or that poi�tion of the Work fiilly campleted and acc�pted. I�
the remazning bala.z�ce for �Vork not fuliy campleted or cai�ected 'zs less than retainage stipula�ed
in the Cont�act Documents, and if bonds have been fu�nished, the written consent of suret�r to
p�ymeni of t�.e balance due fo� tha.t portion af the Wori� �ully completed and accepted shall be
submittec� by the Conhactor to the ArchitectlEngineer priar to cez�ification of payment. Paymant
shalI be made under terms and cond'ztions governing final payme�t, except that it shall no�
constitute a wai�ver o£ clauns.
(e) The acceptance by the Contractar of the final payment shalt operate as an.d shall be a carnplete
re�ease of the Qwner from all claims or liabilities under the Contract, for anything dane oz�
fiur�ished or relating to the Wark az• tk�e Project, or �or any act o�• r�eglect of the Qwr�er relating to
or connected with the Work or the Project.
ARTICLE 10 SAr�'�"Y, SECURITY AND U'Z`�LITY FROVISTQNS; E1�1VIR41\Ti�NTAY.�
COMPLIA.NCE
I4.1. S.A�'ETY PRECAi3TI�N5 AND PItOGRA,MS
The Conhactor sk�a11 be responsible for initiating, rnaintainix�g and s�xp�rvising a11 safety precautions
aiid pragrams in eonziection with the �ae��formance of the Contraat, az�d ��vi�l comply with all
applicable City, County, State and Federa� hea�th and safeiy regula.tions.
10.2 SAF�'�'Y 4F PERS4NS AND PROPERTY
{a) The Cant�actor shall take reasonable precautions for safety of, and shall provide reasonable
protection to preven.t damage, inju�y or loss to:
(1) employees on the Work and other pe�sons who may be affected #hereby;
(2) the Work and matez•ia�s and eqi�ipment to be incorporated therein, whether in stozage on or
off the site, i�i�der care, custody oa cant�ol of the Contractor or the Contractor's
Subcontractors or Sub�subcont�a�#ors; and '
{3) other propezty at the si#e or adjacent thereto, such as tiees, shYlihs, la«nas, waiks, �avements,
roadways, stxl�ctures and �rtilities not designated fa�� removal, �•elocation or replacement ii� the
course of construction.
(b) T�e Coniractor shali giva notices and compiy wxth applic�ble laws, ordinances, rules, regulations
and lawfiil orders of pubIic aufhoi7ties bearing on safety of persons or properiy or their
protection from damage, inju�:y or loss.
(c} The Cantractor shall erect and maintain, as required by ex�sting conditions and pex�oi7nance af
the Contract, reasonable safeguards �or safety and �xratection, including pasting c�anger signs ax�d �
other wai�nings against hazards, promulgating safety regulations and notifying owners and users
of adjacen# sites and utilities.
(d) When use o� storage of explasives or other hazardous materials or equipment or uniisual methads
are necessary for execution af the Wozk, tke Contxacto� shall exereise utmost car� and cairy on
such activities under supeivision of properly quaiified personnel.
(c) USE OF EXPLOSNES - CLAIMS AND TC�`�'AL �IDEMNTFIGATION. T}ie Owner sha11 have
the right to pre-approve the use of any explosives on the Pioject; the ContraGtor skall not assume
in its bid that pezmission to use explosives will be granted. The Uwner shaIl NOT be Iiable for
any claim for ac�dztianal time or compensation as a iesult of the �wner's denial af pezn�ission to
use e�plosives. Where t�se of explasiZ�es is per�nitted hy the �wner, tl�e Contractox� EXPRESSLY
AGRE�S TO BE S4LELY RESP�I�TS7BLE for the d�termination as to whetner explosives shall
actua��q ba used, and fox• any result fi•om the use, X�andling or storage of e�plosives, and shall
INDEMNYFY, DEFEND AND HOLD C4�IPLETEL'Y ��ARMLESS the Owner, its officers,
agents and employees, and the Axchitect/Engineer against any and al� claims, lawsuits,
,judgments, costs or expenses for pe�:sonal inju�y {incluc�i�ag dea#h}, p�operty damage or other
harm �or which recovexy o� damages is saught, su�fered by any person o� persons, as the result of
the use, hanclling or storage of the e�plasives by the Cantractor or any Subcon#ractor,
�EGARDLESS OF W�IE'�`I�R SAiD USE, T�NDLING OR STORAGE WAS NEGLIGENT .
OR NOT, AND REGARDI,ESS OF WH�THE�.Z T�IE DAMA.GE OR 1NJURY WA.S
CON�'RT�UTED TO IN ANY WAY BY THE NEGLIGENCE OR FAULT 4F THE UWNER,
ITS OFF�CERS, AGENTS, EM�L�YEES, OR REPRESE�TATIVES, OR THE
ARCHITECT/ENGINEER AND ITS OFFICERS, AGEI�iTS, EMPLOXEES, OR
REPRESENTAT�VES. In th� eve�t of conflict with any other indemnity paragraph in tliis
Conhact, this paragraph cont�ols. This indemni#.y paragraph is intended solely fo� fihe bene£'it of
#he pa��ties to this Cantract and is not intended to cxea#e or grant any rights, eontractuai or
otherwise, to or fox any o�her pezson ar entity. The Goz�tractor shall furnish the Qwner and the
ArchiteetlEngineer with evidence of inst�ranee sufficient to caver possibXe damage or injury,
which inswance sha11 eitl�er inelude tlie Owner and the Archiieat/Engineei• as additional insureds
oz• be sz7ffxciently broad in coverage as to fi�ily protect tl�e Qwner and the ArchitectlEngineer. All
explosives shall be stored in a safe �nd secure ma�nei•, under ihe ca�e o� a com.petent watchman
at all times, and all stoiage �laces shall be inarked clearly "DANGER�US-EX�'L45NES," The
znethod af storing and haudling explosives and hxghXy fla.mmable materials shall conforn� to
Fed�ral and State laws, City af Denton ordinances, anc� the City of Denton Fire Depat�nent
regulations. The Contt�actoz• sk�all �xotify any telecomrnunications and public utility company and
any private property owners having structut•es zn the pro�mi#y of the Project Site of the
Cont�•actoz's in�ention to use e�plosives, ancl sueh notice shall be given sufficienily in advance to
enable the telecommun�cations and public utility companies and private property owners io take
such steps as #he� may deen� rzecessa�•y to protect theu prope��ty ftom injury. The notice sha11 not
relieve ihe Confi�actor of any respansibility f�r c�an�age zesul.ting fiom an.y blasting op�rations.
(� The Con#ractor shall p�axnptly z•ernedy damage and loss (other than damage or Ioss insured �nder
px�opei�ty insu�•ance required by the Conhact Docur�ients) ta property refer�ed io in Clauses
10.2(a)(2) and 10,2(a)(3) ca�used in ��=hole o�• in �art by the Contractar, a Subcontractor, oz
anyane dix•ectly o7 indi�ectly employed by any'of thenn, o� by ariyone foi• tivhose acfs they may be
liable and iai` which the Contr�otor is responsible under Clauses � 0.2(a)(2) a.nd 10.2(a)(3), except
damage or loss attributable to acis or omissions af th� C?vvner or ArchitectlEngineer or anyane
di�•ectly or indirectly employed by either of them, or by anyone for whose acts exthex� of them
may be liable, and not attz7butable to the fault or negligenee of the CQn#ractor or any of its
Subcontraators, The %regoing oblig�tions of ihe Contrac�or are in addition ta the Contraator's
obligations undet Paragraph 3.19. �'To the extent that any such damage or loss may be cavered by
property insurance or othez znsut•ance requi�ed by the Coiit�act Doc�ztnents, the Owner and the
Contractor sha11 eXercise their best effo�•ts to make �. clai�n and obtain r�covery irom the insurers
to provide faz the cost, in whole or in pai�, of the re�air work az to pravic�e for reimbursement for
such damage ar loss.
(g) The Contractor shall designaie a�•esponszble member of the �on�iac�or's organi�atzon at the site
whose duty sha11 be ihe prevention af accidents. This person sh�Il be the Conhactor's
superintendent unless otherwise designated by the Cantractor in wx�iting ta the Owner and
Architeet/Engineez•.
(h) The Ca�tractar shall not load or permit any �art of the �1ark or th� Project site to be loaded sa as
ta endanger its safety,
14.3 EMERGENC��S
In an emergency affecting safety, health, or security o�pe�sans or propei�ty, the Contractax sha�].
aci, at the Contractor's discretion, to preventt�eatened damage, i�xjuxy, ar Ioss. Addi�ional
compensaiian or extension of txme ciaimed by t1�e Canh�actor on account of an exnergenGy shall be
determined as provided in Paragraph �.3 and Artxc�e 7,
10,4 PUBLIC C4NVEI�iIE1�iCE AND SAFETY
(a} The Contrac�o� shall place matei�als stored about the Work and sh�ll co�du.ct the Work at aIl
times in a�nan�er that caases no gt�eate� oUshtitctian to th� public t�an xs conszdezed n�cessaxy
by the Qwner. Sidewalks or streets shall nat be obstiucted, except by speciai pexmissian o:Fthe
4wner. The materials e�cavated and the coaistruc�ion materials or plant iised i11 the
pez�o�mance af the Wor�e sha�l �e pIaced zn a mannei tliat does not endange� the Woz•k or
prevez�t free 1�cess to all fire hyda�ants, �vater mains and appttrtenances, water valves, gas
valvas, manholes for the telephone, telegxaph signal Qr electric cond�uts, wastervate�• mains and
appii��enances, and fire alarm. or police call boxes in the vicinity.
(b) The Owner resexves the right to remedy any neglect on the part of #he Cant�actor in z•egard to
publ�c canvenience and safety which may com.e ta the Own�r's attentiQn, afkex• twenty-four (24)
how�s notxce in ��vriting to the Contz•actar. In case of an em.ergency, the Owner shall l�ave the
right ia imnaediately remedy any neglect without notice. In eithe�• case, the cost of any work
done by the Ownex tQ rem�dy the Cont�actor's neglect shall be deducted from the Contract
Sum. The Confiractox� shakl notify the Ciiy Traffic Cont�al Department when a:�y sheet is to be
c�osed or obst�-ucted. The notice shall, in the case of majox• thoroughfares ar st�eet upon which
transit lines opex•ate, be forty-�ight (�8) houz•s in advaince. The Owner reserves the right to
postpone or prohibit any closui•e or ohstruction of any sri�eets or thoroughfares to the extent
necessaxy for the safet3� and be�efzt af the t�aveling pub�ic. The Contractor shall, when ciirected
by the ArchitectlEiigineer o� the �wner, keep any street o� stxee#s in condition for unobstructed
tise by City departments. When the Cozxtractai� is required to construct temporary bridges ar
make other ai�•angemenis fo�� crossing o�ver dztches or around structures, the Con#�actor's
tespansibility far accidents shall inciude tbe roadway approaclies as well as the crossing
s�ructu�•es.
10.5 I3AiZRiCADES, LIGHTS AND WATCHMEN
If the Wo�k is cairied on or adjacent to any st�eet, alley or ptiblic place, the Contz•actor shall, ai the
Contractar's oum cost and expense, fi.11'I115i1, erect and tnaintain sufficient bat�7cades, fences, lig�its
and danger signals, shall provic�e suff'�cient watchmen, anct shall take such other p�ecautzonary
measures as are necessaiy for the proteciion of pezsans or prope�-ty and of the Wark. Ail barricades
shall be painted in a color that wi11 be visible at night, sk�all indicate in bold lettex•s fhexeon the
Contraator's �ame and shall be illuminated by lights f�onn sunset to siu�rise. The term "lights," as
used inthis Parag�.•aph, s3�a11 mean fla�•es, flashers, or other i�iumxna#ed deviees, A suf�czent
n�mber of barricades with adequate markings and directional devices shall alsa be erected to keep
vehic�es fiam being d�iven, an ar inta any Work under canstruation. The Contraotor will be held
responsib�e �or all damage to the �Tark due to failure of bazxicades, signs, lights and �vatchmen to
pratect the Wor�. 't�Vhenever evidence xs found of such dazxiage, the Architect/E�.gineer may order
the damaged portion unmediately renioved and replaced by the Cozzt�•actor at Contraotar's cost and
expense. The Cant�•ac#or's responsibilit� for maintenance of bai7icades, signs, and lights, ar�d �ar
provic�ing watchmen, shail not cease until the Projeet has been finally accepted by the Owner.
1U,6 PUSLIC UTIIfZTIES ANA OTkHER PR�PER'TI�S TO BE C��'ANGED
In case it is necessary to cha.i�ge or ma�� the property of fhe Owner or of any te�ecammunicatians
or public utility, such propez�ty sl�all not be removed or ix�tex•fez•ed with until ordered to da so by the
Axchitec#lEngineer, '�'he right is �eser�ved to the 4wner of any public oz• private utiiities to enter
upon the Pxoject site for the pur�ose of making such changes or repairs of their property that rnay
become necessary during the pez•forma��ce af the Work. The Ov�ner rese�ves tI1e right of entry
upon the Project site for any ptupose, includit�g xe�auing or relaying sewer and water lines and
appurtenances, repauing st�uchues, anc�. for making ott�er repaus, changes, ax• extensions to any of
the 4wner's propeiiy. Tl�e Owner's actions shali confoim to the Conhactor's ciurent and approved
schedule for the perfornmance of t�te Wark, provided that proper notificatxon. of scheduie
requu�ments has been given to the �wner by the Contractor, .
IQ.7 T�ll�IPORARY STORM SEWERAND DRAIN CONNECTIONS.
When e�isf�ng storrn. se�vers or drains l�ave to be taken up ar removed, the Contractor shall at his
own exp�nse provide and inain#ain temporary outlets and connections for all public and �rivate
storm sewers and drains. The Con�.�acto� shall a4so take care of ail storm sewage and drain�ge
whicli will be received fiom these storm drains and sewers; for this purpose, the Coniractor shall
provide and maintain, at the Cont�actor's own e�pense, adequate pum�ing facilzfies and tarnparary
outiets ar diversions. The Contractar shall, at the Corztractor's own expense, canstruct such
troughs, pipes, or other structuzes necessaiy and shall be prepared at �€11 times to dispose of storm
drainage and sewage received from these temporaiy con�ra.ections until such time as th� peYmaiieni
cortnections are built and i�n sei�viee. The e�sting sto��rn s�r�vex�s and connections slia�l be kept in
seivfc� an.d maintained undex the Contract, except where speci�ed or ordered to be abandaned by
tkle Architec�ngineer. A11 storm. water and se�vaga sl�all be disposed of ir� a satisfactory manner
so tlaat no nuisance is czeated an.d that the Work under constiuciion wiil be adeq�iately protected.
10.8 ARRANG�EIV�NT AND CHARGE FOR WAT�R �'URNIST�ED BY THE OWNER;
ELECTRICITY FOR TH� PROJECT .
(a) Wk��n ihe Cont��ctor desires to use tl�e Ownei's water in cannection with the Wo�k, the
Contzactor shail make camplete and satisfactory arrangements with the Denton Water Utilitxes
Departno.etit and shall be respansible for the cost a�the water the Cantractor uses. W�iere meters
are used, the chaige will be at the regular established �ate; where no met�rs are used, the cliarge
wiXl be as px•escribed by City ordinance, or where n.o o�dinanca ap�3.ies, payment sha11 be based
on estima#as made by the Denton Water Utilities Department.
(b} The Ca:�txactar sha11 xn�.ke complet� and satisfactory arr�ngements for electricity and metered
electrical cannectians wit1� the Ownar or with Denton Munieipal Electric in the event that
sepa�ately metered electrzcal connectians are �•ec�ui�ed foz� ihe Projee#. The Contractor shalX pay
for all electricity used in the performance of the Work ilu•ough sepaa.�ate m.etered electrical
eannections abtained by the Contractaz• tlirough the City of Denton.
I0,9 US� OF FZRE HXDItANTS
The Contractor, Subcontractors, anc3 at�y other person working on th� PrQject shall not open, tur�I
off, interfex•e with, attaeh any pi�e or hose to, ar eonnect an�hiz�g with any fire hydran.t, stop
valve, or stop cack, or tap any �vater main belonging to the Owner, ianless duly ai�thorized to do so
by the Denton Water Utilities Depa��iznent in accardance with the Denton City Code,
�.0.10 ENVIRONMENTAL C�MPLIANC�
(a) The Contractor and its Subcontr•acta�s ara deemed to have made t��mselves familiai with and
at aII times shall comply with all applxcable federal, state or local laws, rules, reg��.ations,
ardinances, and z�.11es of common law now in effect (including any amendments now in
effect), relating to the envuanment, Haza�•dous Substances or exposure to Haza�'dous
Stiibstances, including but nat limited to the Comprehensive Enviranmental Response,
Comper�sation and Lial�i�ity Act af 1980, �2 U.S.C.A. §§ 960�, et seq.; the Hazardous
Matei7als '�xanspartation Act,�49 U.S,C.A. §§ 1801, et seq., th� Resource Conservation and
Recovery Act o� 1.976, 42 U.S.C,A. §§ 69�1, et seq.; the �edezal Watez• Pollu�ian Cor�fi�ol
A.ct, 33 U.S.G.A §§ 12�1, at seq,; the To.cic S�bstances Cont��ol Act, 15 U.S.C,A. §§ 2b01, et
seq.; tke Clean Au �1ct, 42 U,S.C.A. §§ 7401, et seq,; the Safe Drinking Water Aci, 42
U.S.C.A. §§ 3808, et seq., and azzy cw.�'ent judicial or adminis#r�.tive ix�teipretation of these
iaws, rules, �•egulations, ordinances, o�• �1�les of comman Iaw, including but not limited to �u�.y
judicial or administrative order, cansent decree, or judgtx�eirt affecting the Project.
(b} In the event the Coniractox encounters on #ha �ite materials reasonably believed tQ be a
Hazardous Substance that have not been rendered harnnIess, and reinoval of such materials is
nat a part of the scope of Work �•equired tu�der the Coi�traci Documents, the Contractar shall
im�medi�,tely stop Work in the affeated az'ea and �•epax�t in writing the facts of such encounter
to the A�•chitectlEngineEr and the �wner. Work in the affected area shall not thezeafter be
resum�d except by wriiten order of the Owner Zinless and unti� the matex�al is dete��rnit�ed not
to be a Hazardous Subsia�nce or.the IIazardaus Substar�ce is re��ediated. The �v�mer m.a�
choose to remediate the Haza.rt}ous Substance with a se�arate conix�actor or thraugh a Change
Order with the Cont�actor. If the 4wner c�etein�ines tlaat the Hazardous Substance e�sts in
the affected area due to the fault or negligeiiee o� the Contractor or any of its Subeontractors,
the Contractar shall be respansible for remediatix�g the conditian at the sole eYpense af the
Contractor ir� accardance with the Cont�•actor's A.PPRfl�VED Spill Rem�diataon Plan. A.n
eYterzsion af the Gontract Time for any deiay in the progress schedule caused as a result oi
the discoveiy and kemecliation of a Hazardous Substance may be granted by the 4wner only
i� all r�maining Work on the Project must be suspended and the delay cannot be made np
e�sewhere in fhe progress schec�ule. Any iequest �ox an extensioz� af the Contract Tir�ae
related to the discavery and remediatian of a Hazardous Substance is subject ta the
provisions of Paragcaph 4.3 and A1�ticle 8.
(c} The Contractar shall be �espo�sible fo�� identification, abatement, cleanup, cont�ol, remQVal,
remediation, and disposal of any Hazardous Substance braught into oi upan tl�e sita by the
Contractor or any Subcontractor or Suppliez. The Cont�actor shall obtain any and all permits
necessat•y for t��e legal and prope� handling, transpoi�tation, and disposal Qf iha Hazardous
Substance and shall, pz•ior to unciertaking an� abatement, aleani1p, control, removat,
remediaiion, and disposal, notify th� Owner and �k�e ArchitectlE��gineer so that they nr�ay
obse�rve the actxvities; prov�ded, however, that it shall be the Contractor's sole z•esponsibility
ta comply w�th ai1 applicable laws, rules, regi2lations, ar ordinances gove�ning tlae activities.
(d) Spill l'revention Plan. At least seventy-two (72) hours prior to cammencing perforn�:ance of
any of the Woxk at the P�,oject site, the Contractor sk�all submit to the C?wnez for revieuT and
approval a Spill Prevention and Response P1an (SPRP} xrieeting the zequuements of fedex•a1
and state law, rules, and regulations. The SPRP shall be speciaily designed for the
Contractar`s planned wark methods and procedures. The SPR.P sha11 be designed ta
aomplement all applicable safety standaxds, fire pxevention regulations, and pollutior�
prevention policies and proeedUres. The SPRP shall iz�clude esti�rnates of the quanti�y and rate
of f�ow sk�ould equipment faii, and defail containm.e�.t or dxversionary st�uct�.ues to prevent
spills fiam leaving the si#e or inigrating into adjaceut properties or navigable waters. The
SPRP sliall include methods af recovery of spilled materials and all applicable twenty-four
(2�) houx emerge�.cy phane numbers, including without limitation tk�at of the Owner's
Px�ojeci Manager or fl#her designated representative. The Contractor shall not commence any
f eld work piio�' to appioval of st�ch plan bS� the Owner. The following additiox�al rtales s�all
apply with respect ta spills caused b3r the Cont�actor or a Subcont�actor;
(1) T�e Cont�actox shall immediately report any spill or reie�se at the Praject site, wh�ther or
not it is associated with this Cont��act? to the Ownei's P�oject Managex Qr ather
designated z�epresentative. Thereafter, wi#hin two {2) wor�eing days after t�Ze accurrence af
si�ch event, tl�e Cantractor shall subrnit a vvzitten report describing such event in a degree
of detail reasonably acceptab�e to the Uwner.
(2) The Contractor shall unmediateiy respond in accozdance with the SPRP in. the event of a
spill.
(3} Tk�e Coniractar shall dispose o£ spilled materials ili accordance with EPA and Te�as
Commissian on Environmental Quality (TCEQ) regulations and any ather applicable
federa�, state, or local ]aws, ��ules, or regu�ations. Tn conriection with such disposals, the
COritI&CtQT 51]c�I� t1S0 QTlljr tYIOS� tl�azasporters and disposal facilities that axe approved in
ac�vance in wi7ting by the �wner,,A copy of all tra.nsport manifests for the spilled
matek•ials shall be obtained and �:e#ained in the Contractor's records for refex�ence
purpases, to be provicied upon request of the Architect/Engineer, the Qwner, or any
governmental regulatory agency with jil�7sdictian over the mattei-. ALL C4STS �F
COLLECTIQN, CONTAINMENT, A.ND DISPOSAL QF SPILLED MA.TERIALS
SHALL BE TI�E S�LE RESPaNSIBI�.�TY OF THE CONTRACTOI�,
(4) For put�poses af #his Subparttgraph (e), the term "spill" includes a.ny kind of
exzviron�r�en#al disc�arge or release.
(e) Clean Aiz� Management Plan. The Contractox• shall compl�r with the Clean Air 11�anagement
Plan submitted to and approved by the Owner dtuing fihe connactor selection �rocess, The
. Owner rese��ves �he right, at the Cantracto�'s sole expense, #o �equire the reznoval o�
retrafitting of any �quipment used in tke caiuse o� calistructian that does not comply with the
Plan sub�nitted ta and appraved by #he 4�vnar.
(f} The Contractoi sha�l deposit�stu�lus o�• waste e�cavation or o#ner materiais removed as part
of the Work at a 1ega� disposal site in accardance with all applicable sta#e, feder�l, and loaal
laws, rules, iegulations, and ordinances. The Con��actar shali submit to the Owner fox z•ej�iew
and appraval atl planned dispasal sites or proposed uses for Yhe suiplus or waste excavation
or ather materials priox to �•emovai of ans� excavation o� ather material from the P��oject site.
A co�y af all i�ansport maiufests far surplus ar waste excavation or other ma#erials shall be
ohtained anc� xe#ained in the Contractor's recards �oz refere�ce purposes, to be pravided upon
request fo the ArcbitectlEngineer, tlie Owner, or any gavernmental regulatory agency with
jurisdiction ovet the matte�.
(gj The Con�iactar is respansible for obtaining all TXPDES Sto�m Water Permits from TCEQ
for cor�struction of the P�•oj ect under regu�a#ions coz�tained iz� 40 CFR Part 122, as a�x�.ended,
�aursuant to the Clean Water Act, 33 U.�.C.A, §§1251 et seq. �'k�ese xegulations x•equire the
filing of a notice of intent to obtain and ahide by the general starxn �vater peirnit for
constxuciion activities pramulgated by EPA, including but not limited to cleaning, gradillg,
and excavation thai disiurb the app�icable amount oitotal land area. Ir� addition, th�
Conhactoz� Shall comply with �.11 ragulaiions of the Owner relaking to sto�m water and stonn
watec ��unoff �nanagement at the Project site-pursuant to Chapter 19, Article IX, Dentctn. City
Coda, as amended.
(h} 'The Cont�actor shali not install any rnate�•ials in tl�e perfarmance of the VVork that contain
asbestas oz asbestos-�eiated matarial such as hydrated mineral silicate, including ch�ysolite,
amoszte, crocidalite, tremolite, anthapl�ylite or actinolite, whether fi�zaUle ox non�friable,
(i) The 4���ner xeserves the iight in its sole ap#.ion to exercise the follotiving remedies {without
waiving the right to pursue the itnposition o�any civil or criminal fi�.es ar penalties that niay
be imposed under state, federal, ox local laws ox ozdinances}, at no additional cost to the
�wner and without an extension of the Coniract Tim�e, in the event the Contractor fails o��
iefuses after seven (`� days a.dvance written notice fiorn the Qwner ta compl� wzth the
provisions af �this Paragraph 10.10, the tei�rns of the SPRP, tl�e t�rms of the Clean Ai��
Management Plan, any stoam water pez�mit ar other environn}ental permit issued in
connection with ihe War�C, or any appliGable environmental law, rule, �egulaiion, or
ardinance: �
(1) s«spend all ar any pa�•iion of the Work uni�il ihe n.oncompliance is corrected, or unti! a
deiailed plan to achieve compliance wvithin a�easo�abiy prompt pe�•iod of time is
prepax•ed by the Contractor and approved by the Owne�•;
(2) ii the Co�:tractor fails to properly addx•ess th� noncompliance within the txme stipulated
by the Ow�e��, perfai7n the neeessary remediatior� ox correction work and backcharge the
Conh�actor fo�• the cost of the remediation or co�.7ection; or
(3) terminate the Contract for cause as provided ir� Article 1�
ART�CLE 11 INSURANCE A.ND BO�VDS
11.1 C�NTRAC'�'OR'S Il�SURANCE
Cont�actors shall refer to Attachrnen.t A for alI City af Denton instuanc� �equireinents.
11.2 PROPERTY TNSURANC�
Conixactois shall refer ta Attaclunent A for all City of I?enton ins�uance requiremen�ts,
11.3 `UMBRELLA' LIABILiTY INSURANCE
Canhactors shali refer to Attacl�ment A far a�l City of Denton insurance req�irements.
11.� P(3LICY E�tI}�RS�MENT� AND SPECIAL CONDITIQNS
Contractoxs s�all refer to Attaehmeiit A for a11 City of Denton uisurance requirements.
X1.G P�RF�RMANCE .AND PAYMENT B411TD�
(a} Subject to the provisians of Subp�agraph 11,3(b), the Coniractor shall, with tk�e execution and
delivery of the Constrtiction Serv�ces Agr�ement, fi�rn.ish and file with the Owner in the amounts
rec�uued in this Parag�aph, tl�e surety bor�ds described in Clauses (a)(1) and (a)(2} laelow, which
stuety bonds shall be in accordance with the Chai�er of tl�e Gity of Aenton and the pro�viszons of
Chapter 2253, Texas Gove1•nment Code, as �an�ended; each baiid shall be signed by the
Contractor, as Px7ncipal, and by an established bonding company, as surety, meeting the
requirements of Subparagraph 1�.3(c) and ap�raved by tk�e Own�r. The sur�ty bonds shall be
accompani�d by an appxapriate Power-af Attorney cleaa�ly establi�hing the extent and limitatians
of the authority of eaeh signer to so sign:
(1) Pei%rx�r�ance Bond. A go�d and suf£icient bond in an amount equal to 100% of the totai
Contract Sum, guaranteeing the fu11 and faitl�ul execution of the Work a.iid pei�formance of
the Con�t�ct in accordance with Plans, Spec�cations a�d all other Contz•act Documents,
including an� Amendments thexeof, fo�� the proteciion af the Owner. This bond shall also
�rovide for the repair and maintenance af all defects due to faulty materials and
woriniianship that appear within a period of two (2) ye�r fiom the d�te of finai completion
and acceptance af the impravernents by the 4wner ox lesser or langer pariods as may be
otherwise designated in the Contract Documents.
(2) Payment B�nd. A goad and sufficient bond in an arnouni equal to 100°�0 of the total Conhact •
Sum, guaranteeing the filll and pr�mpt paymen:i of all claimants supplying labor or materials
in the prosecution of fhe Wazk provided £or in the Contract I]acuments and any Amendn�ents
thereta, and for the use and protection af each claimant.
(b} If the Cont�ack Sum, including Owner-accepted aiternates anct atlowances, if any, is greater tha.n
$100,000, Per�oimance in 100% of the Cont�act Sutn are mandatozy and shall be provided by the
Co�tractor. If the Cant�•act Suxn is greater that� $54,000 but less than or equal to $100,000, only a
Payment Bond in 100% �f the Contract amotint is ivandatory; pro�vided, hawever, that the
Contractor may elect to �u�nish a Perfarmance �onc� in the sanne am.ount if t�Ze Contractor sa
chooses. if the'Contract �um is less than or equal tQ $25,4Q0, the Contractor may elect not fo
provide Perfoimance and Payznent Bon.ds; provided that in such event, na mo�aey wi.11 be paid to
the Contracto� until firzal completian and accept�nce of all wark by Owner. Tf the Coniractor
elects to provide Perforrnance and payment Bonds 100% of the total Contract �um, progtess
payments in aecordance �vith ihese Creneral C�nditions shall 6e disbursed.
(c} No surety wili �e acce�ted by the Oumer wha is now in default or delinquent on any bonds or
who is a party to any litigation against the 4�vr�er. AI� bonds shall be macte and �xecuted on the
Qvvn,er's standard forms, sha11 be approved by the 4��ner, and shall be executed by noi less than
atie coiporate surety #hat is author�zed and admitted to do business in the S#ate of Texas, is
l�cer�sed by the State of Texas �a issue surety bonds, is listed. in the most clu�ent United States
Depat�tment of tk�e Treasury List of AGCeptab�e Stueties, and is othex�wis� acceptable to ihe
Owner, Each bon.d shail be execuied by the Con#xactor and the surety, and shall specify th.at Zega�
venue fai enfarcement of each band shall lie eYClusive�y in Dez�tan County, Texas. Each surety
sha11 designate a;n agent resident in Denton Caunty, Texas to whom any requis�te stati�tory
notices may �e delivered and csn wham service of p�•ocess znay be �ad in matters arising out o�
the �sur�tyship.
{d) Tha pezson or persans, partnership, company, firm, Limxted Liability Company, association,
corporatian, ot• othei• business entity to v�Thom the Gontract is awarded shall, v�ithin ten {10) days
a�ter sueh award, sign the required Contract with the Owner and provi.de the necessary suret��
bonds and evidenee of insurance as required under the Contract Documenis. No Cantract shall be
binding on the pwne� unti� it has heen appx�oved as to form by the Cit� A.ttQrney, execttted fox
the Owner by t�e Ciiy Manager, the pe��formance and payment bonds and evidence of insurance
have been furnished as required by the Contract Documents, and the full� executed contract has
beer� delivered to the Contractol.
(e) The faihue ofthe Cont�actor to execute the Contract o�• deliver the iequired statutozy Uonds and
evidence af insivance within ten (10) c�ays after the Cantract is awarded or as soan thezeaftex �as
ihe Owner can assemble and deliver the Contract shall co�stitute a m.ateriai breaGh of the
Contractor's bid proposal arzd the O��n.er may rescind the Contract award and collect or ��etain
the proceeds o�the bid securzty. By reason of the uncertainty of the market p�ices or materials
and labor, a�id it �ieing irnpracticable and di;[ficult to dete�mine acc2�ra�ely the aniount of
ciamages occu�7ing to the �wnei by reason of the Conh�actor's failure to execute and fiunish the
s#atutary bonds and to sign the Contract within ten ( I O} days, the filing of a bid� �ro�asal with the
accompaixying bid security will be considered as an accepta�ce of this Subparagraph X 1.3(e). In
the e�vent the Owner shoilid re-adve��tise far bic�s, the defaulting Contractoz� shall not be eligible to
bid, and the lowest responsible bid obtax�ed in the re-advertiseznent sha11 be th.e bid referred to in
this Paragraph. .
AR.�'XCLE IZ DEFECTIVE AND NON�ONI+'ORMING W��tK
12.1 UNCO�ER�NG OF WOrRT�
{a) If a partion af the Work is coveied co�.trary to the �•chitect/Engineer's request or to
x•equirements speci%cally expressed in the Conixact boctun.ents, the Wark must, if required in
writing by the ElrchktectfEngineer, be uncovered �or the ArchitectlEngineer's abservation and
be replaced at the Contractor's expense tivithou# change zn the Contraat Txme.
(b) If a poz�tion of th,e VV�ark has been covered wl�ich the Architect/Engineer has not s�ecifically
�•ec�uested ta observe prior #o it beiug covered, �l�e Architect/Engineer may rec}uest t4 see such
Work arxd it shall be u�tcovered by the Cont�actor. Ii such Wo�:k is in accordance with the
Contract Dacuments, costs of uncovering and replacex�ent shall, by appro��•iate Change Oxder,
be charged to t1�e Qwner. If any Work is not in accordance w�th tl�e Contract Dociunents, the
Contractor shall pay fhe casts of uncovering, repair, replacement uz�less the condition was
caused by the Owner or a sepaiate cont�actar in which event the Owner shall be r�spansibXe fo�
payment of sueh costs.
12.2 CQI�CTIaN OI' WORK
(a} The Con#ractor shall p��om�t�y car�ect Wark rejeated by the �rchite�tlEngineer as failirng to
co�form to the requuenients of the Confiract Docurner�ts, whether absek•ved befare or after
Substaniial Completian and �vhether ar nat fabricated, installed or completed. The Conhactor
shall beai� costs �f eorrecting such rejected V�ork, including additional tesfing and inspections
and coxn�ensation fax• the Architect/Engineer's sex•vices and expenses made necessary #hereby.
(b) Tf any of the Work is found ta be defective or nonconfax�ming with the requix�ements af'the
Contract Dacum.ents, the Contractor shall cor�ect it promptly after receipt of w�ritten notice
fi•om the ArclutectlEngineer or fhe Owner to do so unless therOwr�er has previously given tlie
Contractor a wriiten acce�tance or waiver af the defect or nonconformity. The Coni�actor's
o�ligation to co�Tect c�efective or.nonconfaz�ming Work remains in effect for:
(1) one �ear after the date af Suhstantial CompletiQn of #he Wark or designated poi�tion of the
Vtlork;
(2} one yea�• a:ftei the date fo�• caznmencemeni of wa�•ranties established by agreement in
connection w�th partia[ occupancy uz�der Subparagraph 9.8(a); or
(3) the stipulated dtuation o� any applicable special wai��anty required by the Cor�tract
Dvci�m�nts.
(c) The one-year period described in Ciauses (b}(I) a,nd (b)(2) shall be eatended with respect to
portions of the Work �erfol�nec�, repaired, or co��ected after Substaniial Completion by tha
period of time between Subs#antial Completion and the actual completion of the Work.
{d) The obligations of the Conti�aato�• lulde� this Paragraph 12.2 shall survive final acceptance af
the Wozk an� iei�nination of this Cantract. The 4wner sk�all give notice to the �onhactor
promptiy after c�iscovex•y of a defective or noneanfoz7ning condition in the V�or�C. The one-yeai
period stated in Clauses (b){1) and (b){2} does not liz�it the ability of the Owne�• to require t�,e
Cantractor to correct latent defects oi• noncanfo�mities in the Wark, which defects or �
nonconfol�nities could not have bee�n cliscovered through reasonable diligenae by the Owner or
the AlchitectlEngineer at the time the ViTOrk was perforr�ed o� at tlie time of inspection for
cei-tifica�io�. of Substaniial Completion or Final Completion. The one yea� period also does not
relieve the Cont�:acta�� fiom �iability for any defects or deficiez�cies iz� the Wark that may be
diseove�•ed a$�x• the expiratian ofthe one year cox�ection period.
(e) The Contrac#or shall remove frarn the Project sife portions a�the Work which are not in
accordance with the requix�ements of the Contract Documents �ld are neit�er corrected by the
Cont�actor nok� accepted by the Oum.er.
( fl If the Coz�fractor fails Yo correct defective ai' IlOriC017fOI717.1TIg WOI�k within a reasonah�e time
after notice fiom ihe Own�r or the Arehiteat/Engineer, the Owner ma��� corxect it in aecordance
with Paragraph 2.4. If the Cantractor does nat proceed with correction of defeetive o�
nanconfoi�ning VVor�C wifhin a�easonable time fi�ec� l�y v,mitten notice from. the
ArchitectlEngineer, the Ownez may �emove oi replace the defective o�• nonconfol7ning Work
and stare the salvageable matex•zals or equipmeni at the Contractor's axpense. If fhe Co�itractar
daes not pay casts of removal and storage tivit�:in ten days a£�er vtnitten n�tice, the Owner may,
upan ten �10} additional ciays written notice, se11 the materials and equipment at auc#on ar at
p�•ivate sale and shall accot,uit £or the proceeds after deducting costs and damages that should
have been balne by the Contractar, including compensation foi• the �ohitect/Engineer's
services and e��penses made necessary as a result of the sale. Tf the proceeds of sale do not
ca��er costs which the Contxactor shoulci �ia�va borna, the Car�txac� St�xn shal.l be reduced by the
deficiency. If payn�ents due to the Con�tactor then or therea$er are not sufficient to eaver #he
def£ciency, the Contiaciar sha11 pay the differenee to the 4wnez•;
(g) The Cvntrac#or slaall bear the cost �f coxreeting destroyed o�� damaged construetzon of the
Owner or separaie contractais, whe#her tl�e co�struciion is completed or partialiy campleted,
thai is caiised by the Cont�actor's coz7�eetion� or re�noval of Wor� which is not in aecordance
tivith the rec�u�rerments of the Contract Doeum.ents.
(h) Nothing conta.ined in. t1�s Paragraph 12.2 sk�all be canst�•ued to estab�ish a pe�ti.od o�limitation
with respect #o other obligations which tha Cantractor might have unc�er the Contraet
Doc►,�men#s. Establishment of the one-year time period as described in St2bparagraph 7.2.2(b}
relates only to the specific obligation of the Cantractor to co�rect the Wor1�, and ��as no
relationship to the tin�e wiihi�: wbich the oblxgation to coxnply wi�1i the Contract DoeLUnen.ts
may be sougl�t to be enforced, nar to the tirne within which proceedings may be Gommenced ta
establish the Cont� actor's Iiabilit�r vvith respect to th� Contracto�'s obligations othez� than
speci�'icaily to corx�ect the V�ark.
(i} An.y Work repaired ar re�laced pursuant to this Ai�ticle 12 shall be subjectto tha p�ovisians oi
Ai�ticle 12 to the same extent as Wo�k originally perforiiied ar installed.
12,3 ACCEPTANCE O� NONC4NFORIYYING WORK
The O��ner may, in the Owner's sole discretion, aecept 'S�ilork which is not in accordance with the
requuem�nts of the Conf�act Documercts instead of requiring its �•emo�val and co�•rectian, in which
case the Conhact Sum will be redttced as appropriate as�d equitabl�. Th� adjustment will be
accomplished whether or not final �ayment k�as been made.
ARTICLE 13 C411��I1ETION aF TIi� CONTRACT; T��MTI�IATION; T�112PORARY
SUSPENSI�N
1.3,1 FINAL CQ�YIPLETIOIY �F �ONTRACT
T�ie Contract ��vill be considered completed, except as provided in any �varx anty oz• maintenance
stipulatioz�s, boild, ar by Iaw, when a11 the Wark has been finally coznpleted, the final inspect�on is
made by the Architect/Engi�eer, and final acceptance and final payment is made by the Owner,
1.3.2 WARRANTY FULFILLM�NT
Prior to the expiratian of tha spacified war��anty pez•iod provided for in the Coni�act Documents, the
Architect/Engineer will make a detailed inspection a� the Work and v�lill advise the Contraator and
the Contzactor's Surety af the items that iequire couect�on. The Atchitect/Engin.eer will make a
subsequent inspection and if the co�7ectians have been propeily perfo��med, the Arclutec#/Engi�eer
will issue a letter of release on the maintez�ance stipulafiions to the Contractor and the Surety. If for
any xeason the Canttactor has not made the required coi7ections �efore the e��iration of the
warrar�#5r period, the warranty provisions as provided for in the Cont�act Docum.ents sha11 remain in
effect until the coi7ections have been properly pez�formed and a letter af �elease issued.
13,3 T�RM�NATION BY'�`HE 4WNER F4R CAUSE
(a} I�o#withstanding any other provision of these General Co�ditions, the Woxk or any portiar� of.
the Work may be texrninatec� immediately by the Qwner fo� any good cause after giving seven
(7) days aclvance wx•it#en notice and oppoi�tu�xty to cure to the Cont�actor, including but not
limited to the :following causes:
(1) Failure or refitsal of the Cont�aetor to sta��t the Work within ten (10) days after the date of
tivxitten naiice by the Owner to commence the Work:
(2) A re�sonable helief that the pragress of the Work being rnade by the Cont�actar is
inst�fFicient to complete the Work within the specified time.
{3) Failure or refusal of the Contractor to provide sufficient and proper equiprz�ent o�
coiistiuction fo�ces to praperly execute the �Nark in a timely ma�uer.
(�) A reasona€�le belief thai the Cont�actox has abandoned the Work,
(S) A x•easanahle belie�#hat the Cant�•actor has become insolvent, bankcupt, or othei�wise
financially unable to cat7y on the Work.
(6) Failu�e oi refi�sal on the pai�t of the Contractor to abserve any z•equirernents af #he Cantr•act
Documents or to comply with any varitten o�•ders given by the Architect/�ngineer ar t�.e
Owner as pzovided for in the Cani�act Dociunents.
(7) Pai�ure o�� �efiisal o�the Canhacto� to pzompily make good any defects in mate�ials or '
�vorkmanship, or any defects of auy natuxe, the correction of which has been di�ected �n
� u�iting by the Aichitact/Engineer.
(8} A reasonable laeiief by the Owner that col�usion exists ai has occur�•ed �Qr the putpose of
illegally procuz7r�g the Contract or a Subconfractor, ar that a fi�aud is being perpetxated on
the Owner in connection with the canstruction af Wark under ihe Ganiract.
(9} Re�eated atzd flagrant violation af safe working p�•ocedures.
(14) The f Iing by the Contractor of litiga#ion against the Owner priar to completion of the
Wark.
(b) When the Wor1� ar �y portian of the Work is fieimir�ated for any of�#he causes it�mized abo��e
or for any other cause except tei7nination for conveiuence p�.usuarzt ta Subparagraph X 3.3(e),
the Cont�aGtor shall, as of the date speeified by the Owner, discontinue �1ie Woxk or pozkion of
the Wozk as the Ownet shall designafe, whereupon the surety shal�, within fifteen (15} days
after the wr�tten notice of tei7ninatzon for cause has been served tiipan the Cont�actQr and the
surety. or its aut�.o�7zed agents, �ssume the obligations o�the Conhactor fox the Wo�•k orthat
portion of the Wox�k which the Owner has ardered the Conti•actor to discontinue and nnay:
(i) perform the Worlc with forces employed by the surety;
(2) with the written eansent of the �t��ner, tender a replacement conhactor to #ake over an�.
perfortn the Woxk, in whic� event the stuety shall be x•esponsible for and pay ths aznot�n-t
of any costs Fec�uized ta be incut7ed foz the campletion of the Worlc that are in excess of
the amoun# of funds �emaiivng imder tl�e Caniraat as of the time of the termination; o��.
(3) with the written cansent of.the Qwner, tendei a�c� pay to the Ownei in settlement the
atnount of money zieeessary to finish the balance of uncompleted Work utader �the
Contract, �vrr�ct e.�isting defective or nonconfozming WQxk, and cornpensate the Ov��er
for any other lass sustained as a resulG of Contractor's default.
�n the event of tezmination �or cause involving Clause {b)(1) or (b}(2), the Stuety shall
assume the Cautractar's place ii� �11 respects, and the arnount of fitn.c�s remaining unpaid
under the Contract sha�l be paid by the Owner far al� Work parformeci by the suxety or the
replacement cont�actor iza accordance with t�e terms of ihe Cani��.ct Documents, sub,ject to
any rights of the Owner to dedtict any costs, damages, oz lit�uic�ated or acival damages that
the Owner may have incui�ed, inchiding but not izmited to additional fees and e�enses of
fihe Aa�chitectlEnginee� and attorn.eys fees, as a rasult of suGh termination.
(c) The balance of the Contract S�m r•emaiiung at �the time af the Cont�actor's default and of #he
terxnination shall become due and payable to the su�ety as the Woz•k �trogresses, $ubject to all
of the tei7ns, covenants, and condi.tions of the Conti�act Docuznents. If the surety does not,
within the tim� speeified in Subparagx•apli 13.3{b), e�ercise its obligaiion to assUme the
obligations af the Contract, or that poi�tion o�ihe Contract which the Uwner has ordered the
Contractar ta disGOntinue, then the Qwner sha1F have tlxe power to cQmplete the V�rork b}�
cont�act or othei�vvise, as it may deem necessaty. The Contractar agrees that the Owner shall
have the right to take passession af or use any oz all of the xuaterials, plaz�t, tools, equipment,
supplies, and prope�•ty of e�very kind� provided by the Cantractoi for the purpose of the Work,
and to proaure other tools, equipment, labor, and matei7als for the completian of the Work;
and to eharg� to #he accottnt of the Co�ztractor the expens�s of completion and 1aUar,
materials, toals, equipment, and incidental expenses. The expenses incurred by the �wner to
complete the Work shall be deducted by the Owner Qut of the balance of the Contraofi S�tm
zemaini�g unpaid to ox• uneai�.ed by the Contx•actor, The Contractor and the si�rety shall be
liable to the Oumer for any cvsts ixicuned in excess of the balance of the Coni�•act Sum for the
completion and cor�e�tion of the Work, and for any other casts, damages, expenses (including
but not limited to additional feas of the Architect/Engineer and attarn�y's fees), and lic�uxdated
or actual darnages incurred as a result of the termi�natzon,
(d) The Owrzex shaXl not be rec�uited to obtain the lowest bid foz tl�e Work of corr�pleting the
Contract as described in Subparagraph 133(c}, but the e�penses to be deduc�ed from the
CantrRCt Sum shalX be the achial cost of such Wark. In case the �wnex•'s e.epense is less tl�an
the sum tivhieh would have 6een payable under the Contract, if the same had been completed
b� the Conhactor, th�n the �wnez inay pay to tbe Cont�actoz� tor the Surety, in tk�e event of a
complete terzninatian for ca�.�se) the d�fference in the cost, provided that the Gontx�actor (or the
Sure�y) shall not be entitl�d to any clain� �or damages or for loss o� anticipated profits. In case
such e�pens�s for completzan shall e��eed the amo�nt whick would Y�ave been payable under
the Conf�act if the same had been campleted by the Contcacfiar, then the Contractar and his
Sureties shall pay the amount of the excess ta #he Ownez on notice fiom tha Owner for excess
due. When only a�ai�i.eul� pa��t af the Wozk is being carried on by the �wner by ca�tract or
otherwise uudei• ihe pzovisions of this Subpa�•agraph, the Contractor sk�all cantinue the
rernainder of the Wark in con�'o��mi.ty with the terms of #he Contract, and �n such manner as
not to hinder or inteifere with tk�e pei�£oi7nance of �r�orkmen employed and p��ovided by the
Owner.
(e) The right to terminate this Contract for the canvenience of the Owner (inclucling bui not
limited to nonapprapriation of fimdit�g) is expressly zetained by the Owne�. In: the e�rent of
termination �01 C01i�enience, the Owtiex shall deliver at least ten (10) days advance unitten
notice of termznation far convenience to the Caniractar. Upon. the Cont�actor's �eceipt of such
written not'ice, the Contractor shall cease the pex�foimance of the Wozk and sl�all take
reasonahle and appropriate action to secure and protect the Wark in place. The Gantractoz•
shall then be ieirnbursed by the Owner in accordance with the terms and provisions of the
Conf�act Documenis, not ta exeeed actual Iabar casts inaurred, materials stored at the Project
site or away froxz� the P�oject site as approved by the O�vner but nat yet paid for; plus actual,
reasonable, anc� documented texmination charges, i� any, paid i�y the Contractor in connect�on
wiih the Wark in place which is compl�ted and in canfoxmance with the Contract Documents
to the date af te��rnination for convenience. No amount shali ever be due to the Contrac�or for
last or anticipated prafits.
13.4 TEMPORA.RX SUSPENSION OF �'�IE i�VORK
(a} The Work oz any poi�ion of the Waz�k may be temporarily siispended by the Owner
immediately upon written notice io the Contractor for any reason, including but not limited to;
(1) the causes descxibed in Clauses 13.I(a){1) tIvough (a)(10) above;
{2) where other provxsions i� the Contraci Documents t�equix•e o� pei�nit temporary suspensioii
o�the Work;
(3) situations where the Woxk is threatened by, contributes to, or causes an inimadiate threat
to �ublic health, safety, or security; or
(4} o#her unforeseen conditions or cucuinstanc�s.
(b) The Cont�•actor shall immediately resume tlae teinporai7ly suspended Wox•k wk�en ardered in
u�riting h�r ihe Ov,�aer ta do so. The Owner sliatl not under any ci�•cumstances be liable for any
claim af the Contractoz at•zsing froni a temporaxy suspension due to a cause described in
Clause (a)(1} abave; provided, hov�ever, that in the case of a tempora�•y szispensiori for any of
the reasons described lmder Clauses (a)(�) t�rough (a}(4), where the Contra�tox• is not a
can�ributing cause o� the suspension un$er one of t�ose C�auses or where the provision of the
Cantract �ocuments zn qtxestian specifically provicies that the suspension is �.i no cost to the
Ow.�ex, the Owne�• ��viil make an ec�u�table adjustment for the foltawing items, provid�d that a
clazxn is pxapeziy mad� by the Cont�•actax• u�zder Subpar�.graph 4.3 of these Gene�al
Conditions: �
(1) an equitable extenszo�: o�'the Conhact Tirne, not to exceecl t�.e actual delay caused by the
terxzpo�ary suspension as detex�mi:�ed by the Archit�ct/Enginee�• and the Qwnei;
(2)" an equitable adjustment to the Contr�ci Sum �or tlze actual, necessar��, and aeasonable
costs of prope�•Iy px•a#ecting any 'Work that is finis�ed ox partially fuiished duiing the
period of the tampa�a�•y s�spe�sion (no profit and overhead Sl�a�� he allowed on top of
these costs); and
(3) if it becomes nec�ss,ary to move equipment fi�om #he Praject site and then retu�•n xt to the
Project site when the Wa�k is ardered to be resumed, an equitable adjustment ta the
Contract Sum far the actual, xzecessary, and reasonable cast of these moves; �TO��10E8{�,
howevez, that no adjustment shall be due ��the equipment is nioved to another �raject
site af the Owner.
ARTICL� 1� 11�SCELLANE4US PR.OVISI4NS
l.�.l G�VERIVING LA'VV; COMPLIANCE W�TH LA'S�'S AND �EGIILATIONS
�a). '�'hzs Contract shall be govern:ed by the la�;Ts aiid case decisions o£the State of Texas, �lithout
regard to eonfliet of law or choice of ?aw ���inciples af Texas or of any other state.
(b) This Cantract is �ntered into subject ta and controlled by the Charter ancl ordinances of #�e
Git j� afbenton and all applicable Iaws, rules, and regulations of the State of Texas and the
Govei�nrnent �� the Clnited States af America. The Contfactor shall, during the pexfoi�nance of
the Work, comply watk� a�l a�plicable City codes and ordinances, as amended, and alI
applxeable State and Federal iaws, ruies and x•egulations, as am�nded.
�.4.2 SUCCESSQRS AI\D ASSIGNS ,
The Owner and the Can�E�ractor respectively bind themsel��es, their partners, successoz�s, assigns, and
legal re�resentatives �o the promises, co�venants, tarrns, conditions, an.d obligations contained in the
Contract Docunients. The Con#ractor shall not assign, iransfer, ar convey its interest or i�ights in the
Contract, in part or as a whole, w�thout wri#ten consent of the Owner. If the Conta�actor attempts to
make an assigtunent, transfer, or con�c�eyance wiihout the Owner's written consent, the Cantractor
shall neve��lieless remain legally respansible for a11 obligations under the Contract Doeuments. The
Owner shall not assigii any partian of the Contract Sum due or to becoxne d�e ��rzdez this Contract
without the ven•itten coz�sent of the Contractor, exeept where assignment is compeiled or allowed by
court order, the terms of the Contract Documents, or other nperation of law.
�.�.3 VYRITTEN 1�IOTICE
EYCept as otherwise provided in Ai�ticle 16, any notice, payment, sta#ement, or demand reqiured or
permitted to be gi�v�n under this Contiact by ei#her pa��ky ta�the othe�• rnay be efFected by persanal
delivery in writing or by mai�, postage prepa�d to the Project Maz�ager ot• Superintendent of ei#her
party, or to an officez, partner, or o�her designated keprese�.tative of eithe� party. Mailed notices
s1xa11 be addz•assed to the parties ai an address designated b� each pa��ty, but each party may cllange
zts address by written notice in accordance with this section, Mailed notices sl�all be deeined
communicated as of three (3} days after m�iling.
14.� RIG�TTS AND REMEDIES; N4 W.A�V�R aF RIGHTS �Y 4WN�R
(aj The dutias and obligati�ns imposed on the Conl�actar by the Cont��act Documents and the i7ghts
and remedies available to the Owner under the Canhact Documezzts slaall be in addition to, and not
a iimiiatzon of, any duties, obligatio;ns, rights, and remedies otherwise imposed or made availabXe
by law.
(b) No actian ar failure ta aat by the Owner sha11 constih�te a waiver af a 1�ight afforded the Owner
under the Cont��act Documents, no�• shaii any action or �axluxe to act �y the O�vner constifi.tfie
approval of or acquiescence in a breach of the Contraet by Contraetor, except as may be s�ecifica�Zy
agreed in writing by Change Order or Suppiemental Agreement.
14.5 �NTEREST
The Owner shall x�ot be lxable foi• interesi on any progress or fmal payment �Eo be made under the
Contract Documents, e�cep� as may be provided by the applieable provisions of the Piompt
Payment Act, Chapter 22S i, Texas Government Code, as amended, su.bject to Paragraph 9.6(a) of
these Gene��al Conditions. .
14.6 4�F�CE�2.S OR EMPLOYEES OF THE OWNER NQT TC� HAVE FINANC�AL INTEREST
IN ANY C4NTRACT OF THE O'WN�R
No officer or employee of the Owne�� shall have a fina�.cial interest, direci or indirect, in �ny
Ganix�.et wit1� #1�e Qwner, o� be financially interested, di�ecily o�• indirectiy, �n the sale to the Ow�aez•
of any land, maierials, supplies ar services, e�cept on behalf of the Owner as an officei or
employee. Any vialation af this at�ticle sha11 constitute malfeasance in offi.ce, and any officer or
em�2oyee of Owner guilty thereof shall thereby forfeit Ius office or posi#ion. flny uiolation of this
section, with the knovvledge, express ox implied, of the pezson, pe�sons, pa��tnership, company, firm,
association or corpaz�ation contracting �c�vith tl�e O�nm_er shall render iI�e Cont�act in��oIved voidable
by the Owne�•'s City Mana.ge� or City Council.
14.7 VEl�IU�
This Cantract is deemed to be perfox•med in D�nton County, Teaas, and if legal action is necessary
to enforce this Coz�hact, e�ch�sive venue sk�a111ie in Dentan Cot�nty, Texas.
1.�.8 INDEP��1iDENT CUNTRACTOR
Tnperfazxning the Work under this Cont�act, the relationsi�ip between the.Owner a�d the Contracto�
xs that af an independent cant�actor. The Contractoa• shall exe�cise independent judgn3ent in�
pex•�oxming the V�rark and is solely responsible for setting warking k�ours, scheduling or prioritizing
the Wark flow and determinx�►g the means and methods of perfo27ning the Work; suhject oniy to the
iequi�ements of the Coni�act Documents. No tezm or pravisio� of �his Co�tract shall �e const�•ued
as making the Cantractor an agent, seivant, ar empla3ree of tl�e Ownei, o�• making the Cantractor or
a�y of the Co�tractor's employees, agants, or seiva�ts eligible £o� the �inge benefits, such as
reti�emenf, insut�ance and warker's compensation, wlaich the �wner provides to its ensployees.
14.9 NONDISC�MINATIQN
As a condition o� this Contract, the Con�iactar covenants that he wi�1l, take all necessary actions to
insu��e that, lil COI'1i18Gt10I1 �VIt}1 ari� WOi•k under this Co�ztFa�t, the Cont�'actor and its Subconh•aetors
will not discriminate in the treatment or a�nployment of any individual or groups af individuals on
the grounds of race, color, i•eligion, national origin, age, sex, or handicap itnrelated to job
pez�formanee, ezther clirectXy, indi�ectly ar through contractual ox• other ai7angemeiits. The
ConixacXor sha�� aiso comply with all applicable requi�•emenis of the Anierican.s with Disabilities
Act, �2 U.S.C.A. §§�21Q1-12213, as amended. Inthis regard, the Contractor shall keep, retain and
safeguard alI records xelating to his Confi�act o� Work perfo�•med thereunder for a rninimt�tr�. period
of #�ee (3) years fiom final Contract completian, with iull ac�ess allowed to authorized
t•epxesentatives of the �w�er, �pon rec�t�est, for purpqses of evaluating complianee �vith this and
other provisions of the Cont�act.
14.10 GIFTS �'O PUBLIC SERVANTS
(a) The Qwner may ternninate tlus Cont�aci imnaediately if the Cont�actor has offered, confeiYed,
or �.greed to confer any benefit on a City of Denton emplo�ee or official that the City of
Denton employee or off cial is prohibited by law fiozxi accepting.
(b) For purposes af this Article, "benefit" means anything reasonably iega�ded as pecuni,ary gain
or pecuniary advaniage, zncluding bene�it to any other persan in whose �vel�are the
ben�ficiaiy has a di�ect or substantial intex•est, but does not include a con�ibution or
expenditure made and repai�ted in accord�nce with law.
{c} Noiwi�hstanding �n.sr othex• legal remed'a�s, the Qwner may iequire the Contracto� to rexnove
anp ��p�ayee af the Confractor fram the Praject wha has violateei tl�e restrictions of this
Az�ticle or any si�rutar State or Fede�•al law, and obtainreimbux�semeni for any expenditures
niade ta the Cantzactor as a�result of the irnp�oper of%r, agreement to canfer, ox� conferring of
a benefit to a City of Denton employee crr official. �
ARTYCLE IS �tIGHT TO AUDIT CONTR.ACT�R'S RECORDS
By executian of the Building Construct�on Services Agreexrxent, #he Cantracfor g�.�ants the Owner the
right to audit, at the Ownez`s election, aIl of the Con#ractor's records anc� billiugs relating to the
parfoi7nauce of the Work unde� the Coni�act Doc��rnen.ts. The Contractor agrees to retain its Projec#
recozds �ox a minimt�m of �ve (5} years fallowing completion of the Wark. The Owner agrees that it
will exeraise the right to aiidit only at reasonable hotus. City may revxew any and all af the services
perfol7ned by Canf�actor unde�� this Contract, An� payment, seitlement, satisfaction, or reXease rnade o�
provided dtu7ng the eourse of perfo�xnance of this Cantract shall be subject to City's rights as maST be
di�closed b��an audit under this seetion.
ARTTCLE 16 NO'�'�C� �F �ONTRAC'�` CLATM
This Contraet is subject to the pravisions of the Denton Cit�� Code, as asnended, �elating to r�c�uirements
for filing a notice of a breach of cont�aci claim against City. Cont�•aetor shall compl}� �vi�.i the
requuements of this ordinance as a preconditinn af any litig�.tion relating to this �onhact, in addition to
a�� other requi�ements in this Cantract related to elaims and notice of c�airns.
Should a cox�flict arise behveen the PO, ItFP dociYment, supnlie�• terms, oi� con#ract; the terms anci
conditions set fox•th in t�e ne�otiated cantr�ct shall pt•evail.
E�%ibit �
�ity�� �� Den���
�p�ci�.l T�r�� a��l ��nd.i���n�
ADDIT�ONA.L T�RN.[S AND CQNDITIONS
Contract Terni ,
Zt is ihe intention of the Cxiy of Benton to award a coniract for cor�sh�uatiot� of the pi•oject as described in the
airawings and specificatia�s. Materials and sez�rices undertaken �ursuant to this RFP will be requued io
comu�ence within �ow.teen (14) . days of delive�•y o#' a N�otice to Prace�d. The seivices shall be
accomplished per the Scope of Work as identified in Section �, the �rocurement Process and Pxocedt�res
as outiined in Sec#ion II, anci shall conforni to the requuemenfs contained in the Technical Specification in
E�hibit 2, ar�d Technical Drat��ings in Exhibit 3.
The Coz�t�act shall eommence upon the issuance of a Notice to Proceed by the Gity of Denton and shall
auiomatically e:cpiz•e upon eompletion of t�ie wor�C and acceptance by the City of Denton.
Pricin
Only �z•m, lump sum pricing with na escalation will be accepted far this project.
Price Adiustments
Pzice adjustmeiits will not be allowed for this project unless a clnange in scope is appro�ved that incz�eases
ot• deczeases the amount oiwozk required,
Reqliests or propo�als for changes in scope �nust be submitted in wiriting with dociunentation that
provides justificatia�i for the change and s��pporting evidenca that desczibes the basis foi the cost change.
Upon receipt of such request, the Ciiy of Denton reserves the right to either; accept the pi•oposed change
as competztive with the general zx�az•ket price at the time and issua appropriate authorizations or reject t�.e
increases within 34 calendar davs after recei�t of a properly submitted request. Na wo�:k shall be
undei�takeri an a proposed change until authorized by the City of Denton in fhe %rrn of a Purchase Order
change ancUor other docu�xzentatian apprapi7ate to amending tk�e cor�tract.
The request can be sent by e-mail to: pure�iasu�� cl,citvofdenton.com
Or mail to:
City of Deuion
.A.ttn; Purchasing Managek•
RFi' # A��l 1
Or �call:
City of Denton Purchasing
(940} 349-7100
9Q1B Texas Sheet
Denton, Texas 76209
The City of Denton reserves the right to accept, reject, or negatiate any proposed p�ice �hanges.
uantities
'The quanti.ties indicated o� fh� drav��ings and Yn t1'ie Tecl�nicai Speci#"zcation are believed ta be accurate
�ut shall be co�sidered o.nly as estimates. The project requues complete and funciional eonst�uction af
the substation peximeter fence in accordance with the dirnensions presanted on tlae �aroject doctunents,
Differences between the quanti�ies of material �equired and the est�nated quantities will nat be
considez•�d as �basis for a cha�nge�in the pxice for the project, In submittiz�g a pzopasal, the proposer is
stating that he has revxewed the project drawings arzd specif.icatians and una�rstands tkzeix intent and has
c�ecked the quantities and dimensian and is assei�ting that the proposal is intended to account %� all
cor�ditions and c�uantities to complete the projeci as described in the plans and speeificatia�.
Substih�fions . �
Substihitions are nat permitted wi�ha�.�t the written a��roval of -the City oF Denton Purchasing
Department. Fa�� suUsti�tzons �riox to the proposal c�eadline, �his �vill be accomplished �vith a submittal
ta the Aacl�itect/Engineer, and approt�al by tY�e City representative, and issuance of a w�•itten addendun:�.
Fox substitutio�s after contract a�vard, this wi11 be accomplisl�ed with a subinittal request to the
Architect/Enginee�•, and approval by the City representa�i�ve, and issuance of a v�nitteii cont�act change
arder.
�'xociuct Chan�es Darin� Contract Term
The supplier shall not change specifications during the contract te��nx without prior a�pxoyal. Any
deviation in the specificatians or change in �he product rn�ust be a�p�•oved in advance by the City of
Denfion. Notice of a ahange shall be submitted in waxtzz�g to the Praject i�2anager with the �tFP number
in the subject Iine, far revzev�r. Pzoducts found ta ha�re cha�ged specifications without notification, and
acceptance, wiil be i•ejected and must t�� remo�ved from the site at the st�pplier's expense. Products that
have been installed shall be replaced at the supplier's eipense.
Patent 1.2.i�hfs
Tk�e contractor agrees to indemnify and hold harmless #lae City fzom an� claim involving pate�.t right
infi�gement or copyrights on goods sup�lied.
As�estas Free Materiais
The cant�actor s�aall p�•ovide asbestos-free matexials as represented by the Manufachuex•'s "M�terials
Safety Data Sh.eets"
Ri�hts #a Daia. Documents, and Camnuter• Sofi��are (Goveriiment En,titv 4r�mershxp) �
Any software, research, iepoi-ts st�dies, data, photagraphs, negatives ox ot�ez• documents, drawizxgs or
�naterials prepared by cont�actc�r in the perfo�mance of its abiigations undar this contract sha�I be the
exclusive property of the City and all sucl� materials shall be deliverec� to tt�e Ci.iy by the cantractor upon
completion, tezmina�ia�, az cancelIation of tki.s canfiiact. Con-hactor may, at its awn e�ense, keep
copies o� all zts wx�itiz�gs far its personal files. Contractor sha�i not use, wzl3ingly al�ow, oz� cause fa have
such materiais used for any pui�ose other than the pex�fox�mance of cont�actot•'s obligations ux�d�r tk�zs
cantract without ihe prior writfen consent of the City; pz•ovided, however, that cont�actor shall be
allowed ta use non-confidential materials for• tivriting samples in pursuit of the work.
The ownezship rigl�ts described herein shall include, bui not be limited to, the �igh,t to copy, pub�iskz,
display, transfer, prepare delivative works, or otharvaise use the warks.
Actdin� Ne�v Prflduets ar Services fo t�.e Contract aftet� A�varc�
Follo�ving the Conf�ac� award, ADDTTIQNAL sexv�ces of the same ganeral caiegory #hat could have
been encompassed in fhe awaz•d of this aontract, and that are not already on the confract, may be added.
A fornaal wa.•itten request'rnay be sent to successful Contractor ta provide a pzo�osal oz� tk�e additianal
sezvices and shall submit propasal to #he City as instxucted. All subnnittad prices are subjecf to
negatiation ul accordance wzth Texas Gavernment Code 2254, The City may accept or reject the
proposaX, and may issue a separate RFQ for the se.t�vices requested, ai�er �ejecting somex �x all, of the
proposal. �The services covered t�nder this p�•ovisio� s�all conform ta the statement of wark,
specifications, and requirements as outlined i� the �•ec�uest. Cont�act el7anges shall be mad� in
accordance with Local Government Code 252,048.
S�mp�es
Respondents mi�st make samples available in accordance with the specifzcation and upon reqttest by the
City af l7enton prior to award �vith no costs to the Cxty.
Venue
This agreeinent shall be govei�ed by the ]aw of the State nf Te�as and vem2e fa�� its c�ns:huction an�
enfo�cement sha11 lie in the cow�ts of Denton County, Texas.
" Silenee of Specificatians
The apparez�t silence of these s�aeaificati.ons as to any defail or the apparent omissian from zt af a detailed
desei�iption �once�ming any point, shall be regarded �s � meariing that the only best ca�sunei�cial practices
a�•e to prevail. All iritex�retatians of these speci�ications shali be macle on the basis of this statement.
Prevailing Wa e� Rates
In accordance with TeYas Gavernment Code 2258, the awarded contractor si�ail coznply with prevailing
wage rates as defined by the United St�.tes Depaltment o� Labor bavis-Bacon Wage Detern�ination at
htt�://wtivw.dol.�ov/whd/cont��acts/db�•a.ht�n and at the Wage Dete�minations website wsvw.tivdai.� for
Denton County, Texas (WL�-2509).
Norivithstanding an� other pravision of this Contract, the awarded contractor l�ereby represents and
warrants that the contractoz s�all �ay ta each of its employees a wage not less than what is cut7�ently
knotivn as the "Federal Minimum Wage" and any increas� oz• amen�dments thereto. Fur�hermore,
eanhactor shall �roduce proof of eomplianee with this provision by contractor to the City. Th� City shall
withhold paym�nts due to coiifractor until contraetor has complied t�vith tk�zs px•ovision. 1'rior to any
payment being made far wor� satisf�c#orily compteted and accepted, contractor shall submit wage rate
afftdavits with its b�lin.g clocuments a.ffix7ning that all employees have been paid not less than the
cu�.�ent "Federal Minimum Wage".
Sbecial Permittin� Requirements
. ......�..._,.,.: . ..:, . . . .. . .. ..._.._... . .... ... . .. . ... .. _ ..:......... . . .. .. . . .
. . .:
The:awarded..c4z�tzactor. �ha11 �vvoik wx#h x�dentified Ciiy�staff to o_btain. the ne.cessaiy.permits for
canshuction af the project:
Cantracts a�ad Bands
Successful awaicted cQntractar will be required to sigxx oziginal contract and subnnit a pei�formance and
payment bands far 1�Q percent af th� total �roposal subrnitted befare work is to caznmence. The
cont�•actar shall assume all casts in increasing the bond limits if ck�a�nge ardeis are formally approved.
Bonds sha11 be in aceordance with the V.T.C.A Government Code Section 2253.�21, as amended.
......:_:,..__.._ . .... . . .. . . . ...:......:....:.:...: :_ ....:. . ..... .. .... ��:::....._._._.... :..:.-:.:: .. ... ...... ... .. .:.._..._............. . : ... ..... .
To.�_be::�onsidered,.::con-hactor.,mus#:include.::.an_�acceptable :pxoposal_::b:ond,:;cas�ier's :check; �oY;:cei.tified
.....: . . ... .: : .
�heok�in an.�amaunt r�nt. I�ss tl�aiz.5%,��tl�g total prop�sal oi:$.1S,a40, ;wluchevex:is less. `AlT��pic�posals
:.:..... ....... :..:.. .::::..:�:�-.�:��.,....:...._... ::..._..::... .::. _......: :...:.... . . .........
receiveci without the aho;ve wiil�.b.e.rejected.aiid,coiisideied riori�respo,ns�ve;
The City sf�all normally �ehiz•r� the proposal bonds wii�� t�n {10} working days afte�• tk�e proposal due
date, except for the three top ranked �z7ns. The tluee top ranked fi��ins witl be retained by the City untii
the requi�ed conl�act and bonds have been exeGUted, after �vluch t�.ey shail be retuz•ned,
SPECIAL CQNDITIONS FOR GRANT FUNA�D PURCHASES
DAV�S BACON COMPLTANCE R�QUIREM�NTS
The Contractar shalI comply with the �•equire�nents af the Davis-Bacon Wage Act aiid the Wage Rate
12ec�tti�ements L�nd�r Section 1606 of tlie Recovery and Reinvestment Act {the Act) and �hall indemnify
the City �torr� Xiability fo�• any failure to pay wages in compliance with tlie Act. The c�nt�actax� shall
ens�ue that all laborers aud mechanics employed in the perfarmanee of the project for wluch t�ie
assistance is provided, inc}.uding those em�loyed by subooxtt�•actars, �ue paid wages at �ates not less than
those preva�iing on simzlar work in the locaIzty as determined by the Secretary af Labar in accord�nce
with subchapter IV of chapter 31 of ti�le 40, Unzted Sta�es Coc�e (commanly refe�•red to as the `T3avis-
Bacon Act'). The bidder who is awarded the Contract shall pay the wage rate in effect as of the date tkze
Contract is awarded. The ContF•aator shall coaperate with� the City by provid'zng information in the forr�
and fi•eq�tency requ�sted by t�ie Ciiy concernin.g the type a� work perfo�med, the number af hours
warked, and the hourly rates paid for the various types of �vork pex£o�med �y all v�Torkers on the Pzoj�ct.
The Can�ractor shall a1low City staff to conduct on-site wage inte�views and shall past i.nforxnation
concerning the Act as requested by the City. �
Ail cont�•ac�ars and subeantiactors musi co�nply with Davis-Bacon Wage Rates and the Wage Rate
Req��uenients af Section 1606 of the Recovery ar�d Reinvestment A.ct.
The Waq,,,� Rate Requ�rements, as stated in the Recoverv and Reinvesiment Act Grant
are as folfows.
TH.�S AYYARD T`ERM IS �4PFLIGABLE TO �fR�tA AWARUS yYHEN WAGE RA7'E
REQUIREMEN�'S UND�E,� SECTION 1 fi06 DF THL�' 1�COVERY ACT T�E�M XS APPLICABL�'._
THISAIWAR.D TER�1'ISALSQAPPLtCASLE T4 SUBG�IVTSAND CONT'RAC�'S
Note; Where necessax•y to m.ake the conteYt of these articles applicable ta this award, the term
"Coniractoir" shall mean "R�cipient" and the #erni "Subco�ztractar" shall mean "Subrecipient or
Subcont�actor" per the followin,g definitions.
Recrpient means fhe ot•ganization, individual, ar other entity that receives an. ativard from DOE and is
financiaily accountabla for tbe use of any D�E funds oi° pz�operty pravided for the perfo��nance of the
�JTOJ�Ct, and is legally rasponsible for cai�ying out the terms ancl conditians of the award,
Sub��ecipient means the legal entity to which a subaward is made and which is aecountable ta the
�eeipient f�r the use of the funds pro�crided. The term may incluc�e :foreign or intex�atianal organizations
(such as ageneies of the United Nations).
Davis-BACOn Act
(a) Defrnition.—"Site o�the work"--
(1) Means--
(i) The prirr�ary site of the wazk. The physical place or places whe�e t�ie eonstiuction called
, for in the a�vard wili remain when wo�k on it is comp�eted; �ici
(ii) The secondary site of the woriz, if any. Any othec site where a signifiean.t poi�tion of the
biiilding or wotk is constracted, pravided tl�at suoh site is—
(A}Located in the United States; and
(B) Established specifically for the pei�formance af the aw�rd or project;
(2) Except as pz•ovided in paragr�.ph (3) of this definition, includes any �abi�ication plants, mabile
factories, batcl� p�ants, borrow pits, job headc�l�arters, tool yards, etc., pr�vided—
{i) They are dedicated e�calusi�cTely, or nea�•ly so, to perfo�mance of the award ni project; an.d
(ii) They are adjaeent or virtually adjac�nt to the "prima�•y site of the work" as defined in
paragraph (a){l�(i), or �Iie "secandary site of the work" as defined xn pa�agraph (a}(1)�ii)
of tkis definition;
(3) Does not inch�de permanent home affices, brancli plant establishments, fahrzcation plants, or
tool yards of a Cont�actor or subcontractor whose locations and coniinuance in operation are
detei�rnined wholly without regard to a pa��ticular Federal award or project. In add'ztian,
fab�•ication plants, batch plants, borrow pits, job k�eadquax�ters, yards, ete., of a eomme�•cia� o�
material supplier which are established by a supplie� of ma#erials for the project bef�re
opening of bids and not on the Pio�ect site, are not ineludecl in the "site of tha work," Such
peimanent, previously established facili#ies are not �t pa�-t of tke "site of the work" even if the
operations foi a period of time nnay be dedicated exclusiv�ly or nearly so, to the performance
of a award.
(b) (1) All laborei•s an.d znechanics employed oi� working upon �ie site of the woxk i�Till be paid
unconditionally and not less o:ften than once a�veek, and �vithout subsequent deduction ar
xehate on any account (except such payroli dedzictioz�s as aie permitted by regulations issued
b�� the Secretaly of Labar under the Copeland Act (29 CFR Part 3}), the full amount of wagas
anc� �ona fide fringe benefits (ar eash eqiiivatents th�reo�} due at tim�e oi payment computeci
at rates not less than those contaixzed in the wage detei7nination af the Secxeta7.y �f Labor
w�ich is attached hereto and made a pa�t he�•eof, ar as may be incorporated fa� a secondary
site o� the worl�, reg�rdless of any contractua� �elat�onship which may be alleged to exist
bet��t�een t�Ze Contracio3 and such Iaboiers and mechanics. Any - wage determination
incoiporated �ox a secandary site of the work shall be effective from the f rst day on which
work i�nder the award was pe�•fo�•med a�� that site and shall be incorporated wzthou# any
adjushnent in award price or estirrsated cast. Labarers emplayed by the construc#�on
Cantracta�• or consirruction subcontractor that are tz•ar�spaxting portions of the building a�
4vork between fhe seconda�y site of the work a�id the primary szte of the work sh�ll be paid ui
accordance with tk�e wage dete��i�ation applicable to the primary site of the work.
(2) Cant�ibutions made or costs reasonably anticipated fox� bona fide fi�inge b�nefits under
section 1(b}(2) of the Davis-Bacon Act on beltalf of laborers az• mechamics are consic�ered
wages paid to such laborers ar xnecl�anics, subject ta the pravisions of paragt•ap�x (e} af.this
artiale; a�so, regular contributions made or costs xrzcuz•red �ax rnore than a weekly period (tzut
not less often than quai�terly) uiider plans, funds, or progcams which cover the pai�ticular
weekly period, are deemed to be coustiucfively made or incul7ed during such period.
(3) Such laborers and rnechanics shall be paid noi less t1�an the apprapriate wage rate and fi�inge
bez�efits in the wage d�terir}ination for t�Ze classification of work actually perfoxmed, without
regard io skill, except as pravided in the article entitled Appzentices and Trainees. Laborexs
or mechanics periarming wo�k i�a more than ane elassification may be cor�zpensated a� the
rate speci�ed for each classification for the time actually worked therein; provided, tha# the
emp�aye�'s payroll reco��ds accurately set forth the time spent in each classi_fication in which
work is performed.
(�) TIYe wage deter�nination (inc}.udi.ng any add�tional c�assifications and wage rates canfoxxned
undeY• paragraph {c) of this aiticle) and the Davis�Bacon poster {WII-1321) slxali l�e posted at
all times by the Cont��actor and its subcont�actors at the site of the work in a prominent and
accessible place wI�ere it can be easily seen by the wot•kers.
(c) (1} The G�ntractin.g Officer shail xeqt�i��e that any class of laboa•ers o�• xnechanics �t-vhich is not
listed in the wage detezmination and tiv�ich is #o be employed under the awartl sna11 l�e
classified in conformance wzth the vvage determinaiion. The Contracting �ff cez� shall
approve an additional classi%cation and tivage rate and fi7nge benefits th���efoz•e only when all
the following Griteria have been met: ,
(i} The wo��k to be pei�formed by the classification requested is nat perfarnned by a
ciassification ir� the wage determination.
(ii) The classificatian is utzlized in the area by the constiuction indust�•y.
(iu}The proposed wage �•ate, including rxny bona fide fringe benefits, bears a reasonable
relafionship to t��e wage rates contained in #he wage determination.
(2) If th� Contractor aiid the 1�.borers and niechanics tQ be einployed in the classification {if
known), or theu representatkves a�nd the Cont�actir�g Officer agree on tlne classificati�ii and
wage rate (incli�ding tk�e amount designated for fringe he�efits, where appr4priate), a repoa.�t
oithe actzon taken snall be sent by the Contracting Office� to the Adniinistrator of the:
Wage and Ho�u Division
E�nployment Standards Adrninisf�atia�
U.S. Depal�tment af Labox
Washingtan, DC 20210
The Ac�ninistrato� ar an authorized representative wi11 ap�rove, znodify, or disapprove every
additional classification ac�ion within 30 days of recexpt and so advise the Cont�•actin.g
Officez ox will notify the Contracting 4ffi�er within the 30-day peiiad that additional time is
necessary,
(3} In the,event the Cont�actar, the laborars or mechanics to be employed in the classification, or
theix repxesentatives, and the Conhaciing Officer do r�ot agt•ee on the proposed classification
and wage rafe (including the amoluat desigx�ated for firinge benefits, where appropxzate), the
Conhacting �fficer shall �efez the questions, including tlie views of all interested pat•ties and
the Yecamrnendation of the Contr�.cting �fficer, to the Administrator of the Wage a�id Hour
Division for detexmination. The Adminishatox•, oz� an authorized representative, wi11 isstie a
detexmirf�►tion within 30 days af rece�ipt ar�d so advise tlie Caiiiracting Offcer oz wiIl not�fy
the Cantracting Officer wit�in t�ie 30�daq pe�7ad t}�at additional ti�ne xs necessa�y.
(�) The wage rate (including fi7nge benef ts, v�rher� appropriate} dete��rniiled pursuant to
subparagraphs (c}(2) and (c)(3) of this a�.�ticie shall be paid to all woxkez•s performing work in
the classi£'ication under this a��vard fiam the first day an whiah work is perfaim.ed in #he
classifica.tion.
(d) Whenever the minimum wage rate p�•escrzbed in the awaid for a class of labaxers oz• zx�echanics
includes a fiinge benefit �vhich is not expressed as an haitrly rate, the Contractor shalI either pay
the bene�t as stated in the vvage determiz�atian oz shall pay another bona iide fringe benefit or an.
hourly cash equivalent th�.�eof
(e) If the Cont�actor does not make payments to a ti�ustee oi• oiher third person, the Contractor may
consider as pa�•t of the wages of any laborer or rzaechanic the amount of any costs reasonably
anticxpated 'ui providing bana fide fringe benefits under a plan or program; provided, tha# the
Secretary of L�bor has found, upon the wz7tten rec�uest of the Contractor, that the applicable
standards of t�e Davis-Bacon Act have been� met. The Secretary af Labor niay reqLUre the
Can.traotor to set aszde xn a separate �ccouiit asseis �'o�• the mee�g of obligations under the plan
or pragram.
Rates af Wages
The minimum wages to be �aid labo�ex�s and mechanics under t.his award involved in pei�farnia�ice of
work at the pro,�ect site, as detei�rnined by #k�e Secretary of Labor to be p�•evai�ing for the coi�espor�ding
classes of laborers and xnechanics en�plo�ed on p�•ojects- of a cl3araater similar to the con-hact work in tk�e
pertineni localiiy, ue included as an atkachment to this awa.rd. These wage rates ar� minzmLUn rates and
are not ir�tenc�ed to represent fhe actual wage rates that the Contractor may have to pay.
Payrolls and Basic Records
(aj Payx•o11s a�d basic records zelating tlie�eto shall be maintained by �e Contractor during the
co�irse o� the work and px•eseived for a period of 3 yea.rs tlaereafter for a111aborers and mechanics
wo�ki.ng at the site of the work. Such x•ecords shall contain the nanle, address, and last 4 digits of
the social secuz•ity number of eaeh such worker, his or her correct classifzcation,l�ourly rates of
wages paid (uicludxng xa#es af cont�ibutions or costs anticipated for bona fide fringe b�nefits or
cash eq�i��ale�ts thereo�' af the iypes described in sectxon 1(b) (2) (B) of the Davis-Bacon Act),
daily and �veekly number of kou�•s worked, deductions made, at�d actual wagas paid. Whenever
the Secretaty of Labor has £ound, under paragraph {d) of th� article entitled Davis-Bacon Act,
tha# the wages ai any laborer or mechanic include the amount of a��y costs a•easonably anticipated
in providing benefits under a plan or program ciescril�ed in seetion �l {b}(2}{B) of the Davis-Bacon
Act, t�e Contracto3 shail xnaintain zecords which show -that fhe cornmi.tm�nt to provide such
benefits is enfoi�ceable, that the plar� ox pragram is fmancially zespoz�si.ble, and that the plan or
pragram has been communicated in wx•iti�ng to the laborers ar mechanics affected, and recozds
which show the costs �nticipated or the actual cost incui�ed in p�•ovzding such benefits.
Contractors a�nploying apprentices or traine�s under a��roved programs shall maintain written
eti�idence of #he iegistration af apprenticeship programs and certification Qf �rainee prograins, tl�e
regisiration of the apprentices and trainees, and the ratios and wage rates prescribed in the
applicable progra�s. � �
(b) (1� The Contractor shall submit weekly fox� each week in which any awat•d work is performed a copy
of a11 �ayrol�s to the Coiihaciiiig Officer. The �ayrolls su�mitted shall set o�.rt accurately an�d
completely all oi th� information requued to be maintainec� uiider paragraph (a} of this article.
This infQinaatian may b� submitted ir� any farm desued. Optional For�m'�H-347 (Federal Stock
?�f' umber 029-005-a0014-1) is available for this pu�pase aud may be piuchased frarn the --
Superintenden,t o£Documents U,S. Government Priniing Qf�ce Washiz�gtan, llC 20442
The Prime Contractoz• is z�espons�ble foz• the submission of copies of payrolls b�� all
subcontractors. �
(2) Each payroIl submitted shalI be accompanied by� a"Statement of Complia�ce," signed by the
Con-hactor o� su�bcantractor or ius or her agent who pays or supeivises the �ayment, af the
�ei�sons e�nployed under the award and shail ce��tify — �
(i) ?'hat the �a��roll for the payrall period contains the infaima#ion required to be maintained
under pa�agraph (a) of this a��ticle and that such inf��znatiaxz zs cai•rect ar�d complete;
(zi) That each laborer ar mechanic (includizzg eack� helpe��, apprentice, and �raines) emplo�ed an
the award during the payroll period has been �aid the fi211 weekly wages earned, �vi#hout
reb�.te, either d.irectly or indirectly, and that no deductioiis have been made eithez dxrectly ox•
indireetly fram the fitll wages ea��ed, othez• than peimissible dedu�t�ons as set foz�th in the
Regulations, 29 CFR Pax•t 3; and �
(iii)That eaah laborer a� meclianic has been paid not less than the applicable wage rates and
fringe beneffts or cash eqluvalents for #he classificatio� of work parfot�ned, as specified in
the applicable w�ge determinatian inco��porated into the av�ra�•d.
(3) The weekly snbrrziss�on af a�kope�I3� ea�ec��ted cei•tifcation set forth on the r�verse side of
4pYional Form WH-347 shall satisfy the requirement for submission of the "Statement of
Compliance" requireci by subparagraph (b)(2} of this ai�ticle.
(4) T�e �alsi�ication of any a� the ceX�txficaiioz�s in this at•ticIe may subjeet the Contractor or.
subcont��actor to civil or crimznal prosecution under Section 1001 of Title 18 and Section 3729 af
Title 31 of tlze United States Code,
(c) T�ie Cantractor or subconfractor shal� xrzaka the �ecoz•ds z•equired l�nder pat�agt�ap�. (a) of thi5 arkzcle
available for ins�ection, capying, az tt�anscription by the Contracting Officer or authorized
representatives of t�.e Contracting Of�'icer oi the Depai�ment af Labar. The Con�kractor or
subcont�actor shall pei�nit the Conf�acting Officer or ��epresentatives Qf the Conhacti�ig Qffice� or
the Departtnent of Labor to inteiview emplayees dul7ng working ho�us on the job, �f th� Contz•actoz•
ox• subcoxrtractox fails to subn�xt x�equiz•ed ��ecoxds ox� to make the:m� available, the Cox�traetxng Offieer
may, after written notice to the Contractor, take such action as may be necessary to cause #he
suspension of any fui�ther payFnen#. Fu��theimore, failure to submit the required records� upan reqt�esi
or to make such records availahle may l�e groli�ds for debarment action pursl�ani to 29 CFR 5.12,
WithhoTding of Funds
The Contracting Officer shall, upon his ar her awn action or tipan v�nitteii request of an authorized
rep�esentative of the Depa.i.�tmerit of Labor, withhold or cause to be wzihl.�e�d frotn the Contractor undez
tbis award or any othea �edexal award wifh the same Prime Contractor, or any other federally assistad
awa�d subjeci to Da�vis»Bacon prevailing wage requireinents, ��vhich is held by the same Priine
Contractor, so much of the acciued payrt�ents oi• advanees as may be considered nece�sary to pay
labox•ers and �mechanics, including a�prentiees, t�ainees, and helpers, empioyed by the Contractor or any
subcont�actar the full amount of wages r�quired h� th� a�cvard, In the event of fai.l��re to pay any labarer
or mec�ianic, including any apprentice, hainee, or helper, employed or working an the s�te of the �vozk,
a�l or part of the wages required by the award, ihe Contraating Officer niay, after written notice to the
Cont�actor, take such action as may' be necessary to cause the suspension of any fu��iher payment,
advance, ox• guarantee of funds unti� suckt Vialations have ceased.
Apprentices a�td Tx��i�iees
(a) Apprentices.
(1) An app�•eniace will be permit��d to work at Iess than the pz•edete�rr�ined zate for the work tney
pei�formed when they a�•e employed=
(i} Pursuaut to and individually x•egistexed in a bona fide appren#iceship program registered
with the U.S. Departrnent of Labor, Employment and Training Administration, Qff'�ce of
Apprenticeship and Traiiung, Exnployer, and Labor .Services (OAT�LS) o�• with a State
Apprenticeship Agency recogniz�d by the OATELS; ar '
(ii) Ir� the first 9p days of probationa��y empioyment as at� appz�en#ice• in suc�t an
apprenticeship prog��am, even though not individually registered in the program, if
cai�tified b� the DA.TELS or a State Apprenticeship Agency (where app�opriate) to be
eligible for probatianary employtnent as an apprentice.
(2) The allowable ratio of apprentices to jourv.eymen on ihe job site in any cz•aft ciassification
shall not be greater than #he ratia peimitted ta the Contractai as to the ent�re work foiee
under the registered program..
(3) Any worker listed on a payrall at an apprentice wage z•ate, wha is n.ot registered or otherwise
employed as stated in paragraph (a)(1) of this ai-ticle, shall be paid not less than #�e
�pplicabl� wage determzna�zon for the classifi.cation af work actually pei%rmed. In additian,
any apprentice performing work on the job sxte in excess of the ratio permitted wnder the
z•egistered program shall be paid not less than the applicable wage rate �n the v,+age
determinat�on �or the work act�ially pe�fvi7ned.
(4) Where a eontractor is pex•formit�g coustruction an a project in a 1QCaliiy other than ihat in
which iis program is registered, the ratios az�d wage rates {expressed in perce�tages of the
journeyman's hourly rate) specif'ied in the Co�i�actar's or subcfl�t�aGtor's Yegisterecl program
shall be obsexved. Every apprentice must be paid at not less than the rate speczfied in the
registered program �oz t�e apprentice's 1eve1 of progress, e�:prassed as a petcentage of the
joUineyman hourly rate speci£'ied in t�.e applicable wage dete��ninatian.
(5) Apprentices shall be paid fii��ge benefits in accordance wifh the pravisions of the
appienticeship px•og�.�arn. Ff the apprentic�ship piogram does not specify �iringe benef�ts,
apprentices inust be paid the fiill atnou�t af fiivge benefi#s lis#ad on the wage dete�t�in�ation
�or the applicable c�as�ification. If fhe Administrator detexmines #hat a different practice
' pz•evails �or #he applicable app�entice classification, fringes shall be paid in acco�daiiee �vith
�iat determination.
(6) In the event 4ATELS, ar a State 1�ppranticeship Agen�y xecogni2ed by OATELS, withdraws
approval of an apprenfiacesh�p pragra�n, the Contractar r�vill no Ianger be pe�mitted to utiliz�
apptentices at less than the applicab�e p�•��ete�mined rate far the work pei�forrned until a�i
acceptab�e program is approved. �
(b) Trainees.
(1} Except as provided in 2� CFR 5.16, t�'ainee,s will not be pei�nitted to �vark a# Iess tk�ar� the
p�edetexrnined rate far the work performed unless tl�ey are employed puxsuant to and
�ndividually registered i� a program whieh has received prior approval, evidenced by fot�al
certification by t�e U.S. Depai�tment of Labor, Empla��ment and Training Administration,
Office of Ap�renticeship Trainuag, Employer, and Labor Services (�ATELS). The ratio of
trainees io journeymen on th� job sita shall not be greater #h�.n permi#ted under the plan
approved hy OATELS.
�2) Eve�y trainee must be paid at not less #han the rate speczf�ed in the approved program for the
i�•ainee's ievel of progress, ex}�ressed as a percentage of the jaurneymaii houriy rate specified
in the applicable wa�e detezmination, Trainees sliall be paic� fringe benefrts in accordance
with � the pro�visxons af tlie trainee p:ragra�n, If ihe tx•ainee program daes nat mentian fringe
bene�#s, trainees s�all be paid ��e fit11 amA�ant of ft•inge benefits listed in tlle wage
determination tmless the Administrator of tl�e Wage �nd Houz• Di�rision d�termines that ihere
is an apprerzticeship program associated v�i�h the cor�esponding jout�eyman �vage zate in the
wage deteimination which pravides �or less than fit11 �ringe benefits �or apprentices. Any
einployee listed on the payroll at a t�ainee rate thai is n.ot registe��ed and pa.r�icipating in a
training plan �ppro�ved by the OATELS s�all l�e paid not less than tlie applical�le wage rate in
�Iie wage deternunation fQx• the classification of work actually pei�£ormed. In addition, any
txainee perfo��naing work on the job site in e�cess o� the ratio pern�.�ttet� un�.er �he registered
prograrn shall be paid nat less than the applicable wage �ate in the wage dete��ninatian� for the
work act��ally perforzxAed.
(3) Iri the event OATELS withd�•aws approvai of a trait�ing program, the Cont�•actor tivi11 no
Ionger be permztted to utilize trainees at less tk�an tYze applicable p�ede#ermined rate for the
work performed until an acceptahle p��agrain is approved.
(4) Equal emplayment oppQrtunity. The utilizat�on af �pprentices, tra.i�iees, and jaurneymen
� under this ai�icie s11all be in confa��ni#y with the equal emplo��ment oppai�h�nity rec�uire�n.ents
of Execuiiva Order 1 i246, as amended and 29 CFR Part 30.
Coinpliance �cvith Copeland Act Requirements
The Can#raotor shall compIy wit�i the requireznents of 29 GFR. Pai� 3, whzci� az•e hereby inaorporated b�
refereii�e in this award.
�ubcont��acts (Labor Standards)
(a} Definitxon. "Construction, alteraiion ox z•epau," as used in this article means all types of work
c�one hy �aborers and m.eck�anies employed by the construction Contraetoz• or coiist�•uction
subcontractar on a pas-ticular bui�ding or work at the site thereof, incl�tding wifhout �iiniiation—
(1) Altez�zng, remodeling, installation (if a�a�xopriate� on the site of the woz•k of items fab�•icated
off-site;
(2} Painting anc� decoxating;
(3) Manufacturing ar fi}imish3ng of ma#erzals, articles, supplies, or equxpment on the site af the
build'zng or wor�; �
(�} Txansportatian of materia.is and supplzes beiween the site of the woz•lc wi�hiri the meaning o�
paragiaphs (a)(1}(i) and (ii} o� the "site o� t�xe wo�k" as def�n.ed in the article entitleci Davis
Bacon Act of this auTaid, and a facility �vhich is dedicated to the cox�stzuction of the building
or work and is deemed part of the si#e of the work within the meaning of parag�•aph (2) af the
"site of work" definition; and
(5) T�•anspartation of poi�tians of the bt�ilding oz woik between a secondary site where a
signiiicant pol�iox� af the building or work is const�•i�cted, v��hich is pai�t af the "site of the
work" definitzoz� in pat•agraph (a} (1) (ii} of the Davis-Bacon Act aztxcle, and the physical
�lace or places rvhere the %uiidiz�g oi• work will remain (paragraph (a) (1) (i) o�' the Davis
Bacon Act article, in the "site of the work" definitian}.
(b) The Cantractor or subcont�•actor s�aii inseY�t in any subcontracts for construction, alteratians and
repairs tivzthin the United States the articles entitled—
(1) Davis-Bacon Act;
(2) Caz�tract Work Hours and Safet� S#andaz�ds Act -- Ovel�kime Gompensation (if the ai�ticle is
included in this award}; �
(3) Apprentices and 'T.'rainees;
(�-) Payrolls and Basic Records;
{5) Compliance with Copeland Ac# Requirements;
(6) Withholdin.g of Funds;
(7) Subcontracts (Labar Standaxds);
(8) Con.hact Teinainatian — I7ebax�nnent; �
(9) Disputes Conceining Labar Standards;
(10) Compliance wxth Davis-Bacon and Related Act Reguiations; ax�d
(11) Certificatian af Eligi�ility.
(e) The Prime Contractax• shal� be responsible for compliance by any sxibcontractor or lower tier
suUconixactor pei�fornun.g constxuctzv�. wxthin the �CJnited States with �Il the award at�icles cited
in paragcaph (b).
(d) (1) Witl�i.n 1�4 days aftex• xssuan.ce �f the award, the Contractoz shall deliver ta the Contraeting
, O:ff'�cer a cQmpleted �tandard Form (SF) 1�� 3, �ta.tement and Ack�owledgmen#, far each
subcont��ac# .far canstiuction within the United Sta.tes, including the subcontractor's sig�ed
and dated acknowledgment that the a��kicles set forth in paragra�i� (b) af this a�.�ticle have
been included in fhe subeontract.
Within 1� days after the awaz•d of any subsequently a�xrarded subeantx�act the Conttactor
shall del�ver ta ihe Contracting Officer an updated eompleted SF 1�13 for such addationa�
stibCantract. �
(e) The Contraotor shall insert t�e substance of this ai�ticle, including this paragraph �e) in a11
subcontracts for const�uct�on �vithin �.e United States.
Contract Tex�nination -- Debax•ment
A breach oFthe av�rard articles enti��ed Davis-Bacon Act, Contract Work Hoi�rs and Safet� Staxidatds Act
° �v6l�iiine Com.pensatiol7, Apprentices and 'Traine�s, Pay�alls and Basic Records, Campliance with
Copeland Act Rec�uiz�ements, Subcontracts (Labo� Standards), Compliance with Davis-Bacon and
Related Act Regt�lations, or Certification of Bligibility may b� grounds for terniinatioil of the whole
awa�•d or in �art for thE Recovexy Act covered �voi•k only, �.nd for debar�rzent as a Contractox• and
subcontractor as pravided in 29 CFR 5.12, ,
Com�liance with Dav�s-Bacon and Relafed Act Regulations
All �•alings and inte��pr:etations of the Davis-Bacon and Related A.cts con�.ined in 29 CFR Parts 1, 3, ar�d
5 are he��eby incoiporated by referenae in this award,
Dis�utes Coucerning Lrabor 5kanciarcis
The United States Department of Labor has set forth in 29 CFR Pai�ts 5, 6, an.d 7 praeedures for
xesolving disputes concez�ning labor standards requirements. �uc� disputes shall be i�esolved in
accordance with thase proceduras and not the D�s�utes and Appeais as de�ined in 10 C�R 640.22.
Disputes within tlie meaning of this a.rticle include disputes beh�c�een t�e Canhactar (and any of its
SR�}G011tl'�CtOTS� �.ild i118 COriti•acting agency, the U.S. Deparf�nent of Labor, oF the employees ox• t�eir
z•epresentatives.
Certification af Eligibilxty
(a} By entering into this a.ward, the Contractor eei�tifies tk�af neither i� (nor he o�• she) nar any pezson
or iirm who has an intei�est in the Cax�haotor's fii�n is a pezson or frm ineligible to be awarded
Government awa��ds by vix�tue of seetion 3(a} cif the Davis�Bacon Act or 29 CFR 5.12(a)(1),
(b} No pai� of this a��va�d shall be subcolitracted to any person or firm iz�eligible for award of a
Gav�i�ment award by jrirtue of section 3(a) of the Davis-Bacon Act ar 29 GFR 5.12(a)(�).
(c} The penalty for making �alse statements is px�esci�bed in the U.�. Criminal Code, 18 U.S.C. 1001.
Approval af Wage �Zates
All sfraight titne wage rates, ancl ovei�time rates based tlierean, for iabozers and m�chanxcs engaged in
wark t�nder this awa.rd must be submiited for appioval in writing by t�e head of the contracting activity
or a x•epresentative expressly designated fo�� this pu�pose, if tlae st�aight time wages e�ceed the rates �oz•
ear�esponding classifications contained in tlae applicable Davis-Bacon Aci minizx�lirn vc�age
detetmination inc�uded in the awa�•d. Ar�y amount paid by the Contractor to any laborer or mealaanic i1��
excess o� the agency appxoved wage rate sY�all be ai the expense of the Contractor and shal� not be
reimbtarsed by the Govei�rn.ent. If the Government refiises to authorize . the use of th� overtime, the
Contractor is not released fionz the obligatian ta pay ernployees at the rec�uix�ed ovei�tiine iates fox• auy
overiime actua�ly warked.
BUY AMERICAN ,ACT COMPLIANC� REQUIltEMGNTS
The Cont�actor ackaowledges to and for the benefit of the City of Denton th:at it understands tYze goods
and seivices under thas Agreement are beixxg funded with m.o�nies made available by the Ame�ican
Reincrestment and Recave�•y Act of 2009 (Recovex�T Act) (or are being zxiade available fQr a project being
funded with mon.ies made available by. the. Recove�•y Act) and section � 605 of such law cantains
provzsxans carnmonly known as "Bl�y American." The Buy American requir�ment prahibits the use of
Reco�very A,ct fiuids for a project far the const��uction, alteration, �naintenance, or re�ait af a publ�c
building ar pub�xc work un.less all of the iron, steel, and manufactured goods used in the project �re
produced in the Unzted States ("Buy A�ericau rec}uixexnez�.t") including i�•fln, steel, and manu:facttired
goods px•ovided b� tY�e Contractor pursuant to this Agreeme�t. The Contractor hereby represents and
wai�ants to and for the benefit of th� Llepartment of Energy (DOE} grantee that (a) the Contrlc#or has
xevietived and understands the Bt�y �1m�rican requ�rernent, (t�) all of the iron, steel, and manufactured
goods used in the praject will be andlor have been p�oduced in the United States tn a manner that
coxn.plies with the Buy Americai� zequi�•emeiit, unless an eYCeptian to the requirement is approved, and
{c) the Contraetor will provide any furthex vexified iiiformatio�., certification or assuranee of compliance
with this paragraph, or info�mation necessa�y ta suppa��t an exception to the Buy A�n�erican requuement,
as r�ay be requested by the DOE gra.ntee ar DOE. Notwithstandxng any other p�ovision of this
Agreement, any failure to comply with this paragraph by the Cont�actor s1aall pei7nit the DOE grantee ta
recover as damages against the Contractor any loss, ex�ense or cost (including wi#hout limztation
attorney's fees) incur��ed by the DQE gcantee rasulting from any such failui•e (including witlaout
limitation any impairment ar lass of fuiiding, whether in ��vhale or in pat�t from DOE). Neither this
parag�aph (nor any provision o� this Agreement necessary to give this paragraph forca or e�'fecf) shall be
amended or waived without the priar written consent of the DOE grantee.
The requirements for the Buv American Act, as stateci in the Recoverv and
Reinvestment Act Granf are as follows:
REQUIRED USE OF AIIf�ER1CAN LRON, STEEL, AND MANUFACTUR�D GO�DS �-
SEGTION 1&�5 OF THE AMERICAN REC4VEFiY AND R�INVESTMENT ACT �F 2Q09
(MAY 20U9)
THIS A1�1�'ARU TERM IS` A,FPLICABLE TD ANY RECOVERY ACT FUNDS FOR
CUNSTR i'JCTION, ALTERATIOIV,, M.4.�NTENANCE, OR REP,AIR OF A PUBL1'C B UILDIlYG OR
FUBLIC �3'ORICAND T.H.E TOT'AL P�Q.IaE'CT ijALUE IS EST.IMAT�D LESS�T.HAN $7,9A3,Q1i4.
THISAWARD TERMAL,SO A�PLrES T�ALL SUBGRANT,S`AND CQIVTRACTS.
a. Definitions. As used in #his award teim a�d cont}ition--
(�} Manufactux•ed gaod means a good brought #o the construction site �or incarporation inta the
building or wox•k #hat has been
{i) Pracessed into a specific fai�n and sl�ape; or
(ii) Gombined with ather raw material to create a mate��ial that has dzfferent properties than
the propertxes o�the individual raw znateiials.
(2) Public building and public work means a public building of, and a puUlic work o�, a
goveriunental antity (the United States; the District of Colurnbia; commonweaIths, territories,
and n�in4r outlying islanc�s of the United �St�tes; State aild local govez��ents; and multi�
State, regional, or interstate entitias which have go�vernmental fiinctions). These buildings
and works may anclude, Wit�2011i I32riL�.t2briy bl�idges, da�r�s, plants, highways, parkways,
sheefs, subways, tunnels, sei�vers, mains, pawer lines, puinping stations, he�vy generators,
railways, airparts, terminals, docks, piers, wharves, ways, lighthouses, buoys, jetties,
breakwaters, levees, ar�d canals, and the consii�ictian, alteration, znaintenance, a�� repau o�
such buildangs and wo�•ks.
(3} Steel means an allay that inaludes at least 50 p�rcent iran, between . Q2 and 2 percent
carbons, and may include other ele�nents.
b, Domestic preferer�ce.
(1} This ativard tertn arzd condition implements Section l.6(l5 of the American Recovery and
Reinvest�i�ent Aet af 2009 (Recavery Act) (Fub, L. 111.--5), by reqtiixing that alI iron, steel,
and manuiac#ux•ed goods used in the proJect are produced in the United States eYCept as
provided in paxagraph (b}{3) and (h)(�) of this section and eonditzon.
{2) This reqtiirement does not apply to the zriaterial listed by t11e Fede�:aX Gavernmerct as follows:
None
[Award official to list applicabla e�cepted materials or indicate "�ane°]
(3) The award official ma� add otlier iron, steel, ancUor rz�anufactured goods to the Iist in
paragraph (b)(2) of this section and condition i�the Federal Gove��ment determir�es that--
(i) The cost of the do�nes#ic uon., steel, andlor manufactured goods would be unreasonab�e.
� The cost �f domestic i�on, steel, or manufactured goods used in the projeet is
utv�easonabie when the cumulative cost of such nnate�ial will inc�ease the aflst of the
overall pro,ject by mare t�aan 25 perceni;
(ii} The uan, steel, ancUoi manufactured good is not produced, or manufactuz�ed in th� United
States it� suff cie�nt and reasonably availabie quan#ities and of a satisfactary qualifiy; or
(ui)The application of the �estriction of section I605 af the Recover� Act would 1�e
inconsistent with the public interest.
c. Requast for determinat�on af inapplicability of Section 1605 of the Recovery Act.
(1} �ny recipieiit request to use foreign iro�z, steel, anctfox� manufactuied goods in accordance
with paragraph (b) (3� af thzs seciion sha11 inciude adec�uate infortxxation for Federal
Governrnent valuatxon of the reqt�est, including— �
(A,).A description af the foreign and domestzc iron, steel, and/or manufact�lred goods;
(B} Unit of ineasure; -
CC) Quantity;
(D) Cost;
(E) Tim.e of delivery ar a�ailabilzfy;
(F) Location of the pro,�ect; .
(G)I�ame and address of the proposed suppl�er; and
(H)A detailed justifcation of the reason for use o�:foreign uon, steel, andlor n�ant�faciuxed
goods cifed in aacardance with paragraph (b) (3) o� this section.
(i) A request based on unreasonable cost shall inclucle a reasonai�Ie survey of the market
and a campleted cost comparison table in the %r�iat in pasagraph (d) of #his seciion.
(xx) The cost of uon, steel, and/ar rnanufactured goods mate��ial shall include aIl delivery
costs'#o the consti�uction site and any applicable dut�•.
(iii)Any reoipient �equest for a deteimination subn�itted afte� Recovery Act funds ha'va been
obligated fo� a projeci for canstructzon, alteration, maintenanee, or repait� shall explain
why the recipient could not reasor�ably �ox�esee th� need for such deterinination and
could not have requested the dete�.'�iination be�ore the funds were obligated. Tf the
recipi�nt does not s��bntit a satisfactory explanatiazx, the awa.rd official need not make a
deteiminatian. �
{2) If the Federal Gove��ment detez•�x�ines after func�s have been obligated fo� a project for
constiuc#ion, alte�ation, mainte�ance, ot� repair that an exception to section 1605 of fhe
Recovea:y Act applies, the ativa�d affici�I wi11 amend the awai•d ta allow use of the foreign
iron, steel, and/or rele��ant mant�act�u'ed goods. When #he basis fok• the exception is non-
availability or public in�ei•est, the amended a�vaxd shall reflect adjustment of the awa�•d
amount, ret�istributian of hudgeted funds, andlor other actians taken ta cot�er costs associated
witl� acqu�ring or usi�.g the fareign iion, steel, and/or relevant manufactUred goods. When the
basis fo�� the exception zs the unreasonable cost af the do�nastic zron, steel, or manufact��red
�oads, the award dffi�iai shall adjust the ar�vard aznount or rectistribute budgeted funds by at
least the differential estabiished in 2 CFR 176.110(a). �
{3) Unless the Federal Governrnent determir�es that an exception to section 1545 of t1�e Recovery
Act appiies, use of �oreign iu•on, steei, and/oz• manufactured goods is noncompliant with
sectian 16Q5 of t�ie �n�erican Reco�ery and Reinvestment Ac#,
d. Data. To pezmit evaluation of requests undex• paragraph (b� af this section based on unreasanable
cost, ihe Recip�ent shall include the follo��ving infoi7nation and an.y appiicable suppox�tzng data
based on ihe survey af suppliers:
List
Foreign and Doinestic Items Cost Comparison
Cost
Descri tion Uuit of Measare uantif dollars '�
lte�n 1: •
Farei sFeel, iran, or manufactured good
Domestic steel, iron, or manufacttirsd good
rrQr„ a:
Poreign steel, iron , or manufaotured gaod
Domestic steel, iron, or manufactured go�od
�arne,
adt�ress, telephane number, email adciress, and can#act for suppliers surve�ed. Attach capy of response;
if oral, at#ach sun�maiy.
InGlude other applicable suppa�•ting information.
"Include all delivary casts to the conshuction sxte,
E�hib�.i �'
�a�,men� �.nd. ,P�r���°��.��� �� d�
P�RF'ORMANCE HOND
STATE OF TEXAS
Bond No. 4390368
COUN'l'Y OF DEt�1"X'(}Id §
KNOVir AL�. MFs�T BY THESE PR�Sffi�?TTS: Tl�t C�tro Raofin�„of,��. LP.�ose address i�s
OIBO�tDr.Dalt�s.Texas75227 �ereinaftercakdP�neipal,�id SureTec Insurance Companv✓ ,
a cmpotation a�gan�Zed and existia8 under #he isws of tha State af Texa s _ and futly aut�orized to
traneact b�siness in the State af Texas, as Sarety, are held and �irmly bvuud u�o the�City af Aenton, a mw�icipai
crnporation org�nized and existin� under the Iaws of thc State af T�as, herei�na$er called U�, in #ha pena�
sum of Biai�t Hun�dred and Thi�N,��'housend and �/l DO I,iARS 5839.0OO.Oa�'iai le�vfal mcme of '
the United 9t�tes, ta� be paid ia Denton Couaty, Texas, f� the payment of which sum ti+�sll and truly tu be made,
v►re hareby bind a�rsetves, our �ei�s, execuhnrs, administrators, successors, �nd assi�s, join#ly and severally,
�"irmly by these presenis. This Hond shall aub�matically ba inareased by the amount of anyCh�nge q�der vr
Supplementai Agrecament, which inaeases the Crnttra� �ice, but in no avent alxail a Chaag�a Order or
Supplementai Agrer,meut, whlch reduces tha Cantract p�ice, deerease the pea�l �um af t,his Baa�d.
THE 4BLI4ATION TQ PAY SAME is caiditionatl aa follrnvs: Wherea� the Principal �eci into �a
c�ertain Contract. i ' by Ordii ' ce Numb� 2013-102, with the City of Dentan, the Ownar, dabed 1�
A1�Iay�D. 2Q13. a copy af which i e►�eto attac�hed and ma�ln � patt Itereo� for bennaa Area rainin F�_litv
Rodf Frd
NO1�V, THL�REFOItE, iitha ��incipal si�all. tvell, imly �nd faitht�ily p�rform and fiilf3li all of the
uadertakings, covemants, terms, aond�tlons and agream�nta of e�id Catrirect in accordan�e with the Plans,
Speaifioaticma and l;ontract Docum�nts ciuring the ariginal trayn thereof sttd a�ay �sion theroof �hich rnay be
granted by the Owner, w�it� or witiioert natice to the Surety, and during the li£e of anp guarsnty ar �varrauty
requsred under #his �onaraet, aud shall a�so weil and trulyperform and fulfi�i ait �he undortalcing�, eovanan#s,
fierms, condiflons �ad agreem�nts of aity and atl duly authariz�i modi�cations of said Ccmhaci tha� may hereat�ar
be made, notice of evhich madii�cations to iho Surety being hereby;vaived; and, if the �rincipat �ha!! repair anci!!or
x�plaee al[ defscts d�ue to faulty materia ts and workmaaship that appe� within s pe�rioci of hvo {2i 3rears fi�om the
date of iinaE completian anci final accapta�e of the Work by t�e 4wner; aod, if tl►e Principal shail fnlly indanrent�'j+�
and save #�mYnless dze O�vner fram all costs and ciamRges which O►vner suay sui�er by reason oFfailure #o su
perf:arm herein and sha�i fally raiznburse and repay Owner a1� outlay arsct expense whi�h tl�e Qlvner zn�y ineur in
making gnad any d�fault ar def'icienoy, then this oblIgation sha�l be void, othenvise, it shail rernain in full force
and effec�
PRd'VID� FURT�, tl,at if any legal action ba filed upou this Ho�ci, mccle�sive venua shall lie in
Denton Co�nty, St��te af Texas.
AND P[t0'VIDED FURT�R� that the said Sut�ety, for vatue reoeived, hereby stipnla�es and agiees tiu�t
uo ahange, eaitenslan of tinne, aIteration or additiat to the terms af tha Cor�raat, or #o tha Work to be performed
that+aunder, or to tlte Plans, 5peci�cations, Drawings, etc., aecompsnying the same, shell in anywlse sffect its
oWigation on thie �ond, and it does hereb�y walve notice oiany st�ch ci�nge, extension of time, alt�ration or
ad.dition to the terms af ihe Cuntract, or W the Wor� to be perfvnned thereunder, cnr to the Pl�ns, 5pe�ifcatians,
Drawings, eto.
This Band is $iven pu�rt to the provisio�s of C�h�spter 2253 a�die Texas Go�ernment Code, as
amended, and any ot�ar spplicable statutes of tha Stste of Texas. •
T%e und�rsignec! and designated agent is hareby designatsd by t� Se�y herein as the Resident Agent irn
Denton County ta 1v� any requisite naticas may Ue doliv�red end on tivha:n service of process may ba had in
matters arising out �f snch stmetyship, as pto�+ided by ArCicle 7.14-1 af the Insurance Cade, Vernon's �nnotstod
Civii Statutes afthe Si�e a�Texas.
]N WTX'lriESS WI�REO�, this instr►ament is ex�uied in 4 copies, eac�h one of �nhich shall be
deemed an origi�ln this the 1 s t�jgy q� May �, 2 013 �-
ATTES'f:
BY:
SECRLTARY
ATT�ST; � ,°
PRINCiPAL
Castro Roofin f Texas,LP
�
BY:
3ID
SURETY
SureTec Insurance Company
B �`^�`�
ORd�TEY- F CT Lisa orhaug
The Resldent Ag�eut of �he Surety sn Dention Cou�ty, Ta�s for delivery of notic:e anc� sen►ice o#the proces� ie:
�; Lisa Borhau „_
3TREEiADDRIs'S5� 321 Stately Oak Lane, Lake Dallas, TX 75065
(NOTB: Date nf Yertl6rmanco Bond ma$t be �late oi Cantrac� IiResideat Agent ia not a eorporation, girre
a pereon's na�m�)
����
�� �l i
pAY1MENT DOND
sTA� o� Tsw�s
Bond No. 4390368
COUN1'Y OF DBNTQN §
KNOVI� AiL I1r�T BY TkD35E PRBSBN7'S: That Csstra ]toofin�of Texas. LP.; �+hose adclress
�L854 Olson I�rr Dailas. Teicas "j5227, �rei r called Prin�ipal, aad
SureTec Ins�xrance Comp� anv�ac�'pot�ttionorgan'rLedan�dexisti�miderthelswso�the
Stata off Texa s _ and i{�liy autnorized to fransect busine�s in the Sta�e af Texas, as Surety, are
heW and �rmly bnund untn the City of Darton, a�munioipal c�arporatinn. org,anized and existing under the
lativs of the Stais of Texas, her�iivafl� ca!!cd thmer, and uata all peu�sons, firms, aad ca�po�ions �vho
may fumisi� mmtcrials far, or perForm iabar upon, the building ar improvevll�t 6ereinafter referred to n
the penai snm c�f._$�# Hundred snd Thatv �+jine Thousend and 0�/1�0 "DO�LARS t$839 UD0.0 , in
Ia�vful �nay af iha United Stafie� to be peid 'm I3o�n, County, Texas, for t&e payment of whiah aum
well and truty t� be msdc, we hereby biad oursalves, aur heirs, ea�utors, administrarors, suc�essc►ts, snd
aasigns, jointly and sav�erally, firm�ky by ehesa �osents. 'i'his Hond s�al� autamatacalty be increase� i�+ the
amomrt of any �Change Order or Supplem�ta! AgrEement whwch increaaes the Comreot �ice, but in �o
event shall a Chenge Order or Supplementat Agreement which reduves the Comract prive decreas� the
pe�tal su�n of ihis B�d. '. �
THE OBL�ATION TO PAY SAME is conditioned as fallo�vs; Wh�aae, the Principal eni�ared
inta a a�cba�n Cantra� ideirtafied by Or inanceNum6er 2013-102, with the City ofDenion, t�e Owner,
dafed tk►e 1� darv of 14Iav,�,�. 201 ��apy �f ►vl�ieh is he�Eo aitad�ed end made a part h�rreo� for
Construation oiFthe Denton Area Joi�rt �ra���,Ce�. ✓
NOW, Tk38REFURB, if the Principal sUall �rrel1, ttuly atad faith#i�lly► � it� duties and make
P'�Pt paymemt ta alt porsons, fi�ms, subcon�ractoxs, carporatians and claimants suA��ying labor �ndlar
material In the yu�os�cution of the Work provided far in saic� Contraet and auy aad all duly auth�i�ed
modifiaations iaf ssid Caut�act thst may hereaft� 1� made, notica of which modifications ta the Surety
being heraby a��preasly waived, then this obligaiion shsi� ba vQid; athei�vise it shall remain in �utl fwrce
and ef%at.
rROV�r�n �vRZZ�, t�t ��►1�1 aCrt� ���ao�:�►� ��, �i�� �U@ � ��n
Denton Coun�+', Texas.
AND FRQVIDED FURTIiSR, ihat the said Suroty, for value re�eived, hes+eby seipulatFS ancl
sgreea wai nm ahan�e, ext�nsian of time, alteration or additi� to the te�•ms ofthe Contrac� or bo t�a Work
to be p�rformed fhereunde�', ar to the Plans, Specificatioa�s, Dra�vings, etc., accompanyiug the satrne, shall
in anywise af�eat its obligation on this Band, and �k does hereby �vaive n�tice of auy such chenge,
extansion oitiu�e, aiteration or addiiion to the ier�ns af the Contract, or to the Wark ta bo performed
tt�ereuteder, ar to tha Plans, 3�ci�cations, i�ra�vings, e�o.
This ��ond is given purcsviant to the provisiona of Chapter 2253 of the Te�xas Governm�# Cacte� as
amended, and any other appHcabla stffiutes o€ ffie Stat�c of Texas.
The undersigned and designabad ag�t is hereby des�gnebed by tl�e Surety herein as the Reside�
Agent in Dent� Coanty to whom any requi�it�e natices may be delivered arid. on whom sorvic� of process
m�y be ltad in �nstters ai�ising aut of such surety, as prav{ded byArticle 7.19-1 af �e Tnsuranc� C�da,
Vemon's Annoteted Civii Statutes of tha State of Texas.
IN W17,NBSS WHERBOF, ihie instrumestt is executed 'm copies, e�cch one of which 'sha11 be
deem�l an ariginal, this the 1 s t day of Ma.y_ , 2 013 �
ATT65T: PRiNCiI'AL
Castro Roofin f Texas, LP
BY: � '
SBCRBT.�RY BY:
i�RE
ATTEST: SiJRBTi�: (�
� '1 � < SureTec Insurance Compan
B � C� .
• J nif Picchi, Witness B �J
ORNS3Y�N-F CT Lisa Borhaug
The R�dent Agent o�'the Surety ia l?en�an Gaunty, Texas For dativery of notice attd service of the
l�ocess is:
IdA4ME• Lisa Borhaug
�T��}�g$g• 321 Stately Oak Lane, Lake Dallas, TX 75065
(NO2'�:� DaPe of Pay�tlent Bo�rd nn�st 6a dals of Conh�ct. Ifltes�ileMtAg�ri is noi a corpor��rnt, give a
persan's nadr�j
d �,t�
ti�����
SureTec Insurance. �om�any
THIS BOND RfDER CONTAINS IMPORTANT COVERAGE IN.FORMAT(ON
Stat�rtory ComPlaint Notice ,.
To oblai-n inforn�ation or make a complaint: You may ca11 the Surety's toll free telephone number for
inFormation or to mal:e a complaint at: 1-866-732-0099. You may also ���Tite to the Surety al:
SureTec lnsurance Gompany
9737 Great Hills Trail, Suite 320
Austin, TX 78759
You may contact the Texas Depanment of Insurance to obtain information on companies, co��era�e, rights
or complaints at 1-800-2�2-3439. You may ��•rite the Texas Department of Insurance at
PO Box 149104
Austin, TX 78714-9104
Fax#:512-475-1771
Web: http:/Iw�,w.tdi.state.tx.us
Email: ConsumerProtection@tdi.state.tx.us
PREMIUM OR CLAIM DISPUTES: Should you have a dispute conceming your premium or about a
claim, you should conlact the Surety first. If the dispule is not resolved, you may contact the Texas
Department of Insurance.
--------------------------------------------------
Terrorism Risks Exclusion
The Bond to �vhich this Rider is attached does not provide coverage for, and the surety shall not be liable
for. losses caused by acts of terrorism, riot, civil insurrection, or acts of ���ar. '
--------------------------------------------------------------------------------------------------------
. Exc�usian of Liability ;ar
Mold, Mycotoxins, Fungi & Environmental Hazards
The Bond to vi,•hich this Rider is attached does not pro��ide co�•erage for, an� the surety thereon shall not
be liable for, molds, li�-ing or dead fun�i, bacteria, allergens, histamines, spores, h;�phae, or my�cotoxins,
or their related products or paris, nor for any environmental hazards, bio-hazards, hazardous materials.
cti��irunrnenlal spills, coniaminaiion, or cleanup, nor the remediation thereoi, nor tne consequences to
persons, property, or the performance of the bonded oblieations, of the occurrence, eYistence, or
appearance thereof. . �
--------------------------------------
-'------_-__'7'_"-------'-------------
Warranty Limitation Rider
In no event shall Surety have any oblieation for any loss occurrin� or claim made by Obli�ee more than
twenty five months after the date on «�hich Contractor either substantially completed:its ���ork or breached
the Contract, �vhichever is the first to occur.
PoA #: 4221029
SureTec Insurance Company
LIMITED POWER OF ATTO�NEY
Rnow All Men by These Presents, That SURETEC INSURANCE COMPANY (the "Company"), a corporarion duly organized and
existing under the laws of the State of Texas, and having its principal office in Houston, Harris County, Texas, does by these presents
make, constitute and appoint
Ciem F. Lesch, Steven W. Lewis, Allen Sparks, Eric Lesch, Lisa Borhaug, Roger Bales, Jennifer Picchi
its true and lawful Attorney-in-fact, with full power and authority hereby conferred in its name, place and stead, to execute, aclmowledge
and deliver any and all bonds, reco�izances, undertakings or other instruments or contracts of suretyship to include waivers to the
conditions of contracts and consents of surety for: /
✓
Five Million and 00/100 Dollars ($5,000,000.00)
and to bind the Company thereby as fully and to the same extent as if such bond were signed by the President, sealed with the corporate
seal of the Company and duly attested by its Secretary, hereby ratifying and confarming all that the said Attomey-in-Fact may do in the
premises. Said appointment shall continue in force until 1 213 1 /20 1 5 and is made under and by authority of the following
resolutions of the Board of Directors of the SureTec Insurance Company:
Be it Resolved, that the President, any Vice-President, any Assistant Vice-President, any Secretary or any Assistant Secretary shall be and is
hereby vested with full power and authoriTy to appoint any one or more suitable persons as Attorney(s)-in-Fact to represent and act for and on
behalf of the Company subject to the following provisions:
A#orney-in-Fact may be given full power and authority for and in the name of and of behalf of the Company, to execute, acknowledge and
deliver, any and all bonds, recognizances, contracts, agreements or indemnity and other conditional or obligatory undertakings and any and all
notices and documents canceling or terminating the Company's liability thereunder, and any such instruments so executed by any such
Attomey-in-Fact shall be binding upon the Company as if signed by the President and sealed and effected by the Corporate Secretary,
Be it Resolved, that the signature of any authorized officer and seal of the Company heretofore or hereafter �xed to any power of attorney or
any certificate relating thereto by facsimile, and any power of attomey or certificate bearing facsimile signature or facsunile seal shall be valid
and binding upon the Company with respect to any bond or undertaking to which it is attached. (Adopted at a meeting held on 20�' of April,
1999.)
In Witness Whereof, SURET'EC INSURANCE COMPANY has caused these presents to be signed by its President, and its corporate seal
to be hereto affixed this 21 st day of March, A.D. 2013.
W�,r,�������„4,��„�, SURETEC INSURANCE COMPANY
�uRAN���
�� .,X .... 1 �
� r q '•�.��� By:
W; u� j D� John ax Jr� resident
�� 5,a=
State of Texas ss: 7'� : Ya
County of Harris �l.',•�•.."� •, � • '�a
. ...• �
"«arunm*�mw""��e
On this 21st day of Mazch, A.D. 2013 before me personally came John Knox 7r., to me lrnown, who, being by me duly swom, did depose and say, that he
resides in Houston, Texas, that he is President of SURETEC INSURANCE COMPANY, the company described in and which executed the above
instrument; that he Imows the seal of said Company; that the seal �xed to said instrument is such corporate seal; that it was so affixed by order of the
Board of Directors of said Company; and that he signed his name thereto by like order.
�S�YP+�e�, JAC�UELYN MALDONADO
Natary Public
h
Sffite ot Texas
�'for�+� My Comm. Exp, 511 8120 1 7
n ,
Jacq elyn Maldonado, Notary Public
My commission expires May 18, 2017
I, M. Brent Beaty, Assistant Secretary of SURETEC INSURANCE COMPANY, do hereby certify that the above and foregoing is a trve and correct copy
of a Power of Attomey, executed by said Company, which is still in full foace and effect; and furthermore, the resolutions of the Boazd of Directors, set
out in the Power of Attorney are in full force and effect.
Given under my hand and the seal of said Company at Houston, Texas this � day of ,�� A.D.
v
. Bre t Beaty, Assistant ecretary �
Any instrument issued in excess of the penalty stated above is totally void and without any validity.
For verification of the authority of this power you may call (713j 892-0800 any business day between 8:00 am and 5:00 pm CST.
� 3
ti�ry� ��
���ibi� �
.��s�.r��.c� ��q��.�^ e���
�.�.C� �`�Dll$Y'�.C���' I)+D+C�I.IYi��.��:$���
INSTTRANC� REQ�iIREME1vTS ANA
WOR�X2'S COMPENSENTAT�ON REQTTIREM�NTS
Resportc�'ettl's atte��tio�t is dit'ected fo the i�tsan•�rrrce �eqatri•ements belo��t�. 1't is l�iglaly recnntntendec� tlmt
resl�ondents co�rfer �tiJitl� lhei�• t�espective lnstn•rntce ccrrr�rers or brokers to deterjriit�e i�t advcmce of
Proposal/Bid strbnrissiari tlze m�ailability of instp�crnce ce��tificates a��l ertdo��senaetats crs ��•escribed a�zd
���ovidec� hel�ern. If rn� apparefit Io�t� respor�c�ent fatls to ean7ply strretly tivith t1:e i�aszrrcniee rec�irirentejits,
tlrat ��es�ondeftt rncry be clrsqitalifie� fi•o1�t mvrn�c� of llze cont�•act. Upor7 corth•act �r�vEn�cl, all insz�arrce
r�eqarir�erpaertts shall Becotrre cortt�•actrral Qbligatiotts, wltich the strccessfi�l cor�t�aetor shall �iave cr c�tcty to
maifrtni�� througl7ottt the cotn�se af this cot7�i`aci,
STANDARD PR4VISIONS:
Wit/totcf Iirrar.trrig a�:y of ilte otfter• oLligaitortx or liabilr't�es of tiie Corztrttctor, the Coiitr'nctor� sltall
���ovzde �rnd rn�rfrrfain trr7t11 llee cortf�ttcled cvork 1:« been cor�tplefetl nn�l acCepte�l by tlte Cify af
Derrioti, ��vrter, ifte fn�r�imu�rr irtsurtc�tce coverage rrs indicrrfed liereirtrrffer:
As soa�: ns pr�rcficable nfter srotifie�rtiori nf conh�act awrrrd� CQi2�YflCfO)' sltnll�le witlt the Purclt�tsrl�g
DejJllYl»te�2t S[�tis,faC10P,� ce�7ificrrtes af i�rsurartce, eo�ztairaiizg tlie corrfr•rrct �turnber� artd title of tlre
project. Conti�rrctor� ntc{y, u�otr tivritte�t ret�tt�st to ffie Ptu'CIZClS7Xlb .D2�1l1J'f�f1C72f� �rsk for eCari.ficatio» of
ar�y i�zsasra�rce rerluire�a:e�lis at rrray fi��:e; liorvever, Coniract'ar.s are strvngly �rdvfsed fo �nrrke suclt
requests p►•ior io pl•o,�vsr�l/bid ape�trrig, si�:ce tFte ijzsttrtr.rice requr.re�ne�zts mny �tot be �todr.fi.ed or
r��trived after proposallGl�f o,�ening uriless a wr�itte�r ��ceptio�t lrrrs Geen scrbr��ifted �vltlr tJte pl�oposrcUbirl.
Corrtr�actor shall taat corr�r�tertce atty� work ar rleliver� ar:y Inc�ter�ircr cu�til fte or slie receives rtotifrerziioiz
ilral the co�ttract' ftas been �rccepted, n,pproved, and s�gned �iy tlre Crly ofDerl�on.
A7l i��sarrrrrce pol�'cies praposerl or oGtainer! r.rr sntisfirciio�z of tltese rec�trrre�:ents s]'ia�t eor�rply �vifli tlre
follvtvirzg ge�:er�rrl spec fc�ctioixs, arrrl sla�ll be r�rrrirrtaine�f ir: cornpl��rrace 3uitT: tltese gelrer•{�l
specifrcrrtions t{rr�ougliaut the duration af tJ'ie Corth�r�ct, or lo�ge�; if so �tated:
o Each policy shall be issued hy a company autliorized to do b�siness in the State of Tesas �vith an
A.M. Best Compan3T rating of at least A.
Any dedtictiblas o�� self-insvs•ed retentions shall be declat•ed in the proposal. If ��eqi�ested by the
City, the insurer shall x•educe or eliminafe such deductibles or self uisured retentions �vith respect
to �ie City, its off'icials, agents, etiiployees and volunteers; oi; fIte eon�i•actoi� shall pracure a band
guaratzteaing payment of losses and related invesiigaiions, claim adininishation and defanse
expenses.
Liability poticies shall be endorsed to pz•avide the following:
Name as additional iasured the City af Denton, its O£ficials, Ageuts, Elnployees and
volunteers.
■ That such insurance is px•unaiy to any other insui•auce availaUle to tha addiiiai�al iusured
�vith x•espect to claims cove�•ed ��nder tlae pQlicy and tlzat this iasuraiice applies sepa�•ately
to each insu.rec� against svham claim is inad� or suit is brouglit. Tl�e inclusion af �no�•e
thau one insured shal! not operate to increase the insuter's limit a�aiability.
• Cafrcellatr.on: City rer�urr�es 30 day fvriffen ttvtice slio�tlr� «rty of tla.e policies t�escriLed ort fiie
cer•t�cate be cattcelled or materiaZly cFtarlged befare tlte �x:piratiori dale, •
� � DATE (MMJDD/YYYI')
�� � CERTIFIC�►TE OF LIi4�iL�TY IIVSdJi�ANCL
5/3/2013
THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATIOPI ONLY AND COMFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS
CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEMD OR ALTER THE COVERAGE AFFORDED BY THE POLICIES
BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTR9.CT BETWEEN THE ISSUIIdG INSURER(S), AUTHORIZED
REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER.
IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the palicy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to
the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the
certificate holder in lieu of such endorsement(s).
PRODUCER
Independent Insurance Group
3010 LBJ Freeway Ste. 920
Dallas TX 75234-7004
INSURED
Castro Roofing of Texas LP �/
4854 Olson DR.
Dallas TX 75227
� `i i� INSURER C ;
f1(j\� INSURERD;
7� ��INSURER E :
INSLIRER F :
COVERAGES CERTIFICATE NUMBER: 201702656 REVISION NUMBER:
THIS IS TO CERTIFY THAT THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD
INDICATED. NOTIMTHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CON7RACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS
CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS,
EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS.
INSR TypE OF INSURANCE ADDL SUBR POLICY EFF POLICY EXP LIMITS
LTR INSR WVD POLICYNUMBER MMlOD/YYYY MMIDD/YYYY � .
B GENERALLIABILI7Y� Y Y 185314396'� /1/2012 /1/2013 0 EqCHOCCURRENCE $1,D00,000 f
X COMMERCIAL GENERAL LIABILITI' PREM SES Ea oecu ence $100,000
CLAIMS-MADE a OCCUR/ MED EXP (Any one person) $5,000
PERSONAL & ADV INJURY $1,0OO,ODO
GENERALAGGREGATE $2,000,000 �
GEN'L AGGREGATE LIMIT APPLIES PER: PRODUCTS - COMP/OP AGG 32,000,000
POLICY X PRO- LOC Ded, Per Occ $$1,000
B AUTOMOBILE LIABILITY ✓ Y`Y '8�5314396� /1/2012 /1/2013 f Ea aBcideD N T 1 000 000 �
X ANY AUTO / BODILY INJURY (Per person) 5
ALL OWNED SCHEDULED BODILY INJURY (Per accident) a
AUTOS AUTOS
X X NON-OWNED pe�accRdenDAMAGE 5
HIRED AUTOS AUTOS $
B X UMBRELLA 11AB X OCCUR 65314396 /1/2012 /112013 Ep,CH OCCURRENCE $5,000,000
EXCESS LIAB CLAIMS-MADE AGGREGATE $5,000,000
DED X RETENTION$1D,000 �
A WORKERS COMPENSATION ,� y� SF000120417� /1/2012 /i/2013� X � STATU-! OTH-
AND EMPLOYER$' LIABILJTY
ANYPROPRIETORIPARTNERlEXECUTIVE Y,N - E.L.EACHACCI�ENT $1,000,000 r
OFFICER/MEMBER EXCLU�ED7 N� N � A r'
(Mandatory In NH) E.L. DISEASE - EA EMPLOYE 31,000,000
If yes, describe under
DESCRIPTION OF OPERATIONS below E.L. DISEASE - POLICY LIMIT $1,000,000
DESCRIPTION OF OPERATIONS / LOCATIONS 1 VEHICLES �Attach ACOR� 1 U7, Addifional Remarks Schedule, if more space is required)
The above checked ADDL INSR and SUBR WVD boxes refer to the following specific endorsements listed below and copies attached: '�
General Liability - Additiarral Insured - Owners, Lessees or Contractors - Automatice Status When Required in Construction Agreement With
You CG2033 07/04✓
General Liability - Additional Insured - Owners, Lessees or Contractors - Completed Operations Endorsement Form CG2037 07/04 �
General Liability - Primary Additional Insured Amendatory Endorsement Form #CG7096 11/03 �
See Attached...
CERTIFICATE HOLDER _ CANCELLATION
City of Denton ✓
719 E Hickory
Denton TX 76209
ACORD 25 (2010/05)
SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE
THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN
ACCORDANCE WITH THE POLICY PROVISIONS. ,
AUTHORIZED REPRESENTATIV�
��� a-�+-.._.:
O 1988-2010 ACORD CORPORATION. All rights reserved.
The ACORD name and logo are registered marks of ACORD
O 0�
AGENCY
Independent Insurance Group
POLICY NUMBER
CARRIER
ADDITI�NAL REMARKS
AGENCY CUSTOMER ID:
LOC #:
ADDITIOIVAL REIVI�4RKS SCHEDULE
NAIC CODE
NAMEDINSURED
:.astro Roofing of Texas LP
�854 Olson DR.
�allas TX 75227
EFFECTIVE DATE:
Page � of �
ACORD 101 (2008/01) O 2008 ACORD CORPORATION. All rights reserved.
The ACORD name and logo are registered marks of ACORD
.!
, INDEPENDENT
: INSURANCE
GROUP
Effective January 1, 2012, the issuance of certificates of insurance will fall under the terms of a new law
passed by the Texas state legislature in 2011. The details are still emerging and there are still a lot of
unanswered questions but based on information released by the Texas Department of Insurance this is
how all insurance agencies across Texas will be handling certificates of insurance as of the first of the
year.
The new law requires all Texas agents to issue certiiicates only on forms approved by the Texas
Department of Insurance. As of this date the Accord form 25 2010/OS version and seven TXDOT forms
have been approved for use.
If an insurance agent issues a liability certificate or completes an insurance questionnaire other than the
Accord form 25, edition May, 2010 or other approved forms they will be subject to a fne of up to $1,000
per violation and the possible loss of their insurance license.
In addition, as it pertains to insurance coverage, it will be against the law to add any verbiage to the
certificate of insurance that is not a word for word reproduction of language that is found in the insurance
policy of the insured listed on the certificate. For this reason we will now attach copies of the
endorsements to the certificates so that certificate holders can review them to see if the policy language
meets their specific requirements.
We will be allowed to put a job description or reference number on the certificate if requested.
This law applies to any certificate of insurance issued in the state of Texas regardless of the location of
the person requesting the certificate. This means if an out-of-state certificate is requested we must still
follow the guidelines established by this new law.
We expect many owners and contractors will be surprised to learn that their in-house form and/or
questionnaire can no longer be completed until they are filed and approved by the state of Texas. At some
point in the future the state of Texas will establish a website that will list all approved certificate forms.
As of December 27, 2011 this site has not been released to the public.
As of the first of the year we have no choice but to issue a11 certiiicates of insurance using forms approved
by the state of Texas. We will attach a notice to all of our certificates advising the certificate holder of the
new law and the limitations we face in issuing certificates of insurance.
It is possible that a certificate holder may contact you regarding this new law. If that is the case we
suggest that you refer them to our office so we can answer any questions and direct them on steps they
can take if they wish to file their form and have it approved in Texas.
If you have any questions concerning this law please contact our office.
Dallas Office Ennis Office
3010 LBJ Freeway, Suite 920 1307 E. Ennis Ave.
Dallas, TX 75234 Ennis, T'X 75119
972.231.8277 • 972.231.8291 972.878.6221 • 972.878.6255
Fax Toll Fxee 888.258.1938
i
Trusted
Choice�
Independent
Insurance
Agents of Texas
To Whom It May Concern:
Re: SB 425 — Certificates of Insurance
There is a new law effective Jan. 1, 2012 that affects certificates of insurance.
SB 425 requires that all certificate of insurance forms, including electronic evidence of insurance,
be approved by the Texas Department of Insurance before the form can be used to certify
insurance after Jan. 1, 2012. Already approved is the ACORD 25 form (2010/05), which is widely
used in business as a standard certificate. Company-specific forms will have to be approved by
TDI, or a company can agree to accept the ACORD 25 form as evidence of casualty insurance.
Special certificate forms can be filed for approval at:
P&C Intake Unit
Texas Department of Insurance
333 Guadalupe
Austin, TX 78701
After Jan. 1, 2012 it will be illegal for an agent or insurance company to issue e�idence of
insurance on a certificate form that has not been approved by TDI. It is also illegal for anyone to
require an agent or insurance company to use a certificate form that has not been approved.
The law provides some guidance on the construction and limitations of certificates, as follows:
• A certificate is not a policy of insurance and does not amend, extend, or alfer the
coverage afforded by the referenced insurance policy.
• A certificate shall not confer to a certificate holder new or additional rights beyond what
the referenced policy or any executed endorsement provides.
• A certificate may not contain a reference to a legal or insurance requirement contained in
a contract other than the underlying contract of insurance or endorsement to the
insurance policy.
• A person may have a legal right to notice of cancellation, nonrenewal or material change
or any similar notice only if (1) the person is named within the policy or an endorsement
to the policy, and (2) the policy or endorsement, or a state law or rule, requires notice to
be provided.
Furthermore, the law provides this warning to certificate holders: "A certificate of insurance that is
executed, issued, or required and that is in violation of this chapter is void and has no effect."
If you have any questions about the new law, please contact the Texas Department of Insurance
at 800.252.3439. You can view more information about the filing rules on the TDI website at
htip:i7www.tdi.texas,gov/rulesrinfori�al121_6.I�tml, You can read the text of SB 425 at
http:/,rwww.c�ilol state,tx.usltlodocs/82R/billtext(pdf/SB00425_F.pdf.
P.O. Box 684487, Austin, Texas 78768 • 1115 San Jacinto, Suite 100, Austln, Texas 78701 • 800.880.7428 • 512.476.6281 • 512.469.9512 Fax • info@iiatorg • www.ilat.org
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
BUSINESS AUTO ULTRA ENDORSEMENT
This endorsement modifies insurance provided under the following:
BUSINESS AUTO COVERAGE FORM
COVERAGE INDEX
Descriptio n
TEMPORARY SUBSTITUTE AUTO PHYSICAL DAMAGE
BROAD FORM INSURED
EMPLOYEES ASINSUREDS
ADDITIONAL INSURED STATUS BY CONTRACT, AGREEMENT OR PERMIT
AMENDED FELLOW EMPLOYEE EXCLUSION
TOWING AND LABOR
PHYSICAL DAMAGE ADDITIONAL TRANSPORTATION EXPENSE COVERAGE
EXTRA EXPENSE - THEFT
RENTAL REIMBURSEMENT AND ADDITIONAL TRANSPORTATION EXPENSE
PERSONAL EFFECTS COVERAGE
AUDIO, VISUAL AND DATA ELECTRONIC EQUIPMENT COVERAGE
AIRBAG ACCIDENTAL DISCHARGE
AUTO LOAN/LEASE TOTAL LOSS PROTECTION ENDORSEMENT
GLASS REPAIR — DEDUCTIBLE AMENDMENT
AMENDED DUTIES IN THE EVENT OF ACCIDENT, CLAIM, SUIT OR LOSS
WAIVER OF SUBROGATION REQUIRED BY CONTRACT
UNINTENTIONAL FAILURE TO DISCLOSE
HIRED, LEASED, RENTED OR BORROWED AUTO PHYSICAL DAMAGE
EXTENDED CANCELLATION CONDITION
CA 71 09 01 O6
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The COVERAGE INDEX set forth above is informational only and grants no coverage.
Terms set forth in {Bold ltalics) are likewise for information only and by themselves shall be deemed to grant no
coverage.
A. TEMPORARY SUBSTITUTE AUTO PHYSICAL
DAMAGE
SECTION I— COVERED AUTOS , paragraph C. Certain
Trailers, Mobile Equipment and Temporary
Substitute Autos is amended by adding the following at
the end of the existing language:
If Physical Damage Coverage is provided under this
Coverage form for an "auto" you own, the Physical
Damage coverages provided for that owned "auto" are
extended to any "auto" you do not own while used with
the permission of its owner as a temporary substitute for
the co�ered "auto" you own that is out of service
because of its breakdown, repair, servicing, "loss", or
destruction.
B. BROADENED LIABILITY COVERAGES
SECTION II — LIABILITY COVERAGE in Paragraph A.
Coverage at 1. Who Is An Insured is amended to
include the following:
(Broad Form tnsured)
d. Any legally incorporated subsidiary in which you
own more than 50% of the voting stock on the
effective date of the Coverage Form. However, the
Named Insured does not include any subsidiary that
is an "insured" under any other automobile policy or
would be an "insured" under such a policy but
for its termination or the exhaustion of its Limit
of Insurance.
CA 71 09 01 06 Includes Copyrighted material of Insurance Services Office, Inc., with its permission. Page 1 of 6
e. Any organization that is acquired or formed by you,
during the term of this policy and over which you
maintain majority ownership. However, the Named
Insured does not include any newly formed or
acquired organization:
(1) That is a joint venture or partnership,
(2) That is an "insured" under any other policy,
(3) That has exhausted its Limit of Insurance under
any other policy, or
(4) 180 days or more after its acquisition or
formation by you, unless you have given us
notice of the acquisition or formation.
Coverage does not apply to "bodily injury" or
"property damage" that results from an accident that
occurred before you formed or acquired the
organization.
(Employee as Insureds)
f. Any employee of yours while acting in the course of
your business or your personal affairs while using a
covered "auto" you do not own, hire or borrow.
(Ada(rt�onal lnsured Status by Gon#iact, ,iA�re�e�iieiit
� ., _ _ _ _
or'�P�erm�t):
�g. �/#ny :perspn �or .arg�tii��t��n; wt�om. you _a�e r�q�ired;+
�p a�i�i,a� an_'addi�ro�alA �,T�surec� o�tith►s p�olicy u�cl,er;
�: j �: � � � - . � � .
;� wri�ten,__,contract �or �a�r�emer�t�� �k��#���� Vvt�:�n=
�contract or agre��'nen� must:�g;
(9) Currently: �re'ffe�f}ol'¢becam��� ��f����ive,,��a,r;:ir��:
�th�e,�t�rm_a� t��s;���lcj�,��n��
(2j Exe�u#edt° priof fo t1�� ' Fiodily :in�ury„ .�� `�pcop�it�r'
da�n�,qe'�,;a
�`��e �dditi�na�:����.t������t�s��!+�.�?P,_P������+,€���i���t:.
to �Y� r���ih�Y _ ��' �`t�?�� �)����' ��`�°P�{�!�� �a � �"
���
`�ruhiG�i m:ay �be �pi��e�; ��4' ��', �; �' �r:;
���Ja��a�rontS) Wd:l���tl�y�;��a���l�5:�a�U������� �s�?`lR,;_
�;`t�;a'i� rz-�-z'�' � s � 'rcy'S`�' a*r.� �.Y u z'er �,� .� :r:�
`�a��te„�ance �or_;�u�e� �f �I��. �,�u,er�c� t{�%��is �a�t_fthe
�Iqc'�tion(sj;� ��signa#ed�. x�.��yst _
��Q�������oy�d�'d� b'�.�h�� �n� o �'���''`�_i�.���l���-�e�t`ce�d;
��, �. �.. �� � -� ��
`��ie��ii��`s� i �i ,�q ir� ���.� ` �8.�'� �t"`�C;
�� � �� ��� ��n � � ������`s��;�l .= s at�Yiii;
�.��� ol��� e�,�`°�'�cl �th���=���s����'�� 4 � .���s�all;
��o:v_ t���s� ���i�':iimi�s s�at�d> rn,�Se�Eioi�``�If �����r►i�i s` of:
�.r`� ra ��;; 4. t__ _. .
�oF, any r'_coy�red;; , auto" � yau ,owr� thi5���Q�ier���e =;�"orm;
�rav�des ;pr�m�ary :coverage:;�
CA 71 09 07 06
C. AMENDED FELLOW EMPLOYEE EXCLUS ION
Only with respect to your "employees" who occupy
positions which are super�isory in nature, SECTION II.
LIABILITY B. Exclusion 5. Fellow Employee is
replaced by:
5. Fellow Employee
"Bodily Injury":
(a) To you, or your partners or members (if you
are a partnership or joint venture), or to your
members (if you are a limited liability
company);
(b) To your "executive officers" and directors (if
you are an organization other than a
partnership, joint venture, or limited liability
company) but only with respect to
perFormance of their duties as your officers
or directors;
(c) For which there is an obligation to share
damages with or repay someone else who
must pay damages because of the injury
described in paragraph a and b above; or
(d) Arising out of his or her providing or failing
ta provide professional health care services.
For purposes of this endorsement, a position is deemed
to be supervisory in nature if that person performs
principle work which is substantially different from that
of his or her subordinates and has authority to hire,
transfer, direct, discipline or discharge.
D. BROADENED PHYSICAL DAMAGE COVERAGES
SECTION III — PHYSICAL DAMAGE COVERAGE
Coverage is amended as follows:
(TOWING AND LABQRJ
2. Towing and Labor
We will pay towing and labor costs incurred, up to the
limits shown below, each time a covered "auto"
classified and rated as a private passenger type, "light
truck" or "medium truck" is disabled:
(a) For private passenger type vehicles or "light
trucks" we will pay up to $75 per
disablement. "Light trucks" have a gross
vehicle weight (GV111n of 10,000 pounds or
�ess�'
CA 71 09 01 06 Includes Copyrighted material of Insurance Services Office, Inc., with its permission. Page 2 of 6
(b) For "medium trucks" we will pay up to $150
per disablement. "Medium trucks" have a
gross vehicle weight (GVVV) of 10,001 Ibs.
to 20,000 pounds.
However, the labor must be performed at the place of
disablement.
(PHYSIGAL DAMAGE ADDITlONAL
TRANSPORTATION EXPENSE C�VERAGE)
4. Coverage Extensi ons
a. Transportation Expense is amended to
provide the following limits:
We will pay up to $50 per day to a maximum of
$1,000. All other terms and provisions of this
section remain applicable.
{EXPRA EXPENSE - THEFT)
The following language is added to 4. Coverage
Extensions:
c. Theft Recovery Expense
If you have purchased Comprehensive
Coverage on an "auto" that is stolen, we will pay
the expense of returning that stolen auto to you.
The limit for this coverage extension is $5,000.
(RENTAL REIMBURSEMENT AND ADDITIONAL
TRANSPORTAT/ON EXPENSE)
d. Rental Reimbursement
We will provide Rental Reimbursement and
Additional Expense coverage only for those
Physical Damage coverages for which a
premium is shown in the Declarations or
schedule pages. Coverage applies only to a
covered "auto" of the private passenger or light
truck (10,000 Ibs. or less gross vehicle weight)
type for which Physical Damage coverages
apply.
(1) We will pay for auto rental expense and the
expense incurred by you because of "loss"
to remove and transfer your materials and
equipment from a covered "auto" to a
covered "auto." Payment applies in addition
to the otherwise applicable coverage you
have on a covered "auto." No deductible
applies to this coverage.
CA 71 09 01 O6
(2) We will pay only for expenses incurred
during the policy period and beginning 24
hours after the "loss" and ending, regardless
of the policy's expiration, with the lesser of
the following number of days:
(a) The number of days reasonably
required to repair or replace the covered
"auto." If "loss" is caused by theft, this
number of days is added to the number
of days it takes to locate the covered
"auto" and return it to you, or
(b) 30 days.
(3) Our payment is limited to the lesser of the
following amounts:
(a) Necessary and actual expenses
incurred; or
(b) $35 per day.
(c) This coverage does not apply while
there are spare or reserve "autos"
available to you for your operations.
(d) If "loss" results from the total theft of a
covered "auto" of the private passenger
or light truck type, we will pay under this
coverage only that amount of your
rental reimbursement expense which
is not already provided for under the
SECTION III — PHYSICAL DAMAGE
COVERAGE, A. Coverage, 4.
Coverage Extensions, a.
Transportation Expenses.
(PERSONAL EFFECTS COVERAGE)
e. Personal Effects
If you have purchased Comprehensive
Coverage on this policy for an "auto" you own
and that "auto" is stolen, we will pay, without
application of a deductible, up to $500 for
Personal Effects stolen with the "auto". The
insurance provided under this provision is
excess over any other collectible insurance. For
this coverage extension, Personal Effects
means tangible property that is worn or carried
by an "insured". Personal Effects does not
include tools, jewelry, guns, musical
instruments, money, or securities.
CA 71 09 01 06 Includes Copyrighted material of Insurance Services Office, Inc., with its permission. Page 3 of 6
(AUD10, VISUAL AND DATA ELECTRONIC
EQUIPMENT COVERAGE)
(Deletion of Audio Visual Equipment Exclusion)
f. Audio, Visual and Data Electronic
Equipment Coverage.
We will pay for "loss" to any electronic
equipment that receives or transmits audio,
visual or data signals and that is not designed
solely for the reproduction of sound. This
coverage applies only if the equipment is
permanently installed in a covered "auto" at the
time of the "loss" or the equipment is removable
from a housing unit which is permanently
installed in a covered "auto" at the time of the
"loss", and such equipment is designed to be
solely operated by use of the power from the
"auto's" electrical system, in or upon the
covered "auto."
(1) We will pay with respect to a covered "auto"
for "loss" to any accessories used with the
electronic equipment described above.
However, this does not include tapes,
records or discs.
(2) In addition to the exclusions that apply to
Physical Damage Coverage with exception
of the exclusion relating to audio, visual and
data electronic equipment, the following
exclusions also apply:
(3) We will not pay for any electronic
equipment or accessories used with such
electronic equipment that are:
(a) Necessary for the normal operation of
the covered "auto" for the monitoring of
the covered "auto's" operating system;
or
(b) Both:
An integral part of the same unit
housing any sound reproducing
equipment designed solely for the
reproducing of sound if the sound
reproducing equipment is permanently
installed in the covered "auto"; and
Permanently installed in the opening of
the dash or console normally used by
the manufacturer for the installation of a
radio.
CA 71 09 01 06
(4) With respect to this coverage, the most we
will pay for all "loss" of audio, visual or data
electronic equipment and any accessories
used with this equipment as a result of any
one "accident" is the lesser of:
(a) The actual cash value of the damaged
or stolen property as of the time of the
"loss";
(b) The cost of repairing or replacing the
damaged or stolen property with other
property of like kind and quality; or
$1,000;
minus a deductible of $100.
An adjustment for depreciation and physical
condition will be made in determining actual
cash value at the time of loss. If a repair or
replacement results in better than like kind
or quality, we will not pay for the amount of
the betterment.
If there is other coverage provided for audio,
visual and data electronic equipment, the
coverage provided herein is excess over any
other collectible insurance.
(AIRBAG ACCIDENTAL DISCHARGE)
D. SECTION III — PHYSICAL DAMAGE COVERAGE,
B. Exclusions is amended as follows:
The following language is added to Exclusion 3.:
If you have purchased Comprehensive or Collision
Coverage under this policy, this exclusion does not
apply to mechanical breakdown relating to the
accidental discharge of an air bag. This coverage
applies only to a covered auto you own and is
excess of any other collectible insurance or warranty.
No deductible applies to this coverage.
E. AUTO LOAN/LEASE TOTAL LOSS PROTECTION
SECTION III — PHYSICAL DAMAGE COVERAGE — C.
Limit of Insurance is amended by adding the following
language:
4. In the event of a total "loss" to a covered "auto"
shown in the Schedule pages, subject at the time of
the "loss" to a loan or lease, we will pay any unpaid
amount due on the lease or loan for a covered
"auto" less:
CA 71 09 01 06 Includes Copyrighted material of Insurance Services Office, Inc., with its permission. Page 4 of 6
a. The amount paid under the Physical Damage
Coverage Section of the policy; and
b. Any:
(7 � Overdue lease / loan payments at the time
of the "loss";
(2) Financial penalties imposed under a lease
for excessive use, abnormal wear and tear
or high mileage;
(3) Security deposits not returned by the lessor;
(4) Costs for extended warranties, Credit Life
Insurance, Health, Accident or Disability
Insurance purchased with the loan or lease;
and
(5) Carry-over balances from previous loans or
leases.
(GLASS REPAIR — DEDUCTIBLE AMENDMENT)
Under D., Deductible is amended by adding the
following:
Any deductible shown in the Declarations as
applicable to the covered "auto" will not apply to
glass breakage if the damaged glass is repaired,
rather than replaced.
F. AMENDED DUTIES IN THE EVENT OF
ACCIDENT, CLAIM, SUIT OR LOSS
Under SECTION IV — BUSINESS AUTO CONDITIONS,
Subsection A., Loss Conditions , the following is
added to paragraph 2. Duties In The Event of
Accident, Suit or Loss:
d. Knowledge of any "accident," "claim," "suiY' or
"loss" will be deemed knowledge by you when
notice of such "accident," "claim," "suiY' or "loss"
has been received by:
(1) You, if you are an individual;
(2) Any partner or insurance manager if you are
a partnership;
(3) An executive officer or insurance manager,
if you are a corporation;
CA 71 09 01 06
(4) Your members, managers or insurance
manager, if you are a limited liability
company; or
(5) Your officials, trustees, board members or
insurance manager, if you are a
not-for-profit organization.
G.=';'�NAI1/�1�� ��� �SUBRfJ,�'I_4'TIb,N? tR��R�IR�D° �BY=
�����.���
�����:�� ����!Q�+l; �IV'ia ;BUSIM;�S� �ufiO'
��0 IT ����i���Lo � �' �i�ions ��� T hsfe�r'
��� ���:� �._ ��l�!� _ � � �'� �
��������s� �'o�=�e�o ��I►� � . ��� ' �>
� O.. s t#�.�Us
�t�1e�`'fb�.���1��'�����4�� $������
H. UNINTENTIONAL FAILURE TO DISCLOSE
Under SECTION IV — BUSINESS AUTO
CONDITIONS, Subsection B. General Conditions ,
the following is added to 2. Concealment,
Misrepresentation Or Fraud :
Your unintentional error in disclosing, or failing to
disclose, any material fact existing at the effective
date of this Coverage Form, or during the policy
period in connection with any additional hazards, will
not prejudice your rights under this Coverage Form.
I. HIRED, LEASED, RENTED OR BORROWED
AUTO PHYSICAL DAMAGE
Under SECTION IV — BUSINESS AUTO CONDITIONS
B. General Conditions 5. Other Insurance
Paragraph 5.b. is replaced by the following:
b. (1) For "Comprehensive" and "Collision" Auto
Physical Damage provided by this endorsement,
the following are deemed to be covered "autos"
you own:
(a) Any Covered "auto" you lease, hire, rent or
borrow; and
CA 71 09 01 06 Includes Copyrighted material of Insurance Services Office, Inc., with its permission . Page 5 of 6
(b) Any Covered "auto" hired or rented by your
"employee" under a contract in that
individual "employee's" name, with your
permission, while pertorming duties related
to the conduct of your business.
However, any "auto" that is leased, hired, rented or
borrowed with a driver is not a covered "auto"
(2) Limit of Insurance For This Section
The most we will pay for any one "loss" is the
lesser of the following:
(a) $50,000 per accident, or
(b) actual cash value at the time of loss, or
(c) cost of repai r.
minus a$500 deductible. An adjustment for
depreciation and physical condition will be made
in determining actual cash value in the event of
a total loss. No deductible applies to "loss"
caused by fire or lightning.
CA 71 09 01 06
(3) This Hired Auto Physical Damage coverage is
excess over any other collectible insurance.
(4) Definitions For This Section
(a) Comprehensive Coverage: from any cause
except the covered "auto's" collision with
another object or the covered "auto's"
overturn. We will pay glass breakage, "loss"
caused by hitting a bird or animal and, "loss"
caused by falling objects or missiles.
(b) Collision Coverage: caused by the covered
"auto's" collision with another object or by
the covered "auto's" overturn.
J. EXTENDED CANCELLATI ON CONDITION
A. Under CANCELLATION, of the COMMON POLICY
CONDITIONS form, item 2.b. is replaced by the
following:
b. 60 days before the effective date of cancellation
if we cancel for any other reason
CA 71 09 07 06 Includes Copyrighted material of Insurance Services Office, Inc., with its permission . Page 6 of 6
85314396 PREMTUM
COMMERCIAL GENERAL LIABILITY
CG 20 33 07 04
THIS END�RSEMENT CHANGES THE POLICY. PLEASE READ 17 CAREFULLY.
ADDITIONAL lNSURED - OWNERS, LESSEES OR
CONTRACTORS - AUTOMATIC STATUS WH�N
REQUIRED IN CONSTRUCTtON AGREEMENT WITH YOU
This endorsement modifies insurance provided under the following:
COMMERGAL G�NERAL LIABILITY COVERAGE PART
A. Section II — Who Is An Insured is amended ta
include as an additional insured any person or
organization for whom you are pertorming
operations when you and such person or
organization have agreed in writing in a contract or
agreement that such person or organization be
added as an additional insured on your policy, Such
person or organization is an aqditional insured only
with respeot to liability for "bodily injury", "property
damage" or "personal and advertising injury"
caused, in whole or in part, by:
1. Your acts or omissions; or
2. The acts or omissions of those acting on your
behalf;
in the performance of your ongoing operations for
the additional insured.
A person's or organization's status as an additional
insured under this endorsement ends when your
operations for that additional insured are completed.
B. With respeci to the insurance afforded to these
additional insureds, the following additional
exclusions apply:
This insurance does �ot apply to:
1. "Bodily injury", "property damage" or "personal
and advertising injury" arising out of the
rendering of, or the failure io render, any
professional architectural, engineeri�g or
surveying services, including:
a. 7he preparing, approving, or failing to
prepare or approve, maps, shop drawings,
opinions, reports, suiveys, field orders,
change orders or drawings and
specifications; or
b. Supervisory, inspection, architeciural or
engineering activities.
2. "Bodily injury" or "property damage" occurring
afte r:
a. All work, including materials, parts or
equipment furnished in connection with such
work, on the project (other than service,
maintenance or repairs} to be performed by
or on behalf of the additional insured(s) at
the location of the covered operations has
been completed; or
b. That po�tion of "your work" out of which the
injury or damage arises has been put to its
intended use by any person or organization
other than another c�ntractor or
subconiractor engaged in performing
operations for a principal as a part of the
same project,
CG 20 33 Q7 04 O IS� Prope�ties, Inc., 2004 Page 1 of 1
POLICY NUMBER: 8 5 314 3 9 6
COMMERCIAL GENERAL LIABILITY
CG 20 37 07 04
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ lT CAREFULLY.
ADDITIONAL INSURED - UWNERS, LESSEES OR
CONTRACTORS - COMPLETED OPERATIONS
This endorsement modifies insurance provided under ihe following:
COMMERCIAL GEN�RAL LIA8ILITY COVERAGE PART
SCHEDULE
Name Of Additional Insured Person(s)
Or Or anization s: Lacation And Descri tion Of Cpm leted O erations
BL,ANKET BLANKET
Information re uired to com lete this Schedule, if not shown above, will be shown in the Declarations.
Section II — Who Is An Insured is amended to include
as an additional insured the person(s) or organization(s)
shown in the Schedule, but only with respect to liability
for "bodily injury" or "property damage" caused, in whole
or in part, by "your wark" at the location designated and
described in the schedule of this endorsement
perFormed for thaf additional insured and included in the
"producls-completed operations hazard".
PREMIUM 1,500
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CG 71 52 O6 11
TEXAS - ULTRA LIABILITY PLUS ENDORSEMENT
COMMERCIAL GENERAL LIABILITY EXT�NSIC)N END�RSEMENT SUMMARY OF COVERAGES
This is a summary of the various additional coverages and coverage modifications provided by this
endorsement. No coverage is provided by this summary.
" Coverage for non-owned watercraft is extended to 51 feet in length
" Voluntary Property Damage Coverage
$5,000 Occurrence with a $10,000 Aggregate
` Care, Custody and Cont�ol Property Damage Coverage
$25,Opp Occurrence with a$100,000 Aggregate -$50Q Deductible
" Product Recall Expenses
$25,OOQ Each Recall Limit with a$50,000 Aggregate -$1,000 Deductible
* Water Damage Legal Liability - $25,000
` Increase in Supplementary Payments: Bail Bonds ta $1,Q00 and Loss of Earnings to $500
" For newly formed or acquired organizations - exfend the reporting requirement to 180 days
" Automatic Additional Insured - Owners, Lessees o� Contractors - Automatic Status When Required in Construction
Agreement With You
'' Automatic Additional Insured - Vendors
� Automatic Additional Insured - Lessor of Leased Equipment Automatic Status When Required in Lease Agreement
With You
` Automatic Additional Insured - Managers or Lessor of Premises
"' Additional Insured - Engineers, Architects or Sunreyors Not Engaged by the Named Insured
" Additional Insured - Employee Injury to Another Employee
* Primary Additional Insured
' Expanded Fire Legai Liability to include Explosion, Lightning and Sprinkler Leakage
` Automatically included - Aggregate Limits of Insurance (per location)
* Automatically included - Aggregate Limits of Insurance (per project)
" Knowledge of occurrence - Knowledge of an "occurrence", "claim" or suiY' by your agent, servant or employee shatl
not in itself constitute knowledge of the named insured unless an officer of the named insured has received such
notice from the agent, servant or employee
* Unintentional failure to disclose all hazards. If you unintentionally fail to disclose any hazards existing at the inception
date of your policy, we wili not deny coverage under this Coverage Form because of such failure. However, this
provision does not affect our right to collect additional premium or exercise our right of cancelation or no�-renewal.
* Liberalization Condition
" Mobile equipment ta include snow removal, road maintenance and street cleaning equipment less tha� 1,000 Ibs
GVW
" Blanket Waiver of Subrogatian
` Property Damage - Borrowed Equipment
* Property Damage Liability - Elevators
" Bodily Injury Redefined
" Extended Property Damage
" Damage to Media Legal Liability -$5U,000
REFER TO THE ACTUAL ENDORSEMENT FOLL�WING ON PAGES 2 THROUGH 15 FOR CHANGES AFFECTING
YOUR INSURANCE PROTECTION
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CG 71 52 O6 11
THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY.
ULTRA LIABILITY PLUS ENDQRSEMENT
This e�dorsement modifies insurance provided under the following:
COMMERCIAL GENERAL LIABILITY COVERAGE PART
SECTION I - COVERAGES
COVERAGE A BODILY INJURY AND PROPERTY DAMAGE LIA8ILITY
The Following changes are made to 2. Exciusions:
Extended Property Damage
Exclusion 2.a., Expected or Intended Injury is replaced with the following:
a. "Bodily injury" or "property damage" expected or intended from the standpoint of the insured. This exclusion does
not apply to "bodily injury" or "property damage" resulting from the use of reasonable force to protect persons or
property.
Extended Watercraft Coverage
Exclusion g.(2) is deleted and replaced by the following:
g.(2j A watercraft you do not own that is:
(a) Less than 51 feet lang;
(b) Not being used to carry persons or property for a charge;
Property Damage Liability - Borrowed Equipment
The following is added to Exclusion j.:
Paragraph {4) of this exclusion does not apply to "property damage" to barrowed equipment while at a jobsite and
while not being used to perform operations. The mast we will pay for "property damage" to any one borrowed
equipment item under this coverage is $25,Q00 per occurrence, The insurance afforded under this pravision is
excess over any valid and collectible property insurance (including deductible) available to the insured, whether
primary, excess, contingent or on any other basis.
Property Damage Liability - Ele�atars
The following is added to Exclusion j.:
Under paragraph 2. Exclusions of Coverage A. "Bodily Injury" and "Property Damage" Liability Paragraphs 3, 4& 6
of this exclusion do not apply to "property damage" resulting from the use of elevators. However, any insurance
provided for such "property damage" is excess over any valid and collectible property insurance (including
deductible) available to the insured, whether primary, excess, contingent or on any other basis.
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CG 71 52 06 11
The last paragraph of Item 2. Exclusions is deleted and replaced by the following:
Exclusions c. through n. do not apply to damage hy fire, explosion, lightning, smoke resulting from such fire,
explosion, or lightning or sprinkler leakage to premises while rented to you or temporarily occupied by you with
permission of this owner. A separate limit of insurance applies to this coverage as described in Section III - Limits of
Insurance.
THE FOLLpWING COVERAGES ARE ADQED:
Voluntary Property Damage Coverage
The insurance provided under Coverage A(Section I) is amended to include "property damage" to property of others
caused by the insured:
a. While in your possession; or
b. Arising out of "your work".
Coverage applies at the request of the insured, whether or not the insured is legally obligated to pay.
For the purposes of this Voiuntary Property Damage Coverage only:
1. Exclusion j. �amage to Property under Coverage A(Section I) is deleted and replaced by the follpwing:
j. Damage to Property
"Property damage" to:
(1) Property held by the insured for servicing, repair, storage or sale at premises you own, rent, lease, operate or
use;
(2) PropeRy transported by or damage caused by any "automobile", "watercraft" or "aircraft" you own, hire or
lease;
(3) Property you own, rent, lease, borrow or use.
Care, Custody and Control Property Damage Coverage
For the purpose of this Care, Custody and Control Property Damage Coverage only:
1. Item (4} of Exclusion j. of Coverage A(Section I) does not apply.
COVERAGE M. DAMAGE TO MEDIA LEGAL LIABILITY
1. Insuring Agreement
a. We will pay those sums that the insured becomes legally obligated to pay as damages because of damage to
"electronic data" to which this insurance applies. We will have the right and duty to defend the insured against
any "suit" sesking those damages. Howe�er, we will have no duty to defend the insured against any "suit"
seeking damages for "electronic data" to which this insurance does not apply. We may, at our discretion,
investigate any "occurrence" and settle any claim or "suit" that may result. But:
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CG 71 52 06 11
(1) The amount we will pay for damages is limited to $50,000.
(2) Our right and duty to defend ends when we have used up the applicable limit of insurance in the payment of
judgments or settlements under this coverage or any other applicable co�erage or medical expenses under
Coverage C.
Na other obligation ar iiability to pay sums or perform acts or services is covered unless explicitly provided for
under Supplementary Payments.
b. This insurance applies to damages ta "electronic data° only if:
(1) The damage to "electronic data" is caused by an "occurrence" that takes place in the "coverage territory";
{2) The damage to "electronic data" occurs during the policy period; and
(3) Prior to the policy period, no insured listed under Paragraph 1. of Section II - Who Is An Insured and no
"employee" authorized by you to give or receive notice of an "occurrence" or claim, knew that the damage to
"electronic data" had occurred, in whole or in part. If such a listed insured or authorized "emp{oyee" knew,
prior to the policy period, that the damage to "electronic data" occurred, then any continuation, change or
resumption of such damage to "electronic data" during or after the po[icy period will deemed to have been
known prior to the policy period.
c. Damage to "electronic data" which occurs during the policy period and was not, prior to the policy period, known
to have occurred by any insured listed under Paragraph 1, of Section II - Who Is An Insured or any "employee"
authorized by you to give or receive notice of an "occurrence" or claim, inctudes 8ny continuation, change or
resumption of that dama�e to "electronic data" after the end of the policy period.
d. Damage to "electronic data" will be deemed to have been known to have occurred at the earliest time when any
insured listed under Paragraph 1 of Section 11 - Who Is An Insured or any "employee" authorized by you to give
or receive notice of an "occurrence" or claim:
(1) Reports all, or any part, of the damage to "electronic data" to us or any other insurer;
(2) Receives a written or verbal demand or claim for damages because of the damage to "electronic data"; or
(3) Becomes aware by any other means that damage to "electronic data" has occurred or has begun to occur.
2. Exclusions
This insurance does not apply to:
a. Expected Or Intended Injury
Damage to "electranic data" expected or intended from the standpoint of the insured.
b. Contractual Liability
Damage to "electronic data" for which the insured is obligated to pay damages by reason af the assumption of
liability in a contract or agreement. This exclusion does �ot apply to liability for damages that the insured would
have in the absence of the contract or agreement.
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CG 71 52 06 11
c. Pollution
Damage to "electronic data° arising out of the actual, alleged or threatened discharge, dispersal, seepage,
migration, release or escape of "pollutants".
d. Aircraft, Auto, Watercraft or Mobile Equipment
Damage to "electronic data" arising out of:
(1) The transportation of "mobile equipmenY' by an "auto" owned or operated by ar rented or loaned to any
insured; or
(2) The use of "mobile equipment" in, or while in practice for, or while being prepared for, any prearranged
racing, speed, demolition or stunting activity,
e. War
Damage to "electronic data" however caused, arising directly or indirectly, out of:
(1) War, including undeclared or civil war;
(2) Warlike action by a military force, including action in hindering or defending against an actual or expected
attack, by any government, sovereign or other authority using military personnel or other agents; or
(3) Insurrection, rebellion, revolution, usurped power or action taken by governmental authority in hindering or
defending against any of these.
f. Damage To Property
Damage to "electronic data" that is:
(1) Property you own, rent or occupy, including any costs or expenses incurred by you, or any other person,
organization or entity, for repair, replacement, enhancement, restoration or maintenance of such property for
any reason, including prevention of injury to a person or damage to another's prope�ty;
(2) Property loaned to you;
(3) Personal property in the care, custody or control of the insured;
(4) That particular part of real property on which you or any contractors or subcontractors working directly or
indirectly on your behalf are perForming operations, if the "property damage" arises out of those operations;
or
(5) That particular part of any property that must be restored, repaired or replaced because "your work" was
incorrectly performed on it.
g. Damage To Your Product
Damage to "electronic data" in "your producY' or arisi�g out of it or any part of it.
h. Damage To Your Work
Damage to "electronic data" in "your work" arising out of it or any part of it and included in the "products-
completed operations hazard".
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i. Damage To Impaired Rroperty Ur Properly Not Physically Injured
Damage to "electronic data" in "impaired property" or property fhat has not been physically injured, arising out of:
(1) A defect, deflciency, inadequacy or dangerous candition in "your product" or "your work"; or
{2) A delay or failure by you or anyone acting on your behalf to perform a contract or agreement in accordance
with its terms.
j. Recall Of Products, Work Or Impaired Properly
Damages claimed for any loss, cost or expense incurred by you or others for the loss of use, withc;rawal, recall,
inspection, repair, replacement, adjustment, removal or disposal of:
(1) "Your producY';
(2) "Your wark"; or
(3) "Impaired property";
if such product, work or property is withdrawn or recalled from the market or from use by any person or
organizatian because of a known or suspected defect, deficiency, inadequacy or dangerous condition in it.
k. Personal And Advertising Injury
Damage to "electronic data" arising out of "personal and advertising injury".
COVERAGE R. PRODUCT RECALL EXPENSE
1. Insuring Agreement
a. We will pay 90% of "product recall expense" you incur as a result of a"product recall" ypu initiate during the
coverage period.
b. We will only pay for "product recall expense" arising out of "your products" which have been physically
reiinquished to others.
The amount we will pay is limited as described below in SECTION III - LIMITS OF INBURANCE .
2. Exclusions
This insurance does not apply to "product recall expense" arising out of:
a. Any fact, circumstance or situation which existed at the inception date of the policy and which you were aware of,
or could reasonably have foreseen that would have resulted in a"product recall".
b. Deterioration, decomposition or transformation of a chemical nature, except if caused by an error in the
manufacture, design, processing, storage, or transportation of "your product".
c. The withdrawal of similar products or batches that are not defective, when a defect in another product or 6atch
has been found.
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d. Acts, errors or omissions of any of your employees, done with prior knowledge of any of your o�cers or directors.
e. Inherent vice, meaning a natural condition of property that causes it to deteriorate or become damaged.
f. "Bodily injury" or "property damage",
g. Failure of "your producY' to accomplish its intended purpose, including any breach af warranty of fitness, quality,
efficacy or efficiency, whether written or implied.
h. Loss of reputation, customer faith or approval, or any costs incurred to regain customer market, or any other
consequential damages.
i. Legal fees or expenses.
j. Damages claimed for any loss, cost or expense incurred by you or others for the loss of use of "your producY'.
k. "Product recall expense" arising from the "product recall" of any of "your products" for which coverage is
excluded by endorsement.
COVERAGE W- WATER DAMAGE LEGAL LIABILITY
The Insurance provided under Coverage W(Section I) applies to "property damage" arising out of water damage to
premises that are both rented ta and occupied by you.
The Limit under this coverage shall not be in addition to the Damage Ta Premises Rented To You Limit.
SECTION I- SUPPLEMENTARY PAYMENTS - COVERAGES A AND B is amended to read SUPPLEMENTARY
PAYMENTS; and
Items 1.b. and 1.d are amended as follows:
b. Up to $1,000 for cost of bail bonds required because of accidents or traffic law violations arising out of the use of
any vehicle to which the Bodily Injury Liability Coverage applies. We do not have to furnish these bonds.
d. All reasonable expenses incurred by the insured at our request to assist us in the investigation or defense of the
claim or "suit", including actual loss of earnings up to $50� a day because of time off from work.
SECTION II - BROAQ FORM NAMED INSUREQ
1. Section II — Who Is An Insured is amended to include as an insured any legally incorporated entity of which you own
more than 50 percent of the voting stock during the palicy period.
2. For the purpose of the coverage provided by this provision only, the following is added to Condition 4.b. Excess
Insurance, under Section IV - Commercial General Liability Conditions: This insurance is excess over any of the
other insurance, whether primary, excess, contingent or on any other basis, that is available to an insured solely by
reason of ownership by you of more than 50 percent of the voting stock.
3. This provision does not apply to a policy written to apply specifically in exCess of this palicy.
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Item 4.a. is deleted and replaced by the following:
a. Coverage under this provision is afforded only until the 180th day after you acquire or form the organization or
the end of the policy period, whichever is earlier.
7he foilowing are added:
5. Additional Irtsured - Owners, Lessees or Contractors - Automatic Status When Required in Construction ar
Service Agreement With You
a. Any person or organization for whom you are perfarming operations when you have ° agreed in' writing in a
contract or agreement that such person or organization be added as an additional insured on your policy. Such
person or organizakion is an additional insured oniy with respect to your liahilify which may be imputed to that
perSan ar orgenizatiQn directly arising out of your ongoing operations performed for that person or organization; A
person's ar organization's status as an insured under this endorsement ends when your aperaEians for that
insured are compieted.
b. With respect to the insurance afforded these additional insureds, the following additional exclusian applies:
This insurancs daes not apply to:
"Bodily injury", "property damage", or''personal and advertising inJury" arising out of the rendering of; or the
failure to render, any professional architectural, engineering or sur�eying services, including:
(1) The preparing, approving, or failing to prepare o� approve, maps, shop drawings, opinions, reports, surveys,
field orders, change orders ar drawings and specificatians; and
(2) Supenrisory, inspection, arohifectural or engineering activities.
6. Additional Insured - Vendors
Any person or organization (referred to below as vendor), but only with respect to "bodily injury" or "property
damage" arising out of "your products", which are distributed or sold in the regular course of the vendor's
business, subject to the following additional exclusions:
a. The insurance afforded the vendar does not apply to:
(1) "Bodily injury" or "property damage" for which the vendor is obligated to pay damages by reason of the
assumption of liability in contract or agreement. This exclusion does not apply to liability for damages that
the vendor would have in the absence of the contraot or agreement;
(2) Any express warranty unauthorized by you;
(3) Any physical or chemical change in the product made intentianally by the vendor;
(4) Repackaging, uniess unpacked solely for the purpose of inspectlon, demonst�ation, testing, or the
substitution of parts under instructions from the manufacturer, and then repackaged in the original container;
(5) Any failure to make such inspections, adjustments, tests or servicing as the vendor has agreed to make or
normally undertakes to make in the usual course of business, in connection with the distribution or sale of the
products;
(6) Demonstration, installation, servicing or repair operations, except such operations perfarmed at the vendar's
premises in connection with the sale of the product;
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(7) Products which, after distribution or sale by you, have been labeled or relabeled or used as a container, part
or ingredient of any other thing or substance by or for the vendor.
b. This insurance does not apply to any insured person or organization, from whom you have acquired such
products, or any ingredient, part of container, entering into, accompanying or containing such products.
7. Additional Insured - Lessor of Leased Equipment - Automatic Status When Required in Lease Agreement
With You
a. Any person or organization from whom you tease equipment when you and such person or organization have
agreed in writing in a contract or agreement that such person or organization be added as an additional insured
on your policy. Such persan or organization is an insured, but only with respect to your liability arising out of the
maintenance, operation or use of such leased equipment, which may be imputed to that person or organization
as the lessor of equipment. A person's or organization's status as an insured under this endorsement ends when
their contract or agreement with you for such leased equipment ends.
b. With respect ta the insurance afforded these additional insureds, the foHowing additional exclusion appfy:
(1) To any "occurrence" which takes place;
(2) To "bodily injury" or "property damage" arising out of the sole negligence of such person or organization.
8. Additional Insured - Managers or Lessors of Premises
Any person or organization, but only with respect to the liability 2rising out of the ownership, maintenance or use of
that part of the premises leased to you and subject to the follawing additional exclusions:
This insurance does not apply to any:
a. Any "occurrence" which takes place after you cease to be a tenant in that premises.
b. Structural alterations, new construction or demolition operations performed by or on behalf of any person or
organization.
9. Additivnal Insured - Engineers, Architects or 8urveyors Not Engaged by the Named Insured
Coverage is provided only when the insured is contractually required to add the engineer, architect or surveyor.
Coverage is provided with respect to your liability for "bodily injury" or "property damage" ar "personal and advertising
injury" directly arising out of:
a. Your acts or omissions; or
b. Your acts or omissions of those acting on your behalf;
In the pertormance of your ongoing operations for that additional insured(s).
10. Additional Insured - Employee Injury to Another Employee
With respect to your "employees" who occupy positions which are supervisory in nature:
Paragraph 2.a.(1) of this section is amended to read;
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(1) "Bodily injury" or "personal and advertising injury"
a. To you, to your partners or members {if you are a partnership or joint venture), or to your members (if
you are a limited liability company);
b. For which there is any obligation to share damages with or repay someone else who must pay damages
because of the injury described in paragraph (1)(a) above; or
c. Arising out of his or her providing or failing to provide professional health care services. Paragraph 3.a.
is deleted.
For the purpose of this Item 10 oniy, a positian is deemed to be supervisory in nature if that person performs
principal work which is substantially different from that of his or her subordinates and has authority to hire, direct,
discipline or discharge.
11. Primary Adciit�onal Insured
A. Commercial GQneral Liability Conditions (Section IV), paragraph 4. (Other lnsurance) is deleted and replaced by
the following:
4. Other Insurance
If valid and collectible 'bther insurance" is available to the insured for a loss we cover under Coverages A ar
B of this Goverage Part, our abligations are limited as follows:
a. Primary Insurance
This insurance is primary except when b. belaw appliss. If ihis insuran�� is primary, our obligations are
not affected unless any of the 'bther insurance" is also primary. Then, we will share with all that 'bther
insurance" by ihe method described in c. below.
b. Excess Insurance
This insurance is excess over any of the "other insurance", whether primary, excess, contingent or on any
other basis:
(1) That is Fire, Extended Coverage, Builder's Risk, Installation Risk, or similar coverage for "your wark";
(2) That is Fire insurance for premises rented to you or temporarily occupied by you with permission of
the owner;
(3 That is insurance purchased by you to cover your liability as a tenant for "property damage" to
premises rented to you or temp�rarily occupied by you with permission of the owner; or
(4) 1f the loss arises out of the maintenance or use of aircraft, "autos", or watercraft to the extent not
subject to Exclusion g. of Section I- Coverage A- Bodily Injury and Property Damage Liability; or
{5) That is available to the insured when the insured is an additional insured under any other policy,
including any umbrella or excess policy.
(6) That is provided to any person or organization who quafifies as an additional insured herein, except
when you and that person or organization have agreed in writing that this insurance shal! be primary.
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When this insurance is sxcess, we will have no duty under Coverages A or B to defend the insured
against any "suit" if any provider of "other insurance" has a duty to defend the insured against that "suit".
If no provider of "other insurance" defends, we will undertake to do so, but we wiil be entitled to the
insured's rights against all those providers of "other insurance".
When this insurance is excess over "other insurance", we will pay oniy our share of the amount of the
Ipss, if any, that exceeds the sum of:
(9) The total amount that all such "other insurance" would pay for the loss in the absence of this
insurance; and
(2) The total of all deductibls and self-insured amounts under that "other insurance"_
We will share the remaining loss, if any, with any "other insurance" that is not described in this Excess
Insurance provision.
c. Mefhod of Sharing
If a11 of the "other insurance" permits contribution by equal shares, we will follow this method also. Under this
approach each provider of insurance contributes equal amounts until it has paid its applicable limit of
insurance or none of the loss remains, whichever comes first.
If any of the "other insurance" does nat permit contribution by equal shares, we will contribute �y limits.
Under this method, the share of each provider of insurance is based on the ratio of its applicable limit of
insurance to the total applicable limits of insurance of all providers of insurance.
B. For the purposes of this insurance coverage provided by this Item 71 anly, the following definition is added to
DEFINITIONS (Section V):
"Other Insurance":
a. Means insurance, or the funding of losses, that is provided by, through or on behalf of:
(1► Another insurance company;
(2) Us or any of our affiliated insurance companies, except when the Non-cumulation of Each Occurrence
Limit section of Paragraph 5 �IMITS OF INSURANCE (Section III) or the Non-cumulation of Personal
and Advertising Injury limits sections of Paragraph 4 of LIMITS OF INSURANCE (Section III) applies;
(3) Any risk retention group;
(4) Any self-insurance method or program, other than any funded by you and over which the Coverage Part
applies; or
(5) Any similar risk transfer or risk management method.
b. Does not include umbrella insurance, or excess insurance, that you bought specifically to apply in excess of
the Limits of Insurance shown on the Declarations of this Coverage Part.
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SECTION III - LiMITS OF INSURANCE
Items 2, 3, and 6 are deleted and replaced by the following:
2. The General Aggregate Limit is the most we wiil pay for the sum of:
a. Medical expenses under Coverage C;
b. Damages under Coverage A, except damages because of "bodily injury" or "property damage" included in the
"praducts-completed operations hazard';
c. Damages under Coverage B; and
d. Damages under Coverage W.
3. The Products-Completed Operations Aggregate Limit is the most we will pay under Coverage A for damages
because of "bodily injury" and "property damage" included in the "praducts-completed operations hazard" and
Coverage R.
6. Subject to 5. above, the Damage to Premises Rented to You Limit is the most we will pay under Coverage A for
damages because of "property damage" to any one premises, while rented to you, or in the case of damage by fire,
explosion, lightning, smoke resulting from such fire, exptosion, or lightning or sprinkler leakage while �ented to you or
temporarily oc�upied 6y you with permission of the owner.
The #ollowing are added:
8. Subject to 5. above, $25,000 is the most we will pay for Under Coverage W for Water Damage Legal Liability.
9. Coverage R- Product Recall Expense
Aggregate Limit �+50,000
Each Product Recall Limit $25,000
a. The Aggregate Limit shown above is the most we will pay for the sum of all "praduct recall expense" you incur as
a result of all "produc# recalls" you initiate during the endorsement period.
b. The Each Product Recall Limit shown above is the most we will pay, subject to the Aggregate and $1,000
deductible, for "product recall expense" you incur for any one "product recall" you initiate during the endorsement
period.
10. Aggregate Limits of Insurance tPer Location)
The General Aggregate Limit applies separately to each of your "locations" owned by or rented to you or temporarily
occupied by you with the permission of the awner.
"Location" means premises involving the same or connecting lots, or premises whose connection is interrupted only
by a street, roadway, waterway or right-of-way of a railroad.
71. Aggregate Limits of Insurance (Per Project)
1`F�e General Aggregate Limit applies separately to each of your projects away from premises awned by or rented to
yau.
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92. Subject to 5. above, a$5,000 "occurrence" limit and a$10,000 "aggregate" limit is the most we wifl pay under
Coverage A for damages because of "property damage" covered under Voluntary Property Damage Coverage.
13. Subject to 5, above, a$25,000 "occurrence" limit and a$100,000 "aggregate" limit is the most we will pay under
Care, Custody and Cantrol Coverage regardless of the number of:
a. Insureds;
b. Claims made or "suits" brought; or
c. Persons or organizations making claims or bringing "suits".
Deductible - �ur obligation to pay damages on your behalf applies only to the amount of damages in excess of
$500.
This deductible applies to all damages because of "property damage" as the result of any one "occurrenca"
regardless of the number of persons or organizations who sustain damages because of that "occurrence".
We may pay any part or all of the deductible amount to effect settlement of any claim or "suiY' and upon
notification of the action taken, you shall promptly reimburse us for such part of the deductible amount as has
been paid by us.
As respects this coverage "Aggregate" is the maximum amount we will pay for all covered "occurrences" during
one policy period.
SECTION IV - COMMERCIAL GENERAL LIABILITY CONDITIONS
Condition 2., Items a. and h. are deleted and replaCed by the following:
2. Duties In The Event Of Occurrence, Offense, Claim Or Suit
a. You must see to it that we are notified as soon as practicable of an "occurrence" or an offense which may result
in a claim. Knowledge of an "occurrence" by your agent, servant ar employee shall not in itself constitute
knowledge of the named insured unless an officer of the named insured has received such notice from the agent,
servant or employee. To the extent possible, notice should include:
�1) How, when and where the "occurrence" took place;
(2) The names and addresses of any injured persons and witnesses, and
(3) The nature and location of any injury or damage arising out of the "occurrence" or offense.
b. If a claim is made or "suit" is brought against any insured, you must:
(1) Immediately record the specifics of the claim or "suiY' and the date received; and
(2) Notify us as soon as practicable.
You must see to it that we receive written notice of the claim or "suit" as soon as practicable. Knowledge of a
claim ar "suiY' by your agent, servant or employee shall not in itself constitute knowledge of the named insured
unless an officer of the named insured has received such notice fram the agent, servant or employee.
Condition 2.c.{5) is added:
(5) Upon our request, replace or repair the property covered under Voluntary Property Damage Coverage at your actual
cast, excluding profit �r overhead.
CG 71 52 06 11 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 13 of 15
CG 71 52 06 11
Conditions 10., 11, and 12. are added:
10. Slanket Wai�er Of Subrogatian
We waive any right of recovery we may have against any person ar organization because of payments we make for
injury or damage arising out of: premises awned or occupied by or rented or foaned to yau, ongoing operations
performed by you or on your behalf, done under a cantract with that person or organizatlon, "your work", or "your
praducts". We waive this right where you have agreed to do so as part of a written contract, executed by you before
the "bodily injury" or "property damage" occUrs or the "personal injury" or "advertising injury" offense is committed.
11. If a revisian to this Coverage Part, whieh would provide more coverage with no additional premium becomes
effective during the policy period in the state designated for the first Named Insured shown in the Declarat+ons, your
policy will automatically provide this additianal coverage on the effective date of the revision.
12. Based on our reliance on your representations as to existing hazards, if you unintentionally should fail to disclose all
such hazards at the inception date of your policy, we will not deny caverage under this Coverage Part because of
such failure. However, this provision doss not affec# our right to collect additional premium or exercise our right of
cancellation or non-renewal.
The fallawing conditions are added in regard to Coverage Ft - Product Recall Expense
In event of a"praduct recall", you must
1. See to it that we are notified as saon as practicable of a"product recall". To the exfent possible, notice should include
how, when and where the "product recall" took place and estimated "product recafl expense".
2. Take all reasonable steps to minimize "product recall expense". This will not increase the limits of insurance.
3. If requested, permit us to question you under oa#h at such times as may be reasonably required about any matter
relating to this insurance or your claim, inctuding your books and records. Your answers must be signed.
4. Permit us to inspect and obtain other information proving the loss. You must send us a signed, sworn statement of
loss containing the informatian we request to inuestigate the claim. You must do this within 60 days after our request.
5. Cooperate with us in the investigation or settlement of any claim.
6. Assist us upon our request, in the enforcement of any rights against any person or organization which may be liable
to you because of loss to which this insurance applies.
SECTION V - DEFINITIONS
At Item 12. Mobile Equipment the wording at f.(1) is deleted and replaced by the following:
f.(1) Equipment designed primarily for:
(a) Snow removal;
(b) Road maintenance, but not constructian or resurFacing; or
(c) Street cieaning;
except for such vehicles that have a gross vehicle weight less than 1000 Ibs which are not designed for highway
use..
CG 71 52 06 11 Includes copyrighted material of Insurance Services Office, Inc., with its permission. Page 14 of 15
c� �� sz os � �
The following definitions are added for this endorsement only:
3. Bodily Injury Redefined .
Under V- Definitions, definition 3, is deleted and replaced with the following:
3. "bodily injury" means physical injury, sickness or disease sustained by a person. 1'his includes mental anguish,
mental injury, sh�ck, fright or death that results from such physicaf injury, sickness or disease.
23. "Electronic data" means information, facts or programs stored as or on, created or used on, or transmitted to or
from computer saftware, including systems and applications soflware, hard or floppy disks, CD-F20MS, tape drives,
cells, data processing devices or any other media which are used with electronically cantrolled equipment.
24. "Product recafl" means a withdrawal or removal from the market of "your product" based on the determination by
you or any regulatory or governmental agency that:
(1) The use or consumption of "your producP' has caused or will cause actual or alleged "bodily injury" or "property
damage"; and
(2) Such determination requires you to recover possession or eontrol of "your product" from any distributor,
purchase� or user, to repair or replace "your product", but only if "your product" is unfit for use or consumption, or
is hazardous as a result of:
{a) An error or omission by an insured in the design, manufacturing, processing, labeling, storage, or
transportation of "your producY'; or
{b) Actual or alleged intentional, maliciaus or wrongful alteration or contamination of "your product" by someone
other than �ou.
25. "Product recall expense" means reasonable and necessary expenses for:
(1) Telephone, radio and tetevision communication and printed advertisements, including stationery, envelopes and
postage.
(2) Transporting recalled products from any purchaser, distributor or user, to locations designated by you.
(3) Remuneration paid to your employees for overtime, as well as remuneration paid to additional employees or
independent contractors you hire.
(4) Transportation and accommodation expense incurred by your employees.
{5) Rental expense incurred for temporary locations used to store recalled products.
(6) Expense incurred to properly dispose of recalled products, including packaging that cannot be reused.
(7) Transportation expenses incurred to replace recalled products.
(8) Repairing, redistributing or replacing covered recalled products with like products or substitutes, not to exceed
your original cost of manufacturing, processing, acquisition and/or distributian.
These expenses must be incurred as a result of a"product recall".
CG 77 52 �6 11 Includes copy�ghted material of Insurance Services Office, Inc., with its permission. Page 15 of 15
WORKERS' COMPENSATIpN AND EMPLOYERS
LIABILITY INSURANCE POLICY
wc a2 os o4 A
TEXAS WAIVER QF OUR RIGHT TO RECOVER FROM OTHERS ENDORSEMENT
This endorsement applies only to the insurance provided by the palicy because Texas is shown in Item 3.A. of the
Information Page.
We have the right to recover our payments from anyone liable for an injury covered by this policy. We will not enforce our
right against the person or organization named in the Schedule, but this waiver applies anly with respect to bodily injury
arising out of the operations described in the Schedule where you are required by a written contract to obtain this waiver
from us.
This endorsement shall not aperate directly or indirectly to benefit anyone not named in the Schedule.
The premium for this endo�sement is shown in the Schedule.
8chedule
1. t ) Specific Wai�er
Name of person or organization
{ X ) Blanket Waiver
Any person or organization for whom the Named Insured has agreed by written contract to furnish this waiver.
2. Operations: ALL TEXAS OPERAT IONS
3. Premium
The premium charge forthis endorsement shall be z. oo percent of the premium developed on payroll in
connection wiih work perfanned for the above person(s} or organization(s) arising out of the operations described.
4. Advance Premium I NCIUDE� , SEE I NFOHMAT i ON PAGE ,
This endorsement changea the policy to which R is attached effective on the incepdon date of the policy unless a dif(erent date is indicated below,
(The following "attaching clause" heed be completed anly when this endorsement is issued subsequent to preparetion of the policy.)
This endorsement, effective on
at 12:01 A.M. standard time, forms a pert of
Policy No. TSF-0001204172 oftheTexas Mutual Insurance Company
Issued to CASTRO ROOF I NG OP TEXAS LP
Endorsement No.
Premium $
WC42Q304A (ED.1-01-2000)
� �''�
��
Authorized Representative
Should auy bf the required insurance be provided iruder a c�aims made forin, Contractoa• shail
i�aitttain sucli cove�•age continuously tliroughout the fertn of this cotit�•aGt and, �vitho«t lapse, fo►• a
period o:f three yeak•s beyond tl�e contract eYpiration, such tl�at occurret�ces arisvig during tlie
cont�•aet term tivhich give rise to clai�ns rnade aftex• expiratiou o� the eont��act shall be covered.
Shouic� any • of the requit�ed i�isti�ranee Ue p�•ovided under �a fo�•im of caverage 'that it�cludes a
genex•a1 an�ual agg��egate limit providing for claims i��vestigation or legal de�ense costs to be
incl���ded in the general annual aggi•egate lirnit, iha Contractor shall either do�ible the oeeu�•rence
limits a�• obtaiu O��ners and Contractors Frotective Liability Tnsi�rance,
o Should atay rec�ui��ed insurance lapse dut7ng tfie contract term, requests for pay�nents o�•iginatu�g
after si�ch lapse sha11 not be pracessed until t�ie City receives satisfacto�y evidence of reinstated
coverage as �•equited by tllis contt�act, effective as of tlie lapse date. Tf insui•ance is not rezt�stated,
City may, at its sole �ption, terminate khis agreeinent effective on the date o£ the lapse.
SPECIFIC AIIDITIQNAL Ii�TS'CT�tANC� R�QUIR�MENTS:
1911 iltsflrltltc8 poliGies pYaposed nr vbtaitterl i►r safrsfacllori of tlt�s Confraet shall additiotrr�llj� cor�tpXy
ivr.fh tlre fallowirig n�arkerl spec featiorrs, rr�rd sl�a1l Le ratr�i�ilfri�rerC irr cornpl�'rrnce fuith tltese additio�ral
specifrcatia�ts 1/irorcglzoarf flte d�rratior2 af flie Cor2fr•act, or longer, �so rto�ed.�
[Xj A. Geueral Liabiiity It�sua•ance;
Geuei•al Liahility instYrance �vitli combia�ed single limits ofnat less than $1,OOD,Ofl0.00 shaLl
be provided and maintained by #he Contractor. The policy shall be wi7tten on an accurrence
basis either in a single policy or in a co�nhination of underlying and ur�ibrella or excess
�o�icies.
If the Comme��ci�t General Liabilit�� foi�rn (ISO Form CG 0�01 cur�•ent edition) is used:
� Coverage A shall anclude premises, aparatzons, products, and campleted operations,
independent cont��actors, conhactti�alliability coveri�g this contract and broad foi•:m
}�rape�•ty da�nage coverage.
• Coverage B shail 'u�clude personal injuYy.
o Coverage C, �nedical payinents, is not reqnired,
If the Cornprehensive General Liabiiity �o��m (IS� Form CrL 0402 Cun�ent Edition
and TSO Form GL 0�0�} is used, it sha11 inohtde at least:
o Bodily iuju;y and Propel�y Damage Liability �o;� premises, operations, pz�oducis and
completed operakions, independent cont�•actors and prpperty damage resulting fi•oin
explosion, collapse or undergrvund (XCU} exposures.
e Bx'oad form contractual liabiiity (preferably by endorsement) covering this contract,
persanal injtuy liability and broad foi�n property damage liability.
[X] Aufoinobile �.iabiliiy Insurance:
Co��.tractar shail provit�e Commerei�t Antamobile Liabiliiy insurance tivit� Co�n6ir�ed Single
T�imits (CSL) of not less #izan 50,a�' O,OOU either in a single policy or in a com6ivation of basic aud
umbrella a�• excess policies. The policy tr�ill iuclude bodily inju�y and prope�iy da�nage IiaUility
�•ising out of #lie operation, maintenance aiid use of all atttamobiles aiid rrcobiie ec�uipment used
in conjunction �vith this contract.
Satisfaction of the above requarement shall be in tlie focm of a policy a�zdorsement far:
• any auto, ar
• all otivned iiued and nari�ojvned atttQS.
jX] 'S�'arkers Compensatiou Lisu3•ance
Contractor shatl pzu-chase and maintain Wo��ke�•'s Compensation instuance Svhicl�, in addition to
�neeting the xninimutn s#atutory� requirements for issuanee of such insui�ance, hRS Employer's
Liability limits af at Ieast �100,400 fox� each accident, $l OQ,000 per each employea, a�id a
$500,OOQ poliay limit for occupational disease. Tha City need nat be named as an "Additional
insured" hut tlie ins�irer siiall agree to �vaive all rigl��s of subrogation against tlie Cify, its ai�'ieials,
agents, employees aud volunteers far any �vorl� pei�form.ed for #he City by the Natned Iusux•ed.
�'or buildiug or construction projects, the Contr�tctar shall comply with tha provisians af
Attacluneiit I in accordance �vith §40G.096 ofthe Texas Labor Code and �•uIe 28TAC 110.� 10 of
the Tesas Workei's Compensation Com}nission {TWCC). -
[ X] OFi�ner's aiad Couta�actai•'s F� oteCti�ve Lial�ilit3r Insi�rauce
The Contractar shall obtain, pay for and maurtain at a}I times dt�ring the prosecu#ion af the wo►��e
under tlus contract, an Owne��'s and Contract�r's Protective Liability insurance palicy naming #��e
Giiy as insured far property damage atxd bodily injuiy ��vhiah may arise in the prosecutio�i of tYte
�vork or Contractor's operations tmdei� this contract, Caverage shall be on an "occurr�nce" basxs
anc� the policy shall Ue issued by the same insnrance compa�iy that carries fhe Contracto�•'s
iiability i�tsc�ranca, �'alicy limits will be at least �540,000.04 combined bodily � injaiy and
proparty da�iage per occuz�ence with a,a�1,000,00Q.00 aggregate.
[] I+ire Damage Leg�l Z,iability LislFranee
Coverage is requi�ed if Broad form Ge�ieral Liabilit,� is not pravided o�r is unavailable to the
contractox• ar if a contractor Ieases ar rents a poi�tion af a City building. Limits of nat less than �
each occurrence are rec��ired,
[ � Pc�afessional L'zability Insurauce
Profassional liabiIiiy insu�•auce �vith lifniis not less tliari $1,OOQ,OOQ.00 �er claim �vith respect to
negligent ac�.s, errors or omissions in co��nection wiili pc•ofassional services is r�quirec� i�nder t�is
Ag�eement. .
[ Xj Bi�ilde�•s'. Rislc Insurance
Builders' Risk Insuranca, on an A,li-Risk form for l QQ% af tl�e cotnpleted value sl�all be provided.
Suc�i policy sha11 include as "Named Insured" the Gity of De�ton and a!1 s��bcaiita�actars as tl�eir
inferests may appear.
[ ] Commercial Crime
Provides eoverage fdr the theft or disappea�'c�I1C� Of CaS�I OI� checl:s, robbe�y insideloniside the
premises, bnrglary af the preznises, and einployee �delity, The employee fidelity pot•tio�l of this
coverage should be �itten on a"blanket" basis to cover all employees, including xie�v hires. This
type insurance shoiild be required if the contractor has access to City fiuids. Limits of �iot less
tf�an $ each ocourrenca are required.
[] Additianal insura�ice
Other iusurauce �nay be reqc�ired on an individE�al basis for extra hazardous contracts and specific
service agreements. �� sucia additional iusnrance is reqi�ired for a specific cont��act, that
requu•eme�it �vill be described in the "Specific Candit�ons" of t�ie contract specifications.
[�] Wox�l�ers' Co�npensafiora CojTerage fot• Builtling ax � Coustruction PrnJects foi•
Governmez�tal �ntities
A, Definitions:
Certifieate of caver�ge ("certificate")-A. co�y of a cextifieaie of insuiance, a
cei�ti�ica#e of at�thority fio sel�=insure issued by the coxximission, or a coverage
agreement (TWCC-81, TWCC-82? TWCC�83, or TWCG-$�), shotiving statutoiq
workers' compensation ins�rance coverage for the person's ax� entity's employees
providing services on a project, for the duration of the projeet.
Duration of the project - includes the time firom the beginning of the wo�k.on the
project until the canf�actor's/person's work on the praject has been cornpleted anc�
aceepted by ihe governmental entity.
Pez•sans providing servic�s on the plojec# (°subcontraetor" in §406.496) -�nclud�s all
persoz�s or entities performing all or part o� the se�r�ices ihe contractor has
undei�taken #o perform on the praject, xega1'dless of whether that �ers�n conttacted
dizec�ly with the contracto�• and regardless of whether that person has emplo�+ees. .
This includes, without Iimitatio�, independent contractois, sa`�eontractoz•s, leasi�g
companies, motar ca�xiers, awner-opexatars, em�Ioyees Qf any such entity, or
emplayees of any entity �vhich fiu�ishes persons to provzde se�wices on tha pioject.
"Seavices" include, without limitation, provid�ng, hat�ling, ox• delivei�ing equ�pment o�
mate17a1s, a� providing labor, t�ansportatio�, or other service related to a pxaject.
'°Se��vices" does not inciude activities um•e�ated ta the project, such as food/bev�rage
vendoz•s, of�'ice supply delivelies, and delivery a;F partable toilets.
B. The cflntractor shail provide caverage, based on proper reporting af ciassification
codes and �ayrcrll a�iounts and filing of any overage �.greements, which meets the
statutoly requirements o� Texas Labor Code, Sectian 4a1,0� 1{44j for a11 employees
of the Contractor praviding services on the project, for the du�ation of ihe px•oject.
C. The Contractor must px•ovide a c�rtificate af coverage to the goveimmental enti#y
prior to being awarded the cont�•act.
D. I� the coverage period shown on the con#racfor's ciu�ent cei�tificate of coveiage ends
during tk�e dutation. of the px•oject, the contractor must, �z•ior to the end of the
co�rerage period, file a new certificate of coverage with the governmentaI entity
showing that eo��erage has been e�tended. �
E. T�;e' contractvr slaall obtain fi•am eackz person providing services on a praject, and
provide io the gavernmental enti�y:
1, a c���tifica�e of coverage, pt�iar to that person beginning ��vork on the praject, sa
the government�l entity will have on file certificates af coverage showing
coverag� for all pe�sons providing services an. the p�•oject; and
2. no later than seven days aftei• receipt b� the contractor, a new ce�•tificate af
co��ei�age showing extension of coverage, if the caveaaga period shotivn on tk�e
cu��ent cei�tificate of coverage ends during #he.dw�ation af the project.
F. The cont�actor shall retain all required certificates of coverage for the duxation of the
p�alect and for one yeax tke�eafter,
G. The contractor shall natify the goveinmental entity in wxiting by cei-tified rnail or
personal deIi�ery, within 10 days �after the contractor knaw or should have known, of
any change thai materiaily affects the provision of coverage of any pe�•son provic�ing
services on the project.
H. The contractor shatl post on each px•oject site a notice, in the te:rt, form and mann�r
. prescribed by the Taxas Workers' Compensation Commission, informing alI persons
providing seivices on the proj�ct that ihey are r�quu�d to be cov��ed, and stati�g
how a person may verify coverage and repoi� Iack of caverage.
I. Th� contractor shall cantractually requ.ire each person r.vit�. wl�onr� it co�tracts to
provide sez�ices an aprajecf, to;
l. provic�e -coverage, 6ased on px�oper z�epoating of classi�cation codes and payroll
amounts aiid filing of a�y co�s�er�ge agreemen#s, which meeis the statutory
requiremerits of Te�as Labo� Code, Sectioii 401.013.(4�} for all of its employees
providing services on the project, for the duxatian of the prQject;
2. provide to the co�:trac#ar, pxio� to that �exson beginning wark on the project, a
�ertifica.te of coverage sho�ving that coverage is being provided for all emp�ayees
af the person praviding sezvices on the project, for the dw�ation of the project;
3. provicie the conhactoz, �rza�� to the end of the coverage perioc�, a new certificate of
coverage showing extensian af coverage, i� the coverage period shown on the
ciiz�ent cei�ificate af coverage ends during the duration of tna project;
4. obtain fron� each otiaer person with vvhom it contracts, and provide to the
conhactor:
a, a certificate of cove�•aga, pxzor to the o#her pea'san beginning work on the
project; anc�
b. a new cez�tificate of coverage showing extension of coverage, �iQ�� ta the end
of the cavexage period, if the coverage pei�.od shown. an the ew•rent certificate
of coverage enc�s during the duxation o�f the project;
5, retain all required cez�tificates of eaverage on fle for the duration o� the p�aject
and fo� ane yeaz thereaiter;
6, no�ify the go�c�ei�unental entity in writing by cex�txfzed mail ar personal delivery,
wxthin 10 days aftex the person kn�w or should have �n.o�rn, af any cha.nge that
materially affects th� provisian of cov�rage of an� person pi'OV1C�I1�g 50TV1CeS 012
�he projeci; and
7. Contractually requi�e each person ��trith whom it contracts, ta perfoi�n. as requirecl
by paragraphs (I) -(7), v+rith the cei�tificates of coverage to be �rovided ta the
person foz� whom they are pxQViding services.
J. By signing this conhact or providi�g ar causing to be provided a cei�tificate of
covexage, the contracta� is represeniing to the governmental entiiy #hat �11 emplayees
of the conttactor who wi11 provide services on the project will be covered by
workers' comper�sation coverage ifar the duratian of �he project, that the eoverage
will be basec� on proper repoi-ting of ciassification, cvdes and payroll amoun�s, and
� that alI coverage agieements will be filed with flne appx�opriate �nsurance cax7ier ar, in
the case of a self-ins�red, with the cammission's Divisian of Self-Insurance
Regulation. Providing fa�se oz misleading infoi�nation may subject the caniractar to
adminishative penalties, criminal penaltzes, civil �enalties, oz othe� civil actions.
K. The contraetoz's failure to comply with any of these provisions is a b�•each of
con#ract by the contracior which entitles the govei�unental entity to dectare tl�e
contract void if the contractor does not iemedy tha breacl� within ten day� after
�eceipt o� n.otice af breach from the govei�unental entity. .
�x�.�bY� II
�o�t����o�r �u�����s In�a�r�.at���
,� ,
CITY OF DENTON
RFP 5188
ATTACHMENT C
BUSINESS QVERVIEW QUESTXONNAIR�
l. ConnactorNatne : Castra Roofi,ag �� Tex�s, ZP
2. Addcess (Prii�ciple Place of �usiness: 4854 0].sax� Dx . Dallas ,�x 75227
3. Does your company have an established physical presence in the State of Texas, or the City of
Dentoni NO
4, Ta�PayerID#:75-2365883
S. Email Addcess ofPrimary con#act: ��54 Olsan Dr . Da11as , TX 75227
6. Website A,ddress: �• Cas�roRoofing. com
7. Telephone: (2�� ) 381-8108
8. Fax: (214) 381-6s49
9. Qther Lacations:
10. Or anization Class:
a��tnersh�
Individual
Coiporation
Associatian
11, Date Established Dea�m3�er 19 9Q
i2. Forma��BusuiessName:Cast�o Rao�sng
I3. Date ofDissolution; December �.990
���
co �''�
�
� C�"'�� � ,
.�t � , �`''"''
�� �� �
�• `� �
t
14. Subsidiary of ; ]�T/A
15. Historically Underut�tized Business: Yes or No
16, Pcincipals and Qffcers;
See Attac'k►ed, ,
1'lease detail r�sponsibilities with the name of each principal or of£icer,
See Attached..
1?. Key Personnel and Responsibilities:
See Attached..
Page 98 of RFP # 5188
;
1�:. .. :
4 ::':-`'` �:`:::;
�::
- ~,�a�
�ESI�N��
Rodalfo Rndr�guez
C£O
Mr, Radriguez has 30 years of experience in the raofing industry. His construciion career iaegan
wit� Gastro RQafing Inc, in 1978 as a laborer. Upon the inceptian of Castra Roofing of Texas, lnc. in
9 9Stl, which he is a pare owner, he has served in a►nanegement positian beginning with ❑n site
project management to his curTent respansibil(ty of Business Manager and averseeing projec�
estimating,
His experience in the rnofing field inaludes warking wi�h commercial law-slope roofing syseems and
high-slape metal roof systems. Sjrs�ems include buil�up aspF�alt/ooal tar-�itch, modified meml�rane
systems, single-ply system, and me�al roof sysCem.
Mr. E�odriguez has atCended company-sponsored training in praject and_quaiity mar�egemeni, labor
m�nagement from the Certi€ied Cantractors NeLwork end safeGy fram the Association of Ganeral
Contractors (AGG) and the National Roofing Contractor Associa�ion (NRCA}. HE has taken
spe�ialized roofing system Craining from GAF, Tamka, Koppers, Johns Manvilfe and Honeywell.
He has served as the �hairman for the Commercial Roofing Mas�erMind and a member of the
Steering Cammittee at Certified Contractars Network association,
�duc�tiion
■ HAAG Engineering Commercial Eioafing
Gert'�f'ica�ian
r Texas Insurance Adjus�er L'rcense
■ GA�
� Tamko
� Koppers
■ Jnhns Manville
a Allied
r NI5HAP Asbestas training
■ Natianat Raofing Cantractor Assoaiation
(NRCAj. DSHA training
■ Netional Roafing Cantractor Association
[NRCAj Business seminars
r� Nationel Roafing �ontractor (NRCAj
Assooiation Universiiy Rao�op
Photavaltaias
r Ns�onaE Roofing Contractur [NRCAj �3SHA
training
■ InternaCional Code Council training
r Windstarm Insurance Network trafning
■ Certified Commsroial Roofng Certification
■ Cer�ified Gantractars Network - Toia( 4uality Meeting Crain�ng, Sales Bao� Camp, Cornmercial
F3oafing Sales Bodti Camp, ��anklin/Covey Leadership Training, Business p�anning Boot Camp,
Golnr Management, 4 Disciplinas of �xecution. -
■ Bacheiars of ArC degree from Brooks InstituCe
Exp�rience
1990 ta Gurren�
Gastro Roofing of Texas, LP.
Fosition: Qwner and C�0
'F98� �0199D
Self Emplayed Photagrapher
197B ta 1986
Castro Raofing Ina.
POS[C[QEI: ParF,time and Summ�r Roofing Mechanie
Casteo Roofing • 4B54 Qlson Dr. • 17a11as �T?C 76227 • 2'{4.369.84�8 � fax 214.381,B109 • 8�.769.1579
wwW.s-rc►�ra-F-tawc.cs.cor� • mkw.GsstroAoofing,com
RESUME
.luan Radriguez
Senior Project Manag�r
Ivlr. Rodriguez lias ovec 2fl years experience in the roofmg indastiy. His constructian
career began with Castra Rooiing Inc, in 1978. Upon the inceptkon of Castro Raofing of
Texas, I��c. in 1940, which he is a pa��t owner, he has se�ved in a field ac office
rnanagement posiiion beginning with an site project superintendent to tny cturent
responsibiliry of Senfoi� P�•oject Manager, �n addition to acting as a Project Manager, he is
in chacge ofthe project sck�eduling process; heads up oUr design assist effazts in estimating,
and monitars quality cQnhol seivices for the company.
His expe��ience in the roofing field includes woiki�ag with corxime�•cial low-slope roofing
systems and high-slope matal roof systems. Systems inciude built-up asphalt/coal tar-pitch,
madifi�d rnembrane systems, snigte ply system, and metal roof system.. He has been
involved witt� all the projects listed in Castra Roofing of Texas, L.P. refex•ence lisf {see
item #6) as a Seniar Project Manager.
Mr, Rod��iguez has attended company�sponsarad t�aining in projecf and quality
mai�agernent, labor management from the Certi�"ied Conti�actors Network and safety fiom
the National Roofing Cont�actot� Association (NRCA). He has taken speaialized roofing
system t�aining from GAF, Tamka, Koppers, Johns Manv[lle and Hone�Twell,
EDUC�iTYUN:
r GAi�
�+ Carlisfe
■ Tamtco r NiSHAP Asbestos training
■ Koppers � I+Iaiional Roofing Contractor Associaiion
� 7alms Mauville (NRCA) OSHA training
■ Allied � Cerfified Co�ntractors Ne[��ark — Toial Quality
Meeting txaining, Biue Co1or Management
■ Ssr►laf�l
E�3.'ERIENC�
1992 to cux•rent
Castra Rnafing of Teaas, L.P. (curreutly Castro RQOfing of Texas, inc.}
Position: O�vner and Project Manager
1987 to 1992
vrs
Pasition: Sorter
1978 to 1�87
Cast�o Roofing Inc.
Position: Part Time and Summers Roofng Labor
4854OlsonDr ' DallasTX76227 ' 214,38t.8108 ` Fax381.81D9 ' 80�J59.1$79
��r+rw.c��t�o�c�vfiing.ca��a
R��UNl�
A�gel t�4J) Rodriguez Jr.
Field General �uperintendent (sheet m�tal)
Ivlr. Rodriguez has 20 y�ars experience in fhe roofing industcy, �-Iis canst�uc#ion c�reer began wiflt Casti•o Ronfing Inc, in
1978 as a iabarer, Upon the inception af Castra Roofir►g of Texas, Inc, in 1990, wluch he is a part owner, he served in
iield management positions beginning wlth or� site project superintendent to his aurrent respansibility oi F'ield General
Supei•intendent on inany af Castro RoQftng's prajects, Due to the b��eadth and depth af his tec�.ica1 eapertise, Mr.
Rfldriguez also se�ves as an iaternal technical advisor on quality and production issues if tbey u�ise.
His experience in the roo�ing �eld includes working t;�ith commerciai low-slope roofing systems and high-slope tnetal
roaf systems. Systeins include built up asphali/coal iar-pitcl�, madified membrane systems, single-ply systern, and metal
xoof sys�em.
Mr. Rodriguez has aifended company sponsored training in project and quality management, labor ma�iagement fram tha
Ceitifed Cont�•actors Network and safety from tlte Assflciation af Ge�ieral Cantractors (AGC) and the Natlanai Roafing
Cont��actor Association (I�IRCA). He has taken specialized roo�ing systetn training fiom GAF, Tamko, Koppers, Johns
Manville and Honeywelt.
He l�as been involved ��vith all tlte ptojeats listed ir� Castro Rao�ng of Texas, L.P. sefeience list (see item #6) as a Genera3
Superintendent.
�DUGATIQI�t
■ GAF
■ NISHAP Asbestos Training
� Tamko � Nat[o�al Roofing Contractor AssociaHon
r Kappers �ItCA) �SHA Training -
■ JahnS Manvitle ■ Certi�ed Coniractors Nct�vork — Total Qu�tity
■ Honayweli Meeting training, Blue Colar Mauagement
�r AGC 1Q Hour OSHA Training
�XPERIENCE
199Q ta current
Cas�'o 12oofuig of Texas, L.P. (fortnarly Castro Roofing of Texas, Ync.)
Position; Owner and Slieei Me#al Superintendant
1985 to 1,990
Heatlt Companies
Positian; 5ign Journeymen
1978 to 1985
Castro Roo�ng Iuc. Position: Part-time a��d Summeis Raafing Labor
4854 O�son Dr '�ailas TX 75227 ' 214.381.$i �S ' Fax 381.51(?9 ' 800.759. i 879
�a�aer�.��st�s��°�►a��in�.��at� '
GITY OF DE�VTQN
RFP 5IS8
Please detai[ respansihilities v��ith #he na�ne of each key p��sonnel,
See At�ached..
18. Number of Persvnnel by Discipline:
See A�tached..
Discipline Number of Staff # Ragiste��ed
19, Services Provided by Firm;
See Attaahed..
Flease provide a detailed lisiing of all seivices that your cornpany provides.
Please detail yo�r prior experience ��vorking on similar projects with Texas governmental
entities.
Please detait yaur similar seivices provided over the past twa (2) yeais.
Detail daeumented proof of at teast #(uee {3) projects in the past iwo (2) years.
Please detail these services, including, the nature of the services provided, a�nd ihe scope a�the
activities, the organizations for which the services v,ret•e provided, the dates of the pcojects,
and tlae documanted benefit to the gavernmental entity,
20. Has your company filed or been named in any Iitigation involrring youc company and the
Ow�ier on a conteact within the last five years under your aucrent company name or any
other company name'? If so px•o�vide details of the issues and resolution if available. Include
lawsuits where Owner was invoIved. No
2I, Please piovide at least (3} three references (prefe�•ubly nzr�rnieip�clifie.$) and cantract
amounts. Include projeet description, contact names, pos�t�an, and o��ganization name and
telephone number far each reference �is��d. Sea attachment F.
See Attached..
22. Have yau ever defaulted an or failed to complete a contcact under your cu�n•ent company
name or any other cQmpany name? If so, where and why? Give name aad telephone number
of C}wner. No
23. Have you eve�� liad a contract termina�ed by the �wner? If so, where and why? Give flame
and telephotae number (s) of (�wner (s). No
24. Has your company implemen#ed an Employee Health and Safety Program compirant with 29
CFR 1910 "Generai Industry Standards" and�or 29 CFR 1926 "General Construction
Standat•ds" as ihey apply ta yaur Company°s customaiy activities?
� i�tfp�/hvw�v osha gov/pls/oshaweb/owas�•ch.search form?p doc type=STANDARDS&� toc
level=l&�„ kevvalue=192G
See Att�ched..
2S. Please indicate the tvtal number af projects your Firm has undei�taken witltin tl�e iast five
- years? _ 3 0 0
2G. Insurance Information
a. I�ame of Insurance Ca�riei
_ b. Agent Name
c. Address af Agency
d. City/Siate
Page 99 ofRFP # S188
�
� � � ��� �
Ht��o�i��tly �1nde�rutil���d Ei��ir����
Certi�ic��i�n ��d �orr�pti�r�c� IPr�gr��
The Texas Comptroller o� Pubiic Accounts �CPA},
hereby cer�ifies �hat
C�1�TI�� RC���[N� �F 1'E�A�, l�.P.
has sucGessfully m�t th� established requirements af the
Stat� af Tex�s Historicaliy Underutiliz�d �usiness (HUB) Program
� to be r�cogn���d �s a �UB.
This certificate, prinied 'i 7�QEC-2010� supersedes any registratfon and certif(cate praviously issued by the
HUB Pragr�m. if #here are any ahangas regar�ing the Inforrrtatbn (i.e,, business stre�ature, ownership, day-to-
ciay managament, operettan�( aontr�l, addr�sses, phane s�nd fax numbers or autharized signatures} provided (n
th� submission of the businese` �ppliaatian for registratiorilcertlfice�tton as a HUB, yau musi [mmadlatefy (within
S� days of suoh changes) nofify 1he MUB Program in wiiting. The CFA resarves 1he rlght to cQnduot a
camplianca revlew at any ilme to canfirm HU� aligibfl[ty, HUB a�rtificatian may be suspsnded ar reuaked upon
#inding� of ineliglbility.
CerttiicateNlD Number:
File/Vendor Number:
Ap�ravai Date: `
Expirat[ar� 1]ate.
17a23G5BB8�00
BG3�8
13-[3EC-201 U
�t �-�EC-2p14
��,t,,,,� �. ��lac„v�,
Paul A. Qi�son
Statewide hIU6 Prngram Managsr
Texas Comptr�lfar of Public Accounts
T�xas PrdGUrement and Suppart Services 1]i�isbn
Noia: fn arder f�r Staia agenafas and instltutions af higher educailon {unlvers�ies} to �e credftad iar utilizing this .
business as a HUB, they rriust award payment under the �eriificaleNlD Number [dentffied above. Agenc9es end
uniuersittes are sncouraged io va[fdate HUS certi€ic.�iian pr�or io issuing a nottce oi aw�rd by access(ng the
Intem�t (httpJlwww.window.state,tx.ustprocurement/kmhlnrubanly.html) or by aontacting the HUB Pragram at
{866} 883-5881 or (5i2� 463-5872,
��h�bi� I
�'�rn�. �i
�
���.�.i�t �� Irnt�xesi uest�onn�ire
■ �Y�11111 �� �'�AS
CITY OF DENT�I�
�tFP 5188
ATTACHMENT .G
ATTACI�MENT H
C4NFLICT OF INTEREST QUESTtONNAIRE Ft�RM CIQ
For vendoi� or oEl►er ersou doui business witli Iocal overnmenfal enti �
This questionnaire reflects cl�ai�ges niade to Ehe law by H.B,1491, SQfh Leg., Regular Session. QTrIC� USE ONLY
This quesfionnaire is being filed ii� accordance �vith chapter I76 of the Locat Government Coda by a person DataRtcciFed
who has a business retationship as defi��ed by Section 176.091(1-a) �vith a lacal goverutnental entity and the
person tneeks reqttirements under Section 176.006(a).
By law this questionnaire must be fi(edsvith the records administcator of ihe local govenmient entity t�at later
than the 7t1� business day after the date the person becomes a�rare of facts that require the statement to be fited.
See Section 17G.00G, I.ocal Govertunavt Code.
A person convnits au offense if tl�e perso�� knowingiy vialates Section 17S.40b, I.ocal Gavarnment Code, An
offense �ander this section is a Class C misdemeanor.
� Nnn�e of persoit ��•tio das a business relflfiousl�ip ►�9lL loeal governmental enlify.
Castro Roofix�g of Texas L�
2
� Cf►eck fhis bos if you are ti[ing att update to a previously filed questiotu�aire.
(TTie law requires tUat you fitc un updated coi�tptefed yueslionnaire with the appropriate filiug auWoriq� not tater tl�au the 7'� busincss day after the
dafe tl►e origivally filed questiom�AUe 6eaa�ues u�co�np}ete or inaccurate.)
3 tlame of local govemu�enl of�'icer ji�iili �vltom fileY has tui employment ar business relstionship.
Na►ue of Of�"icer
This seclion, ((tem 3 inciuding subparts A, B, C& D}, must be compleled for each officer w�th whom the fller has an employmsnf or other buslness
relafianship as deflned by Sectian 176.001(1-a), I.ocat Governmenf Code. Atkach additional pagas to thls Form GIQ as necessary.
A. Is iha Iocai government officer namad itt this section rec�iving or likety to receive taxable income, other thar� investmenf income, from the
�Ie1' of the questlQnnafre?
0 Y@S � ni0
B. Is the filer of ti�e quesfionnaire receiving or likely to receive taxable income, othar than invasfinent incame, irom or at lhe direcfion of the
focal govemment o�cer named in fhis secflon AND the t�abie lncame is not received fram the local govemmental Qntity?
� Yss LJ No
C. !s tf�e filer of this quesf�onnaire emptoyed by a corporation or other business entity with respect ta whfch the focaf government otfrcer
seives as an o�cer ordirecfor, or ha[ds an ownershi� of 4a percent ar more?
Q Yes � No
D, Descr[be each affifiatfon or buslness relaUanshfp.
No Affiliation
4
�
o�/o�/aas�
Signature vf perso oing sinsss w3th the governmental entity Date
Page 116 of RFP # 5188