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2013-299ORDINANCE NO. 2013-299 AN ORDINANCE ACCEPTING COMPETITIVE BIDS AND AWARDING A PUBLIC WORKS CONTRACT FOR THE CONSTRUCTION OF THE SOUTHWEST ELEVATED STORAGE TANK FOR THE CITY OF DENTON; PROVIDING FOR THE EXPENDITURE OF FUNDS THEREFOR; AND PROVIDING AN EFFECTIVE DATE (BID 5350-AWARDED TO LANDMARK STRUCTURES I, L.P. IN AN AMOUNT NOT TO EXCEED $5,074,000. 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 improvements 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 bids for the construction of public works or improvements, as described in the "Bid Invitations", "Bid Proposals" or plans and speciiications 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: BID NUMBER 5350 WWWWW mmmmm CONTRACTOR Landmark Structures I, L.P. AMOUNT $5,074,000 SECTION 2. The acceptance and approval of the above competitive bids shall not constitute a contract between the City and the person submitting the bid for construction of such public works or improvements herein accepted and approved, until such person shall comply with all requirements speciiied 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 Bid Proposals, and documents relating thereto specifying the terms, conditions, plans and speciiications, 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 Bid 5350 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. �'�1.��C� ��I:� ,�1'1�l�t�p"��l�;l� t}�� i.l�s� ��"�..�� cla�� c��°_. � ..,�"� ._�w `��1.a�. � ,w � �„�� °4� l� � ' � a� �/ ��" , �� . �� t !� � � �.. , �._ .. ,� .........s� MARK A. T� � J�� U�:� J,1�'� � MAYOR ATTEST: JENNIFER WALTERS, CITY SECRETARY I� APPROVED AS TO LEGAL FORM: ANITA BURGESS, CITY ATTORNEY �. � ... �� + � � .�.. P , .� ... � .� �� " � BY: �� w ��m �,�� °�° � � s-ox� t�� :��,so � � , �� ,. � °� .� STATE OF TEXAS § COUNTY OF DENTON § CONTR.ACT AGREEMENT #5350 BY AND BETWEEN CITY OF DENTON, TEXAS AND LANDMARK STRUCTURES I, L.P. THIS CONTRACT is made and entered into this 15'h day of October 2013, by and beiween LANDMARK STRUCTURES I, L,P. a corporation, whose address is 1665 Harmon Road, Fort Worth, Texas 76177, hereinafter referred to as "Contractor," and the CITY OF DENTON, TEXAS, a Texas Municipal Corporation and Home-Rule City, hereinafter referred to as "City," to be effective upon approval of the Denton City Cuuncil and the subsequent execution of this Contract by the Denton City Manager or his duly authorized designee. WITHNESSETH: That for and in consideration of the payments, covenants and agreements contained herein, and under the conditions expressed in the bonds attached hereto, Contractor agrees with the Owner to commence and complete the perfozmance of the work specified within the agreement, in the amount of $5,074,000.00 and for the mutual benefits to be obtained hereby, the parties agree as follows: SCOPE OF SERVICES Contractor shall provide construction services in accordance with the City's IFB # 5350, and the Contractor's proposal in response thereto, a copy of which is on iile at the office of Purchasing Agent and incorporated herein for all purposes as "Exhibit A— Exhibit I". The Contract consists of this written agreement and the following items which are attached hereto and incorporated herein by reference: (a) Contractor Response to RFP#5350 - Pricing (Exhibit "A") (b) Negotiated Scope of Work and Services and Technical Requirements, Drawings, Graphs, Charts, etc. (Exhibit "B"); (Technical Specifications and Drawings are available at the Of�ce of thc Purchasing Manager and at 1�i��a0!►��wvr°��,� �t�'a.�tl'c[��t��,��smrr�ic��.��.ri-tr�xcYZt�—�a��}ic�y�;1�1��.,�•t��rr��.:.� �?!fra��.aim�.riF�1�- r��r��nta��.l�a��r��i�Cr-i�rf��-��rrf��a°—fk��l��t�� ti��l�iat��•�.��ie�;�� proposals (c) Contractor Payments an,d Performance Milestones (Exhibit "C"); (d) City of Denton Standard Terms and Conditions and Contractual Requirements (Exh►bit «D»� � (e) Special Terms and Conditions (�xhibit "�"); (� Payment and Performance Bonds (Exl�ibit "F"); (g) Insurance Requirements and Documents froin Contractor (Exhibit "G"); (h) Contractor's Business Information (Exhibit "H"); (i) Contractor Response to RFP - Conflict of Interest Questionnaire (Exhibit "I"); These documents make up the Contract documents and what is called for by one shall be as binding as if called for by all. I�i the event of an inconsistency or conflict in any of the provisions of the Contract documents, the inconsistency or conflict shall be resolved by giving precedence first to this written Contract, and then to the contract documents in the sequential order in which they are listed above. These documents s17a11 be referred to r,ollectively as "Contract Documents." IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year and day first above written. LANDMARK STR�P(�w7'i�� k � ,��J��, By: Landmark Structur �°'fv�� crrr�r�� lr�c�., General Partner ..�-' � By: � .� - AUT�IORIZED SIGNATURE TYPED NAME: CHRIS LAMON TITLE; VICE PRESIDENT - GENERAL PARTNER (817)439-8888 PHONE NUMBER GCURRY@TEAMLANDMARK.COM E-MAIL ADDRESS ATTEST: BY _ .�`��...,a l��:�.��"�`�..�. GLENDA CURRY � �� p CITY OF DENTON, TEXAS A Texas Municipal Corporation � � � � � ��-�-�.... � � By: ��" . �M �Na ��, � �.,... -. ��C��L C. CAMPB��LLm�� .� CITY MANAGER ATTEST: JENNIFER WALTERS, CITY SECRETARY �L 4� � � , BY: ' ' ` `��,.-�� ,�i � AFPRO"4'��. � AS TO� �� +�AL FORM: ANITA BURGESS, CITY ATTORNEY ��,,�� , �, �.- �'` ��,� � � BY• ��`: � � _..... � ,. ��. .. ��°��_._..�._._ _._. r�'v ,�, 1 ' ! � '�� ' �� , . Exhibit 1 RFP 5350 - The City of Denton Southwest Elevated Storage Tank - Pricing Sheet ' Each respondent must state its proposed cosu under the contract. The respondent sholl comp/ete the following section, whlch direcUy corresponds to SecUon !!f - Scope oJServlces, and Section VI, Payment and Perjormance Requlremenis. The coniractorshall not make changes to thls jarmat. �T�#u"t � &7ESCitiF�iC7� 'i`fl�ltL A�Jl4UNT BIISE BID ITEM 1- TOTAL PRICE FOR THE CONSTRUCTION OF 'THE 2.5 MILLION GALLON SOUTHWEST ELEVATED STORAGE TANK AND YARO PIPING. For the complete construction of 1 the 2.5 million gallon Elevated Storage Tank, Yard Piping, Valves, Electrical, Site Work, and all equipment, materials and services required in accordance with the contrad dotuments, plans and specifications for the proJect except for Base Bid Item 2, far the sum of: '� ,� �4�;��,�y 'BASE 810 ITEM 2-TOTAL PRICE FOR TRENCH SAFEfV. This bid 'Item shall include all labor, tools, materials, equipme�t and incidentals necessary for the installation and removal of 2 trench safety systems. Measurement and payment shall be per ilnear foot of trench safety installed. Payment at the unit price bid shall be full compensation for all trench safety. 300 LF of [rench safety is anticipated. $ Z�� TOTAL PRICE fOR THE PERFORMANCE AND PAYMENT � BONDS: $ 26,OOQ.00 TOTAL pRICE FOR CONSTRUCTION OF BASE BID ITEM 1, 4 TRENCH SAFETY AND BONDING R£QUIREMEP(iS � � A,77],!ROi}.A� _ _ __. _ _. _ _ ALTERNATE BID ITEM S-TOTAL PRICE FOR THE CONSTRUCTION OF THE 3.0 MILLION GALLO,N SOUTHWEST ELEVATED STORAGE TANK AND YARD PIPING. For the 5 complete construction ofthe 3.0 million gallon Elevated Storage Tank, Yard Piping, Valves, Eledrical, Site Work, and all equipmen[, materials and services required in accordance with the contrdd documents, plans and specifications for the I proJect except for Base eid Item 2, for the sum of: $ 5�� ALTERNATE BID ITEM 6- TOTAL PRICE FOR TRENCH SAFETY. This bid item shall include all labor, tools, materials, equipmentand incidentals necessaryforthe installation and 6 removal oftrench safety systems. Measurement and payment shall be per linear foot of trench safety installed. ',Payment at the unit price bid shall be full compensation for all irench safety. 300 Lf of trench safety is antidpated. $ Z�� fiOTAL PRICE FOR THE PERFORMANCE AND PAYMENT 80ND5: $ 28,000.00 TOTAL PRICE FOR CONSTRUCTION OF ALTERNA7E 81D ITEM 8 5, TRENCH SAFEIY, AND 80NDING REQUIREMENTS $ 5,074.000.00 79 1 i �.� .� � �,, � � , �,. , . � � . � . . � � r � . � Scope af Work The intent of this IFB is to obtain complete construction of the Southwest Elevated Storage Tank for the City of Denton. The project will require new construction on real properiy. The work for which proposals are being solicited is described in detail in the Technical Specification contained in Exhibit 2, and the Drawings in Exhibit 3 of RFP 5253 and can be obtained by contacting the Materials Management Office at purchasin�(a�cityofdenton.co�n or available for immediate download @ iift :1C��^ti�€ftiv.�i� fafcic��i�r�.�t�anf�[e �ir{�x��r�t�-sca�=icca�Ir�c� ��i�-i�x��t�� _ �Isaa�i':et•i��-�i��tx� rurt�c}�il� r��•�li;�s��-�i�t�°i��z�tiar�ricc��t.��°�f��`rc��-.�r�c�� a�•tr �s��;1s��ii+�ri�i�it�r��a �c�i��-��-.��a�-0cic��. The submission sl�all accurately describe the Proposer's understanding of the objectives and scope of the requested conshuction and provide an outline of the process to complete the requirements of the project. Special Notice and Additional Requirement(s): 1. Additional safety precautions shall be instituted by the awarded contractor, as the work environment will be in an area where citizens and employees may be present, and work safety must be coordinated with the owner. 2. The Contractor shall be responsible for all spoil removals, and any excess soil that will require removal. 3. The Cantractor is responsible for obtaining SWPP, Fcnce Permit, and Electrical Permit. Special Instructions and Requirement(s): 1. EXAMINATION OF CONTRACT DOCUM�NTS AND SITE A. Examine Contract Documents, make observations and investigations, correlate knowledge and observations with the requirements of the Contract Documents and consider these in preparation of a bid for the project. 1. Read the Contract Documents and related technical data and reports thoroughly. Use a complete set of Contract Documents in preparing Bids. Assume responsibility for errors or misinterpretations resulting from the use of partial or incomplete contract documents. 2. Visit the site to become familiar with general, local and site conditions that may affect cost, progress or performance of the work in any manner. 3. Becozne fanniliar with federal, state and local laws, ordinances, rules and regulations affecting cost, progress or performance of the work. B. Suiveys and investigation reports of subsurface or latent physical conditions at the site, or conditions or situations affecting the design of the Project used by the Engineer in preparing the Contract Documents are referenced in the Supplementary Conditions. 1. These reports are available for information only and neither the O WNER nor Engineer guarantees their accuracy or that any opinions expressed in the report are correct. 2. Make additional surveys and investigations as necessary to determine the bid price for performance of the work in compliance with tlie terms of the Contract Documents before submitting a bid. 3. Cost for these investigations is to be paid by the Bidders. C. Acknowledge sole responsibility for job site safety, including trench excavation and confined space entry safety, by the submission of a Bid for this project. D. The submission of a Bid is incontrovertible representation by the Bidder that he has complied with every reyuirement of this Section. 2. INTERPRETATIONS Submit all questions about the meaning or intent of the Contract Documents to the City of Denton in writing. Replies are issued by Addenda to all parties. 4nly questions answered by formal written Addenda are binding. Oral, electronic response and other interpretations or clarifications will be without legal effect. Questions received less than 74 hours prior to the date and time for opening of Bids may not be answered. 3. SALES TAXES The City ofDenton is exempt from Federal Excise a�td State Sales Tax. The City of Denton qualifes for sales tax exemption pursuant to the provisions of Arlicle 20.04 (F) of the Texas Limited Sales, Excise and Use Tax Act. Any Contractor performing work under this contract for the City of Denton may purchase materials and supplies and rent or lease equipment sales tax free. This is accomplished by issuing exemption certificates to suppliers. Certificates must comply with State Comptroller's ruling #95-0.07 and #95-0.09. xiitC � � � � . � �. , ,� . . ,,. 1. TNVOICE5 AND PAYMENT PROCESSING: Payment nrocessin�: The City review, inspection, and processing procedures for invoices ordinarily require thirly (30) days after receipt of invoices, materials, or services. Proposals which call for payment before thirty (30) days from receipt of invoice, or cash discounts given on such payment, will be considered only if, in the opinion of tlie Purchasing Manager, the review, inspection, and processing procedures can be completed as specifted. It is the intention of the City of Denton to znake payment within thirty days afier receipt of valid invoices for which items or services have been received unless unusual circumstances arise. The 30 day processing period for invoices will begin on the date the invoice is received or the date the items or services are received, whichever is later. Direct deposit for paVnnents: Contractors are encouraged to arrange for receiving payments through direct deposit. Information regarding direct deposit payments is available from the City of Denton Purchasing website: wvvw.dentonpurchasin .� com. Invoices: Invoices shall be sent directly to the City of Denton Accounts Payable Deparinnent, 215 � McKinney St, Denton, TX, 76201-4299 wiih a copy to fihe attention of Tim Fisher, Assistant Director, City of Denton Water Department, 901 B Texas Street, Denton, TX 76209. The copy may also be emailed to Mr. Tim Fisher at tim.fisherC�a,citvofdenton,com. Invoices must be fully documented as to labor, materials, and equipment provided, if applicable, and must reference the City of Denton Purchase Order Nutnber in order to be processed. No payments shall bc madc on invoiccs not listing a Purchase Order Number. Invoices for parCia] payments on consiruction projects should normally be presented for payment within the first iive days of the month, and submitted on the Pay Application Form. 2. TAX EXEMPTION: The City of Denton qualifies for sales tax exemption pursuant to the provisions of Article 20.04 (F) of the Texas Limiied Sales, Excise and Use Tax Act. Any Contractor performing work under this contract for the City of Denton may purchase materials and supplies and rent or lease equipment sales tax free. This is accomplished by issuing exemption certiiicates io suppliers. Certificates must comply with State Comptroller's ruling #95-0.07 and #95-0.09. 3. PAYMENTS TO CONTRACTORS: A. Upon presentation of valid invoices, which should be within the first week of each month, the Own.er shall make partial paym.ents to the Contractor for construction accomplished during the preceding calendar month on the basis of completed construction certified to by the Contractor and approved by the Owner and Architect/Engineer solely for the purposes of payment: i'rovided, however, that such approval shall not be deemed approval of the workmanship or materials. Only ninety-five percent (95%) of each payment request approved durin� the construction of the project shall be paid by the Owner to the Contractor prior to completion of the project. Upon the approval by the Owner of the Contractor's "Final Invoice for Payment" showing the total cost of the construction performed, the Owner shall make payment to the Contractor of all amounts to which the Contractor shall be entitled there under which shall not have been paid: Provided, however, that such final payment shall be znade not later than nin.ety (90) days after the date of completion of construction of the project, as specified in the Final Invoice for Payment, unless withheld because of the fault of the Coniractor. B. The Contractor shall be paid on the basis of the percentage of the work actually completed for each construction item. The total amount paid for periodic billings shall not exceed the maximum contract price for the construction of the project as set forth in the contract, unless such excess shall have been approved in writing by the Purchasing Agent as part of a change order. C. No payment shall be due while the Contractor is in default in respect of any of the provisions of this contract, and the Owner may withhold from the Contractor ihe amount of any claim by any third party against either the Contractor or the Owner based upon an alleged failure of the Contractor to perform the work hereunder in accordance with the provisions of this contract. This includes alleged failuxe of the Contractor io make payments to subcontractors. 4. RELEASE OF LIENS AND CERTIFICATE OF CONTRACTOR: Upon award of the contract, the Contractor shall inform the Owner of the subcontractors and material sources that will be used. Upon the completion by the Contractor of the construction of the project, but prior to final payment to the Cont��actor, the Contractor shall deliver to the Ov�mer releases of all liens, a�nd of rights to claim any lien, from all manufacturers, material-men, and subcontractors furnishing services or materials for the project, to the effect that all materials or services used on or for the project have been paid for and indicating that the Owner is released from all such claims. 5. PAYMENTS TO MATERIAL-MEN AND SUBCONTRACTORS: The Coniractor shall pay each rnaterialman, and each subcontractor, if any, not later than five (5) days after receipt of any payment from the Owner, the amount thereof allowed the Contractor for and on account of materials furnished or construction performed by each materialman or each subcontractor. 6. REMEDIES: A. Completion of Contractor's Default If default shall be xnade by the Contractor or by any subcontractor in the performance of any of the terms of this proposal, the Owner, without in any manner limiting its legal and equitable remedies in the circumstances, may serve upon the Contractor and the Surety or Sureties upon the Contractor's bond or bonds a written notice requiring the Contractor to cause such deiault to be corrected forthwith. Unless within twenty (20) days after the service of such notice upon the Contractor such default shall be corrected or arrangements for the correction thereof satisfactory to the Owner and/or Engineer shall be made by the Contractor or its Surety or Sureties, the Owner may take over the construction of the project and prosecute the same to completion by contract or otherwise for the account and at the expense of the Contractor, and the Contractor and its Surety or Sureties shall be liable to the Owner for an.y cost or expense in excess of the contract price occasioned thereby. In such event the Owner may take possession of and utilize, in completing the construction of the project, any materials, tools, supplies, equipment, appliances, and plant belonging to the Contractor or any of its subcontractors, which may be situated at the site of the project. The Otimer in such contingency may exercise any rights, clainns or demands which the Contractor may have against third persons in connection with this contract and for such purpose the Contractor does hereby assign, transfer and set over unto the Owner all such rights clairns and demands. B. Liquidated Damages The time of the completion of construction of the project is of the essence of the contract. Should the Contractor neglect, refuse or fail to complete the construction within the time herein agreed upon, after giving effect to extensions of time, if any, herein provided, ihen, in that event and in view of the difficulty of estimating with exactness damages caused by such delay, the Owner shall have the right to deduct from and retain out of such money which may be then due or which may beconie due and payable to the Contractor the sum of FIVE HLJNDRED DOLLARS $500.00 per day for each and every day, including weekends, that such construction is delayed on its completion beyond the specified time, as liquidated damages and not as a penalty; if the amount due and to become due from the Owner to the Contractor is insufficient to pay in full any such liquidated damages, the Contractor shall pay to the Owner the amount necessary to effect such payment in full: Provided, however, that the Owner shall promptly notify the Contractor in writing of the manner in which the amount retained, deducted or claimed as liquidated damages was computed. C. Cwnulative Remedies Every right or rernedy herein confei7ed upon or reserved to the Owner shall be cumulative, shall be in addition to every right and remedy now or hereafter existing at law or in equity or by statute, and the pursuit of any right or remedy shall not be construed as an election. Provided, however, that the provisions of the REMEDIES SECTION shall Ue the exclusive measure of damages for failure by the Contractor to complete the construction of the project within the time herein agreed upon. xiit � 1� � i � � , � � �' � � � � . �: . . . ., , Section VII CTTY OF DENTON GENERAL CONDITIONS FOR WAT�R PROJECT CONSTRUCTION This document has important legal consequences; consultation with an attoniey is encouraged with respect to its use or modification. This document should be adapted to the particular circumstances of the contemplated Project and the �"�tx�tr�rlkita�r, Law. STANDARD GENERAL CONDITiONS OF THE CONSTRUCTION CONTRACT Prepared by ENGINEERS JOINT CONTRACT DOCUMENTS COMMiTTEE and Issued and Published Jointly By AC E C � �� 1 � ��aa�!�� 3�M�� ;��.�� .,,;a :�i. ,_. �, as...f .., _>,. .r i p a „ xt�,sF � �aer�.wa�e�s� . . ,.�., �$i'�� e'�$�'�� 9��$:�'�iiR�`�. 'G�#rAis s! C'rr�kYm�qvr�nsr� PROFESSIONAL ENGINEERS ]N PRIVATE PRACTICE a praclice division oJ'the NATIONAL SOCIETY OF PROFESSIONAL ENGINEERS AMERICAN COUNCIL OF BNGINEERING COMPANIES AMERICAN SOCIETY OF CIVIL ENGINEERS This document has been approved and endorsed by ��+,�;Ty � ��'�-�� . y �„lttlE4'r',�.' :i noi.�r� Ca��lay.��{� �'.� A ! ��';� f The Associated General Contractors of America 4Cnc>w� e Eai Gma9inp �y, pe.d .SUSiain«rp g4� Ciuit4 E�wisonmeart Construction Specifications [nstitute Copyright �2002 National Society of Professional Engineers 1420 King Street, Alexandria, VA 22314 American Council of Enginecring Companies 1015 15t1� Street, N.W., Wasl�ington, DC 20005 American Society of Civil Engineers 1801 Alexander Bell Drive, Reston, VA 20191-4400 These General Conditions have been prepared for use with the Suggested Forms of Agreement Between Owner and Contractor Nos. C-520 or C-525 (2002 Editions). Their provisions are interrelated and a change in one may necessitate a change in the other. Comments concerning their usage are contained in the EJCDC Construction Documents, General and Instructions (No. C-001) (2002 Edition). For guidance in the preparation of Supplementary Conditions, see Guide to the Preparation of Supplementary Conditions (No. C-800) (2002 Edition). These General Conditions have been amended by the City of Denton, for specific utilization with the government entity's water and wastewater construction contracts, effective 8.1.13 TABLE OF CONTENTS � ARTICLE 1- DEFINITTONS AND TERMINOLOGY .....................................................................................:........:..............1 __.I ___. . .O 1 De rned Terms .... ..... ......... .. ...... . . .. .......... ........................................... .1 1.02 TerminoloQV ............................. .............�.. ......,............-. .........,...,..... ..... .....,... .,.,...........,.. ...�...._�3 ARTICLE 2 - PRELIMINARY MATT�RS ............... . .. ..... ........... . ... .......,... ., ,,., ......... ...,..... ......... ,.....,,,:4 .. _... __ .._ -- 2.01 Deliver�ofBonds and Evidence o�surance ................ ......... ...�,.,.�...... ...... . ..... ,..,..... ,....,.,, .••.......4 2.02 Copres oJDocumenfs . ....................................................................................................................... ..................4 . .... 2.03 COiY1lY1G'17CCf712111 O Contracl Times; Notice to Pr•oceed ............................................................................................4 _ _._.__....... __..__.._._......_._._..l ___.__--------_ - 2.�4 .Sfa�•lir� = rlacz 61�n��k . ................................................................................ ............................................................... . 4 2.05 �tj�r•e,5lcrr111T�_Cv�r_slr7rclia7 . ..............................................................................••••.... ,...... . ..............,. .,,............4 2,�6 Precn�i.w�lrrlclinr� ('onf[:wenae . ........................................................................................................................... ......4 2.07 Inr�ial Accen[nnce o Schedules .......................................:.....................................................................:.....:...:.......4 --- -- ARTICLE 3- CONTRACT DOCUMENTS: INTENT AMENDING. REUSE ........................................................................5 --�. __.�_____ .�.- 3.0 1 Inlenl ........................................................................................................................................................:............... 5 3.02 ReTerenceSlandards .......................................... .......... ..........,.,...,, a...,.,.. ................. . ...,...... .,....M...S 3.03 Renor�ine and ResolvinQ Discrepancies ........................ ......... . ........ ....��... . ........ ......... ....... ....�...,.5 3.04 �fn.iendrYig and St�J�pleirrenitng Conlract Docurneizl,s ............................................................................................... .�.� 6 - .. _... _._.. 3.U5 Ret�se of Documenls .......................... ...... , , ....... ,,....,. ... . ,......,... .... ....,.,,..... ..., , ....�.....6 _ .... ......... ... 3.06 Electronic Dnta ......................................................................................................................:................................6 �__ . ____ __ __�_______ ARTICLE 4- AVAILABILITY OF LANT7S• SUBSCJRFACE AND PT-IYSICAL CONDITIONS; HAZAR170U5 ---_. _. _� __._�__._ _ _--. __... . _ __ ENVIRONMENTAL CONDITIONS; REFERENCE POINTS ............................................................................�.................... G 4.01 AvaiJa6ilitLofLands ............................. ......... ...................... ............. ........ ........e........ ....... ..........6 4.02 Subsur ace a��d PhvsicaJ Condilion.s ..............................................................................._.......................................7 4.U3 D�erin�,SubsurJace or Physical Condiliosts ..........................................................................................................7 _ _ _.._.. _.._.__ _._ . 4.04 Underground Facilifies ........................ ................................._............._........................................._..................... 8 4.05 Re%rence Poinls......,.., ,, ....... ....... .. ....., , ......... ..,...,... ........,. ........... 8 ... �.., ........� .... ......... ..... ... . 4.06 flazardous Environmenlal Condi�ion crt Sile ........................................................................................................... 8 _..,_ .. -- - -_ ---- _ --- - .- ARTICLE 5 - IIONDS AND INSURANCE ......... ............ �. .... .,.,,... ,....,.. .. ......,. ... .....,.,.,.. ,,. . ,....... . ..�........9 a .�� __ _ �._... __ . _.. -_ 5.0] Perfnt�nzmace, Paymenl, and Other Bond� ............. . .... .. .......... ... ...� ....,...,. ......... ....,.., . ... ..,�,. �.....,.,..9 SA2 Licensed Surelies and Insur•ers ............. ..................... ......... ......... .... ... ............... �........ ......... .k,...... 10 _. , . _ _�... - - - -- _- _ - - 5m03 ('e��[ircufesnflnsur�ancc ...................................................................................................................................10 5.04 Corrlracla•'.s Linbilily Insurance .......... .....�� ,. . ......, ......�, .. .....,.. ......... ...,.......................................... 10 5.05 Owner's Liabililv �nsurance.... .....,.,. , a ..... .. .. ....... ................ . . .... ..... .................� ... .......,, ....�..... _--..._ 5,06 Properry lnsurance ...... ......... ......... ......... .. ....... .......... ....... .. ........ ,......,. .......,. ......,,. �........11 S.d7 6�t�aiver° o}id iats .................................................................................................................................................... 12 ..___. 5_�08 Recei�! and��plication of I�zsurunce Proceeds .................................................................................................... 12 5.09 Acceplance o�Bond.s and Insurance: Option fo Replace ..................................... ......... ......... -...,..... ........ 12 So10 I�CdYf7lll LIId�d7LYdl(JYB, tic°kr�e�wlcct eraenP c�fl'ro�re�° ��tsurea° .......... ......... ......... ......... ........a ......... .,......, 13 _w�... - A�2"CI�[,� 6 - C'C}N'I'�tA��°G`OCZ'� IL�;SPC7t<9Si�i1L.I'1°T�S ...............�.e ....... ... ,......�... ..... . �...,....�. .. , . _,. .,....... .......,. 13 __._�____.�. ___. � ____ ��__ ._ _�___ _��_____. 6.Q i Sr�eavisio�a nnd Super•inlendence ...............�....................................e........._.....................,.....,............................... 13 - -- -- - G.02 Labor; Working Nours .... ... .. .. ....... ........ ..... ..... ......... ........... . ....t... .... ... .,,a...,.....,,....,.. .....�... 13 C.03 Services. Malerials, and EAtripment .................. ....... ._ .- .....,.. ..... .... . .,...H... ,_...... ,,......, ......... ..,...... 13 6.04 ProQressScltedule .................................................................................................................................................13 6.0_"a Subslilules and "Or-Eguals ...................... . ...,.,... ..,.�... . ,. .,..�..a... .,. . ..,..... .,....... ......... 14 _... .... ... ....... 6.06 Concerning_Sirbcor�h_aclors� Sup�!_r_er� und OlJ�ers .............................................................................................. 15 - -..._.._..---.._.._.._.. G.(}7 Palen/ Fees and Ro ay Ilies .........................................................................................�......._.......,._........................ 16 G.O� Pe�•�rrils . . .............. ................................................. ......................... ................................................................ 16 6.ti9 Laws and Rerzulution,s .................................................................. . . ...........t.., ....,...,�... ..> .. ....,,... ...�M.... 16 �,7� Tnxes... ......... ......... ......... ....... ....... .. ]7 __.._._ ..,.. o..,. .... 6. 9 1 (.,',��c�5rt� unr� Ol�rc:r t!t°car ..... ............... . . . ........ ......... ........ . ........ . . . . ...�... ., . ..... ,........ . ,.....�. ]7 ---- - - 6.12 Record Doci�nlenls ................................................................................................................................................. ]7 -._ . . _ - �i.13 �`icf�l}� qt�cf 1'r_nlecliq» . ............�.............................,..............................,........,........,.,......................,......................17 6.1 A :Scrj�:1�� f2el�rc:,serllaliti�e . .............................................................................................................. .. ........ ....� .......,. ] 8 6e1S Huzai•dCom�nunicalronPro�ams .................................................................................. _.. .. ..,.,_... ,........18 ---- - fi.1G �,aar�}r-�,��acr`e�s• ...,. , .a .... ......... ......e.,.....,,. . . ,. ,.,.., .,,,... .....,.... . ......,., ,........ .. . ..,... ......... ..�...,�. 18 -- - - u.1..7 .Shca}� d7�°cr�v�rr.�s crnr� �Sc�m�?ies ..............._ ,...„,.....,,,,, ,. . ...,,... aa....,.. .. ....... . ....,... ......... ....,.... ..,.--.,. 18 _._... __ 6.l4 Conlin�rin !!ze Work ......................................... . ...k..., .... . .... .. ..e.... .,„,...,, .,,.,.,., ,, , .,.... ..x...,.. ...,..... ]9 _.__. _ 6.1 J Conlr-ucit�r's General GVnr�ran�� und Civarar�fe.c ............� . . ........ ........�..... . .,.. .. . .. ...k..... ..,..,... ..,...... 19 6.20 Indemniftcalion ....................... ......... ......... ...................... . ........ .a.... .,. _....,...... „ ...... .. ..... .....,... 19 6.21 Delegalion o Prof�ssional Desrgn 5ervices.,... ,... ...... ......... ......... ...... . .. ..... .... ......... ......�.. ......,..2�1 ARTICLE 7- OTNER WORK AT THE SITE .........................................................................................................................20 7.01 Related Work aP Slfe . ......... .. ... .............................................................................. .......................................?Q 7.02 Coorclinalron ...............................:........................:..........:.................................:....................................................21 7.03 Le�a1 Relalionshi�s ................................................................... ..........��..- ..,, ,.�....... ., .,...., ......... . ...�....21 ARTICL� 8 - OWNER'S RESPONSIBILITIES ........................ �' ---------- --._. ._ ..__ -- ........................................................................... ....... I _ ... ......... _ 8.01 Communica�ions �o Cor�traclar ....................................................................... ...,..,.. ---- - ............. ............,...................21 .-�.. - 8.02 Replacement o F.ngineer ..................... ........� ,........ ......... ....,......... -.... .......�... ..,.... ..,.,.... . ........21 -. 8.03 Furnrsh Daln .................................................................................................................................................. ...... 21 -......�, --.._..---------........ 8.04 Pay Wlter� Due ........................................o................................,................:............................................................21 8.05 Gands and T:aseme�tls; Renorls and 7'ests . ...................................... .. ...•.,.•.,....,.,...............,.....,................,,,.,......21 8.06 Insur•ance .............................................................................................................................................................?I ,� .. 8.07 Chan�e Or°ders .....................................................................................................................................................21 8�08 Ins�eclions, Tests. and Approvals ..................:................:......:..................:............................................................"? I 8,09 Limilalions o» Owner's Responsibililres .....a ... ......... ................ .. ......... .......... . .,...,..r. ..... .. ...,..... "?2 8.10 UiTClisclosed Huzurdous Enviro�tmen�a! Coredition .......................:........................�..............................,...............22 8.1 1„ Evidence ofFinancial Arran�ements .. ......... .......... ........ ......... .. ........ ............... ............................22 ARTICLE 9- ENGINEER'S STATUS DURING CONSTRUCTION ....................................................................................22 ^ ....�... . � 9.01 Owner's Rep�•esentalive ......... ......... ......... .................................................................................................2? 9.02 Vislls to Si1e ... ......... ......... ......... ......... ........_ .....,.....,. .., .....,.... ,...... _,, 22 - ----_ ____.. 9.d3 Projecl Represenlative .......................... . .k..,.... ,. ,..... .....,., ........... .,. .. .. ...................,.. .......,. .........2� 9.04 Autlaorized Variations in Work . .............................................................................<...,..,...........,...........................22 9.05 RL'jP.C.idY! _DE' ective Work .. .................................................................................�,.....,.._....................................22 9.06 ,Sho� Drm}�in�s;._Cl�rn�7g�e_(�rc�ers_crnd 1'avments ..............................................,..........,..................................,.,.....23 9.07 Detef•mri7atrnntfnr llnit Pjlce Work.,......... .. ... . '�3 _ __. __.._ . _._. -- ,.. .. ....... _ 9.0$ U�ci.ti�ic��r,s urr l�'�cltrirctnrcvrla' ofC ��rr#r�r�a'i�acyr�,�t��a�s,rr��t�,��.��;��,��tar!��l��;ia� it'rkr�k. ..._.�_._ .....�_.. ......... ......_..�3 9.09 Limrtatia�s nn �ir:eer's Aulhor•il� and Re,�onsihiflties .........:...:..........:...............................:...........................23 ----- -- AR1`ICLE 1Q - C;HANGLS IN T}IF 1A�ORK: Cl_AIMS ...................... � ..................................................................................... ..3 10.01 Authorized Chanpes in the Work ............... �" __._ __._._.___.._._.. ............................................................................................................ _� ] 0.02 Unaulharized C'laaszges in 1he YYark .......................................................................................................................24 10.03 f'xeciNion o ChanQe Or�ters .:...........:...................:........:............:......................................................................... 2�1 -- - ---- 10.04 Nolificqlion to Sure[y ..� ............................................... .....................24 ----- .............. ....................................................... _-- --_ _.._ ---- - ] 0.05 C[qims ...............................................:.....:.............................................................................................................. 24 .._ ._. __.. _......___ ARTICLE 11._- COS"f OP THE WORK: ALLOWANCES: UN1T PRICE WORK .................................................................25 11.0] Cosr o thc Work ......... ......... ...... . .. ............ . ........ . .......... ........................................:..............................25 � ] 1.02 A owances.....� .......... . .......�. .......,, ,,..,.... ...�..... .......„.. ,,,, -,... . ,...,.... .. ...... ......... �.,..,.., ......... �6 _ . _.. _ _. ._ 11.03 U�ai! Price Work ............................................................. ......... ......... . . ....... ......... ......�., ......... .., ......26 __ ._.. __. _._.___ AR"I ICLL 12 - CHAT�'GL OF CONTRACT PRICE: CHANGF. OF CONTRAC'f"1'IML'S .....................................................?7 �..�.....M.��.-_.... - ... .-�--�--�- � � � 12.01 Chan.t�e oj'Ca�trac[ Price ........ . . ....... ...... ..... . .......... . ..,. .. ........ ......... .,.,...., . . .. ..... ...,...... ....... .27 12.02 Cha�e_o Coj�lracc Times ....................................... ....... ....................................................................27 12.03 Delavs.. _ .................... .......,.. ........... ....... .....,... ,.,._..., .,......., ,..,.... . .....�..2$ ... ...... ........................... Aft71CLE, 13 - TESTS A_N_D 1NSPECTfONS_,CORRECTION. REMOVAI.OR,ACCEPTANCE OF DEPECTIVE,WORK ......28 13.01 1Votice oiDeTecls........, .2& ......... ......... ,..,.,� .. ......... ........„ ......... ......... ......... ......... ......... ........ 13.02 Access !o Work ..............................,,......................................................................................................_...............?8 - -- ------ 13.03 Tests nnd Inspeclions ............................ ...�..,.. .�..,.... ........, ......... ..,. ..... .......,. ,......,. �.,.,.... ......... 28 13.04 Uncovering Work .................................. _ ? � .......... ....... ......... ....................�. ,.,. .......,. ... �., ..�..... ......... �9 13.05 Owner May Slop the Work .................... ......... .t....... .�....... ....... ... . ..... .,. .......,. ......... ......................29 13A6 Cnrrec[ionorRemovalo�Defective6Vork ............................................................................................................29 _� 13.Oi �awrection Perrod .,,..... ,_ ..... ......... . ......... . ....... _.....�.,.,.... . ... .�. ..... ....... . ....,........ .........29 ________ ._.._..___... . ............. ___ . 13.0$ Aceep[nnce o Defeclrve G{'�rk .............. . ........ ...�..... �. .,..... : ..,.......,.,.... . ., ......,. .,...... .......,. ,.,......3O --- - 13.09 Owner May Correc� Defectrve Work .......................................... ......... ......... ......... ......... ......... ......... 3U .�- ARTICLE 1_4_-_PAYMENTS TO CONTRACTOR AND COMPLETION � .. ......... ........ ......... „,,...... .......,� .........30 14.01 Schedule o Values ....... ......... ......... ......... ......... ......... ....... .. ... .. . ... . .....:,. .....�... .....,,.. .,..,.,..3U 14.02 Progre,s,s Paymenls ...... ......... ......... ......... ......a.. .,_,...,, ...,........ . ..... ......... ,......., ...,..�.. ,........3 I I�.03 Confraclor's 14'arra�rtv o�Title .............................................................................................................................. 32 v.- - - . -. 14.04 S:�bstanlial Comple�ion ..........................................,........:..........,_........... . ..,..... ....e... . ..:....... ....,.... ...,..,,_ 32 1�l.OS Pm�tial Utrlizalion......... �.,.� , ., ..,,..,.� .....,, .. .. . ....... ....... .... . ........ ....... ......... ......... ......... .........33 -__._..__ -.__. 14.06 I'inal lnspeclion ........... ......... ......... .......:,....,.,.. ,......,. . ..._.... ......... ...,....„ , ,.,..., ..,,,..., .....,.,. 33 14.{J7 Fincrl Pcr�,menf .. ... ...,� ..... ..a ..... .. .o- .... . .... .. ..�.... .. ,......, _... .... .,....... .,........ ,,... ..., ......... ..... .. ,, "�3 - -- IQ.08 FinaC Comr�lelion De! �cr�ed ............................................e ......... ......... . .... .,.. .,.... ,., ..... ...,. ... ..,. .. ... .,.�. 34 ,--- ..._ l4.09 Waiver� o�`�Claims .a ....... ...:.... . _. ...�.. ...,..... ...,..... ..,.,�,.. .,,.,:.... ,.... ,. .. ... �... ... . .... ..... ....,,. . . .,..,... i�t ARTICLE 15 - SUSPENSION OF WORK AND TERMINATION ........................................................................................34 �15.O1T-- OwneY May Suspesad Work . .. ....... . .. .....,....... ...................................,.................,,...,....................,.......... 34 15.02 Owner Mav TernrinnPe oo• Cat�se ............................................:...............................:.......:..............:...................... 34 ] 5.03 Orvner Mav Terminate For Convenience ...............................:.............................................................................. 35 15.04 Contractor A4av S1o� t�Vo�•k o�• Ternrirraee .................................................................:...:........................................35 ARTICLE16 - DISPUTE RESOLUTION . ..............................................................................................................................35 16.01 Melhods and Procedw�es . ..................................................................................................................................... 35 - --`_ _.. _ �1i�;"C1�"�Ll� 17 � I`�1�C-�;t�1.sAt�L�I)�,. ......... ....... ... ...._.., ....,.... .......,. ............ .. ,.,........_. ... .....,...36 -- . .�.._... �.. ,..�w� , mm.__...._ . ..... ............... 17.0] Givin Nolice .........................................................................................................................................................36 17.02 Con7putntion of Times . .......................................................................................................................................... 36 17.03 Curnulalive Remedies ...........................................................................................................................................36 ---- • ' ---...... ____ ;_ ---: -- 17.d4 Survrval o,/'Oblrgatrons . ........................................................................................................................................36 17.05 ConProllin�Gaw ar�d Yerzue ...................................................................................................................................36 17.06 HeadinQS . .......... ..... .... ............................................................................... . .................................. ...........36 t7.07 Non-Discrimrnation .................................................................................................................. ........................36 17.08 Indeuendent Contractor .......... . ....... ......... ............. . .. .. ............ . .. ......... ... ....,. ......... .........36 17.09 Giffs to Public Servar�ts .......... ........ .._...... .....,..,..........,.. . ,.......... ....., ......... ,.,..,,.a .,,.,,... ...,,,...36 17. ] 0 Ri�h! to A:�di� Contracla•'s Records ...........................................:........................:.....:...........................:........:..... 36 17.1 i Nolice ofContrac! Claint .......................................................................................................................................36 17.12 Successors andAssigns .........................................................................................................................................36 17.13 Writ[en Notrce . ...................................................................................................................................................... 36 _.... ___�__�_.,.__......-..r._____ . 17.14 Rt�hts and Reinedies; No warver o Rights by O��ner . .........................................................................................3G 17.15 InPerest . .................................................... ................. .......................................................<.......,.......................... 36 GENERAL CONDITIONS ARTICLE 1- DEFINITIONS A1VD TERMINOLOCY 1.01 Defiored Terms A. Wherever used in the Bidding Requirements or Contract Documents and printed wieh initial capital letters, the terms listed below �vill have the meanings indicated which are applicable to both the singular and plural thereof In addition to terms specifically defined, terms witlr initial capital letters in the Contract Documents include references to identified articles and paragraphs, and the titles of other documents or forms. ]. Addenda--Written or graphic instruments issued prior to the opening of Bids whicl� clarify, correct, or change the Bidding Requirements or the proposed Contract Documents. 2. ,4gree�nenl--The written instrument v✓hich is evidence of the agreement between Owner and Contractor covering the Work. 3. Applica�ion for Payrrrent--The form acceptable to Engineer which is to be used by Contractor during the couese of the Work in requesting progress or final payments and wliich is to be accompanied by such supporting documentation as is required by the Contract Documents. 4. Asbeslos--Any material that contains more Yhan one percent asbestos and is friable or is releasing asbestos fibers into the air above current action levels established by tlie United States Occupational Safety and ]-Iealth Administration. 5. Bid— 7'l�e offer or proposal of a Bidder submitted on the prescribed form setting forth the prices for the Work to be performed. 6. f3idder--The individual or entity who submits a Bid directly to Owner. 7. Biddrng Documents--The Bidding Requirements and the proposed Contract Documents (including all Addenda). 8. Bidding Regseiremenls--The Advertisement or Invitation to Bid, Instructions to Bidders, bid security of acceptable form, if any, and the Bid Torm with any supplements. 9. C{aange Or•der--A document recotnmended by Engineer wliich is signed by Contractoe and Owner and authorizes an addition, deletion, or revision in the Work or an adjustment in the Contract Price or the Conteact Times, issued on or after the Bffective Date ofthe Agreement. ]0. Claim--A demand or assertion by Owner or Contractor seeking an adjustment of Conh�act Price or Contract Times, or both, or other relief with respect to the terms of the Contract. A de�nand for money or services by a third party is not a Claim. 1 l. Conlracl--The entire and integrated written agreement belween the Owner and Contractor concerning tlie Work. 'I'he Contract supersedes prior negotiations, representations, or agreements, whether written or oral. l2. Conlracl Documenls-- Those items so designated iti the Agreement. Only printed or hard copies of the items listed in the Agreement are Contract Documents. Approved Shop Drawings, other Contractor's submittals, and the reports and drawings of subsurface and physical conditions are not Contract Documents. 13. Conlrac! Price--The moneys payable by Owner to Contractor for completion of the Work in accordance with the Contract Documents as stated in the Agreement (subject to the provisions of Paeagraph ] 1.03 in the case of Unit Price Work). 14. Ca��racP Times--The number of days or the dates stated in the Agreement to: (i) achieve Milestoiies, if any, (ii) achieve Substantial Completion; and (iii) complete the Work so that it is ready for final paymenY as evidenced by Engineer's written recommendaYion of fnal payment. 15. Co�ztractor--The individual or entity with whom Owner has entered into Yhe Agreement. 16. Cos1 of the Work--See Paragraph 11.O1.A for definition. 17. Drawings--That part of the Contract Documents prepared or approved by Engineer which graphically shows the scope, extent, and character of the Work to be performed by Contractor. Shop Drawings and other Contractor submittals are not Drawings as so defined. 18. Effective Dale of 1he Agreemenl--The date indicated in the Agreement on which it becomes effective, but if no such date is indicated, it means the date on which the Agreement is signed and delivered by the last of the two parties to sign and deliver. 19. Engineer--The individual or entity named as sucli in the Agreement. 20. Field Order--A written order issued by Engineer which requires minor changes in the Work but which does not involve a change in the Contract Price or the Contract Times. 21. Ceneral Reguirements--Sections of Division 1 of the Specifications. The General Requirements pertain to all sections of the Specifications. 22. Haza�•dous Environmenlal Co�tdrlion--The presence at the Site of Asbestos, PCBs, Petroleum, Hazardous Waste, or Radioactive Material in such quantities or circumstances that may present a substantial danber to persons or properiy exposed thereto in connection with the Work. 23. Hazardous Waste--The term Hazardous Waste shall have the meaning provided in Section 1004 of the Solid Waste Disposa] Act (42 USC Section 6903) as amended from time to time. 24. Laws and Regu(alions; Laws or Regulations--Any and all applicable laws, rules, regulations, ordinances, codes, and orders of any and all governmental bodies, agencies, authorities, and courts having jurisdiction. 25. Lierrs--Charges, security interests, or encumbrances upon Project funds, real property, or personal propeity. 2G. Mileslone--A principal event specifed in the Contract Documents relating to an intermediate completion date or time prior to Suhstantial Completion of al] the Work. 27. Nolice ofAward--The written notice by Owner to the Successful Bidder stating tl�at upon timely compliance by the Successfu] Bidder witl� the conditions precedent listed therein, Owner wi11 sign and deliver the Agreement. 28. Nolice lo Proceed--A written notice given by Owner to Contractor fixing the date on which the Contract Times will commence to run and on which Contractor shall start to perform the Work under tlie Contract Documents. 29. Owner--The individual or entity with whom Contractor has entered into the Agreement and for whom the Work is to be performed. 30. PCBs--Polychlorinated biphenyls. 3l. Pelroleum--Petroleum, including crude oil or any fraction thereof which is liyuid at standard conditions of temperature and pressure (60 degrees Fahrenheit and 14.7 pounds per square inch absolute), sucli as oil, petroleum, fuel oil, oil slud6e, oil refuse, gasoline, kerosene, and oil mixed with other non-Hazardous Waste and crude oils. 32. Progress Schedule--A schedule, prepared and maintained by Contractor, describing the sequence and duration of tl�e activities comprising the Contractor's plan to accomplish the Work within the Contract Times. 33. Project--The total construction of which the Work to be performed under the Contract Documents may be the whole, or a part. 34. Project Manual--The bound documentary information prepared for bidding and constructing the Work. A listin�; of the contents of the Project Manual, which may be bound in one or more volumes, is contained in the table(s) of contents. 35. Radioactive Material--Source, special nuclear, or byproduct material as defined by the Atomic Energy Act of 1954 {42 USC Section 2011 et seq.) as amended from time to time. 36. Relaled Entity -- An officer, director, partner, employee, agent, consultant, or subcontractor. 37. Residenl Projecl Repr•ese�atnlive--The authorized representative of Engineer who may be assigned to tl�e Site or any part thereof. 38. Samples•--Pl�ysical examples of materials, equipment, or worlcmanship that are representative of some portion of the Work and which establish the standards by wliich such portion ofthe Work will be judged. 39. Schedule ofSubmitlals--A schedule, prepared and maintained by Contractor, ofrequired submittals and the time requirements to support scheduled performance of related construction activities. 40. Schedule of Values--A schedule, prepared and maintained by Contractor, allocating portions of tlie Contract Price to various portions of the Work and used as the basis for reviewing Contractor's Applications for Payment. 41. Shop Drawitrgs--All drawings, diagrams, illustrations, schedules, and other data or information which are specifically prepared or assembled by or for Contractor and submitted by Contractoe to illuserate some portion of tlie Work. 42. Sile--Lands or areas indicated in the Contract Documents as being furnished by Owner upon wl�ich the Work is to be performed, including rights-of-way and easements for access thereto, and such other lands furnished by Owner which are designated for the use of Contractor. 43. Specifications--That part of the Contract Documents consisting of written requirements for materials, equipment, systems, standards and workmanship as applied to the Work, and certain administrative requirements and procedural mattei•s applicable thereto. 44. Subeonlraelor--An individual or entity having a direet contract with Contractor or with any other Subcontractor for the performance of a part of the Wo►•k at the Site. 45. Subslanlia! Comple�ion--The time at which the Work (or a specified part thereofl has progressed to the point where, in the opinion of Engineer, the Work (or a specified part thereo� is sufficiently complete, in accordance with the Contract Documents, so that the Work (or a specified part thereo� can be utilized for the purposes for which it is intended. The terms "substantially complete" and "suUstantially completed" as applied to all or parC of the Work refer to Substantial Completion thereof. 46. Succes��u! Bidder--The Bidder submittin� a responsive Bid to whom Owner makes an award. 47. Supplementary Conditions--That part of the ContracY Documents whicli amends or supplements these General Conditions. 48. Supplier--A manufacturer, fabricator, supplier, dish'ibutor, materia3man, or vendor having a direct contract with Contractor or with any Subcontractor to furnish materials or equipment to be iitcorporated in the Work by Contractor or any Subcontraceor. 49. Underground Faciliries--All underground pipelines, conduits, ducts, cables, wires, manholes, vaults, tanks, tunnels, or other such facilities or attachments, and any encasements containing suclt facilities, including those that convey electricity, gases, steam, liquid petroleum products, telephone or other communicaYions, cable television, water, wastewater, storm water, other liquids or chemicals, or traffic or other control systems. 50. Unit Price Work--Work to be paid for on the basis of unit prices. 51. Work--The entire consh-uction or the various separately identifiable parts thereof required to be provided under the Contract Documents. Work includes and is the result of performing or providing all labor, services, and documentation necessary to produce such construction, and furnishing, installing, and incorporating all materials and equipment into such construction, all as required Uy the Contract Documents. 52. Work Change Directive--A written statement to Contractor issued on or after Yhe Effecfive Date of the Agreement and signed by O�vner and recommended by Engineer ordering an addition, deletion, or revision in the Work, or respondiiig to differing or unforeseen suUsurface or physical conditions under which the Work is to be performed or to emergencies. A Work Change Directive will not change the Contract Price or the Contract Times but is evidence that the parties expect that the change ordered or documented by a Work Change Directive will be incorporated in a subsequently issued Change Order following negotiations by the parties as to its effect, if any, on the Contract Price or Contract Times. 1.02 Terrrtinnlogy A. The following words or terms are not defined but, when used in the Bidding Requirements or Contract Documents, have the following meaning. B. lntenl of Cerlain Terms or Adjeclive,s l. The Contract Documents include the terms "as allowed," "as approved," "as ordered", "as directed" or terms of like effect or import to authorize an exercise of professional judgment by Engineer. ln addition, the adjectives "reasonable," "suitable," "acceptable," "proper," "satisfactory," or adjectives of ]ike effect or import are used to describe an action or determination of Engineer as to the Work. It is intended that sucl� exercise of professional judgment, action or determination will be solely to evaluate, in general, the Work for compliance with tl�e requirements of and information in the Contract Documents and conformance with the design concept of the completed Project as a functioning whole as shown or indicated in the Contract Documents (unless there is a specific statement indicating otherwise). The use of any such term or adjective is not intended to and shall not be effective to assign to Engineer any duty or authority to supervise or direct the performance of the Work or any duty or authority to undertake responsibility contrary to the provisions of Paragraph 9.09 or any other provision of the Contract Documents. C. Day 1. The word "day" means a calendar day of 24 hoiirs measured from midnight to the next midnight. D. Defeclive 1. The word "defective," when modifying the word "Work," refers to Work that is unsatisfactory, faulty, or deficient in that it: a. does not conform to the Contract Documents, or b. does not meet the requirements of any applicable inspection, reference standard, test, or approval referred to in the Contract Documents, or c. has been damaged prior to Engineer's recommendation of final payment (unless responsibility for the protection chereof has been assumed by Owner at Substantial Completion in accordance with Paragraph 14.04 or 14.05). E. Furnish, Inslall, Perform, Provide 1. The word "furnish," when used in connection with services, materials, or equipment, shall mean to supply and deliver said services, materials, or equipment to the Site (or some other specified location) ready for use or installation and in usable or operable condition. 2. The word "install," when used in connection with services, materials, or equipment, shall mean to put into use or place in final position said services, materials, or equipment complete and ready for intended use. 3. The words "perform" or "provide," when used in connection with services, materials, or equipment, shall mean to furnish and install said services, materials, or equipment complete and ready for intended use. 4. When "furnish," "install," "perform," or "provide" is not used in connection with services, materials, or equipment in a context clear]y requiring an obligation of Contractor, "provide" is implied. F. Unless stated otherwise in the Contract Documents, words or phrases which have a well-known technical or construction industry or trade meaning are used in the Contract Documents in accordance with such recognized meaning. �RTrcLE z - PR�LimiNARV MATTEUs 2.01 Delivery of I3onrls an�! Evirdence of Insuraatce A. When Contractor detivers the executed counterparts of the Agreement to Owner, Contractor shall also deliver to Owner such bonds as Contractor may be required to furnish. B. Evidence of Insurance: Before any Work at the Site is started, Contractor and Owner shall each deliver to the other, with copies to each additional insured identified in the Supplementary Conditions, certificates of insurance (and other evidence of insurance which either of them or any additional insured may reasonably request) which Contractor and Owner respectively are required to purchase and maintain in accordance with Article 5. 2.02 Copies of Dncu�rtenls A. Owner shall furnish to Contractor up to ten printed or hard copies of the Drawings and Project Manual. Additional copies will be furnished upon request at the cost of reproduction. 2.03 Cosnn:encemeiet of ConsracP Times; Nolice !o Proceed A. Unless otherwise provided„ tl�e Contract Time is the period of time, including authorized adjustments, allotted in the Contract Documents for Subst�ntial Completion of the Work. - B. The date of commencement of the Work is the date established in the notice to proceed from the Owner. The date of commencement shall not be postponed by the failure of the Contractor, or of persons or entities for whom the Contractor is responsible to act promptly to commence the Work. If the Owner unreasonably delays the issuance of the notice to proceed tluough no fault of the Concracfor, the Contractor shall be intitled to an equitable extension of the Contrac4 Time; the Contract Sum shall eemain unchanged. C. The date of Substantial Completion is tl7e date certified by the ArchitecdEngineer. D. The term "day" as used in the Contract Documents shalf inean a calendar day, beginning and ending at 12:00 midnight, unless otherwise specifcally defined by specia] provision, 2.04 Star[ing t/te Wor& A. Contractor shall start to perform the Work on the date when the Contract Tirnes commence to run. No Work shall Ue done at the Site prior to the date on which the Contract Times commence to run. B. Liquidated Damages. The Contractor shall proceed expeditiously with adequate for•ces, materials, and equipment, and sh�ll achieve Substantial Completion within the Contract Time. If the Contractor t'ails or refuses to complete the Work within the Contract Time as specified in the Bid Proposal form, the Building Construction Services Agreement, or in any proper extension of the Contract Time granted by the Owner, then the Contractor agrees, as a part of the consideration for the awarding of the Contract, to pay to the Owner the amount of ]iquidated damages (hereinafter called the "Stipulated AmouiiY') as stipulated in the Bid Proposal form and the Building Construction Services Agreement for each calendar day that the Contractor has not Substantially Completed the Work after the expiration of the Contract Time provided. Tlie Stipulated Amount is not to be considered as a penalty, but shall be deemed, taken, or treated as reasonable liquidated damages, fixed and agreed upon by and between the ContracYOe and the Owner because of the impracticality and extreme difficulty of fixing and 2scertaining the actual damages the Owner would sustain in the event of the Contractor's late completion of the Project, and the stipulated amount is agreed to be the daily amount of damages that the Owner would sustain. The Stipulated Amount, as it accrues, will be retained from any po��tion of the Contract Sum due or that may become due to the Contractor. In the event the portion of the Contract Sum retained by the Owner is insufficient to recover the Stipulated Amount, then the Contractor or the Contractor's Surety shall pay to the Owner any additional liquidated damages due that are in excess of the funds remaining unpaid in the Contract Sum. The Owner shall be the sole judge as to whether or not lhe Work has been Substantially Completed within the calendar days aliotted, which shall include the origina] Contract Time and any proper extension of the Contract Time granted in writing by the Owner. Should the Contractor dispute the Owner's determination of liquidated damages due, however, or should the Contractor, or the Contractor's agents or assigns, institute any legal action against the Owner to enforce rights under ihe Contract Documents, then this Subparagraph 8.2(c) shal] not be construed to prevent the Owner from seeking fi�ll recovery for any and all ac4ual damages suffered by the Owner an� attributable to the Contractor, as an alternative to all liquidated damages due. 2.05 Before Slnrling COItSI/'l!L'l10lt fi. Preliminary Scheda�les: Within 10 days after the Effective Date of the Agreement (unless otherwise specified in the General Requirements), Contractor shall submit to Engineer for timely review: I, a preliminaiy Progress Schedule; indicating the times (numbers of days or dates) for starting and completing the various stages of tlie Work, including any Milestones specified in the Contract Documents; 2. a prelimina�y Schedule of Submittals; and 3. a preliminary Schedule of Values for all of the Work which includes quantities and prices of items which when added togetl�er equal the Contract Yrice and subdivides the Work into component parts in sufficient detail to serve as the basis for progress payments during perFormance of the Work. Such prices will include an appropriate amount of overhead and profit applicaUle to eacli item of Work. 2.66 Precor:slrrcc[iae Colrfererrce A. Before any Work at the Site is started, a conference attended by O�vner, Contractor, Engineer, and others as appropriate will be held to establish a working understanding among the parties as to the Work and to discuss the schedules referred to in Paragraph 2,OS.A, procedures for handling Shop Drawings and other submittals, processing Applications for Payment, and maintaining required records. 2.07 IreiPialAcceplairce of Sc/rerdreles A. At least 10 days before submission of the first Application for Payment a conference atcended by Contractor, Engineer, and others as appropriate will be held to review for acceptability to Engineer as provided below the schedules submitted in accordance with Paragraph 2.OS.A. Contractor shall have an additional ] 0 days to make corrections and adjustments and to complete and resubmit the schedules. No progress payment shall be made to Contractor until acceptable schedules are submitted to En�ineer. 1. The Progress Schedule will be acceptable to Engineer if it provides an orderly progression of the Work to comple- tion within the Contract Times. Such acceptance will not impose on Engineer responsibiliry for the Progress Schedule, for sequencing, scheduling, or progress of the Work nor interfere with or relieve Contractor from Contractor's full responsibility therefor. 2. Contractor's Schedule of Submittals will be acceptable to Enbineer if it provides a workable arrangement for reviewing and processing the required submittals. 3. Contractor's Scliedule of Values will be acceptable to Engineer as to form and substance if it provides a reasonable allocation of the Contract Price to component parts of the Work. ARTICLE 3- CONTRACT DOCUMENTS: IN7CENT, AMENDING, REUSE 3.01 IriPene A. The Contract Documents are complementary; what is required by one is as binding as if required by all. B. It is the intent of the Contract Documents to describe a functionally complete Project (or part thereo� to be constructed in accordance with the Contract Documents. Any labor, documentation, services, materials, or equipment that may reasonAbly be inferred from the Contract Documents or from prevailing custom or trade usage as being required to produce the intended result will be provided whether or not specifically called for at no additional cost to Owner. C. Clarifications and interpretations of the Contract Documents sl�all be issued by En�ineer as provided in Article 9. 3.02 Refere�:ce S[andards A, Standards, Specifications, Codes, Laws, and Regulations 1. Reference to standards, specifications, manuals, or codes of any technical society, organization, or association, or to Laws or Regulations, whether such reference be specific or by implication, shall mean the standard, specification, manual, code, or Laws or Regulations in effect at the time of opening of Bids (or on the Effective Date of the Agreement if there were no Bids), except as may be otl�erwise specifically stated in tl�e Contract Documents. 2. No p►•ovision of any such standard, specification, manual or code, or any instruction of a Supplier shall be effective to change the duties or responsibilities of Owner, Contractor, or Engineer, or any of their subcontractors, consul- tants, agents, or employees from those set forth in the Contract Documents, No such provision or instruction shall be effective to assign to Owner, or Engineer, or any of, their Related �ntities, any duty or authority to supervise or direct the performance of tlie Work or any duty or authority to undeitake responsibility inconsistent with the provisions of the Contract Documents. 3.03 Ileporli�rg and Resalviug I)iscrepancies A. Keporting Discrepancies ]. Conlraclor's Review ojConlrucl Docume��ls Before Slar•ling Wor•k: Before undertakitlg each part of the Work, Contractor shall carefully study and compare the Contract Documents and clieck and verify pertinent figures therein and all applicable field measurements. Contractor shall promptly report in writing to Engineer any conilict, error, ambiguity, or discrepancy which Contractor may discover and shal{ obtain a written interpretation or clarification from Engineer before proceeding with any Work affected tl�ereby. 2. Conlraclvr's Review of Conlracl Docurnents During Perforjnance oJ LVo►•k: If, during the performance of the Work, Contractor discovers any conflict, error, ambiguity, or discrepancy within the Contract Documents or between the Contract Documents and any provision of any Law or Regulation applicable to the performance of the Work or of any standard, specification, manual or code, or of any instruction of any Supplier, Contractor shall promptly report it to Engineer in writing, Contractor shall not proceed with the Work affected thereby (except in an emergency as required by Paragraph 6.16.A) until an amendment or supplement to the Contract Documents has been issued by one of the methods indicated in Paragraph 3.04. 3. Contractor shall not be liable to Owner or En�ineer for failure to report any conflict, error, ambiguity, or dis- crepancy in the Contract Documents unless Contractor knew or reasonably should have known thereof. B. Resolvinb Discrepancies 1. Except as may be otherwise specifically stated in the Contract Documents, the provisions of the Contract Documents shall take precedence in resolving any conflict, error, ambiguity, or discrepancy between the provisions of the Contract Documents and: a. the provisions of any standard, specification, manual, code, or instruction (whether or not specifically incorporated by reference in the Contract Documents); or b. the provisions of any Laws or Regulations applicable to the performance of the Work (unless such an interpretation of the provisions of the Contract Documei�ts would result in violation of such Law or Regulation). 3.04 Anreoidiirg and Supplenre�rPi�rg CorrtracP Docume�tls A. The Contract Documents may be amended to provide for additions, deletions, and revisions in the Work or to inodify the terms and conditions thereof by either a Change Order or a Work ChAnge Directive, B. The reyuirements of the Contract Documents may be supplemented and minor variations and deviations in the Work may be authorized, by one or more of the following ways: 1. A Field Order; 2. Engineer's approval of a Shop Drawing or Sample; (Subject to the provisions of Para6raph 6.17.D.3); or 3. Engineer's written interpretation or clarification. 3.05 Reuse of Docunrenls A. Contractor and any Subcontractor or Supplier or other individual or entity performing or furnishing all of the Work under a direct or indirect contrace with Contractor, shall not: 1. have or acquire any title to or ownership rights in any of the Drawings, Specifications, or other documents (or copies of any thereofl prepared by or bearing the seal of Engineer or Engineer's coiisultants, including electronic media editions; or 2. Reuse any of such Drawings, Specifications, other documents, or copies thereof on extensions of the Project or any other project without written consent of Owner and Engineer and specific written verification or adaption by Engineer. B. The prohibition of this Paragraph 3.05 will survive fina] payment, or termination of the Contract. Nothing herein shall preclude Contractor from retaining copies of the Contract Documents for record parposes. 3.06 ECecironic DnP�a A. Copies of data furnished by Owner or Engineer to Contractor or Coritractor to Owner or Engineer tliat may be relied upon are limited to the printed copies (also known as hard copies). Files in electronic media format of text, data, graphics, or other types are furnished only for the convenience of the receiving party. Any conclusion or information obtained or derived from such electronic files will be at the user's sole risk. If there is a discrepancy between the electronic files and the hard copies, the hard copies govern. B. Because data stored in electronic media format can deteriorate or be modified inadvertently or otherwise without autliorization of the data's creator, the party receiving electronic files agrees that it will perform acceptance tests or procedures within 60 days, after which the receiving party shall be deemed to have accepted the data thus transferred. Any errors detected within the 60-day acceptance period will be corrected by the transferring party.. C. When transferring documents in electronic media format, the transferring pariy makes no representations as to long term compatibility, usability, or readability of documents resultipg from the use of software application packages, operating systems, o►• computer hardware differing from those used by the data's creator. ARTICL� 4- AVAILABILITY OF LANDS; SUBSURFACF. AND PHYSICAL CONDITIONS; HAZARDOUS ENVIRONMCNTAL CONDITIONS; R�FERENCE POINTS 4.01 AvailabilityofLnrrds A. Owner shal] furnish the Site. Owner shal] notify Contractor of any encumbrances or restrictions not or general application but specifically related to use of the Site with which Contractor must comply in performing the Work. Owner will obtain in a timely manner and pay for easements for permanent structures or permanent changes in existing facilities. ]f Contractor and Owner are unable to agree on entitlement to or on the amount or extent, if any, of any adjustment in the Contract Price or Contract Times, or both, as a result of any delay in Owner's furnishing the Site or a part thereof, Contractor may make a Claim therefor as provided in Paragraph ]0.05. B. Upon reasonable written request, Owner shall furnish Contractor with a current statement of record legal title and legal description of the lands upon which the Work is to be performed and Owner's interest therein as necessary for giving notice of or f ling a meclianic's or construction lien against such lands in accordance with applicable Laws and Regulations. C. Contractor shall provide for all additional lands and access thereto that may be required for temporary construction facilities or storage of materials and equipment. 4.02 SuGsurface and Physical Co�:dilio�ts A. Reports and Drawings: The Supplementary Conditions identify: 1. Those reports of explorations and tesYs of stibsurface conditions at or contiguous to the Site that F.,ngineer has used in preparing the Contract Documents; and 2. Those drawings of physica] conditions in or relating to existing surface or subsurface structures at or contiguous to the Site (except Underground Facilities) that Engineer has used in preparing the Contract Documents. B. Limiled Reliance by Con[ractor on Technic.al Dala Aulhorized: Contractor tnay rely upon the general accuracy of the "technical data" contained in such reports and drawings, but such reports and drawings are not Contract Docuinents. Such "technical data" is identified in the Supplementary Conditions. Except for such reliance on such "teclinical data," Contractor may not rely upon or make any claim against Owner or Engineer, o� any of tl�eir Related Entities with respect to: l. tl�e completeness of such reports and drawings for Contractor's purposes, including, but not limited to, any aspects of the means, methods, technic�ues, sequences, a�id procedures of construction to be employed by Contractor, and safety precautions and programs incident thereto; or 2. Other data, interpreYations, opinions, and information contained in such reports or shown or indicated in such drawings; or 3. Any Contractor interpretation of or conclusion drawn from any "technical data" or any such other data, interpre- tations, opinions, or information. 4.03 Differi�rg Subsurfnce ar P/rysicrrl Condilions A. Notice: If Contractor believes that any subsurface or physical condition at or contiguous to the Site that is uncovered or revealed either: ]. is of such a nature as to establish that any "technical data" on which Contractor is entitled to rely as provided in Paragraph 4.02 is materially inaccurate; or 2. is of such a nature as to require a change in the Contract Documents; or 3. differs materially from that shown or indicated in the Contract Documents; or 4. is of an unusual nature, and differs materially from conditions ordinarily encountered and generally recognized as inherent in work of the character provided for in the Contract Documents; then Contractor shaU, promptly after becoming aware thereof and before further disturbing the subsurface or physica] conditions or performing any Work in connection therewitli (except in an emergency as required by Paragraph 6.16.A), notify Owner and Engineer in writing about sucl� condition. Contractor shall not further disturb such condition or perform any Work in connection therewith (excepl as aforesaid) until receipt of written order to do so. B. Engineer's Revieia�: After receipt of writiten notice as required by Paragraph 4.03.A, Engineer will promptly review the pertinent condition, determine the necessity of O�mer's obtaining additional exploration or tests with respect thereto, and advise Owner in writing (with a copy to Contractor) of Engineer's findings and conclusions. C. Possible Price and Times Adjustments 1. The Contract Price or tlie Contract Times, or both, will be equitably adjusted 4o the extent that the existence of such differing subsurface or physical condition causes an inerease or decrease in Contractor's cost of, or time required for, performance ofthe Work; subject, however, to the following: a, such condition must meet any one or more ofthe categories described in Paragraph 4.03.A; and b. with respect to Work that is paid for ou a Unit Price Basis, any adjustment in Contract Price will be subject to the provisions of Paragraphs 9.07 and 11.03. 2. Contractor shall not be entitled to any adjustment in the Contract Price or Contract Times if: a. Contractor knew of tl�e existence of such conditions at the time Contractor made a final commitment to Owner with respect to Contract Price and Contract Times by the submission of a Bid or becoming bound under a negotiated contract; or b. tlie existence of such condition could reasonably have been discovered or revealed as a result of any examination, investigation, exploration, test, or study of the Site and contiguous areas required by the Bidding Requirements or Contract Documents to be conducted by or for Contractor prior to Contractor's making such final commitment; or c. Contractor failed to give the written notice as required by Paragraph 4.03.A. 3. If Owner and Contractor are unable to agree on entitlement to or on the amount or extent, if any, of any adjustment in the Contract Price or Contract Times, or both, a C1aim may be made therefore as provided in Paragraph ] 0.05. However, Owner and Engineer, and any of Yheir Related Entities shall not be liable to Contractor for any claims, costs, losses, or damages (including but not limited to all fees and charges of engineers, architects, attorneys, and other professionals and all court or arbitration or other dispute resolution costs) sustained by Contractor on or in connection with any other project or anticipated project. 4.04 U�odergrolurrl Fncililies A. Shown o�� Indreaaed.• The information and data shown or indicated in the Contract Documents with respect to existing Underground Facilities at or contibuous to the Site is based on information and data furnished to Owner or Engineer by the owners of such Underground Facilities, including Owner, or by others. Unless it is otherwise expressly provided in the Supplementary Conditions: and for: 1. Owner and Engineer shall not be responsible for the accuracy or completeness of any such information or data; 2. the cost of all of the following will be included in the Contract Price, and Contractor shall have full responsibility a. reviewing and checking all such information and data, b. locating all Underground Facilities shown or indicated in tl�e Contract Documents, c. coordination of the Work with the owners of such Underground Facilities, including Owner, during construc[ion, and d. the safety and protectioil of all such Underground Facilities and repairing any damage thereto resulting from the Work. B. Not Showra or /ndicated l. If an Underground Facility is uncovered or revealed at or contiguous to the Site which was not shown or indicated, or not shown or indicated with reasonable accuracy in the Contract Documents, Contractor shall, promptly after becoming aware thereof and before further disturbing conditions affected thereby or performing any Work in connection therewith (except in an emergency as required by Parabraph 6.16.A), identify the owner of such Underground Facility and give written notice to that owner and to Owner and Engineer. Engineer will promptly review the Underground Facility and deter►nine the extent, if any, to which a change is reGuired in the Contract Documents to reflect and document the consequences of the existence or location of the Underground Pacility. During such time, Contractor shall be responsible for the safety and protection of such Underground Facility. 2. lf Engineer concludes that a change in the Contract Documents is required, a Work Change Directive or a Change Order will be issued to reflect and document such consequences. An equitable adjustment shal] be made in the Contract Price or Contract Times, or both, to the extent that they are attributable to the existence or location of any Underground Paciliry that was not shown or indicated or not shown or indicated with reasonable accuracy in the Contract Documents and that Contractor did not know of and could not reasonably have been expected to be aware of or to have anticipated. If Owner and Contractor are unable to agree o�i entitlement to or on the amount or extent, if any, of any such adjustment in Contract Price or Contract Times, Owner or Contractor may make a Claim therefor as provided in Paragraph ] 0.05. 4.OS Refere�tce Poinls A. Owner shall provide engineering surveys to establish reference points for construction which in Engineer's judgment are necessary to enable Contractor to proceed with the Work. Contractor shall be responsible for laying out the Work, shall protect and preserve the established reference points and property monuments, and shall make no changes or relocations without the prior �mritten approval of Owner. Contractor shall report to Engineer whenever any reference point or property monument is lost or destroyed or requires relocation because of necessary changes in grades or locations, and shall be responsible for the accurate replacement or relocation of such reference points or property monuments by professionally qualified personnel. 4.06 HaZardorts En virai►ttcrtPa! CondiPio�t aP Srle The Contractor and its Subcontractors are deemed to have made themselves familiar with and at all times shall comply with all applicable federal, state or ]ocal laws, rules, regulations, ordinances, and rules of common law now in effect (including any amendments now in effect), relating to the environment, Hazardous Substances or exposure to Hazardous Substances, including L�ut not limited to tl�e Cumprehensive Environmental Response, Compensation and Liability Act af 1980, 42 U.S.C.A. §§ 9601, et seq.; the Hazardous Materials Transportation Act, 49 U.S.C.A. §§ 1801, et seq.; the Resource Conservation and Recovery Act of 1976, 42 U.S.C.A. §§ 6901, et seq.; the Federal Water Pollution Contro] Act, 33 U.S.C.A §§ ]201, et seq.; the Toxic Substances Control Act, 15 U.S.C.A. §§ 2601, et seq.; the Clean Air Act, 42 U.S.C.A. §§ 7401, et seq.; the Safe Drinking Water Act, 42 U.S.C.A. §§ 3808, et seq., and any current judicial or administrative interpretation of these laws, rules, regulations, ordinaiices, or rules of common law, including but not limited to any judicial or administrative order, consent decree, or judgment affecting the Project. A. Reporls a��d Dra�vings: Reference is made to the Supplementary Condi4ions for the identification of those reports and drawings relating to a Hazardous Environmental Condition identified at the 5ite, if any, that have been utilized by the E�i�ineer in the preparation of the Contract Documents. B. Lirniled Reliance by Conlraclor on Technical Data Authorized: Contractor may rely upon the general accuracy of the "technical data" contained in such reports and drawings, but such reports and drawings are not Contract Documents. Sucl� "technical data" is identified in the Supplementary Conditions. �xcept for such reliance on such "teclmical data," Contractor may not rely upon or make any claim against Owner or Engineer, or any of their Related Entities witl� respect to: 1. the completeness of such reports and drawings for Contractor's purposes, including, but not limited to, any aspects of the means, metl�ods, techniques, seyuences and procedures of construction to be employed by Contractor and safety precautions and programs incident thereto; or 2. other data, interpretations, opinions and information conYained in such reports or shown or indicated in such drawings; or 3. any Contractor interpretation of or conclusion drawn from any "technical data" or any such other data, interpretations, opinions or infonnation. C. Contractor shal] not be responsible for any Hazardous Environmental Condition uncovered or revealed at the Site which was not sl�own or indicated in Drawings or Specifications oi• identified in the Contract Documents to be within the scope of the Work. If tl�e Owner determines that the Hazardous Substance exists in tl�e affected area due to ihe Tault of negligence of the Contractor or any of its Subcontractors, the Contractor shall be responsible remediating the Hazardous Environmental Condition created with any materials brought to the 5ite by Contractor, Subcontractors, Suppliers, or anyone else for whom Contractor is responsiUle, at the sole expense of the Contractor in accordance with the Contractor's APPROVED Remediation Plan. (APPROVED represents "approved by OWNER) D, If Contractor encounters a Hazardous Environmental Condition or if Contractor or anyone for whom Contractor is responsible creates a Hazardous Environmental Condition, Contractor shall immediately: (i) secure or otherwise isolate such condition; (ii) stop all Work in coiu�ection with such condition and in any area affected thereby (except in an emergency as required by Paragraph 6.16.A); and (iii) notify Owner and Engineer (and promptly thereafter confirm such notice in writing). Owner shall promptly consult with Engineer concerning the necessity for Owner to retain a qualified expert to evaluate such condition or take corrective action, if any. The Contractor shall be responsible for identification, abatement, cleanup, control, removal, remediation, and disposal of any Hazai•dous Substance brought into or upon the site by the Contractor or any Subcontractor or Supglier. The Contractor shall obtain any and all perinits necessary for the legal and proper handling, transportation, and disposal of tlie Hazardous Substance and shall, prior to undertaking any abatement, cleanup, control, removal, remediation, and disposal, notify the Owner and the Architect/Engineer so that tl�ey may observe the aciivities; provided, however, that it shall be the Contractoe's sole responsibility to comply with all applicable laws, rules, regulations, or ordinances governing the activities. Spill Prevention Plan. At least seventy-two (72) hours prior to commencing performance of any of the Work at the Project site, the Contractor shall submit to the Owner for review and approval a Spill PrevenYion and Response Plan (SPRP) meeting tl�e requirements of federal and state law, rules, and regulations. The SPRP sha11 be specially desi�ned for the Contractor's planned work methods and procedures. The SPRP shall be designed to complement all applicable safety standards, fire prevention regulations, and pollution prevention policies and procedures. The SPRP shall include estimates of the quantity and rate of flow should equipment fail, and detail containmene or diversionary structures to prevent spills from leaving the site or migrating into adjacent properties or navigable waters. The SPRP shall include methods of recovery of spilled tnaterials a�td all applicable twenty-four (24) hour emergency phone numbers, including without limitation that of the Owner's Project Manager or other designated representative. The Contractor shall not commence any field work prior to approval of such plan by the Owner. The following additional rules shall apply with respect lo spills or releases caused by the Contractor or a Subcontractar: (1) The Contractor shall immediately report any spill or release at the Project site, whether or not it is associated with tliis Contract, to the Owner's Project Manager or other designated representative. Thereafter, within two (2) working days after the occurrence of such event, the Contractor shall submit a written report describing such event in a degree of detail reasonably acceptable to the Owner. (2) The Contractor sl�all immediately respond in accordance with tlie SPRP in tl�e event of a spill or release. (3) Tl�e Contractor shall dispose of cleanup, abatement, and remediation materials in �ccordance with EPA and Texas Commission on Environmental Quality (TCEQ) regulations and any olher applicable federal, state, or loca] laws, rules, or regulations. In connection with such disposals, the Contractor shall use only those transporters and disposal facilities that are approved in advance in writing by the Owner. A copy of all transport manifests for the spilled materials shall be oUtained and retained in the Contractor's records for reference purposes, to be provided upon request of the Architect/Engineer, the Owner, or any governmental regulato�y agency with jurisdiction over the matter. ALL COSTS OF COLLECTION, CONTAINMENT, AND DISPOSAL OF CLEANUP, ABATEMF,NT, AND REMEDIATION MATERIALS SHALL SE THE SOLE RESPONSIBILITY OF THE CONT1zACTOR. (4) For purposes of this Subparagraph (d), the term "spill" includes any kind of environmental discharge or release. Clean Air Management Plan. The Contractor shall comply with the Clean Air Management Plan submitted to and approved by the Owner during the contractor selection process. The Owner reserves the right, at the Contractor's sole expense, to require the removal or retrofitting of any equipment used in the course of construction thaY does not comply with the Plan submitted to and approved by the Owner. The Contractor shal! deposit surplus or waste excavation or ofher materials removed as part ot'the Work at a le�;al disposal site in accordance wi4h all applicable state, federal, and local laws, rules, regulations, and ordinances. The Contractor shall submit to the Owner for review and approval all planned disposal sites or proposed uses for the surplus or waste excavation or other materials prior to removal of any excavation or other material from the Project site. A copy of all transport manifests for surplus or waste excavation or other materials shall be obtained and retained in the Contractor's records for reference purposes, to be provided upon request to the Architect/Engineer, the Owner, or any govemmental regulatory agency with jurisdiction over the matter. The Contractor is responsible for obtaining all TPDES Storm Water Permits from TCEQ for construction of the Project under regulations contained in 40 CFR Part 122, as amended, pursuant to the Clean Water Act, 33 U.S.C.A. §§ 1251 et seq. These regulations require the filing of a notice of intent to oUtain and abide by the general storm water permit for construction activities promulgated by EPA, including but not limited to clearing, grading, and excavation that disturb the applicable amount of total land area. In addition, the Contractor shall comply with all regulatio�is of the Owner relating to storm water and storm water runoff management at the Project site pursuant to Subchapters 18 (Land Disturbing Activities) and Subchapter 19 (Drainage Standards) of the Denton Development Code, as amended. The Contractor shall not install any materials in the performance of the Work that contain asbestos or asbestos-related material such as hydrated mineral silicate, including chrysolite, amosite, crocidolite, tremolite, anthophylite or actinolite, whether friable or non-fi•iable. The Owner reserves the right in its sole option to exercise the following remedies (without waiving the right to pursue the imposiYion of any civil or criminal fines or penalties that may be imposed under staYe, federal, or local laws or ordinances), at no additional cost to the Owner and without an extension of the Contract Time, in the event the Contractor fails or refuses after seven (7) days advance written notice from the Owner to comply with the provisions of this Article, the terms of the SPRP, the terms of the Clean Air Management Plan, any storm water permit or other environmental permit issued in connection with the Work, or any applicable environmental law, rule, regulation, or ordinance: (1) suspend all or any portion of tl�e Work until the noncompliance is corrected, or until a detailed plan to achieve compliance within a reasonab]y prompt period of time is prepared by the Contractor and approved by the Owner; (2) if the Contractor f'ails to properly address the noncompliance within the time stipulated by the Owner, perform the necessary remediation or correction work and backcharge the Contractor for the cost of the remediation or correction; or (3) terminate tl�e Contract for cause as provided in tlie Genera] Conditions. E. Contractor shall not be required to resume Work in connection with such condition or in any affected area until after Owner has obtained any required permits related thereto and delivered to Contractor written noeice: (i) specifying tha[ such condition and any affected area is or has been rendered safe for the resumption of Work; or (ii) specifying any special conditions under which such Work may be resumed safely. If Owner and Contractor cannot agree as to entitlement to or on the amount or extent, if ai�y, of any adjustment in Contract Price or Conteact Times, or both, as a result of such Work stop- page or such special conditions under which Work is agreed to be resumed by Contractor, either party may make a Claim therefor as provided in Paragraph ] 0.05. F. If afrer receipt of such written notice Contractor does not agree to resume such Work based on a reasonable belief it is unsafe, or does not agree to resume such Work under such special conditions, then Owner may order the portion of the Work that is in the area affected by such condition to be deleted from the Work. If Owner and Contractor cannot agree as to entitlement to or on the amount or extent, if any, of an adjustment in Contract Price or Contract Times as a result of deleting such portion of the Work, then eithee party may make a Claim therefore as provided in Para6raph ]0.05. Owner may have such deleted portion of the Work performed by Owner's own forces or others in accordance with Article 7. G. Deleted by intention. H. To the fullest extent permitted by Laws and Regulations, Contractor shall indemnify and hold harmless Owner and Engineer, and the officers, directors, partners, employees, agents, consultants, and subcontractors of each and any of them from and against all claims, costs, losses, and damages (includin� but not limited to all fees and charges of engineers, architects, attoi�neys, and other professionals and all court or arbitration or other dispute resolution costs) arising out of or relating to a Hazardous Environmental Condition created by Contractor or by anyone for whom Contractor is responsible. Nothing in this Paragraph 4.06.H shall obligate Contractor to indemnify any individual or entity from and against the consequences of that individual's or entity's o�vn negligence. I. The provisions of Paragraphs 4.02, 4.03, and 4.04 do not apply to a Hazardous Environmental Condition uncovered or revealed at the Site. ARTICLE 5- BONDS AND 1NSURANCE 5.01 Performairce, Paymeirl, ar�d O[lier Ba�rds A. Contractor shall furnish performance and payment bonds, eacli in an amount at least equal to the Contract Price as security for the faithful performance and payment of all of Contractor's obligations under the Contract Documents. These bonds shal] remain in effect until one year after tlie date when final payment becomes due or until completion of the correction period specified in Paragraph ] 3.07, whichever is later, except as provided otherwise by Laws or Regulations or by the Contract Documents. Contractor shall also furnish such other bonds as are required by the Contract Documents. B. All bonds shall be in the form prescribed by the Contract Documents except as provided otherwise by Laws or Regulations, and shall be executed by such sureties as are named in the cun�ent ]ist of "Companies Holding Certificates of Authority as Acceptable Sureties on Federal Bonds and as Acceptable Reinsuring Companies" as pub;ished in Circular 570 (amended) by the Financial Management Service, Surety Bond Branch, U.S. Department of the Treasury. All bonds signed by an agent must be accompanied by a certified copy of the agenYs authority to act. C. If the surety on any bond furnished by Contractor is declared bankrupt or becomes insolvent or its right to do business is terminated in any state where any part of the Project is located or it ceases to meet the requirements of Paragraph S.O1.B, Contractor shap promptly notify Owner and Engineer and shall, within 20 days after the event giving rise to such notification, provide another Uond and surety, botli of which shall comply with the requirements of Paragraphs S.O1.B and 5.02. 5.02 Licensed Surelies and Iiesrtrers A. Al] bonds and insurance required by the Contract Documents to be purchased and maintained by Owner or Contractor shall be obtained from surety or insurance companies that are duly licensed or authorized in the State of Texas to issue bonds or insurance policies for tlie limits and coverages so required. Such surety and insurance companies sliall also meet such additional requirements and qualifications as may be provided in the Supplementary Conditions. 5.03 CerlifrcaPes of I�rsuraiece A. Contractor shall deliver to Owner, with copies to each additional insured identitied in the Supplementary Conditions, certificates of insurance (and other evidence of insurance requested by Owner or any other additional insured) which Contractor is required to purchase and maintain. B. Owner shall deliver to Contractor, with copies to each additional insured identified in the Supplementary Condi- tions, certificates of insurance (and other evidence of insurance requested by Contractor or any other additional insured) which Owner is required to purchase and maintain. 5.04 Contrnctvr's Liability Insururice A. Contractor sliall purchase and mai�itain such liability and other insurance as specified through "Insurance and Workers' Compensation Requirements — Attachment A, and will provide protection from claims set forth below which may arise out of or result fi�om Contracto►•'s performance of lhe Work and Contractor's other obligations under the Contract Documents, whether it is to be performed by Contractor, any Subcontractor or Supplier, or by anyone directly or indirectly employed by any of them to perform any of the Work, or by anyone for whose acts any of them may be liable: 1. clai►ns under workers' compensation, disability benefits, and otller similar employee benefit acts; 2. claims for dama�es Uecause of bodily injury, occupational sickness or disease, or death of Contractor's employees; 3. claims for damages because of bodily injury, sickness or disease, or death of any person other than Contractor's employees; 4. claims for damages insured by reasonably available personal injury liabilily coverage which are sustained: a. by any person as a result of an offense directly or indirectly related to the employment of such person by Contractor, or b. by any other person for any other reason; 5. claims for damages, other thau to the Work itself, because of injury to or destruction of tangible property wherever located, including loss of use resulting therefrom; and 6. claims for damages because of bodily injury or death of any person or property damage arising out of the ownership, maintenance or use of any motor vehicle. B. The policies of insurance required by this Paragraph 5.04 shall: 1. with respect to insurance reyuired by Paragraphs 5.04.A.3 througl� 5.04.A.6 iticlusive, include as additional insured (subject to any customary exclusion regarding professional liability) Owner and Engineer, and any other individuals or entities identified in the Supplementary Conditions, all of whom shall be listed as additional insureds, and include coverage for the respective officers, directors, partners, employees, agents, consultants and subcontractors of each and any of all such additional insureds, and the insurance afforded to these additional insureds shall provide primary coverage for all claims covered thereby; 2. include at least the specific coverages and be written for not less than the limits of liability provided in the "]nsurance and Workers' Compensation Requirements — Attachment A, or required by Laws or Regulations, whichever is greater; 3. include completed operations insurance; 4. include contractual liability insurance covering Contractor's indemniey obligations under Paragraphs 6.l 1 and 6.20„ 5. contain a provision or endorsement that the coverage afforded wil) not be canceled, materially changed or renewal refused until at least 30 days prior written noYice has been given to Owner and Contractor and to each other additional insured identified in the Supplement�ry Conditions to wf�om a czrtificate of insurance has been issued (and the certificates of insurance furnished by the Contractor pursuant to Paragraph 5.03 will so provide); 6. remain in effect at least until final payment and at all times thereafter when Contractor may be correcting, removing, or eeplacing defective Work in accordance with Paragraph 13.07; and 7. with respect to completed operations insurance, and any insurance coverage written on a c]aims-made basis, remain in effect for at ]east two years after final payment. a. Contractor shall furnish Owner and each other additional insured identified in the Supplementary Conditivns, to whom a certificate of insurance has been issued, evidence satisfactory to Owner and any such additional insured of continuation of such insurance at final payment and one year thereafter. 5.05 Owner's LiabiliPy /rrsurrsiece A. In addition to the insurance required to Ue provided by Contractor under Paragraph 5.04, Owner, at Owner's option, may purchase and maintain at Owner's expense Owner's own liability insurance as will protect Owner against claims which may arise from operations under the Contract Documents. 5.06 Property I�rsurartce A. Unless otherwise provided in the Supplementary Conditions, Owner shall purchase and maintain property insurance upon the Work at the Site in the amount of the full replacement cost thereof (subject to such deductible amounts as may be provided in the Supplementary Conditions or required by Laws and Regulations), This insurance shall: ]. include the interests of Owner, Contractor, Subcontractors, and Engineer, and any other individuals or entities identified in the Supplementary Conditions, and the officers, directors, partners, employees, agents, consultants and subcontractors of each and any of them, each of whom is deerned to have an insurable interest and shall be listed as an insured or additional insured; 2. be written on a Builder's Risk "all-risk" or open peril or special causes of loss policy form that shall at least include insurance for pliysical loss or damage to the Work, temporary buildings, false work, and materials and equiproenY in transit, and shall insure against at least the following perils or causes of loss: fire, lightning, extended coverage, theft, vandal- ism and malicious mischief, eai•thquake, collapse, debris removal, demolition occasioned by enforcement of Laws and Regulations, water damage, (other than caused by flood) and such other perils or causes of loss as may be specifically required by the Supplementary Conditions; 3. include expenses incurred in the repair or replacement of any insured property (including but not limited to fees and cl�arges of engineers and architects); 4. cover materials and equipment stored at the Site or at another location that was agreed to in writing by Owner prior to being incorporated in the Work, provided that such materials and equipment have been included in an Application for Payment recommended by Engineer; 5. allow for partial utilization ofthe Work by Owner; 6. include testing and startup; and 7. be maintained in effect until final payment is made unless otherwise agreed to in writing by Owner, Contractor, and Engineer with 30 days written notice to each other additional insured to whom a certificate of insurance has been issued. B. Owner shall purchase and maintain such boiler and machinery insurance or additional property insurance as may be required by the Supplementary Conditions or La�vs and Regulations which will inclade the interests of Owner, Contractor, Subcontractors, and Engineer, and any other individuals or entities identifed in the Supplementary Conditions, and the officers, directors, partners, employees, agents, consultants and subcontractors of each and any of them, each of whom is deemed to have an insurable interest and shall be listed as an insured or additional insured. C. All the policies of insurance (and the certificates or other evidence thereo� required to be purchased and maintained in accordance with Paragraph 5.06 will contain a provision or endorsement that the coverage afforded will not be canceled or materially changed or renewal refused until at least 30 days prior written notice has been given to Owner and Contractor and to each other additional insured to whom a cerlificate of insurance has been issued and will contain waiver provisions in accordance with Paragraph 5.07. D. Owner shall not be responsible for purchasing and maintaining any property insurance specified in this Paragraph 5.06 to protect the interests of Contractor, Subcontractors, or others in the Work to the extent of any deductible amounts that are identified in the Supplementary Conditions. The risk of loss within such identified deductible amount will be borne by Contractor, Subcontractors, or others suffering any such loss, and if any of them wishes property insurance coverage within the limits of such amounts, each may purchase and maintain it at the purchaser's own expense. E. If Contractor requests in writing that other special insurance be included in the property insurance policies provided under Paragraph 5.06, Owner shall, if possible, include such insurance, and the cost thereof will be charged to Contractor by appropriate Change Order. Prior to commencement of the Work at the Site, Owner shall in writing advise Contractor whether or not such other insurance has been procured by Owner. 5.07 Waiver ofRigl�fs A. Owner and Contractor intend that all policies purchased in accordance with Paragraph 5.06 will proteet Owner, Contractor, Subcontractors, and Engineer, and all otlier individuals or entities idenlified in the Supplementary Conditions to be listed as insureds or additional insureds (and the officers, directors, partners, employees, agents, consultants and subcontractors of each and any of them) in such policies and will provide primary coverage for all losses and damages caused Uy the perils or causes of loss covered thereby. All sucl� policies shall contain provisions to the effect that in the event of payment of any ]oss or damage the insurei:s will have no rights of recovery against any of the insureds or additional insureds thereunder. Owner and Contractor waive all rights against each other aiid their respective officers, directors, partners, employees, agents, consultants and sa�l�s;��t�rtct��r� s�t"e�cts <��c� �siy of"them for all losses and damages c�� y, x�risis�g; r�ut of or resulting from any ofthe perils �sr ��ESes crt` 1c��s cc�vereel �y s�rci� policies and any other proper[y in�t�r�sn�� ?�Slic,ak��c: to the Work; and, in addition, waive alN �ucl� �-i�;h�w ��;�ir�st �aai��cal�tr�c[ors, and Engineer, and all other ir��i�vifiu�is r��' e:itities identified in the Supplementary Conditio»s to be listed as insured or additional insured (and the officers, directors, partners, employees, agents, consultants and subcontractors of each and any of them) under such policies for losses and damages so caused. None of the above waivers shall extend to the rights that any party making such waiver may have to the proceeds of insurance held by Owner as trustee or otherwise payable under any policy so issued. B. Deleted by intention. C. Deleted by intention. See Supplemental Conditions. 5.08 Receipt uitd Applicaiioit of b:srorance Proceeds A. Any insured loss under the policies of insurance required by Paragraph 5.06 will be adjusted with Owner and made payable to Owner as fiduciary for the insureds, as tlieir interests may appear, subject to tl�e reyuirements of any applicable mortgage clause and of Paragraph 5.08.B. Owner shall deposit in a separate account any money so received and shall distribute it in accordance with sucl� agreement as the parties in interest may reach. If no other special agreement is reached, the damaged Work shall be repaired or replaced, the moneys so received applied on account thereof, and the Work and the cost thereof covered by an appropriate Change Order . B. Owner as fiduciary shall have power to adjust and settle any loss with the insurers unless one of the parties in interest shall object in writing within 15 days after the occurrence of loss to Owner's exercise of this power. lf such objection be made, O�aner as fiduciary shall make settlement with the insurers in accordance with such agreement as the parties in interest may reach. If no such agreement among the parties in interest is reacl�ed, Owner as fiduciary shall adjust and settle the loss with the insurers and, if required in writing by any party in interest, Owner as fiduciaiy shall give bond for the proper performance of such duties. 5.09 Acceptance of Bonds and Insr�rance; Optio�r lo Rep/ace A. If the Owner has any objection to the coverage afforded by or other provisions of the bonds or insurance required to be purchased and maintained by the Contractor in accordance with A�ticle 5 on the basis of non-conformance with the Contract Documents, the Owner shall so notify tlie Contractor in writing within 10 days after receipt of the certificates (or other evidence requested) required by Paragraph 2.O1.B. Contractor shall each provide to the Owner such additional information in respect of insurance provided as the Owner may reasonably request. If the Contractor does not purchase or maintain all of the bonds and insurance required y by the Contract Documents, the Owner shall notify the Contractor in writing of suci� failure to purchase prior to the start of ihe Work, or of such fai]ure to maintain prior to any change in the required coverage. Without prejudice to any other right or remedy, the Owner may elect to obtain equivalent bonds or insurance to protect the Owner's interests at the expense of the Contractor, and a Change Order shall be issued to adjust the Contract Price accordingly. 5.10 Par[ia! UPilizalio�e, Acknowledgnien! ofProperty Insurer A, lf Owner finds it necessary to occupy or use a portion or portions of the Work prior to Substantial Completion of al) the Work as provided in Paragraph 1Q.05, no such use or occupancy shall commence before the insurers providing the property insurance pursuant to Paragraph 5.06 have acknowledged notice thereof and in writing effected any changes in coverage necessitated thereby. The insurers providing the property insurance shall consent by endorsement on the policy or policies, but the property insurance shall not be canceled or permitted to lapse oii account of any such partial use or occupan- cy. ART[CLE 6 - COIVTRACTOR'S RESPONSIBiT,ITIES G.O1 Supervr.sio�1 and Superinler:dence A. Contractor shall supervise, inspect, and direct the Work competently and efficiently, devoting sucli attention thereto and applying such skills and expertise as may be necessary to perform the Work in accordance with the Contract Documents. Contractor shall be solely responsible for the means, methods, techniques, sequences, and procedures of construction. Contractor shall not be responsible for the negligence of Owner or Engineer in the design or specification of a specifc means, method, technique, sequence, or procedure of construction which is sliown or indicated in and expressly required by the Contract Docwnents. B. At all titnes during the progress of the Work, Contractor shall assign a competent resident superintendent who shall not be replaced without written notice to Owner and Engineer.. The superintendent will be Contractor's representative at the Site and shall have authority to act on behalf of Contractor. All communications given to or received from the superin- tendent shall be binding on Contractor. 6.Q2 Lnbor; Workirrg 13ours A. Contractor shall provide competent, suitably qualilied personnel to survey and lay out the Work and perform construction as required by the Contract Documents. Contractor shall at all times maintain good discipline and order at the S ite. [3. Cxcept as otherwise required for the safety or protection of persons or the Work or property at the Site or adjacent thereto, and except as otherwise stated in the Contract Documents, all Work at the Site shall be performed during regular working hours. Contractor will not permit the performance of Work on a Saturday, Sunday, or any legal holiday without Owner's written consent (which will not be unreasonably withheld) given after prior written notice to Engineer. 6.03 Services, Malerial.s, and Equip�rtent A. Unless otherwise specified in the Contract Documents, Contractor shall provide and assume full responsibility for all services, materials, equipment, labor, transportation, construction equipment and machinery, tools, appliances, fuel, power, libht, heat, telephone, water, sanitary facilities, temporary faciliCies, and all other facilities and incidentals necessary for the performance, testing, start-up, and completion of the Work. B. All materials and equiproent incorporated into the Work shall be as specified or, if not specifed, shall Ue of good quality and new, except as otherwise provided in the Contract Documents. All special warranties and guaraiitees required by the Specifications shal] expressly run to the benefit of Owner. If required by Engineer, Contractor shall furnish satisfactory evidence (including reports of required tests) as to the source, kind, and quality of materials and equipment. C. All materials and equipment shall be stored, applied, installed, connected, erected, protected, used, cleaned, and conditioned in accordance with instructions of the applicable Supplier, except as otherwise may be provided in the Contract Documents. 6.04 Progress Sclredr�le A. Contractor shall adhere to the Progress Schedule established in accordance with Paragraph 2.07 as it may be adjusted fi•om time to time as provided below. 1. Contractor shall submit to Engineer and Owner for acceptance (to the extent indicated in Paragraph 2.07) proposed adjustments in thc Progress Schedule that will not result in changing the Contract Times. Such adjustments will comply with any provisions of the General Requirements applicable thereto. 2. Proposed acijustments in the Progress Schedule that will change the Contract Times shall be submitted in accordance with the requirements of Article 12. Adjustments in Contract Times may only be made by a Change Order. 6.05 Subsritutes asrd "Or-Equnls" A. Wlienever an item of material or equipment is specified or described in the Contract Documents by using the name of a propri.etary item or the name of a particular Supplier, tl�e specification or description is intended to establish the type, funetion, appearance, and quality required. Unless the specification or description contains or is followed by words reading that no like, equivalenl, or "or-equal" item or no substitution is permitted, other items of material or equipment or material or eyuipment of other Suppliers may be submitted to Engineer for review under the circumstances described below. 1. "Or-Egua!" Ilen:s: lf in Engineer's discretion, and approved by the Owner, an item of material or equipment pro- posed by Contractor is functionally eyual to that named and sufficiently similar so that no change in related Work will be required, it may be considered by Engineer as an "or-equal" item, in which case review and approval of the proposed item may, in Engineer's sole discretion, be accomplished without compliance with some or all of the requirements for approval of proposed substitute items. For the purposes of this Paragraph 6.OS.A.I, a proposed item of material or equipment will be considered functionally equal to an item so named if: a. in the exercise of reasonable judgment Engineer determines that: 1) it is at least equal in materials of construction, quality, durability, appearance, strength, and design characteristics; 2) it �vill reliaUly perform at least equally well the function and achieve the results imposed by the design concept of the completed Project as a functioning whole, 3) it has a proven record of performance and availability of responsive service; and b. Contractor certifies that, if approved and incorporated into the Work: l) there will be no inerease in cost to the Owner or increase in Contract Times, and 2) it will conform substantially to the detailed requirements of the item named in the Contract Documents. 2. SubsYitute Items a. If in Bngineer's discretion, and approved by the Owner, an item of material or equipment proposed by Contractor does not qualify as an "or-equal" item under Paragraph 6.OS.A.1, it will be considered a proposed substitute item. b. Contractor sl�all submit sufficient information as provided below to allow Engineer to determine that the item of material or equipment proposed is essentially equivalent to that named and an acceptaUle substitute therefor. Re- quests for review of proposed substitute items of material or equipment will not be accepted by Engineer from anyone other than Contractor. c. The requirements for review by Enbineer wili be as set forth in Paragraph 6.OS.A.2.d, as supplemented in the General Requireme�its and as Engineer may decide is appropriate under the circumstances, with approval from the Owner d. Contractor shall make written application to Engineer for review of a proposed substitute item of material or equipment that Contractor seeks to furnisl� or use. The application: ]) shall certify that the proposed substitute item wilL• a) perfonn adequately the functions and achieve the results called for by the general design, b) be similar in substance to that specified, and c) be suited to the same use as that specified; 2) will state: a) the extent, if any, to which the use of the proposed substitute item wil] prejudice Contractor's achievement of Substantial Completion on time; b) whether or not use of the proposed substitute item in the Work will require a change in any of the Contract Documents (or in the provisions of any other direct contract with Owner for other work on the Project) to adapt the design to the proposed substitute item; and c) whether or not incorporation or use of the proposed substitute item in connection with the Work is sub- ject to payment of any license fee or royalty; 3) will identify: a) all variations of the proposed substitute item from that specified , and b) available engineering, sales, maintenance, repair, and replacement services; 4) and shall contain an itemized estimate of all costs or credits that will result direcYly or indirectly from use of such substitute item, including costs of redesign and claims of otlier contractors affected by any resulting change, B. Subsli[:e1e Consb•uction Melhods or P�•ocedures: lf a specific means, metltod, technique, sequence, or procedure of construction is expressly required by the Contract Documents, Contractor may furnish or utilize a substitute means, meth- od, technique, sequence, or procedure of construction approved by Engineer and Owner. Contractor shall submit sufficient information to allow Engineer, in Engineer's discretion, and Owner approval to determine that the substitute proposed is equivalent to tt�at expressly called for by the Contract Documents. The requiremeiits for review by Engineer will be similar to those provided in Paragraph G.OS.A.2. C. Engiraeer's Evaluation: �ngineer will be allowed a reasonable time within which to evaluate each proposal or submittal made pursuant to Paragraphs 6.OS.A and 6.OS.B. Engineer may reyuire Contractor to furnish additional data about the proposed substitute item. �ngineer will be the sole judge of acceptability, and seek approval from Owner. No "or equal" or substitute will be ordered, installed or utilized until Engineer's review is complete, which will be evidenced by either a Change Order, issued by the Owner, for a substitute or an approved Shop Drawing for an "or equal." Engineer will advise Contractor in writing of any negative determination. D. Special Guaranlee.• Owner may require Contractor to furnish at Contractor's expense a special performance guarantee or other surety with respect to any substiiute. E. E��gi�7eer's Cos! Reimbursemenl: Engineer will record Engineer's costs in evaluating a substitute proposed or submitted by Contractor pursuant to Paragraphs 6.OS.A.2 and 6.OS.B Whether or not Engineer approves a substitute item so proposed or submitted by Contractor, Contractor shall reimburse Owner for the charges of Engineer for evaluating each such proposed substitute. Contractor shal] also reimburse Owner for the cl�arges of Engineer for making changes in the Contract Documents (or in the provisions of any otl�er direct contract with Owner) resulting from the acceptance of each proposed substitute. F. Comraclor's Expense: Contractor shall provide all data in support of any proposed substitute or "or-equal" at Contractor's expense. 6.06 Concerreiirg Subconlractors, Suppliers, and 011iers A. Co�ltractor shall not employ any Subcontractor, Supplier, or other individual or entity (includiiig those acceptable to Owner as indicated in Paragraph 6.06.B), whether initially or as a replacement, against whom Owner may have reasonable objection. Contractor shall not be required to employ any Subcontractor, Supplier, or other individual or entity to furnish or perform any ofthe Work against whom Contractor has reasonable objection. B. If the Supplementary Conditions require the identity of certain Subcontractors, Suppliers, or other individuals or entities to be submitted to Owner in advance for acceptance by Owner by a specified date prior to the Efi'ective Date of the Agreement, and if Contractor has submitted a list thereof in accordance with the Supplementary Conditions, Owner's acceptance (either in writing or by failing to make written objection thereto by the date indicated for acceptance or objection in the Bidding Documents or the Contract Documents) of any such Subcontractor, Supplier, or other individual or entity so identified may be revoked on the basis of reasonable objection after due investigation, Contractor shall submit an acceptable replacement for the rejected Subcontractor, Supplier, or other individual or entity, and the Contract Price will be adjusted by the difference in the cost occasioned by such replacement, and an appropriate Change Order will be issued . No acceptance by Owner of any such Subcontractor, Supplier, or other individual or entity, whether initially or as a replacement, shall constitute a waiver of any right of Owner or Engineer to reject defective Work. C. Contractor shall be fully responsible to Owner and Enginee►• for all acts and omissions of the Subcontractors, Suppliers, and other individuals or entities performing or furnishing any of tl�e Work just as Contractor is responsible for Contractor's own acts and omissions. Nothing in the Contract Documents: 1. sliall create for the benefit of any such Subcontractor, S�ipplier, or other iudividual or entity any contractual relationship bet�veen Owner or Engineer and any such Subcontractor, Supplier or other individual or entity, nor 2. sl�all anything in the Contract Documents create any obli�ation on the part of Owner or Engineer to pay or to see to the payment of any moneys due any such Subcontractor, Supplier, or other individual or entity except as may otlierwise be required by Laws and Reguiations. D. Contractor shall be solely responsible for scheduling and coordinating the Work of Subcontractors, Suppliers, and other individuals or entities performing or furnishing any of the Work under a direct or indirect contract with Contractor. E. Contractor shall require all Subcontractors, Suppliers, and such other individuals or entities performing or furnishing any of tl�e Work to communicate with Engineer through Contractor. F. The divisions and sections of tlie Specifications and the identifications of any D!•awings shall not control Contractor in dividing the Work among Subcontractors or Suppliers or delineating the Work to be performed by any specifie trade. G. All Work performed for Contractor by a Subcontractor or Supplier will be pursuant to an appropriate agreement between Contractor and the Subcontractor or Supplier which specifcally binds tlte Subcontractor or Supplier to the applicable terms and conditions of the Contract Documents (including but not limited to these General Conditions) for the benefit of Owner and Engineer. Each subcoittract agreement shall preserve and protect the righ4s of the Owner and the Architect/Engineer under the Contract Documents (including but not limited to these General Conditions) with respect to the Work to be performed by lhe Subcontractor so that subcontracting will not prejudice lhe rights of the Owner and the Architect/Engineer. Where appropriate, the Contractor shall require each Subcontractor to enter into similar agreements with Sub-subcontractors. The contractor shall make available to each proposed Subcontractor, prior to execution of the subcontract agreement, copies of the Contract Documents to wl�icls the Subcontractor is to be bound. SubcontracYors shall similarly make copies of applicable portions of such Documents availabfe to iheir respective proposed Sub-Subcontractors. Whenever any such agreement is with a Subcont.ractor or Supplier who is listed as an additional insured on the properiy insurance provided in Paragraph 5.06, the agreement bet�veen tlie Contractor and tlie Subcontractor or Supplier will contain provisions whereby the Subcontractor or Supplier waives all rights against Owner, Contractor, and Engineer„ and all otl�er individuals or entities identified in the Supplementary Conditions to be listed as insureds or additional insureds (and the officers, directors, partners, employees, agents, consultants and stibcontractors of each and any of them) for all losses and damages caused by, arising out of, relaling to, or resulting from any of the perils or causes of loss covered by such policies and any otlier property insurance applicable to the Work. lf the insurers on any such policies require separate waiver forms to be signed by any Subcontractor or Supplier, Contractor will obtain the same. H. The Contractor is solely responsible for making payments properly to the Contractor's Subcontractors on tlie Project. During performance of the Work, the Contractor shall comply with the following additional rules regarding Subcontractor payments: The Contractor sliall submit, beginning with the Second Application and Certificate for Payment, a Subcontractor Payment Report (the "Report") with each Application and Certificate for Payment, along with partial waivers of liens for all Work included in the application for payment. The Report shall show all paymeats made to date by the Contractor (plus existing retainage) to each Subcontractor involved in the Project. The Report shall be made on a form approved and supplied by the Owner. Pay applications will not be reviewed or certified by the Architect to the Owner without accompanying partial lien w�aivers after the frst Certificate for payment. With each Application for Payment, the Contractor shall certify that there are no mechanics' or materialmen's Liens outstanding at the date of the Application for Payment, and that all bills due with respect to the Work have been paid to date, and that there is no known basis for filing of any liens against the Surety or the Owner in connection with the Work. Upon completion by the Contractor of the construction of the project, but prior to fina] payment to the Contractor, the Contractor shall deliver to the O�vner conditional releases of al] liens, which shall identify the remaining sums to be paid pending receipt of final payment. The conditional releases of liens, upon final payment by the Owner, shall rlease the Owner of all liens, and of all rights to claim any lien, from all manufacturers, material-men, and subcontractors furnishing services or materials for the project, to the effect that all materials or services used on or for the project have been paid for and indicating that the Ower is released from a1l sucli claims. As an alteinative to the Report, the Contractor may furnisl� Affidavits of Payment Received witli the Application and Certificate for Payment, which affidavits shall be executed by eacl� Subcontractor owed money and paid during the previous progress payment period for work or materials fi�rnished on the Project. REC�IPT BY THE OWNER OF THE REPORT OR AFFIDAV]TS OF PAYMENT RECEIVBD SHALL BE A CONDI'I'lON PRECEDENT TO PAYMENT ON ANY APPLICATION. Provided that the Owner has been notified by written coorespondence (a lien notice) from any manufacturer, material-men, or subcontractor furnishing services or rnaterials for the project that an outstanding debe is owed, the Owner shall ensure that the Contractor is notified of such notice within ten (] 0) days of receipt of such notice. Tl�e Contractor shall ensure that resolution has been achieved for each written notice filed with the Owner, and provide suffcient written documentation to the Owner that payment has been rendered, or a resolution has been achieved that is satisfactory to the Owner. (1) If, for any reason, the Contractor is withholding payment to a Subcontractor due to a dispute or other problem with performance, the Contractor shall note the amount withheld and that payment is in dispute. The Owner may require the Contractor to document and verify the dispute or other problem in question. (2) 7'he Owner reserves the right in its sole discretion, to withhold payment to the Conlractor pursuant to Paragraph 14.02(b) of the General Conditions, should it appear from the Repoi�t, statements of payment received or other information furuished to the Owner that: (i) the Report has not been properly completed; (ii) the Contractor I�as knowingly provided false information regarding payment of any Subcontractor; or (iii) the Contractor has otherwise failed to make payments properly to any Subcontractor. (3) THE CONTRACTOR SHALL NOT HAVE ANY R1GHT TO MAKE A CLAIM FOR ADDITIONAL T1ME OR ADDiTIONAL COMP�NSATION AS A R�SULT OF THE OWNER'S OR ARCHITECT/ENGINBER'S �NFORCEMENT OF THIS SUBPARAGRAPH 6.06(H). NO PROVISION OF THIS SUBPARAGRAPH OR ANY OF TH� CONTRACT DOCUMLNTS SHALL BE CONSTRUED TO CREA'TE A CONTRACTUAL REL,ATIONSHIP, EXPRESS OR IMPLIED, BETWEEN ANY SUBCONTRACTOR AND EITNER THE OWNER OR THE ARCI-TITECT/ENGINEER AND SHALL NOT BE CONSTRUED TO MAKE ANY SUBCONTRACTOR OR ANY OTHER PERSON OR ENTITY A TNIRD PARTY BENEPICIARY OF THE CONTRACT BETWEEN THE OWNER AND THE CONTRACTOR. 6.07 Paienl Fees and Royalfies A. Contractor shall pay all license fees and royalties and assume all costs incident to the use in the performance of the Work or the incorporation in the Work of any invention, design, process, product, or device which is the subject of patent rights or copyrights held by others. If a particular invention, design, process, product, or device is specified in the Contract Documents for use in the performance of the Work and if to the actua] knowledge of Owner or Engineer its use is subject to patent rights or copyrights calling for the payment of any license fee or royalty to others, the existence of such rights shall be disclosed by Owner in the Contract Documents. B. To th� fullest extent permitted by Laws and Regulations, Contractor shall indemnify and hold harmless Owner and Cngineer, and the officers, directors, partners, employees, agents, consultants and subcontractors of each and any of them from and against all claims, costs, losses, and damages (including but not limited to all fees and charges of eugineers, architects, attorneys, and other professionals and all court or arbitration or other dispute resolution costs) arising out of or relating to any infringement of patent rights or copyrights incident to the use in the performance of the Work or resulting from the incorporation in the Work of any invention, design, process, product, or device not specified in the Contract Docu- ments, 6.0$ Perneils A. The Architect/Engineer will apply and arrange for the issuance of the City of Denton Building Permit. Unless otherwise provided in tlie Supplementary Conditions, Contractor shall apply for, obtain and pay for all construction permits and licenses. Owner shall assist Contractor, when necessary, in obtaining such permits and licenses. Contractor shall pay all governmental charges and inspection fees necessary for the prosecution of the Work which are applicable aY the time of opening of Bids, or, if tl�ere are no Bids, on the Effective Date of the Agreement. Owner shall pay all charges of utility owners for connections for providing permanent service to the Work. 6.09 Laws nisd Regulatior�s A. Contractor shall give all notices required by and shall compty with all Laws and Regulations applicable to the performance of the Work. Except where otherwise expressly required by applicable Laws and Regulations, neither Owner nor Gngineer shall be responsible for monitoi•ing Contractor's compliance with any Laws or Regulations. I3. If Contractor performs any Work knowing or having reason to know that it is contrary to Laws or Regulations, Contractor shall assume full responsibility, bear all claims, costs, losses, and damages (including but not limited to all fees and charges of engineers, architects, attorneys, and other professionals and al] court oc arbitration or otl�er dispute resolution costs) arising out of or relating to sucl� Work, attributaUle costs of the correction of the Work and any other Work in place tl�at may be adversely affected by the corrective work. However, it shall not be Contractor's primaty responsibility to make certain that the Specifications and Drawings are in accordance with Laws and Regulations, but this shall not relieve Contractor of Contractor's obligations under Paragraph 3.03. C. Changes in Laws or Regulations not known at the time of opening of Bids (or, on the Effective Date of tl�e Agreement if there were no Bids) having an effect on the cost or time of performance of the Work shall be the subject of an adjustment in Contract Price or Contract Times. If Owner aud Contractor are unaUle to agree on entitlement to or on the amount or extent, if any, of any such adjustment, a Claim may be made therefor as provided in Paragraph 10.05. 6.10 Taxes The Owner qualifies for exemption from stace and local sales and use taxes, pursuant to the provisions of Section 15l 309 of the Texas 1'ax Code, as amended. Therefore, the Owner shall not be liable for, or pay the Contractor's cost of, such sales and use taxes which would otherwise be payable in connection with the purchase of tangible personal property furnished and incorporated into the real property being improved under the Contract Documents or the purchase of materials, supplies and other tangible persona] property, other tlian machinery or equipment and its accessories and repair and replacement parts, necessary and essential for perfonnance of the Contract w�hich is to be completely consumed at the job site. The Contractor shall issue an exemption certificate in lieu of the tax on such purchases. 6.l l Use ofSile and Ol/terAreas The Contractor shall provide the Owner and the Engineer access to the Work in the preparation and and progress wherever located during the course of construction. A. Limitation on Use of Site and Other Areas 1. Contractor shall confine construction equipment, the storage of materials and equipment, and the operations of workers to the Site and other areas permitted by Laws and Regulations, and shall not unreasonably encumber the Site and other areas with construction equipment or other materials or equipment. Contractor shall assume full responsibility for any dainage to any such land or area, or to the owner or occupant thereof, or of any adjacent land or areas resulting from the performance of the Work. 2. Should any claim be made by any such owner or occupant because of the performance of the Work, Contractor shall promptly settle with such other party by negotiation or otherwise resolve the claim by arbitration or other dispute resolution proceeding or at law. 3. To the fullest extent permitted by Laws and Regulations, Contractor shall indemnify and hold harmless Owner and Engineer, and the officers, directors, partners, employees, agents, consultants and subcontractors of each and any of them fi•om and against all claims, costs, losses, and damages (including but not ]imited to all fees and charges of engineers, architects, attorneys, and other professionals and all court or arbitration or other dispute resolution cosis) arising out of or relating to any claim or action, legal or equitable, brouglit by any such owner or occupant against Owner, Engineer, or any other party indemnified hereunder to the extent caused by or based upon Contractor's performance of the Work. B. Remoi�al of Debris During Performance of the Work: During the progress of the Work Contractor shall keep the Site and other areas free from accumulations of waste materials, rubbish, and other debris. Removal and disposal of sucli waste materials, rubbish, and other debris shall conform to applicable Laws and Regulations. The Contractor shall be responsible for all spoil removals, and any excess soil that will require removal. The Contractor shall coordinate removal and disposal with the Owner. C. C/eanirrg.� Prior to Substantial Completion of the Work Contractor shall clean the Site and the Work and make it ready for utilization by Owner. At the completion of the Work Contractor shall remove from the Site all tools, appliances, construction equipment and machiuery, and surplus materials and shall restore to original condition all property not designated for alteration by the Contract Documents. If the Contractor fails to clean up as provided in the Contract Documents, the Owner may clean up and the Owner's cost of cleaning up shall be charged to the Contractor. D. Loading Slrucrures: Contractor shall not ]oad nor permit any part of any structure to be loaded in any manner that will endanger the structure, nor shall Contractor subject any part of the Work or adjacent property to stresses or pressures that will endanger it. 6.12 Recor�i Documerils A. Contractor shall maintain in a safe place at the Site one record copy of all Drawings, Specifications, Addenda, Change Orders, Work Chauge Directives, Field Orders, and writte�i interpretations and clarifications in good order and annotated to show cttanges made during construction. These record docu►ne�its together with all approved Samples and a counterpart of all approved Shop Drawings �vill be available to Engineer for reference. Upon completion of the Work, these record documents, Samples, and Shop Drawin�s will be delivered to Engineer f'or Owner. 6.13 Safely a�ed ProPectio�� A. Contractor shall be solely eesponsible for initiating, maintaining and supervising all safety precautions and programs in connection with the Work. Contractor shall take all necessary precautions for the safety of, and shall provide the necessary protection to prevent damage, injury or loss to: 1. aIl persons on the Site or who may be affected by the Work; 2. all the Work and materials and equipment to be incorporated therein, whetl�er in storage on or off the Site; and 3. other property at the Site or adjacent thereto, including trees, sl�rubs, lawns, walks, pavements, roadways, structures, utilities, and Underground Facilities not designated for removal, relocation, or rep]acemen4 in the course of construction. B. Contractor shall comply witli all applicable Laws and Regulations relating to the safety of persons or property, or to the protection of persons or property from damage, injury, or loss; and shall erect and maintain all necessary safeguards for such safety and protection. Contractor shall notify owners of adjacent property and of Underground Facilities and other utility owners when prosecution of the Work may affect them, and shall cooperate with them in the protection, removal, relocation, and replacement of their property. C. All damage, injury, or ]oss to any property referred to in Paragraph 6.13.A.2 or 6.13.A3 caused, directly or indirectly, in whole or in part, by Contractor, any Subcontractor, Supplier, or any other individual or entity directly or indirectly employed by any of them to perform any of the Work, or anyo�ie for whose acts any of them may be liable, shall be remedied by Contractor (except damage or loss attriUuYable to the fa�zlt of Drawings or Specifications or to the acts or omissions of Owner or Engineer or , or anyone employed by any of them, or anyone for whose acts any of them may be liable, and not attributable, directly or indirectiy, in whole or in part, to the fault or negligence of Contractor or any Subcontractor, Supplier, or other individual or entity directly or indirectly employed by any of them). D, Contractor's duties and responsibilities for safety and for protection of the Work shall continue until such time as all the Work is completed and Engineer has issued a notice to Owner and Contractor in accordance with Paragraph 14.07.B that the Work is acceptable (except as otherwise expressly provided in connection with Substantial Completion). 6.14 Safety Represe�tlalive A. Contractor shall designate a qualified and experienced safety representative at ehe Site whose duties and responsibilities shall be the prevention of accidents and the maintaining and supervising of safety precautions and programs. 6.15 Hazard Conut:unica[iofr Programs A. ContracCor shall be responsible for coordinating any exchange of material safety data sheets or other hazard communication information required to be made available to or exchan�;ed Uetween or among employers at the Site in accordance with Laws or Regulations, 6.16 EjnergencJes A. In emergencies affecting the safety or protection of persons or the Work or property at tlie Site or adjacent thereto, Contractor is obligated to act to prevent threatened damage, injury, or loss. Contractor shall give Engineer prompt written notice if Contractor believes that any significant changes in the Work or variations from ehe Contract Documents have been caused thereby or are required as a result thereof. If �ngineer and Owner determines that a change in the Contract Documents is required because of the action taken by Contractor in response to sucl� an emergency, a Work Change Directive or Cliange Order will be issued. 6.17 Sltop Drawings and Sarrtples A. Contractor shall submit Shop Drawings and Samples to Engineer for review and approval in accordance with the acceptable Schedule of Submittals (as required by Paragraph 2.07). Each submittal will be identified as Engineer may reqaire. 1. Shop Drawings a. Submit number of copies specified in the General Requirements. b. Data shown on the Sllop Drawings will be complete with respect to quantities, dimensions, specified performance and design criteria, materials, �nd similar data to show �ngineer the services, materials, and equipment Contractor proposes to provide and to enable Engineer to review the information for the limited purposes required by Paragraph 6.17.D. 2. Samples: Contractor shall also submit Samples to Engineer for review and approval in accordance with the acceptable schedule of Shop Drawings and Sample submittals. a. Submit numUer of Samples specified in the Specifications. b. Clearly identify each Sample as to material, Supplier, pertinent data such as catalog numbers, the use for which intended a�id other data as Engineer may require to enaUle En�ineer to review the submittal for the limited purposes required by Paragraph 6.17.D. B. Wherc a Shop Drawing or Sample is required by the Contract Documents or the Schedule of Submittals , any related Work performed prior to Engineer's review and approval of tl�e pertinent submittal will be at the sole expense and responsibility of Contractor. C. Submittal Procedures l. Before submitting each Shop Drawing or Sample, Contractor shall have determined and verified: a. all field measurements, quantities, dimensions, specified performance and design eriteria, installation require- ments, raaterials, catalog numbers, and similar information with respect thereto; b. the suitability of all materials with respect to intended use, fabrication, shipping, handling, storage, assembly, and installation pertaining to the performance of the Work; c. all information relative to Contractor's responsiUilities for means, methods, techniques, sequences, and procedures of construction, and safety precautions and programs incident thereto; and d. shal] also have reviewed and coordinated each Shop Drawing or Sample with other Shop Drawings and Samples and with the requirements of the Work and the Contract Documents. 2. Each submittal shall bear a stamp or specific written certification that Contractor has satisfied Contractor's obligations under the Contract Documents with respect to Contractor's review and approval of that submittal. 3. With each submittal, Contractor shall give Engineer specific written notice of any vaciations, that the Shop Draw- ing or Sample may have from the requirements of the Contract Documents. 'fhis notice shall be both a wrilten com- munication separate i'rom the Shop Drawing's or Sample Submittal; and, in addition, by a specific notation made on each Shop Drawing or Sample submitted to Engineer for review and approval of each sucli variation. D. Engineer's Review 1. Engineer will provide timely review of Shop Drawings and Samples in accordance with the Schedule of Submittals acceptable to Engineer. Gngineer's review and approval will be oi�ly to determine if the items covered by the submittals will, after installation or incorporation in the Work, confonn to the information given in the Contract Documents and be compatible with the design concept of the completed Project as a funetioning whole as indicated by the Contract Documents. 2. En�ineer's review and approval will not extend to means, methods, techniques, sequences, or procedures of construction (except where a particular means, metliod, technique, sequence, or procedure of construction is specifically and expressly called for by the Contract Documents) or to safety precautions or programs incident thereto. The review and approval of a separate item as sucl� will not indicate approval of the assembly iii which the item functions. 3. Engineer's review and approval shall not relieve Contractor from responsibility for any variation from tlie require- ments of the Contract Documents unless Contractor has complied with the requirements of Paragraph 6.17.C.3 and Engineer has given written approval of each such variation by specific written notation thereof incorporated in or acco►npanying the Shop Drawing or Sample. Engineer's review and approval shall not relieve ContracYor from responsibility for complying with the reyuirements of Paragraph 6.17.C. I. E. Resubmilcal Procedures 1. Contractor shall make corrections required by Engineer and sl�all return the required number of con•ected copies of Shop Drawings and submit, as required, new Samples for review and approval. Contractor shall direct specific attention in writing to revisions other than the corrections called for by Engineer on previous submittals. 6.18 Co�:li�ruing r/re Work A. Contractor shall carry on the Work and adhere to the Progress Schedule during all disputes or disagreements with Owner. No Work shall be delayed or postponed pending resolution of any disputes or disagreements, except as permitted by Paragrapl� 15.04 or as Owner and Contractor may otherwise agree in writing. 6.19 Conlraclor's Genera! 6Varra�rly and GuurunJee A. Contractor wan�ants and guarantees to Owner that all Work will be in accordance witli tl�e Contract Documents and will not be defective. Engineer and its Related Entities shall be entitled to rely on representation of Contractor's warranty and guarantee. B. Contractor's warranty and guarantee hereunder excludes defects or damage caused by: 1. abuse, modification, or improper maintenance or operation by persons other than Contractor, Subcontractors, Suppliers, or any other individual or entity for whom Contractor is responsible; or 2. normal wear and tear under normal usage. C. Contractor's ob]igation to perform and complete the Work in accordance with the Contract Documents shall be absolute. None ofthe follo�ving will constitute an acceptance of Work that is not in accordance with the Contract Documents or a release of Contractor's obligation to perform the Work in accordance with the Contract Documents: l . observations by Engineer; 2. recommendation by Engineer or payment by Owner of any progress or final payment; 3. the issuance of a certificate of Substantial Completion by Engineer or any payment related thereto by Owner; 4. use or occupancy of the Work or any part thereof by Owner; 5. any review and approval of a Shop Drawing or Sample submittal or the issuance of a notice of acceptability by Engineer; 6. �ny inspection, test, or approval by others; or 7. any correction of defective Work by Owner.. 6.20 In denrn ifrculioir A. To the fullest extent permitted by Laws and Regulations, Contractor shall indemnify, defend, and hold harmless Owner and Engineer, and tt►e of�cers, directors, partoers, empfoyees, agents, consultants and subcontractors of each and any of them from and against all claims, la�vsuits, judgments, Cnes, penalties, costs and expenses for personal injury (including death), losses, and dam�ges, or otlier harm or violations for which recovery of damages, lines, or penalities is sought, suffered by any person or persons (including but not limited to all fees and charges of engineers, architects, attorneys, and other proFessionals and all court or arbitration or otlier dispute resolution costs) arising out of or relating to the performance of tlie Work, provided that any such claim, cost, loss, or damage is attributablc to bodily injury, sickness, disease, or deatl�, ur to injury to or destruction of tangible property (other than the Work itsel�, including the loss o}' use resulting therefrom - caused by any breach of any of the terms or provisions of this contract, violations of law, or by any negligent, grossly negligent, intentional, or strictly liable act or omission of the contractor, its officers, agents, employees, subcontractors, or sub-contractors and respective oTficers, agents, or representatives, or any other persons or entities for which the contractor is legally responsible in tl�e performance of this contract, any -_; except that the indemnity provided for in this paragraph shall not apply to any liability resulting from the sole negligence or fault of the owner, its officers, agents, employees or separate contractors, or of the architect/engineer, and in the event of joint and concurrent negligence or fault of the contractor, the owner, and the architect/engineer, responsibility and indemnity, if any, shall be apportioned in accordance with the law of the State of Texas, without, I�owever, waiving any govcrnmental immunity available to the owner under Texas law and without waiving any defcnses of tl�c parties under Texas law. The provisions of' this paragraph are solely for tl�e benefit of the parties I�ereto and are not intended to create or grant any rigl�ts, contractual or otlierwise, to any othcr person or entity. B. In any and all claims against Owner or Engineer or any of their respective consultants, lgents, officers, directors, partners, or employees by any employee (or the survivor or personal representative of such employee) of Contractor, any Subcontractor, any Supplier, or any individual or entiiy directly or indirectly employed by any of them to perform any of the Work, or anyone for whose acts any of them may be liable, the indemnification obligation under Paragrapli 6.20.A sl�all not be limited in any way by any limitation on the amount or type of damages, com�cnsation, or benefits payable by or for Contractor or any such Subcontractor, Supplier, or other individual or entity under workers' compensation acts, disability benefit acts, or othcr employee bene�t acts. C. Indemni�cation under Paragraph 6.20 shall include, but is not limited to, liability wf�ich could result to or be created for the Owner, its officers, agents, or employees, or the Architect/Engineer pursuant to State or Federal laws or regulations rclating to thc occupational safety and health of workers. The Contractor specifically agrees to comply with the above-mentioucd laws and regulations in the performance of the Work by the Contractor and that the obligations of the Owncr, its of�ccrs, agcnts, and employees, and the Architect/Engineer under the abovc mentioned laws aud regulations are secondary to tt�ose oTthe Contractor. D. Deleted by Inte��tion. 6.21 Delegalioi� of Prnfessio►:al Desig�: Servrces A. Contractor will not be required to provide professional design services unless such services are specifically required by the Contract Documents for a portion of the Work or unless such services are required to carry out Contractor's responsibilities for construction means, methods, techniques, sequences and procedures. Contractor sl�all not be required to provide professional services in violation of applicable la�v. B. If professional design services or certifications by a design professional related to systems, materials or equipment are specifically required oi' Contractor by the Contract Documents, Owner and Engineer will specify all performance and design criteria that such services must satisfy. Contractor shall cause such services or certifications to be provided by a properly licensed professional, �vhose signature and seal shall appear on all drawings, calculations, specifications, certifications, Shop Drawings and other submittals prepared by such professional. Shop Drawings and other submittals related to the Work designed or certified by such professional, iFprepared by others, shall bear such professional's written approva] when submitted to Engineer. C. Owner and �ngineer shall be entitled to rely upon the adequacy, accuracy and completeness of the services, certifications or approvals performed by such design professionals, provided Owner and Engineer have specified to Contractor all performance and design criteria that such services must satisfy. D. Pursuant to this Paragraph 6.21, Engineer's review and approval of design calculations and design drawings will be only i'or the limited purpose of checking for conformance with performance and design criteria given and the design concept expressed in the Contract Documents. Engineer's review and approval of Shop Drawings and other submittals (except design ca]culations and design drawings) will be only for the purpose stated in Paragraph 6.17.D.1. E. Contractor shall not be responsible for the adequacy of the performance or desibn criteria required by the Contract Documents. ARTICLE 7- OTHER WORK AT THE SIT� 7.01 Reluled Work at Sile A. Owner may perform construction, or operations, or other work related to the Project at the Site with Owner's employees, and to award separate contracts in connection with the other portions of the Project, or -other construction or operations on the Project site under Conditions of the Contract identical or substantially similar to these General Conditions, including those portions related to insurance and waiver of subrogation, or have other work performed by utility owners. If such other �vork is not noted in the Coniract Documents, then: 1. written notice thereof will be given to Contractor prior to starting any such other work; and 2. if Owner and Contractor are unable to agree on entitlement to or on the amount or extent, if any, of aoy adjustment in the Contract Price or Contract Times that should be allowed as a result of such other work, a Claim may be made therefor as provided in Paragraph 10.05. B. Contractor shall afford each other contractor who is a party to such a direct contract, each utility owner and Owner, if Owner is performing other work with Owner's employees, proper and safe access to the Site, a reasonable opportunity for the introduction and storage of materials and ec�uipment and the execution of such other work, and sl�all properly coordinate the Work with theirs. Contractor shall do all cutting, fitting, and patching of the Work that may be required to properly connecf or other�vise make its several parts come together and properly integrate with such other work. Contractor shall not endanger any work of others by cutting, excavating, or otherwise altering their work and will only cut or alter their work with the written consent of Engineer and the others whose work wil] be affected. The duties and responsibilities of Contractor under this Paragraph are for the benefit of such utility owners and otlier contractors to the extent that tliere are comparable provisions for the benefit of Contractor in said direct contracts between Owner and such utility owners and other contractors. C. If the proper execution or results of any part of Contractor's Work depends uaon work performed by others under this Article 7, Contractor sl�ail inspect such other work and promptly report to Engineer in writing any delays, defeets, or deficiencies in such other work that render it unavailable or unsuitable for the proper execution and results of Contractor's Work. Contractor's failure to so report will constitute an acceptance of such other work as fit and proper for integration with Contractor's Work except f'or ]atent defects and deficiencies in such other work. 7.02 CoordinaPio�r A. If Owner intends to contrace with others for the performance of other work on the Project at the Site, the following will be set forth in Supplementary Conditions: 1. the individual or entity who will have authority and responsibility for coordination of the activities among the various contractors will be identified; 2. the specific matters to be covered by such authority and responsibility will be itemized; and 3. the extent of such authority and responsibilities wil] be provided. B. Unless otherwise provided in the Supplementary Conditions, Owner shall have sole authority and responsibility for such coordination. 7.03 LegalRelrrPiortsl�ips A. Paragraphs 7.Ol.A and 7.02 are not applicable for utilities not under the control of Owner, B. Each other direct contract of Owner under Paragraph 7.0].A shall provide that the other contractor is liable to Owner and Contractor for the reasonable direcY delay and disrupYion costs incurred by Contractor as a result of the other contractor's actions or inactions. C. Contractor shall be liable to Owner and any other contractor for the reasonable direct delay and disruption costs incurred by such other contractor as a result of Contractor's action or inactions. ARTICLE 8 - OWNER'S R�SPONSIBILITIES 8.01 Comn�renicaPiolis to Corrtraclor A. Except as otherwise provided in these General Conditions, Owner shall issue all communications to Contractor through Engineer. 8.02 Replaceme�tl of Cngi�reer A. In case of termination of the employment of Engineer, Owner shall appoint an engineer to whom Contractor makes no reasonable objection, whose status under the Contract Documents shall Ue thaY of the former Engi�ieer. 8.03 I'urrrisl: DatR A. Owner shall promptly furnish the data required of Owner under the Contract Documents. 8.04 Pny Wlren Due A. Owner shall make payments lo Contractor when they are due as provided in Paragraphs 14,02.0 and 14.07.C. 8.05 Lands and Easeine►rts; Reporls and Tests A. Owner's duties in respect of providing lands and easements and providing engineering surveys to establish reference points are set forth in Paragraphs 4.01 and 4.05. Paragraph 4.02 refers to Owner's identifying and making available to Contractor copies of reports of explorations and tests of subsurface conditions and drawings of physical conditions in or relating to existing surface or subsurface structures at or contiguous to the Site that have been utilized by Engineer in preparing the Contract Documents. 8.07 Change Orders A. Owner is obligated to execute Change Orders as indicated in Paragraph 10.03. 8.08 /nspeclions, Tests, and Approvals A. Owner's responsibil ity in respect to certain inspections, tests, and approvals is set forth in Paragraph 13.03.B. 8.09 LinrilaPioi:s urr Owner's Re�ponsibiliPies A. The Owner shall not supervise, direct, or have control or authority over, nor be responsible for, Contractor's means, methods, techniyues, sequences, or procedures of construction, or the safety precautions and programs incident thereto, or for any failure of Contractor to comply with Laws and Regulations applicable to the perfor►nance of the Work. Owner will not be responsible for Contractor's failure to perform the Wot•k in accordance with the Contract Documents. 8.10 Uirdisclosed Hazardous E►zvironmenfa! Condiliorl A. Owner's responsibility in respect to an undisclosed Hazardoas Environmental Condition is set forth in Paragrapli 4.06. 8.l 1 Evidence nf FrrrancialArra�igeirreiils A. If and to the extent Owner has agreed to furnish Contractor reasonable evidence that financial arrangements have been made to satisfy Owner's obligations under the Contract Documents, Owner's responsibility in respect thereof will be as set forth in the Supplementary Conditions. ARTICILE 9- ENGINEER'S STATUS DURING CONSTRUCTION 9.01 Owner's Representalive A. Engineer will be Owner's representative during the construction period. The duties and responsibilities and the limitations of authority of Engineer as Owner's representative during construction are set forth in the Contract Documents and wil] not be changed without written consent of Owner and Engineer. 9.02 Visils [o SiPe A. Bngineer will inake visits to the Site at intervals appropriate to the various stages of construction as Engineer deems �iecessary in order to observe as an experienced and qualified design professional the progress that has been made and tl�e quality of the various aspects of Contractor's executed Work. Based on information obtained during such visits and observations, Engineer, for the benefit of Owner, will determine, in general, if the Work is proceeding in accordance witl� the Contract Documents. Engineer will not be required to make exhaustive or continuous inspections on the Site to check the quality or quantity of the Work. Engineer's efforts will be directed toward providing for Owner a greater degree of coiifidence that the completed Work will conform generally to the Contract Documents. On the basis of' such visits and observations, Enbineer will keep Owner informed of the progress of the Work and will endeavor to guard Owner against defective Work. B. Engineer's visits and observations are subject to all the limitations on Cngineer's authority and responsibility set fortl� in Paragraph 9.09. Particularly, but without limitation, during or as a result of Engineer's visits or observations of Contractor's Work Engineer will not supervise, direct, control, or have authority over or be responsible for Contractor's means, methods, techniques, sequences, or procedures of construction, or the safety precautions and programs incident thereto, or for any failure of Contractor to comply with Laws and Regulations applicable to the performance of the Work. 9.03 Prnject Represe»tnlive A. If Owner and Engineer agree, Engineer will furnish a Resident Project Representative to assist Engineer in providing more extensive observation of the Work. The authority and responsibilities of any such Resident Project Representative and assistants wil] be as provided in the Supplementary Conditions, and limitations on the responsibilities tl�ereof will be as provided in Paragraph 9.09. If Owner designates another representative or agent to represent Owner at the Site •who is not Engineer's consultant, agent or employee, the responsibilities and authoriry and limitations thereon of such other individual or entity will be as provided in the Supplementary Conditions. 9.04 Airtlrorized VarraPions i�e Work A. Engineer may authorize minor variations in the Work from the requirements of the Contract Documents which do not involve an adjustment in the Contract Price or the Contract Times and are compatible with the design concept of the com- pleted Project as a functioning whole as indicated by the Contract Documents. These may be accomplished by a Field Order and will be binding on Owner and also on Contractor, who shall perform the Work involved promptly. lf Owner or Contractor believes that a Field Order justifies an adjustment in the Contract Price or Coniract Times, or both, and the parties are unable to agree on cntitlement to or on the amount or extent, if any, of any such adjustment, a Claim may be made therefor as provided in Paragraph 10.05. 9.05 Rejecli�ig Defeclive Work A. Engineer will have authority to reject Woi•k which Engineer believes to be defective, or that Engineer believes will not pi•oduce a completed Project that confa•ms to tl�e Contract Documents or that will prejudice the integrity of the design concept of the completed Project as a funetioning whole as indicated by the Contract Documents. Engineer will also have authority to require special inspection or testing of tl�e Work as provided in Paragraph 13.04, whether or not the Work is fabricated, installed, or completed. 9.06 S/1np Draivings, Clrange Orders and Payj�re�rls A. In connection with �ngineer's authority, and limitations thereof, as to Shop Drawings and Samples, see Paragraph 6.17. B. In connection with Engineer's authority, and limitations thereof, as to design calculations and design drawings submitted in response to a delegation of professional design services, if any, see Paragraph 6.21. C. ln connection with Engineer's authority as to Change Orders, see Articles 10, I l, and 12, D. In connection �vith Engineer's authority as to Applicatious for Payment, see Article 14. 9.07 Delcrn:ina[ia�s for Ui:iP Price Work A. Engineer will determine the actual quantities and classifications of Unit Price Work performed by Contractor. Engineer will review with Contractor the Engineer's preliminary determinations on such matters before rendering a written decision thereon (by recommendation of an Application for Payment or otherwise). Engineer's written decision thereon will be final and binding (except as modified by Engineer to reflect changed factual conditions or more accurate data) upon Owner and Contractor, subject to the provisions of Paragraph 10.05. 9.08 Decisioris on Requirements of Corelract Docunrehts a�rd Acceptability of Work A. Engineer will be the initial interpreter of the requirements of the Contract Documents and judge of the acceptability of the Work thereunder. All matters in question and other matters between Owner and Contractor arising prior to the date final payment is due relating to the acceptability of the Work, and the interpretation of the requirements of the Contract Documents pertaining to the performance of the Work, will be referred initially to Engineer in writing within 30 days of the event giving rise to the question B. Engineer will, with i•easonable promptness, render a written decision on the issue referred. Tf Owner or Contractor believe tl�at any sucl� decision entitles tl�em to an adjustment in the Contract Price or Contract Times or both, a Claim may be made under Paragraph 10.05. The date of Engineer's decision shall be the date of the event giving rise to the issues referenced for the purposes of Paragraph 10,O5.B. C. Engineer's written decision on tt�e issue referred will be final and binding on Owner and Contractor, subject to the provisions of Paragraph 10.05. D. When functioning as interpreter and judge undei• this Paragraph 9.08, Engineer will not show partiality to Owner or Contractor and will not be liable in connection with any interpretation or decision rendered in good faith in such capacity. 9.09 Lin�iPrslions of� Engi�ieer's AuP/enriry and Respazsibelilies A. Neither Engineer's authority or responsibility under this Article 9 or under any other provision of the Contract Documents nor any decision made by Engineer in good faith either to exercise or not exercise such authority tir responsibility or the undertaking, exercise, or performance of any authority or responsibility by Engineer shall create, impose, or give rise to any duty in contract, tort, or otherwise owed by Eugineer to Contractor, any Subcontractor, any Supplier, any other individua] or entity, or to any surety for or employee or agent of any of them. B. Engineer will not stipervise, direct, control, or have authority over or be responsible for Contractor's means, methods, techniques, seyuences, or procedures of construction, or tl�e safety precautions and programs incident thereto, or for any failure of Contractor to comply with Laws and Regulations applicable to the performance of the Work. Engineer will not be responsible for Contractor's failure to perform the Work in accordance with tiie Contract Documents. C. Engineer will not be responsible for the acts or omissions of Contractor or of any Subcontractor, any Supplier, or of any other individual or entity performing any of the Work. D. Engineer's review of the final Application for Payment and accompanying documentation and all maintenance and operating instruetions, schedules, guarantees, bonds, certificates of inspection, tests and approvals, and other documen- tation required to be delivered by Paragraph 14.07.A will only be to determine generally that their content complies with the requirements of, and in the case of cerlificates of inspections, tesis, and approvals that the results certified indicate compli- ance wiYh the Cont►•act Documents. E. The limitations upon autl�ority and responsibility set fo�th in tl�is Paragraph 9.09 shall also apply to, the Resident Projece Representative, if any, and assistants, if any. ARTICLE 10 - CHANGES IN THE WORK; CLAIMS lOAI AuPlroriz�d Clrarrges ue ilee Work A. Without invalidating the Contract and without notice to any surety, Owner may, at any time or from time to time, order additions, deletions, or revisions in the Work by a Change Order, or a Work Change Directive. Upon receipt of any such document, Contractor shall promptly proceed with the Work involved which will be performed under the applicable conditions of the Contract Documents (except as otherwise specifically provided). B. If Owner and Coniractor are unable to agree on entitlement to, or on the amount or exte�it, if any, of an adjust- ment in the Contract Price or Contract Times, or both, that should be a]]owed as a result of a Work Change Directive, a Claim may be made therefor as provided in Paragrapl� 10.05. 10.02 Unaut/lorized Clranges in the 1�Vork A. Contractor shall not be entitled to an increase in the Contract Price or an extension of the Contract Times witl� respect to any work performed that is not required by the Contract Documents as amended, modified, or supplemented as provided in Paragraph 3.04, except in tl�e case of an emergency as provided in Paragraph 6.16 or in the case of uncovering Work as provided in Paragrapli 13.04.B. 10.03 Execulion of Cliange Orders A. Owner and ConU•actor shall execute appropriate Cl�ange Orders recommended by Engineer covering: 1. changes in tl�e Work which are: (i) ordered by Owner pursuant to Paragraph ]O.OI.A, (ii) reyuired because of acceptance of defective Work under Paragraph 13.08.A or Owner's correction of defective Work under Paragraph 13.09, or (iii) agreed to by the parties; 2. changes in the Contract Price or Contract Times which are agreed to by the parties, including any uitdisputed sum or amount of time for Work actually performed in accurdance with a Work Change Directive; and 3. changes in the Contract Price or Cozitract Times which emUody the substance of any written decision render�d by Engineer pursuant to Paragraph ] 0.05; provided that, in lieu of executing any such Change Order, an appeal may be taken from any such decision in accordance with the provisions of the Contract Documents and applicable Laws and Regulations, but during any such appeal, Contractor shall carry on the Work and adhere to the Progress Schedule as provided in Paragraph G.18.A, 10.04 Notificatio�r !o Surety A. If notice of any chan�e affecting the general scope of the Work or the provisions of the Contract Documents (including, but not limited to, Contract Price or Contract Times) is required by the provisions of any bond to be given to a surety, the giving of any sucl� notice will be Contractor's responsibility. 'I'he amount of eacl� applicable Uond will be adjusted to reflect the effect of any such change. 10.05 Claims A. E�i�ineer's Decision Required: All Claims, except those waived pursuant to Paragraph 14.09, shall be referred to the Engineer for decision. A decision by Engineer shall be reGuired as a condition precedent to any exercise by Owner or Contractor of any rights or remedies eitlier may otl�erwise have under the Contract Documents or by Laws and Regulations in respect of such Claims. B. Nolice: Written notice stating the general nature of each Claim, shall be delivered by the claimant to Engineer and the other party to Yhe Contract promptly (but in no event later than 30 days) after the start of the event giving rise thereto. The responsibility to substantiate a Claim shall rest with the party making the Claim. Notice of the amount or extent of the Claim, with supporting data shall be delivered to tlie Engineer and the other party to the Contract within 60 days after the start of such event (unless Engineer allows additional time for claimant to submit additional or more accurate data in support of such Claim), A Claim for an adjustment in Contract Price shall be prepared in accordance with the provisions of Paragraph l2.Ol.B, A Claim for an adjustment in Contract Time shal] be prepared in accordance with the provisioiis of Paragrapl� 12.02.B. Each Claim shall be accompanied by claimant's written statement that the adjustment claimed is the entire adjustment to which the claimant believes it is entitled as a result of said event. The opposing party shall submit any response to Engineer and the claimant within 30 days after receipl of tlle c]aimant's ]ast submittal (unless Engineer allows additional time). C. Engi�aeer's Action: Engineer will i•eview each Claim and, within 30 days after receipt of the last submittal of tl�e claimant or the last submittal of the opposing party, if any, take one of the following actions in writing: 1. deny the Claim in whole or in part, 2. approve the Claim, or 3. notify tl�e parties that the F.,ngineer is tmable to resolve the Claim if, in the Engineer's sole discretion, it would be inappropriate for the Eugineer to do so. For purposes of further resolution of the Claim, such notice shall be deemed a denial. D. In the event thai Engineer does not take action on a Claim within said 30 days, the Claim shall be deemed denied. E. Engineer's written action under Paragraph 10.O5.0 or denial pursuant to Paragraphs 10.O5.C.3 or 10.O5.D wil] be final and binding upon Owner and Contractor, unless Owner or� Coritractor invoke the dispute resolution procedure set rorth in Article 16 within 30 days of such action or denial. F. No Claim for an adjustment in Contract Price or Contract Times will be valid if not submitted in accordance witl� this Paragraph ] 0.05. ARTICIL� 11 - COST OF TIiG WORK; ALLOWANCiS; UN1T PRICE WORK 11.01 Cos! ofl/ie Work A. Cos1s Included: T'he tenn Cost of the Work means the sum of all costs, except those excluded in Paragraph 1].O1.B, necessarily incurred and paid by Contractor in the proper performance of the Work. When the value of any Work covered by a Change Order or when a Claim for an adjustment in Contract Price is determined on the basis of Cos4 of the Work, the costs to be reimbursed to Contractor will be only those additional or ineremental costs required because of the cl�ange in the Work or because of the event giving rise to the Claim. Except as otherwise may Ue agreed to in writing by Owner, such costs sl�all be in amounts no liigher than those prevailing in the locality of tlie Project, shall include only the following items, and shall not include any of tl�e costs itemized in Paragrapl� 11.O1.B. 1. Payroll cosYs for employees in the direct employ of Contractor in the performance of the Work under schedules of job classifications agreed upon by Owner and Contractor. Such employees shall include, without limitation, superintendents, foremen, and other personnel employed full time at the Site. Payroll costs for employees not e►nployed full time on the Work shall be apportioned on the basis of their time spent on the Work. Payroll costs shall include, but not be lirnited to, salaries and wages plus the cost of frinbe benefits, which shall include social security contributions, unemployment, excise, and payroll taxes, workers' compensation, health and retirement benefits, Uonuses, sick leave, vacation and holiday pay applica- ble thereto. The expenses of performing Work outside of rebular working hours, on Saturday, Sunday, or legal holidays, shall be included in tl�e above to the extent authorized by Owner. 2. Cost of all materials and equipment furnished and incorporated in the Work, includiiig costs of transportation and storage thereof, and Suppliers' field services required in connection therewitl�. All cash discounts shall accrue to Contractor uuless Owner deposits funds wiYl� Contractor with wl�ich to make payments, in which case the cash discounts shall accrue to Owner. All trade discounts, rebates and refunds and returns from sale of surplus rnaterials and equipment shall accrue to Owner, and Contractor sl�all make provisions so that they may Ue obtained. 3. Payments made by Contractor to Subcontractors for Work performed by Subcontractors. If required by Owner, Contractor shall obtain competitive bids from subcontractors acceptable to Owner and Contractor and shall deliver such bids to Owner, who will then determine, with the advice of Engineer, which bids, if any, will be acceptable. If any subcontract provides that the Subcontractor is to be paid on the basis of Cost of the Work plus a fee, the Subcontractor's Cost of the Work and fee sl�all be determined in the same manner as Contractor's Cost of the Work and fee as provided in this Paragraph 11.01. 4. Costs of special consultants (including but not limited to ingineers, architects, testing laboratories, surveyors, attorneys, and accountants) employed for services specifically related to the Work. 5. Supplemental costs including the following: a. The proportion of necessary transportation, travel, and subsistence expenses of Contractor's ernployees incurred in discharge of duties connected with the Work. b. Cost, including transportation and maintenance, of all materials, supplies, equipment, macliinery, appliances, office, and temporary facilities at the Site, and hand tools not owned by the workers, which are consumed in the performance of the Work, and cost, less market value, of such items used but not consumed which remain the property of Contractor. c. Rentals of all construction equipment and machinery, and the parts thereof whether rented fi-om Contractor or otl�ers in accordance with rental agreements approved by Owner with the advice of Engineer, and the costs of iransportation, loading, unloading, assembly, dismantling, and removal thereof. All such costs shall be in accordance with the terms of said rental agreements. The rental of any such equipment, machinery, or parts shall cease when the use thereof is no longer necessary for the Work. d. Sales, consumer, use, and other similar taxes related to the Work, and for which Contractor is liable, imposed by Laws and Regulations. e. Deposits lost for causes other than negligence of Contractor, any Subcontractor, or anyone directly or indirectly employed by any of them or for whose acts any of them may be liable, and royalty payments and fees for permits and licenses. f. Losses and damages (and related expenses) caused by damage to tl�e Work, not compensated by insurance or otherwise, sustained by Contractor in connection with the performance of the Work (except losses and damages within the deductible amounts of property insurance established in accordance with Paragraph 5.06.D), provided such losses and damages have resulted from causes other than the negligence of Contractor, any Subcontractor, or anyone directly or indirectly employed by any of them or for whose acts any of them may be liaUle. Such losses shall include settlements made with the written consent and approval of Owner. No such losses, damages, and expenses shall be included in tlie Cost of the Work for the purpose of determining Contractor's fee. g. The cost of utilities, fuel, and sanitary facilities at the Site, h. Minor expenses such as telegrams, long distance telephone calls, telephone service at the Site, expresses, and similar petty cash items in connection with the Work. i. The costs of premiums for all bonds and insurance Contractor is required by the Contract Documents to purchase and maintain. B. Costs Excl��derl.• The term Cost of the Work shall not include any of the following items: 1. Payroll costs and other compensation of Contractor's officers, executives, principals (of partnerships and sole proprietorships), general managers, safety managers, engineers, architects, estimators, attorneys, auditors, accountants, purchasing and contracting agents, expediters, timekeepers, clerks, and other personnel employed by Contractor, whether at tlie Site qr in Contractor's priiicipal or branch office for general administration of the Work and not specifically included in the agreed upon schedule of job classifications referred to in Paragraph 1].O1.A.1 or specifically covered by Paragraph 11.O1.A.4, all of whicli are to be considered administrative costs covered by the Contractor's fee. 2. Expenses of Contractor's principal and branch offices other than Contractor's office at the Site. 3. Any part of Contractor's capital expenses, including interest on Contractor's capital employed for the Work and charges ag�inst Contractor for delinquent payments. 4. Costs due to tl�e negligence of Contractor, any Subcontractor, or anyone directly or indirectly employed by any of them or for whose acts any of them may be liable, including but not limited to, the correction of defective Work, disposal of materials or equipment wrongly supplied, and making good any damage to property. S. Other overhead or general expense costs of any kind and the costs of any item not specifically and expressly included in Paragraphs 11.01.A and 1 1.01.8. C. Conlraclor's Fee: When all the Work is performed on the basis of cost-plus, Contractor's fee shall be determined as set forth in the Agreement. When the value of any Work covered by a Change Order or when a Claim for an adjustment in Contract Price is determined on the basis of Cost of the Work, Contractor's fee sha11 be determined as set forth in Paragraph 12.01.C. D. Documenla�ion: Whenever the Cost of the Work for any purpose is to be determined pursuant to Paragraphs 11.O1.A and 1].OI.B, Contractor will establish and maintain records thereof in accordance with generally accepted account- ing practices and submit in a form acceptable to Engineer an itemized cost breakdown together wi4h supporting data. 11.02 A!lowartces A. It is understood that Contractor has included in the Contract Arice all allowances so named in the Contract Documents and shall cause the Work so covered to be performed for such sums and by sucli persons or entities as may be acceptable to Owner and Engineer. B. Cash A!lotivnnces 1. Contractor agrees tliat: a. the cash allowances include the cost to Contractor (]ess any applicable trade discounts) of materials and equipment required by the allowaiices to be delivered at the Site, and all applicable taxes; and b. Contractor's costs for unloading and handling on the Site, labor, installation , overhead, profit, and other expenses contemplated for the casl� allowances have been included in the Contract Price and not in the allowances, and no demand for additional payment on account of any of the %regoing will be valid. C. Contingency Allowance 1. Contractor agrees that a contingency allowance, if any, is for the sole use of Owner to cover unanticipated costs. D. Prior to final payment, an appropriate Change Order will be issued as recommended by Engineer to reflect actual amounts due Contractor on account of Work covered by allowances, and the Contract Price shal] be correspondingly adjusted. 11.03 Uiril.Price Work A. Where the Contract Documents provide that all or part of the Work is to be Unit Price Work, initially the Contract Price will be deemed to include for all Unit Price Work an amount equal to tl�e sum of the unit price for each separately identified item of Unit Price Work times the estimated c�uantity of each item as indicated in the Agreement. B. The estimated c�uantities of items of Unit Price Work are not guaranteed and are solely for the purpose of comparison of Bids and determining an initial Contract Priee. Determinations of the actual quantities and classifications of Unit Price Work performed by Contractor will be made by Engineer subject to the provisions of Paragraph 9.07. C. Each unit price will be deemed to include an amount considered by Contractor to be adequate to cover Contractor's overhead and profit for each separately identified item. D, Owner or Contractor may make a Claim for an adjustment in the Conh•act Price in accordance with Paragrapl� ]0.05 if: l. the quantity of any item of Unit Price Work performed by Contractor differs materially and significantly from the estimated quantity of such item indicated in the Agreement; and 2. there is no corresponding adjustment with respect any other item of Work; and 3, Contracfor believes that Contractor is entitled to an increase in Contract Price as a result of havin� incurred addi- tional expense or Owner believes that Owner is entitled to a decrease in Contract Price and the parties are unable to agree as to the amount of any such increase or decrease. ARTICLE 12 - CHANGE OF CONTRACT PRICE; CHANGE OF CONTRACT T1MES 12.01 C/�ange uf Conlrnc! Price A. The Contract Price may only be changed by a written Change Order, approved by Engineer and issued by Owner, on a form approved by the Owner and lhe Owner's Attorney. Any Claim for an adjustment in [he Contract Price shall be based on written notice submitted by the pariy making the Claim to the Engineer and the other party to the ConYract in accor- dance with the provisions of Paragraph 10.05. B. The value of any Work covered by a Change Order or of any Claim for an adjustment in the Contract Price will be determined as follows: 1. wliere the Work involved is covered by unit prices contained in the Contract Documents, by application of such unit prices to the quantities of the items involved (subject to the provisions of Paragraph 11.03); or 2. where the Work involved is not covered by unit prices contained in the Contract Documents, by a mutually agreed lump sum (which may include an allowance for overliead and profit not necessarily in accordance with Paragraph 12.O1.C.2); or 3. where the Work involved is not covered by unit prices contained in the Contract Documents and agreement to a lump sum is not reached under Paragrapli 12.O1.B.2, on the basis of the Cost of the Work (determined as provided in Paragraph 1 l.O1) plus a Contractor's fee for overhead and profit (determined as provided in Paragraph 12.01.C). C. Contraclor's Fee: The Contractor's fee for overhead and profit shall be determined as follows: 1. a mutually acceptable fixed fee; or 2. if a fixed fee is not agreed upon, then a fee based on the following percentages of the various portions of the Cost of the Work: a. for costs incurred under Paragraphs 11.01.A.1 and ] 1.01.A.2, the Contractor's fee shall be 15 percent; b. for costs incurred under Paragraph ]].O1.A.3, the Contractor's fee shall be five percent; c. where one or more tiers of subcontracts are on the basis of Cost of the Work plus a fee and no fixed fee is agreed upon, the intent of Paragraph 12.O1.C.2.a is that the Subcontractor who actually performs the Work, at whatever tier, will be paid a fee of 15 percent of tlie costs incurred by such Subcontractor under Paragraphs 11.O1.A.1 and ] 1.O 1.A.2 and that any higher tier Subcontractor and Contractor will each be paid a fee of five percent of the amount paid to the next lower tier Subcontractor; d. no fee shall be payable on the basis of costs itemized under Paragraphs 11.OI .A.4, ] 1.O1.A.5, and 11.01.B; e. the amount of credit to be allowed by Contractor to Owner foe any change which results in a net decrease in cost will be the amount of the actual net decrease in cost plus a deduction in Contractor's fee by an amount equal to five percent of such net decrease; and f. when both additions and credits are involved in any one change, the adjustment in Contractor's fee sliall be computed on the basis of the net change in accordance with Paragraphs 12.O1,C.2.a through 12.O1.C.2.e, inclusive. 12.02 C/tarrge of Corstracl Times A. The Contract Times may only be changed by a Change Order. Any Claim for an adjustment in tlie Contract Times shall be based on written notice submitted by the party making the Claim to the Engineer and the other party to the Contract in accordance with the provisions of Paragraph 10.05. B. Any adjustment of the Contract Times covered by a Change Order or any Claim for an adjustment in the Contract Times will be determined in accordance with the provisions of this Article 12. 12.03 Delays nnd Exle�rsions ojTi�rie A. Where Contractor is prevented from completing any part of the Work within khe Contract Times due to delay beyond the control of Contractor, tlie Contract Times will be extended in an amount equal to the time lost due to such delay if a Claim is made therefor as provided in Paragraph 12,02,A. Delays beyond the control of Contractor shall include, but not be limited to, acts or neglect by Owner, acts or neglect of utility owners or other contractors performing other work as contemplated by Article 7, fires, floods, epidemics, abnormal weather conditions, or acts of God. B. If Owner, Engineer, or other contractors or utility owners perf'orming other work for Owner as contemplated by Article 7, or anyone for whom Owner is responsible, delays, disrupts, or inYerferes with the performance or progress of the Work, then Contractor shall be entitled to an eguitable adjustment in the Contract Price or the Contract Times , or both. Contractor's entitlement to an adjustment of the Contract Times is conditioned on such adjustment being essential to Contracior's ability to complete the Work within the Contract Times. C If Contractor is delayed in the performance or progress of the Work by fire, flood, epidemic, abnormal weather conditions, acts of God, acts or failures to act of utility owners not under the control of Owner, or other causes not the fault of and beyond control of Owner and Contractor, then Contractor shall be entitled to an equitable adjustment in Contract Times, if such adjustment is essential to Contractor's ability to complete the Work within the Contract Times, Such an adjustment shal] be Contractor's sole and exclusive remedy for the delays described in this Paragraph ]2.03.C. D. Owner, Engineer and the Related Entities of each of them shall not be liable to Contractor for any claims, costs, losses, or damages (including but not limited to all fees and charges of Engineers, architects, attorneys, and other professionals and all court or arbitration or other dispute resolution costs) sustained by Contractor on or in connection with any other project or anticipated project. �. Contractor shall not be entitled to ar► adjustment in Contract Price or Contract Times for delays within the control of Contractor. Delays attributable to and within the control of a Subcontractor or Supplier shall be deemed to be delays within the control of Contractor. F. Damages for Delay. NOTWITHSTANDING ANY OTHER PROVISIONS OF THG CONTRACT DOCUMENTS, INCLUDING THE GENERAI, CONDITIONS, NO ADJUSTMENT SHALL BE MADE TO THE CONTRACT SUM AND THE CONTRACTOR SHALL NOT BE ENTITLED TO CLAIM OR RECEIVF_ ANY ADDITIONAL COMPENSATION AS A RESULT OF OR ARIS[NG OUT OF ANY DELAY, HINDRANCE, DISRUPTION, FORCE MAJEURE, IMPACT, OR IN7'ERFERBNCE, INTENTIONAL OR UNINTENTIONAL, FORESEEN OR UNFORESEEN, WHICH INCREASES THE TiME TO COMPLETE THE WORK, INCLUDING BUT NOT LIMITED TO ANY DELAYS CAUSED IN WHOLE OR IN PART BY THE ACTS, OMISSIONS, FAILURES, NEGLIGENCE, OR FAULT OF THE OWNER, THE ARCHITECT/ENGINEER, OR THE OWNER'S REPRESENTATIVE, AN EXTENSION OF THE CONTRACT TIME UNDER PARAGRAPH 12.02 BEING TH� CONTRACTOR'S SOLE REMEDY. ARTICL� 13 - TESTS AND INSPECTIONS; CORRECTION, REMOVAL OR ACCEPTANCE OF DEFECTIVE WORK l 3.01 Notice of Defects A. Prompt notice of all defective Work of which Owner or Engineer has actual knowledge wili be given to Contractor. All defective Work may be rejected, con-ected, or accepted as provided in this Ai�ticle 13. 13.02 Access lo Work A, Owner, Engineer, their consultants and other representatives and personnel of Owner, independent testing laboratories, and governmental agencies witli jurisdictional interests will have access to the Site and the Work at reasonable times for their observation, inspecting, and testing. Contractor shall provide them proper and safe conditions for such access and advise them of Contractor's Site safety procedures and programs so that they may comply therewith as applicable. 13.03 TesPs aord l�rspecPiorts A. Contractor shall give Engineer timely notice of readiness of the Work for a!l required inspections, tests, or approvals and shall cooperate wit1� inspection and testing personnel to facilitate required inspections or tests. B. Owner shall employ and pay for the services of'an independent testing laboratory to perform all inspections, tests, or approvals required by the Contract Documents except: ]. for inspections, tests, or approvals covered by Paragraphs 13.03.0 and 13.03.D below; 2. that costs incurred in connection with tests or inspections conducted pursuant to Paragraph 13.04.B shall be paid as provided in said Paragraph 13.04.C; and 3. as otherwise specifically provided in the Contract Documents. C. if Laws or Regulations of any public body having jurisdiction require any Work (or part thereo� specifically to be inspected, tested, or approved by an employee or other representative of such public body, Contractor shall assume full responsibility for arranging and obtaining such inspections, tests, or approvals, pay all costs in conneccion therewith, and furnish Engineer the required certificates of inspection or approval. D. Contractor shall be responsible for arranging and obtaining and shall pay all costs in connection with any inspections, tests, or approvals required for Owner's and Engineer's acceptance of materials or equipment to be incorporated in the Work; or acceptance of materials, mix designs, or equipment submitted for approval prior to Contractor's purchase thereof for incorporation in the Work. Such inspections, tests, or approvals shall be performed by organizations acceptable to Owner and Engineer. E. If any Work (or the work of others) that is to be inspected, tested, or approved is covered by Contractor without written concunence of Engineer, it must, if requested by Engineer, be uncovered for observation. F. Uncovering Work as provided in Paragraph 13.03.E shall be at Contractor's expense unless Contractor has given �ngineer timely notice of Contractor's intention to cover the same and Engineer has not acted with reasonable prompti�ess in response to such notice. i3.04 Uncoveririg Work A. lf any Work is covered contrary to the written request of Engineer, it must, if requested by Engineer, be uncovered for Engineer's observation and replaced at Contractor's expense. B. If Engineee considers it necessary or advisable that covered Work be observed by Engineer or inspected or Iested by others, Contractor, at Engineer's request, shall uncover, expose, or otherwise make available for oUservation, inspection, or tes4ing as Engineer may require, that portion of the Work in question, furnishing all necessary labor, material, and equipment. � C. lf it is found that tlie uncovered Work is defective, Contractor shall pay all claims, costs, losses, and damages (including but not limited to all fees and charges of engineers, architects, attorneys, and other professionals and all court or arbitration or otlier dispute resolution cosis) arising out of or relating to sucl� uncovering, exposure, observation, inspection, and testing, and of satisfactory replacement or reconstruction (including but not limited to all costs of repair or replacement of work oP otl�ers); and Owner shall be entitled to an appropriate decrease in the Contract Price. If the parties are unable to agree as to the amount thereof, Owner may make a Claim therefor as provided in Paragraph 10.05. D. If, the uncovered Work is not found to be defective, Contractor shall be allowed an increase in the Contract Price or an extension of the Contract Times, or both, directly attributable to such uncovering, exposure, observation, inspection, testing, replacement, and reconstruction. lf the parties are unable to agree as to the amount or extent thereof, Contractor may make a Claim therefor as provided in Paragrapl� 10.05. 13.05 Owner May SPop lhe Work A. If the Work is defective, or Contractor fails to supply sufficient skilled workers or suitable materials or equipment, or fails to perform the Work in such a way that the completed Work will conform to the Contract Documents, Owner may order Contractor to stop the Work, or any porcion thereof, unti] the cause for such arder has been eliminated; I�owever, this right of Owner to stop the Work sl�all not give rise to any duty on the part of Owner to exercise this right for tlle benefit of Contractor, any Subcontractor, any Supplier, any other individual or entity, or any surety for, or employee or agent of any of them. 13.06 Correclion or Remova! of Defeclive Work A. Promptly after receipt of notice, Contractor sl�all correct all defective Work, whether or not fabricated, installed, or completed, or, if the Work has been rejected by Engineer, remove it from the Project and replace it with Work that is not defective. Contractor shall pay all claims, costs, losses, and damages (including but not limited to all fees and charges of engineers, architects, attorneys, and other professionals and all court or arbitration or other dispute resolution costs) arising out of or relatin� to such correction or removal (including but not limited to all costs of repair or replacement of work of others). B. When correcting defective Work under the terms of this Paragraph 13.06 or Paragrapl� 13.07, Contractor shall take no action that would void or otherwise impair Owner's special warranty aiid guacantee, if any, on said Work. 13.07 Correclio�i Period A. If within one year after the date of Substantial Completion (or such longer period of time as may be prescribed by tlie terms of any applicable special guarantee required by the Contract Documents) or by any specific provision of the Contract Documents, any Work is found to be defective, or if the repair of any damages to the land or areas made available for Contractor's use by Owner or permitted by Laws and RegulaYions as contemplated in Paragraph 6.] 1.A is found to be defective, Contractor shall promptly, without cost to Owner and in accordance witl� Owner's written instructions: ]. repair such defective land or areas; or 2. conect sucli defective Work; or 3. if the defective W'ork has been rejected by Owner, remo��e it from the Project and replace it with Work that is not defective, and 4. satisfactorily correct or repair or remove and replace any damage to other Work, to the work of others or other land or areas resulYing therefrom. B. lf Contractor does not promptly comply with the Yerms of Owner's written instructions, or in an emergency where delay would cause serious risk of loss or damage, Owner may have the defective Work corrected or repaired or may have the rejected Work removed and replaced. All claims, costs, ]osses, and damages (including but not limited to all fees and charges of engineers, architects, attorneys, and other professionals and all court or arbitration or other dispute resolution costs) arising out of or relating to such coirection or repair or such removal and replacement (including but not limited to all costs of repair or replacement of work of others} will be paid by Contractor. C. Iii special circumstances where a particular item of equipment is placed in continuous service before Substantial Completion of all the Work, the correction period for that item may start to run from an earlier date if so provided in the Specifications. D. Where defective Work (and damage to other Work resulting therefrom) has been corrected or removed and replaced under this Paragraph 13.07, the correction period hereunder with respect to such Work will be extended for an additional period of one year after such correction or removal and replacement has been satisfactorily complefed. E. Contractor's obligations under lhis Paragraph ]3.0? are in addition to aiiy other obligation or warranty. Tl�e provisions of this Paragraph 13.07 shaq not be construed as a substitute for or a waiver of the provisions of any applicable statute of limitation or repose. 13.08 AccepPnrrce of Defeclive N�ork A. If, instead of requiring correction or removal and replacement of defective Work, Owner (and, prior to Engineer's recommendation of final payment, Engineer) prefers to accept it, Owner may do so. Contractor shall pay all claims, costs, losses, and damages (including but not limited to all fees and charges of engineers, architects, attorneys, and other professionals and all court or arbitration or other dispute resolution costs) attributable to Owner's evaluation of and determination to accept such defective Work (such costs to be approved by Engineer as to reasonableness) and the diminished value of the Work to the extent not otherwise paid by Contractor pursuant to this sentence. If any such acceptance occurs prior to Engineer's recommendation of final payment, a Change Order will be issued incorporating the necessary revisions in tl�e Contract Documents witli respect to the Work, and Owner sha11 be entitled to an appropriate decrease in the Contract Price, reflecting the diminished value of Work so accepted. If the parties are unable to agree as to the amount thereof, Owner may make a Claim therefor as provided in Paragraph 10.05. If the acceptance occurs after such recommendation, an appropriate amount will be paid by Contractor to Owner. 13.09 Owner May Correct Defeclive 6vork A. If Contractor fails within a reasouable time after written notice from Engineer to correct defective Work or to remove and replace rejected Work as required by Engineer in accordance with Paragraph 13.U6.A, or if Contractor fails to perform Yhe Work in accordance with the Contract Documents, or if Contractor fails to comply with any other provision of the Contract Documents, Owner may, after seven days written notice to Contractor, correct or remedy any such deficiency. B. In exercising the rights and remedies under this Paragraph 13.09, Owner shall proceed expeditiously. In connection witl� such corrective or remedial action, Owner may exclude Contractor from all or part of the Site, take possession of all or part of the Work and suspend Contractor's services related thereto, take possession of Contractor's tools, appliances, construction equipment and machinery at the Site, and incorporate in the Work all materials and equipment stored at the Site or for which Owner has paid Contractor but which are stored elsewhere. Contractor shall allow Owner, Owner's representatives, agents and employees, Owner's other contractors, and Engineer and Engineer's consultants access to the Site to enable Owner to exercise the rights and remedies under this Paragraph. C. All claims, costs, losses, and damages (including but not limited to all fees and charges of engineers, architects, attorneys, and other professionals and all court or arbitration or other dispute resolution costs) incurred or sustained by Owner in exercising the rights and remedies under this Paragraph 13.09 will be charged against Contractor, and a Change Order will be issued incorporating the necessary revisions in the Contract Documents with respect to the Work; and Owner shall be entitled to an appropriate decrease in the Contract Price. If the parties are unable to agree as to the amount of the adjustment, Owner may make a Claim therefor as provided in Paragraph 10.05. Such claims, costs, iosses and damages will include but not be limited to all costs of repair, or replacement of work of others destroyed or damaged by correction, removal, or replacement of Contractor's defective Work. D. Contractor shall not be allowed an extension of the Contract Times because of any delay in the performance of the Work attributable to the exercise by Owner of Owner's rigl�ts and remedies under this Paragraph 13.09. ARTICLE 14 - PAYMENTS TO CONTRACTOR AIVD COMPLETION 14.01 Scl�edule of Valrees A. The Schedule of Values established as provided in Paragraph 2.07.A will serve as the basis for progress payments and wil] be incoi•porated into a form of Application for Payment acceptable to Engineer and Owner. Progress payments on account of Unit Price Work will be based on the number of units completed. 14.02 Progress Payme�ris A. Applications for Payments 1. At least 20 days before the date established iii the Agreement for each progress payment (but not more often tl�an once a month), Contractor shall submit to Engineer for review an Application for Payment filled out and signed by Contractor covering the Work completed as of the date of the Application and accompanied by such supporting documentation as is required by the Contract Documents. If payment is requested on the basis of materials and equipment not incorporated in the Work but delivered and suitably stored at the Site or at another location agreed to in writing, the Applica- tion for Payment shall also be accompanied by a bill of sale, invoice, or other documentation warranting that Owner has received the materials and equipment f�ree and clear of all Liens and evidence that the materials and equipment are covered by appropriate property insurance or other arrangements to protect Owner's interest therein, all of which must be satisfactory to Owner. 2. Beginning with the second Application for Payment, each Application shall include an affidavit of Contractor stating that all previous progress payments received on account of the Work have been applied on account to discharge Contractor's legiti�nate obligations associated with prior Applications for Payment. 3. The amount of retainage with respect to progress payments will be as stipulated in the Agree►nent. Whenever the Application for Payment for Work done since the ]ast previous Application for Payment exceeds one hundred dollars ($]00.00) in amount, Owner will pay a percentage of the Application, less applicable retainage, to the Contractor within thirty (30) days following Owner's receipt and approval of the Certificate for Payment certified by the ArchitecdEngineer. The Application may include acceptable nonperishable materials delivered to the Work or stored as provided for in Paragraph 14.02.5 and the payment will be allowed on the net invoice value, less taxes and applicable retainage. The City is required to withhold retainage for public works contracts in which the total contract price estimate at the time of execution is more than $400,000; however, this requirement is typically applied by the City for all public works contracts in excess of $50,000. Tl�e City may require varying percentage withholding amounts; however, the City typically requires five percent. Por retainage percentages in excess of five percent, the City must deposit the retainage into an interest-bearing account and pay the interest earned to the contracto; on completion of the contract. The retainage will be withheld by the Owner from each progress payment until final completion of the Work by the Contractor, approval of final completion by the Architect/Engineer, and final acceptance oftlie Work by tl�e Owner. Unless otherwise required by state law, the retainage percentage as specified above is based upon the original Contract Sum, and will not be affected in the event the original Contract Sum is subsequently increased or decreased by Change Order. No progress payments shall be made on contracts where performance and payment Uonds aee not required or furnished. In such instances, payment for the Work performed will be made upon final completion and accepYance by the Owner of all Work. 4. Applications for Payment may not include request for payment of amounts the Contractor does not intend to pay to a Subcontractor because of a good faith dispute, unless the Contractor complies with Paragraph 6.06 of these General Conditions and tl�e Contractor's Payment Bond Surety consents in writing to payment to the Contractor of tl�e funds deemed to be in dispute. 5. Linless otherwise provided in the Contract Documents, progress payments shall include payment for materials and equipment delivered and s�iitably stored at the Project site for subsequent incorporation into the Work within thirty (30) days after delivery to the Project site. If approved in advance by the Owner, payment may similarly be made for materials and equipment suitably stored away from the Project site at a]ocation agreed upon in writing. Payment for costs incurred in storage of materials or equipment away f'rom the Project site wiq NOT be made by Owner unless: (1) the Owner has given prior approval of such off-site storage in writing; (2) the mateeials or equipment are stored in a bonded warehouse located in Denton County and identified witli the Project for which they are stored, as evidenced by warehouse receipts and appropriate documents of title; and (3) the materials or equipment stored off-site will be incorporated into the Work within tliirty (30) days after delivery. STORAGE IN FACILITIES OF THE MANUPACTURER OR THE CONTRACTOR WILL NOT BE PERMITTED OR PAID FOR, UNLESS THE OWNER HAS EXPRESSLY G[VEN PRIOR APPROVAL OF SUCH STORAGE IN WRITING. The Contractor warrants that title to al] Work covered by an Application for Payment will pass to the Owner no later than the time of payment. The Contractor further warrants that upon submittal of an Application for Payment all Work for which Certificates for Payment have been previously issued and payments received fi•om the Owner shall be free and clear of liens, claims, security inierests or encumbrances in favor of the Contractor, Subcontractors, material suppliers, or other persons or entities making a claim by reason of having provided ]abor, materials, and equipment relating to the Work. All materials or equipment delivered to the Project site earlier than thirty (30) days prior to an approved schedule for delivery to the Project site shall be classifed as an "early delivery." All early delivery materials or equipment must ]�ave the express written permission of the Owner to be stored on the Project site. If any unautliorized early delivery occurs, Contractor shall, at Contractor's expense or at the expense of the responsible Subcontractor or Supplier, cause such early delivery to be removed from the Project site and stored off-site until required at the Project site. All costs of labor, transportation and storage will be included as part of the expense. Tf the Contractor fails or refuses to remove unautliorized early delivery materials, the Owner may cause such materials to be removed at the Contractor's sole expense, and amounts may be withheld from the Contractor's Application for Payment to reimburse the Owner for any costs incurred in removing unauthorized early delivery materials. OWNER WILL NOT BE RESPONSIBLE FOR THE PROTECTION OF OR RISK OF LOSS ON ANY EARLY DELIVERY MATERIALS OR F,QUIPMENT, NOIt WiLL OWNER BE LIABLE FOR ANY PAYMENT FOR THE EARLY DELIVERY MATERIALS OR EQUIPMEN7'. Any materials or equipment classified as early delivery will not be approved for payment as stored materials prior to thirty (30) days before the incorporation of the materials or equipment into the Work, unless storage and payment at an earlier date is expressly approved in writing by the Owner. If the Contract Sum is eyual to or less than $25,000.00 and performance and payment bonds are not furnished by the Contractor, no payment applied for will be payable under the Contract until the Work has been Finally Co�npleted and accepted, B. Review ofApplicalrons 1. Engineer will, within l0 days after receipt of each Application for Payment, either indicate in writing a recommendation of payment and present the Application to Owner or return the Application to Contractor indicating in writing Engineer's reasons for refusing to recommend payment. In the latter case, Contractor may make the necessary corrections and resubmit the Application. 2. Engineer's recommendation of any payment requcsted in an Application for Payment will constitute a representation by Engineer Co Owner, based on Engineer's observations on the Site of the executed Work as an experienced and qualified design professional and on Engineer's review of the Application for Payment and the accompanying data and schedules, that to tl�e best of Engineer's knowledge, information and belief; a. tl�e Work has progressed to tlie point indicated; b. the quality of the Work is generally in accordance with the Contract Documents (subject to an evaluation of the Work as a functioning whole prior to or upon Substantial Completion, to the results of any subsequent tests called for in the Contract Documents, to a final determination of quantities and classifications for Unit Price Work under Paragrapl� 9.07, and to any other qualif cations stated in the recommeudation); and c. the conditions precedent to Contractor's being entitled to such payment appear to have been fulfilled in so far as it is Engineer's responsibility to observe the Work. 3. By recommending any such payment Engineer will not thereby be deemed to have represented that: a. inspections made to check the quality or the quantity of the Work as it has been performed have been exhaustive, extended to every aspect of the Work in progress, or involved detailed inspections of the Work beyond the responsi- bilities specifically assigned to Engineer in the Contract Documents; or b. that there may not be other matters or issues between the parties that might entitle Contractor to be paid addition- ally by Owner or entitle Owner to withhold payment to Contractor. 4. Neither Engineer's review of Contractor's Work for the purposes of recommending payments nor Engineer's recommendation of any payment, including fina] payment, will impose responsibility on Engineer: a. to supervise, direct, or control the Work, or b. for the means, methods, techniyues, sequences, or procedures of construction, or the safety precautions and pro- grams incident thereto, or c. for Contractor's failure to compiy with Laws and Regulations applicaUle to Contractor's performance of the Work, or d. to make any examination to ascertain how or for what purposes Contractor has used the moneys paid on account of the Contract Price, or e. to determine that title to any of the Work, materials, or equipment has passed to Owner free and clear of any Liens. 5. Engineer may refuse Yo recommend tlie whole or any part of any payment if, in Engineer's opinion, it would be incorrect to make the representations to Owner stated in Paragraph 14.02.B.2. Engineer may also refuse to recommend any such payment or, because of subseyuently discovered evidence or the results of suUseguent inspections or tests, revise or revoke any such payment recommendation previously made, to such extent as may be necessary in Engineer's opinion to protect Owner from loss because: a. tl�e Work is defective, or completed Work has been damaged, requiring correction or replacement; b. the Contract Price has been reduced by Change Orders; c. Owner has been required to correct defective Work or complete Work in accordance with Paragraph 13.09; or d. Engineer has actual knowledge of the occurrence of any of the events enumerated in Paragraph 15.02.A. C. Paynrenl Becomes Due 1. Ten days after presentation of the Application for Payment to Owner with Enbineer's recommendation, the amount recommended will (subject to the provisions oi Paragraph 14.02.D) become due, and when due will be paid by Owner to Contractor. D. Reduclion in Paymen� 1. Owner may refuse to make payment of the full amount recommended by Engineer because: a. claims have been made against Owner on account of Contractor's performance or furnishing of the Work; b. Liens l�ave been filed in connection with the Work, except where Contractor has delivered a specific bond satisfactory to Owner to secure tlie satisfaction and discharge of such Lieits; c. there are other items entitl ing Owner to a set-off against the amount recommended; or d. Owner has actual knowledge of the occurrence of any of the events enumerated in Paragrapt�s 14.02.B.S.a through 14,02.B.5.c or Paragraph 15.02.A. 2. If Owner refuses to make payment of the full amount recommended by Engineer, Owner will give Contractor immediate �vritten notice (witl� a copy to Engineer) slating the reasons for such action and promptly pay Contractor any amount remaining after deduction of the amount so withheld. Owner shall pi•omptly pay Contractor the amount so withheld, or any adjustment thereto a�reed to by Uwner and Contractor, whett Contractor corrects to Owner's satisfaction the reasons for such action. 3. If iY is subseyuently determined that Owner's refusal of payment was not justified, the amount wrongfully withheld shall be treated as an amount due as deteemined by Paragraph 14.02.C,1. 14.03 Carlrr�cior'.s Warranly ojTit/e A. Contractor warrants and guarantees that tille to a11 Work, materials, and equipmeiit covered Uy any Application for Payment, whether incorporated in tl�e Project or not, will pass to Owner no later than the time of payment free and clear of al! Liens. 14.04 Subsda�rlial Complelaorr A. When Coniractor considers the entire Work ready for its intended use Contractor shall notify Owner and Engineer in writing tliai the entire Work is substantially complete (except for items specifically listed by Contractor as incomplete) and request that Engineer issue a certificate of Substantial Completion. B. Promptly after Contractor's notification, Owner, ConYractor, and En�;ineer shall make an inspection of the Work to determine the status of completion. If �ngineer does not consider the Work substantially complete, Engineer will notify Contractor in writing giving the reasons therefor. C. lf Engineer considers the Work substantially complete, Engineer will deliver to Owner a tentative certificate of Substantial Completion which shall fix the date of Substantial Completion. Tliere shall be attached to the certificate a tentative list of items to be completed or corrected before final payment. Owner shall have seven days afler receipt of the tentative certificate during which to make written objection to Engineer as to any provisions of the certificate or attached Iist. If, after considering such objections, Engineer concludes that the Work is not substantially complete, Engineer will within 14 days after submission of the tentative ce�tificate to Owner notify Contractor in writing, stating the reasons therefor. If, after consideration of Owner's objections, Engineer considers the Work substantially complete, Engineer will within said 14 days execute and deliver to Owner and Contractor a definitive certificate of Substa�itial Completion (with a revised tentative list of iterns to be completed or corrected) reflecting such changes from the tentative certi�cate as Engineer believes justified after consideration of aiiy objections from Owner. D. At the time of delivery of the tentalive certificate of Substantial Completion, Engineer will deliver to Owner and Contractor a written recommendation as to division of responsibilities pending final payment Uetween Owner and Contractor with respect to security, operation, safety, and protection of the Work, maintenance, Ileat, utilities, insurance, and �varranties and guarantees. Unless Owner and Contractor agree otherwise in writing and so inform Engineer in writing prior to En�ineer's issuing the definitive certificate of Substantial Completion, Engineer's aforesaid recommendation will Ue binding on Owner and Contractor unti] fiiial payment. E. Owner shall have the right to exclude Contractor from tl�e Site after the date of Substantial Completion subject to allowing Contractor reasonable access to complete or correct items on the tentative list. 14.05 Parlia! U1i/izalion A. Prior to Substantial Completion of all the Work, Owner may use or occupy any substantially completed part of the Work which has specifically been identified in the Contract Documents, or which Owner, Engineer, and Contractor agree constitutes a separately functioning and usaUle part of the Work that can be used by Owner for its intended purpose witliout significant interference with Contractor's performance of the re►nainder of the Work, subject to the following conditions. 1. Owner at any time may request Contractor in writing to permit Owner to use or occupy any such part of the Work which Owner believes to be ready for its intended use and substantially complete. If and wlien Contractor agrees that such part of the Work is substantially complete, Contractor ��iil certify to Owner and Engineer that such part of the Work is substantially complete and rec�uest Eiigineer to issue a certificate of Substantial Completion for that part of the Work. 2. Contractor at any time may notify Owner and Cngineer in writing that Coiitractor considers any such part of tlie Work ready for its intended use and substantially complete and request Engineer to issue a ceitificate of Substantial Completion for that part of the Work. 3. Within a reasonable time after either such request, Owner, Contractor, and Engineer shall make an inspection of that part of the Work to determine its status of completion. If Engineer does not consider that part of the Work to be substan- tially complete, Engineer will notify Owner and Contractor in writing giving the reasons therefor. If Engineer considers that part of the Work to be substantially complete, the provisions of Paragraph 14.04 will apply with respect to certification of Substantial Completion of that part of the Work and the division of responsibility in respect thereof and access thereto. 4. No use or occupancy or separate operation of part of the Work may occur prior to compliance with the requirements of Paragraph 5.10 regarding property insurance, 14.06 Fi�tallnspeclioft A. Upon written notice from Contractor that the entire Work or an agreed po�tion thereof is complete, Engineer will promptly make a final inspection with Owner and Contractor and will notify Contractor in writing of al! particulars in which this inspection reveals that the Work is incomplete or defective. Contractor shall immediately take such measures as are necessary to complete such Work or remedy such deficiencies. 14.07 Fina! Paymenl A. Application for Payment 1. After Contractor has, in the opinion of Engineer, satisfactorily completed all corrections identified during the final inspection and has delivered, in accordance with the Contract Documents, all maintenance and operating instructions, schedules, guarantees, bonds, certificates or other evidence of insurance certificates of inspection, marked-up record docu- ments (as provided in Paragraph 6.12), and other documents, Contractor may make application for fnal payment following the procedure for progress payments. 2. The finai Application for Payment shall be accompanied (except as previously delivered) by: a. all documentation called for in the Contract Documents, including but not limited to the evidence of insurance required by Paragraph 5.04.B.7; b. consent of the surety, if any, to final payment; c. a list of all Claims against Owner that Contractor believes are unsettled; and d. complete and legally effective releases or waivers (satisfactory to Owner) of all Lien rights, claims, security iiiterests, or encumbrances arising out of t}ie Contract or Liens filed in connection with the Work, to the extent and in such form as may be designated by the Owner. e. an affidavit that payrolls, bills for materials and equipment, and other indebtedness connected with the Work for which the Owner or the Owner's property might be responsible or encumbered (less amounts withheld by Owner) have been paid or otherwise satisfied. f. a certifcate evidencing that insurance required by the Contract Documents to remain in force after final payment is currently in effect and will not be cancelled or allowed to expire until at least thirty (30) days prior written notice has been given to the Owner. g. a written statement that the Contractor knows of no substantial reason that the insurance will not be renewable to cover the period required by the Contract Documents. 3. In lieu of the releases or waivers of Liens specified in Paragraph 14.07.A.2 and as approved by Owner, Contractor may furnish receipts or releases in full and an affidavit of Contractor that: (i) the releases and receipts include all labor, services, material, and equipment for which a Lien could be filed; and (ii) all payrolls, material and equipment bills, and otl�er indebted�ess connected with the Work for which Owner or Owner's property might in a��y way be responsible have been paid or otherwise satisCed. If any Subcontractor or Supplier fails to furnish sucl� a release or receipt in full, Contractor may furnish a bond or other collater�l satisfactory to Owner to indemnify Owner against any Lien. 4. As a precondition to final payment by the Owner under this Contract, the Contractor's affdavit shall state that the Contractor has paid each of his subcontractors, laborers or materialmen in full for all labor and materials provided to him for the Work under this Contract. In the event the Contractor has noY paid each of his subcontractors, laborers or materialmen in full, the Contractor shall state in the affidavit tl�e amount owed and the name of each subcontractor, ]aborer or materialmen to whom such payment is owed. IN ANY EVENT, THE CONTRACTOR SHALL BE REQUIRED TO EXECUTE THE OWNER'S STANDARD AFFIDAVIT OF FINAL PAYMENT AND RELBASE AS A PRECONDITION TO RECEIPT OF FINAL PAYMENT. B. Engineer's Review ofApplicafion and Accepiance 1. If, on the basis of Engineer's observation of the Work during construction and final inspection, and Engineer's review of the final AppJication for Payment and accornpanying documentation as required by the Contract Documents, Engineer is satisfied that the Work has been completed and Contractor's other obligations under the Contract Documents have been fulfilled, Engineer will, within ten days afler receipt of the fnal ApplicaCion for Payment, indicate in writing Cngineer's recommendation of payment and present the Application for Payment to Owner for payment. At the same time Engineer will also give written notice to Owner and Contractor that the Work is acceptable subject to the provisions of Paragraph 14.09. Otherwise, Engineer will return the Application for PaymenY to Contractor, indicating in writing the reasons for refusing to recommend final payment, in which case Contractor shall make the necessary eorrections and resubmit the Application for Payment, C. Payment Becomes Due 1. Thirty days, or in accordance with the provisions of Texas Government Code 2251 (Prompt Payment Act), after the presentation to Owner of the Application for Payment and accompanying documentation, the amount recommended by Engineer, less any sum Owner is entitled to set off against Engineer's recommendation, including but not limited to liquidated damages, will become due and , will be paid by Owner to Contractor. 14.08 Fi�ra/ CoinplePio►r Delayed A. If, through no fault of Contractor, final completion of the Work is significantly delayed, and if Engineer so confirms, Owner shall, upon receipt of Contractor's fnal Application for Payment (for Work fully completed and accepted) and recommendation of �ngineer, and without terminating the Contract, make payment of the balance due for that portion of the Work fully completed and accepted. If the remaining Ualance to be held by Owner for Work not fully completed or corrected is less than the retainage stipulated in the Agreement, and if bonds have been furnished as required in Paragraph 5.01, the written consent of the surety to the payment of the balance due for that portion of tl�e Work fully completed and accepted shall be submitted by Contractor to Engineer with the Application for such payment. Such payment shall be made under the terms and conditions governing final payment, except that it shall not constitute a waiver of Claims. i 4.09 Waiver of Claims A. The making and acceptance of final payment will constitute: 1. Deleted by Intention. 2. a waiver of all Claims by Contractor against Owner other than those previously made in accordance with the requirements herein and expressly acknowledged by Owner in writing as still unsettled. 3. The acceptance by the Contractor of the final payment shall operate as and shall be a complete release of the Owner from all claims or liabilities under the Contract, for anything done or furnished or relating to the Work or the Project, or for any act or neglect of the Owner relating to or connected with the Work or the Project. ARTICLE 15 - SUSPENSION OF WORK AND TERMINATION 15.O1 Owner May Suspe►td Work A. At any time a;�d without cause, Owner may suspend the Work or any portion thereof for a period of not more than 90 consecutive days by notice in writing to Contractor and Engineer which will fix the date on which Work will be resumed. Contractor s]►all resume the Work on the date so fixed. Contractor shall be granted an adjustment in the Contract Price or an extension of the Contract Times, or both, directly attributable to any such suspension if Contractor makes a Claim therefor as provided in Paragraph 10.05. 15.02 Owner Mny Termirrale for Cause A. The occurrence of any one or more of the following events will justify termination for cause: 1. Contractor's persistent failure to perform the Work in accordance with the Contract Documents (including, but not limited to, failure to supply sufficient skilled workers or suitable materials or equipment or failure to adhere to the Prog- i•ess Schedule established under Paragraph 2.07 as adjusted from time to time pursuant to Paragraph 6.04); 2. Contractor's disregard of Laws or Regulations of any public body having jurisdiction; 3. Contractor's disregard of the authority of Engineer; or 4. Contractor's violation in any substantial way of any provisions of the Contract Documents. B. If one or more of the events identified in Paragraph 15.02.A occur, Owner may, after giving Contractor (and surety ) seven days written notice of its intent to terminate tl�e services of Contractor: 1, exclude Contractor from the Site, and take possession of the Work and of all Contractor's tools, appliances, construction equipment, and machinery at the Site, and use the same to the full extent they could be used by Contractor (�vithout liability to Contractor for h•espass or conversion), 2. incorporate in the Work all materials and equipment stored at the Site or for which Owner has paid Contractor but wl�ich are stored elsewhere, and 3. complete the Work as Owner may deem expedient. C. If Owner proceeds as provided in Paragraph 15,02.B, Contractor shall not be entitled to receive any further payment until the Work is completed. If the unpaid balance of the Contract Price exceeds all claims, costs, losses, and damages (including but not limited to all fees and charges of engineers, architects, attorneys, and other professionals and all court or arbitratioii or other dispute resolution costs) sustained by Owner arising out of or relating to completing the Work, such excess will be paid to Contractor. If such claims, costs, losses, and damages exceed such unpaid balance, Contractor shall pay the difference to Owner. Such claims, costs, losses, and damages incurred by Owner will be reviewed by Engineer as to their reasonableness and, when so approved by Engineer, incorporated in a Cliange Order. When exercising any rights or remedies under this Paragraph Owner sl�all not be required to obtain the lowest price for the Work performed. D. Notwithstanding Parabraphs 15.02.B and 15.02.C, Contractor's services will not be terminated if Contractor begins within seven days of receipt of notice of intent to terminate to correct its failure to perform and proceeds diligently to cure sucl� failure within no more t!�an 30 days of receipt of said notice. E. Where Contractor's services have been so terminated by Owner, the termination will not affect any rights or remedies of Owner against Contractor then existing or which may thereafter accrue. Any retention or payment of moneys due Contractor by Owner will not release Contractor from liability. F. If and to tlie extent that Contractor has provided a pei•formance bond under the provisions of Paragraph 5.01.A, the termination procedures ofthat bond shall supersede the provisions of Paragraphs 15.02.B, and 15.02.C. 15.03 Owner May Ternrio:ate For Converzieirce A. Upon seven days written notice to Contractor and Engineer, Owner may, without cause and witllout prejudice to any other right or remedy of Owner, terminate the Contract. In such case, Contractor shall be paid for (without duplication of any items): ]. completed and acceptable Work executed in accordance w:th the Coiitract Documents prior to the effective date of Yermination, including fair and reasonable sums for overhead and profit on such Work; 2. expenses sustained prior to the effective date of termination in performing services and furnishing labor, materials, or equipment as required by the Contract Docuinents in connection with uncompleted Work, plus fair and reasonable sums for overhead and profit on such expenses; 3, all claims, costs, losses, and damages (including but not ]imited to all fees and charges of engineers, architects, attorneys, and other professionals and all court or arbitration or other dispute resolution costs) incurred in settlement of terminated contracts with Subcontractors, Suppliers, and others; and 4. reasonable expenses directly attributable to termination. B. Contractor shall not be paid on account of loss of anticipated profits or revenue or other economic ]oss arising out of or resulting from such termination. 15.04 Cartrador May S�op Work or Ternri�rale A. If, through no act or fault of Contractor, (i) tl�e Work is suspended for more than 90 consecutive days by Owner or under an order of court or o[her public authority, or (ii) Engineer fails to act on any Application for Payment within 30 days after it is submitted, or (iii) Owner fails for 30 days to pay Contractor any sum finally determined to be due, then Contractor may, upon seven days written notice to Owner and Engineer, and provided Owner or �ngineer do not remedy such suspension or failure within Yltat time, terminate the Contract and recover from Owner payment on the same terms as provided in Paragraph ] 5.03. B. In lieu of terminating the Contract and without prejudice to any other right or remedy, if Engineer has failed to act on an Application for Payment within 30 days after it is submitted, or Owner has failed for 30 days to pay Contractor any sum fnally determined to be due, Contractor may, seven days after written notice to Owner and Engineer, stop the Work unti] payment is made of all such amounts due Contractor, including interest thereon. The provisions of this Paragraph 15.04 are not intended to preclude Contractor from making a Claim under Paragraph 10.05 for an adjustment in Contract Price or Contract Times or otherwise for expenses or damage directly attributable to Contractor's stopping the Work as permitted by this Paragraph. ARTICLE 16 - DISPUTE RESOLUTION 16.01 Meelrods a��d ProceJaeres A.Upon the occurrence of any dispute or disagreement between the parties hereto arising out of or in connection with any term or provision of this Agreement, the subject maeter hereof, or the interpretation or enforcement hereof (the "Dispute"), the parties shall engage in informal, good faith discussions and attempt to resolve the Dispute. In connection therewith, upon written notice of either party, each of the parties will appoint a designated officer whose task it shall be to meet for the purpose of attempting to resolve sucl� Dispute. The designated offcers shall meet as ofter as the parties sl�all deem to be reasonably necessary. Such officers will discuss the Dispute. If the parties are unable to resolve the Dispute in accordance with tl�is Section, and in the event that either of the parties concludes in good faith that amicable resolution through continued negotiation with respect to the Dispute is not reasonably likely, then the parties are free to pursue �vhatever action or rights they may have in ec�uity or at law. ARTICLE 17 - MISC�LLAlYEOUS 17.0[ Givi�rg Nolice A, Whenever any provision of the Contract Documents requires the giving of written notice, it will be deemed to have been validly given if: 1. delivered in person to the individual or to a member of tl�e firm or to an officer of the corporation for whom it is intended, or 2. delivered at or sent by registered or certified mail, postage prepaid, to the last business address known to the giver of the notice. 17.02 Conrpulatiore of Tinpes A, Wlien any period of time is referred to in the Contract Documents by days, it will be computed to exclude the first and include the last day of such period. If the last day of any such period falls on a Saturday or Sunday or on a day made a legal holiday by tl�e law of the applicable jurisdiction, such day will be omitted from the computation. ] 7.03 Cumulalive Re�►redies A. The duties and obligations imposed by these General Conditions and the rights and remedies available hereunder to the parties hereto are in addition to, and are not to be construed in any way as a limitation of, any rights and remedies available to any or all of them which are otherwise imposed or available by Laws or Regulations, by special warranty or guarantee, or by ott�er provisions of the Contract Documents. The provisions of this Paragraph will be as effective as if repeated specifically in the Contract Documents in connection with each particular duty, obligation, right, and remedy to which they apply. l 7.04 Surviva/ of Obligations A. All representations, indemnifications, warranties, and guarantees made in, required by, or given in accordance with the Contract Documents, as well as all contiiiuing obligations indicated in the Coiitract Documents, will survive final payment, completion, and acceptance of the Work or tennination or completion of the Contract or termination of the services of Contractor. 17.05 Conlro!ling Law an[l Ve�:ue A. This Contract shall be governed by the laws and case decisions of the State of Texas, without regard to con�lict of law or choice of law principles of Texas or of any otl�er state. B. Tliis Contract is entered into subject to and controlled by the Charter and ordinances of the City of Denton and all applicable laws, rules, and regulations of the State of Texas and the Government of the United States of America. The Contractor shall, during tlie performance of tlle Work, comply with all applicable City codes and ordinances, as amended, and all applicable State and Federal laws, rules and regulations, �s amended. This Contract is deemed to be performed in Denton County, Texas, and if legal action is necessary to enforce this Contract, exclusive venue shall lie in Denton County, Texas. 17.06 Headings A. Article and paragraph headings are inserted for convenience only and do not constitute parts of these General Conditions. 17.07 Non-Discrimination As a condition of this Contract, the Contractor covenants that he will take all necessary actions to insure that, in connection with any work undei• this Contract, the Contractor and i4s Subcontractors will not discriminate in the treatment or employment of any individual or groups of individuals on the grounds of race, color, religion, national origin, age, sex, or handicap unrelated Yo job performance, either directly, indirectly or Yhrough contractual or o4her arrangements. The Contractor shall also comply with all applicable requirements of the Americans with Disabilities Act, 42 U.S.C.A. §§12101-12213, as amended. In this regard, the Contractor shall keep, retain and safeguard all records refating to his Contract or Work performed thereunder for a minimum period of three (3) years from final Contract completion, with full access allowed to authorized representatives of the Owner, upon request, for purposes of evaluating compliance with this and other provisions of the Contract. 17.08 Independent Contractor In perfoc•ming the Work under this Contract, the relationship between the Owner and the Contractor is that of an independent contractor. The Contractor shall exercise independent judgment in performing the V✓ork and is solely responsibl� for setting working hours, scheduling or prioritizing the Work flow and determining the means and methods of perCorming the Work, subject only to the requirements of the Contract Documents. No term or provision of this Contract shall be consti•ued as making the Contractor an agent, servant, or employee of the Owner, or making the Contractor or any of the Co�icractor's employees, agents, or servants e]igible for the fringe benefits, such as retirement, insurance and worker's compensation, which the O�vner provides to its employees. 17.09 Gifts to Public Servants (a) The Owner may terminate this Contract immediately if the Contractor has offered, conferred, ar agreed to confer any benefit on a City of Denton employee or official that the City of Denton employee or official is prohibited by law from accepting. (b) Iaor purposes of this Article, "benefit" means anything reasonably regarded as pecuniary gain or pecuniary advantage, including benetit to any other person in whose welfare the beneficiary has a direct or substantial interest, but does not include a contribution or expenditure made and reported in accordance with law. (c) Notwitlistanding any other lega] remedies, tl�e Owner may require the Contractor to remove any employee of the Contractor from the Project wl�o has violated the restrictions of this Article or any similar State or Federal law, and obtain reimUursemetit for ai�y expenditures made to the Contractor as a result of the improper offer, agreement to confer, or conferring of a benefit to a City of Denton employee or official. 17. l0 Right to Audit Contractor's Records By execution of the Building Construction Services Agreement, the Contractor grants the Owner the right to audit, at the Owner's eleclion, all of the Contractor's records and billinbs relating to tlie performance of the Work under the Contract Documents. The Contractor agrees to retain its Project records for a minimum of five (5) years following completion of the Work. The Owner agrees that it will exercise the right to audit only at reasonable hours. City may review any and all of the services performed by Contractor under this Contract. Any payment, settlement, satisfaction, or release made or provided during the course of performance of this Contract shall be subject to City's rights as may be disclosed by an audit undee this section. 17.11 Notice of Contract Claim This Contract is subject to the provisions of the Denton City Code, as amended, relaYing to requirements for filing a notice of a breach of contract claim against City. Contractor shall comply with the requirements of this ordinance as a precondition of any litigation relating to this Contract, in addition to all other requirements in this Contract related to claims and notice of claims. 17.12 Successors and Assigns The Owner and the Contractor respectively bind themselves, their partners, successors, assigns, and legal representatives to the promises, covenants, terms, conditions, and obligations contained in tl�e Contract Docurnents. The Contractor shall not assign, transfer, or convey its interest or rights in the Contract, in part or as a wl�ole, without written consent of the Owner. If the Contractor attempts to make an assignment, transfer, or conveyance without the Owner's written consent, the Contractor shall nevertheless remain legally responsible for all ob]igations under tiie Contract Documents. The Owner shall not assign any portion of the Contract Sum d�e or to become due under this Contract without the written consent of the Contractor, except where assignment is compelled or allowed by court order, the terms of the Contract Documents, or other operation of law. ] 7.13 Written Notice Except as otherwise provided within thcse General Conditions, any notice, payment, statement, or demand reyuired or permitted to be given under this Contract by either party to the other may be effected by personal delivery in writing or by mail, postage prepaid to the Project Manager or Superintendent of either party, or to an officer, partner, or other designated representative of eitl�er party. Mailed notices shall be addressed to the parties at an address designated by eacli party, but each party may change its address by written notice in accordance with this section. Mailed notices shall be deemed communicated as of three (3) days after mailing. 17.14 Rights and Remedies; No waiver of 12ights by Owner (a) The duties and obligations imposed on the Contractor by the Contract Documents and the rights and remedies available to the Owner under the Contract Docutnents shall be in addition to, and not a litnitation of, any duties, obligations, rights, and remedies otherwise imposed or made available by law. (b) No action or failure to act by the Owner shall constitute a waiver of a right afforded the Owner under the Contract Documents, nor shall any action or failure to act by the Owner constitute approval of or acquiescence in a breach of the Contract by Contractor, except as may be specifically agreed in writing by Change Order or Supplemental Agreement. 17.15 Interest The Owner shall not be liable for interest on any progress or final payment to be made under the Contract Documents, except as may be provided by the applicable provisions of the Prompt Payment Act, Chapter 2251, Texas Government Code, as amended, subjec4 to Article 14 of these General Conditions. Should a conflict arise bct��c�� tlxc �'(). ]��,+1' r��r� ��si�e��1: c,raaa��:�or t��°��, t�� cs��itr°a�ct• t�� r�t�s ��! conditions set forth in the ne�otiated contract shall nrevaiL .. '�• � � � The terms in the Supplementary Conditions will have the same meaning as in the General Conditions of the Construction Contract (EJCDC C-700, 2002, Edition) SC-1 The following modifications shall be made to 1.01 A; Delete 1.0] A. 19. and insert the following: l9. Engineer--The word "Engineer" in these specifications shall be understood as the Owner's representative that has been authorized to act in thae particular position. Kimley-Horn and Associates, Inc. 801 Cherry Street, Unit ll, Suite 950, Fort Worth, Texas 76102-6308, shall assist the Owi�er's during tlie Pre- Construction Conference, Visits to Site and Observations of Construction, Shop Drawings and Samples, Applications for Payment, and coordination with other Owner's representatives. Kimley-Hom's responsibility is limited to those tasks delineated in lhe Engineer's contract with the Owner. Add the following to 1.01 A. 19, The Engineer's Consultants are: CMJ Engineering, Inc. McCreary and Associates SC-2 SC-3 SC-4 SC-5 SC-6 Insert the following in 1.01 A as definition number 28. Renumber the definitions to reflect the change (ie, "Modification" is number 28; 28 is 29; etc.): 28. MODIFICATION -(a) Written Amendment; (b) Cl�ange Order; (c} Field Order; (d) Work Change Directive Add the following to 1.01 A. 47. Where in the Bonds and elsewhere in the contract, the terms "Special Provisions", and "Special Conditions" appear they shall be read to mean "Supplementary Conditions". Delete 1.02 C. and insert the following: C. Day 1. A"calendar day" shall be a day of twenty-four hours measured from midnight to the next midnight, and is any day of the year, no days being excepted". 2. A"working day" shall be a day, not including Saturdays, Sandays or any of the following holidays: New Year's Day, President's Day, Memorial Day, Independence Day, Labor Day, Thanksgiving Day and Cl�ristmas Day, in which weather or other conditions not under the control of the Contractor will permit construction of tl�e principal units of the work for a period of not less than seven hours between 7:00 a.m. and 6:00 p.m. Delete P�ragraph 2.05 A. of the General Conditions in its entirety and insert the following in its place: A. Contractor's Review of Construction Documents: Before undertaking each part of the Work, Contractor shall carefully study and compare the Contract Documents and cl�eck and verify pertinent figures therein and all applicable field measurements. Contractor shall promptly report in writing to Engineer any conflict, error, ambiguity or discrepancy which Contractor may discover and shall obtain a writteii interpretation or clarification from Engineer before proceeding with any work affected thereby. In the event of a conflict in the Drawings, Specifications, or other portions of the ConYract Documents which were not reported prior to the Bidding of the Contract, the Contractor shall be deemed to have included the most expensive in his Bid." Delete Yaragraph 3.01 B. of tl�e General Conditions in its entirety and insert the following in its place: C, Evidence of Insurance: Before any Work at the Sife is started, Contractor shall deliver to the Owner, with copies to each additional insured identified in the Supplementary Conditions, certificates of insurance (and other evidence of insurance which Owner or any additional insured may reasonably request) which Contractor is required to purchase and maintain in accordance with Article 5. Amend Paragraph 2.07 A. by adding the following: Such acceptance ofthe coirtract completion schedule in no way affects the Contract Times. Add a iiew paragraph immediately after paragraph 2.07 of the General Conditions which is to read as follows: 2.08 Change in Conlrac! Time SC-7 SC-S SC-9 SC-10 A. The Contract Times may be changed only as set forth in Article 12 of the General Conditions, and a progress schedule shall not constitute a change in the Contract Times. Amend Paragraph 3.01 A. by adding the following: The title and headings contained in the contract documents and the subject organization are used only to facilitate reference, and in no way define or limit the scope of intent of any of the provisions of this contract. Add to paragraph 3.01 D. Tlie Contract Documents comprise tl�e entire Agreement between Owner and Contractor. The Contract Documents may be altered only by a Modification. Amend paragraph 3.03. A.3. of the General Conditions by striking out the following words: "that Contractor shall not be liable to Owner or Engineer for failure to report any such conflict, error, ambiguity or discrepancy unless Contractor knew or reasonably should have known thereof." and add the following: ln the event of a conflict in the Drawings, Specifications, or other portions of the Contract Documents which were not reported prior to the Bidding of the Contract, the Contractor shall be deemed to have included the most expensive in his Bid. Delete Paragraph 4.02 of the General Conditions in its entirety and insert the following in its place: 4.02 Examinalion of Plans, Specifrcalions and Sile of the Wa•k A. Bidders are advised that the plans, specifications and other documents listed in Paragraph 4.02 C shall constitute all the information which the Owner shall furnish. Bidders are required, prior to submitting any proposal, to review the plans and read the specifications, proposal, contract and bond forms carefully; to visit the site of the work; to examine carefully local conditions; to inform themselves by their independent research, tests and investigations of the difficulties to be encountered and judge for themselves the accessibility of the work and a11 attending circumstances affecting the cost of doing the work or time required for its completion; and to obtain all infonnation required to make an intelligent proposal. 8. No information given by the Owner or any official thereof, other than that shown on the plans and contained in the specifications, proposals and other contract documents, shall be binding upon the Owner. Bidders shall rely r;xc��siv�ly ts�:�c�c� 4[a�i�� c��u�� tir��t��, ia�v�sti��ti��ns, tests and ocl��^s- �ai� ��ick� are necessary for full and complete irstc�a�i�°r�ti�y�� st�c�� 4+�1�i�1� �f�c ��c�i��tr�� t,��sed. Any bidd�r„ b}+ :�atl�s��tii��g his bid, represents and warrants: t8xe�t I�e �� a•��ir°e�i 13is Isici �r� ��.c�arcil��ce wiG�� tl�� specifications, ��vit�� fi�ll Icr�t��vledge and understanding of the terms r��€i ��x°csvi�ic�ns t1��°��if, t��a� fYC lt�as �`t^vi�w`4�c�, �tudied and ex��r��ira�� il�� ic'i prior to the signing and submission of same; and that he was cognizant of the terms of his proposal, verified liis calculations and found them to be correct and agrees to be bound thereby. C. As set forth in parlgraph 4.02, Engineer OR Engineer's Consultants in the preparation of Drawings and Specifcations have relied upon: 1. Report dated May ��i13, �r��a��°��i i�y �`�1 ��t��rn��ri�a�, �sl�ar �rsiitled: "Geotechnical Engineers Study Elevated Water Tank, H. �,asr�e�y I��d, C?��rt�ra, Y�"cxas"'. �"�rrt�'<�c:tc�r r�c�ognizes that the technical data listed reflect only the conditions ��° i�� +��ty ti�c �i��i� wa� ucz�l��i�:d ��i�ci �"�fl��:t� only conditions existing at the exact location of Samples. Contractor is not en[itled to rely upon other information and data utilized by Engineer and Engineer's Consultants in preparation of Drawings and Specifications. SC-11 SC-I2 SC-13 SC-14 SC-15 SC-16 SC-17 2. Copies of the boring logs from this report are provided at no cost, and availaUle for download from the City's website. A copy of the boring logs from this repoit may also be examined at the offces of Kimley-Horn and Associates, Inc. located at 801 Cherry Street, Unit 1], Suite 950, Fort Worth Texas during regular business hours. ' Delete Paragraphs 4.03 and 4.04. of the General Conditions in their entirety, Deleted Intentionally. Delete Paragraph 5.02 A. ofthe General Conditions in its entirety and insert the following in its place: 5.02 Licensed Surelies and Insurers A. All Bouds and insurance required by the Contract Documents to be purchased and maintained by Contractor shall be obtained from surety or insurance companies that are duly licensed or authorized in the jurisdiction in which the Project is located to issue Bonds or insurance policies for the limits and coverages so required. Such surety and insurance companies shall also meet such additional requirements and qualifications as may be provided in the Supplementary Conditions. Delete Paragraph 5,03 B.: `I'he limits of liability for the insura»ce required by Paragraph 5.04 of the General Conditions shall provide as a minimum the coverage indicated in the document entitled "Ciry of Denton Insurance Requirements for Coniractors" that follows these Supplementary Conditions and not less tlian the amounts required by Laws and Regulations. Add at the end of Paragraph 5.04 B.1 - The following are to be listed as additional insiired on all insurance policies: City of Denton, Texas Kimley-Horn and Associates, Inc. CMJ Engineering, Inc. McCreary and Associates Amend paragraph 5.04 B.7. by changing "two years" to "three years". Delete Paragraph 5.06 A. of the General Conditions in its entirety and insert the following in its place: A. Contractor shall purchase and maintain properiy insurance upon the work at the site on a replacement cost basis with a limit not less than ]00% of the Project's replacement value thereof (subject to such deductible amounts as may be provided in these Supplementary Conditions or required by Laws and Regulations). This limit should include "soft cost," or expenses relating to the construction project(s) over and above those costs which would have been incurred if there had been no loss. These soft costs should include, but not be limited to, interest, additional taxes, advertising/promotional expenses, additional commissions, loss of rents, architects or Engineering fees. This insurance shall: l. include the interests of Owner, Contractor, SubContractors, Engineer, Engineer's Consultants and any other persons or entities identifed in paragraph 5.04 B.1 (SC-15) ofthese Supplementary Conditions, each of whom sl�all have an insurable interest and shall be listed as an additional insured; 2. be written on a Builder's Risk "all risk" or open peril or specia] causes of loss policy form that shall at least include insurance for physical ]oss and damage to the Work, temporary buildings, false work and Work in transit and shall insure against at least the following perils; fire lightning, extended coverage, thefr, vandalism and malicious miscl�ief, earthquake, collapse, debris removal, demolition occasioned by enforcement of Laws and Regulations, water damage, and such other causes of loss as may be specifically required by the Supplementary Conditions; 3. include expenses incurred in the repair or replacement of any insured property (including but not limited to fees and cliarges of Bngineers and architects); 4. cover materials and equipmeiit in transit to the Project sife, and materials that the Contractor has taken possession of whether stored at the Project site; 5. allow for Partial Utilization of the Work by Owner; 6. include testing and startup; and 7. be maintained in effect until 6nal payment is made unless otherwise agreed to in writing by Owner, Contractor, and Engineer with d�irty days written notice to eacli other additional insured to whom a cer[if cate of insurance has been issued. Tl�e policies of insurance required to be purchased and maintained by Contractor in accordance with this paragraph 5.06 shall comply with the requirements of paragrapl� 5.06 C. SC-18 SC-19 SC-20 Delete Paragraph 5.0G B. of the General Conditions in its entirety and insert the following in its place: B. Contractor shall purchase and maintain such boiler and machinery insurance or additional property insurance as may be required Uy the Supplementa�y Conditions or Laws and Regulations which will include the interests of Owner, Contractor, SubContractors, F.,ngineer, Engineer's Consultants and any other persons or entities identified in paragraph 5.04 B.1 (SC-15) of these Supplementary Conditions, eacl� of whom is deemed to have an insurable interest and shall be listed as an insured or additional insured. Amend paragraph 5.06 C by revising the last sentence to add the following: and will contain a waiver of subrogation by the insurance company against tl�e Owner and each additional insured. Delete Paragraph 5.06 D. of the General Conditions in its entirety and insert the following in its place: D. Owner shall not be responsible for purchasing and maintaining any insurance to protect tl�e interest of tl�e Contractor, SubContractors, or others in the Work. Tlte stated limits of insurance required are minimum only. Contractor shall determine the ]imits that are adequate. These limits may be basic policy ]imits or any combination of basic limits and umbrella limits. In any event, Contractor is fully responsiUle for a11 losses arising out of, resulting from or connected with operations under this contract whether or not said losses are covered by insurance. The acceptance of certificates or other evidence of insurance by the Owner, Engineer, and/or others listed as additional insured in Paragraph 5.04 B.l (SC-15) that in any respect do not comply witl� the Contract requirements does not release the Contractor from compliance herewith. sc-zi SC-22 SC-23 SC-24 SC-25 Delete Paragraph 5.06 E. of the General Conditions in its entirety. Delete Paragraph 5.07 of the General Conditions in its entirety. Delete Paragraph 6.05. A. of the General Conditions in its entirety and insert the following in its place: 6.05 Substitutes and "Or Equals" A. Where equipment and products are specified by name, no substitutes or "or-ec�ual" will be considered or approved unless the term "or-equal" is included in tl�e acceptable manufacturer section of that Specification. 1. If substitutes or "or equals" are specifically pe►•mitted for consideration by the individual Specifications, tl�ey must be submitted and will be reviewed and evaluated in accordance with the provisions established in General Condition paragraph 6.05 and in Division 1 of the Specifications. Any determination made by the Engineer is subject to the review and approval of the Owner and the Owner's determination shal( be final. Amend paragraph 6.05 B. by changing the reference in the last sentence from 6.OS.A.2 to 6.OS.A.1 Amend paragraph 6.05 C. by deleting the third sentence and replacing it witl� the following sentence: No "or-equaf" or substitute will be ordered, installed or utilized until Engineer's review is complete, which will be evidenced by either a Change Order or Pield Order. SC-26 Amend paragraph G.OS L. by changing the reference in the first sentence from 6.OS.A.2 to 6.OS.A. In addition, amend paragraph 6.05 E. by deleting the word "substitute" in all locations and replacing it with the phrase "substitute or "or- equal"". SC-27 SC-28 Amend parabraph 6.06 A. Uy adding the following to the last sentence: unless called for iii the Contract Documents. Add the following text at the end of 6.06 Concernrng SubConlrac[ors, Sarppliers, ar7d Others, Part G: No work may be performed by any SubContractor until the Contractor executes a subcontract with SubContractor �vhich, as provided in this paragraph, expressly incorporates the provisions of the contract documents as binding on and applying to the SubContractor insofar as they are applicable to the work performed by the SubContractor. The Contractor shall provide written documentation to the Owner which indicates the name of the SubContractor, the date the subco►�tract was executed and the value of the executed subcontract. No work may be performed by any SubContractor until the written documentation is provided following execution of the suUcontract. The Contractor also must provide written notification of any amendment or changes in any subcontract value. SC-29 SC-30 SC-31 SC-32 Add a new paragraph itnmediately after paragraph b.06 G of tl�e Genera] Conditions which is to read as follows: H. Owner or Engineer may furnisl� to any such SubContractor, Supplier, or other person or organization, to the extent practicable, information about amounts paid to Contractor in accordance with Contractor 's Application for Payment on account of the particular SubCont�•actor's, Supplier's, other person's or otlier organizacior�'s Work. Add a new paragraph immediately after para�;raph 6.08 A of the General Conditions which is to read as follows: In accordance with the Federal Water Pollution Control Act, 33 U.S.C. Para. 1251-1387 (1990}, also known as the Clean Waler Act, as amended in 1937 and codified at 40 C.F.R. Part 122, the Contractor shall be reyuired to obtain a stormwater discharge permit for construction activity from the United States Environmental Protection Agency (EPA}. Under current regulations, construction activities including clearing, grading and excavation, must be permitted for storm water discharge unless the operations result in the disturbance of ]ess than five acres total land areas which are not part of a larger common plan of development. The Contractor is required to submit a Notice of lntent (NOl} for stormwater discharges associated with industrial activity under the NPD�S General Permit with �PA at least two days prior to the date on which construction is to commence. In addition the Contractor shall prepare and retain on-site a Stormwater Pollution Prevention Plan in accordance with EPA requirements. Add a new paragraph immediately after paragraph 6.09 C. of the General Conditions whicl� is to read as follows: D. All Bidders are required to complete and submit with their Bid tt�e Vendor Compliance to State Law form, which follows the proposal. Add the following languabe at the end of the first sentence of paragraph 6.10 A. of the General Conditions: The Owner qualifies as an exempt agency as defined by the statutes of the State of Texas. The Contractor shall comply with all statutes and rulings of the State Comptroller. SC-33 Add the following sentence to paragraph 6.12 of the General Conditions: Drawings submitted upon completion of the project will be suUmitted by the Contractor on full size set of construction plans. SC-34 Revise paragraph 6.13.A.3 of the General Conditions to read as follows: other property at the site or adjacent thereto, including trees, shrubs, lawns, lawn irrigation systems,..... Add the following paragraphs to Article 6.13.B of the General Conditions: 'I'he Contractor shall comply with the provisions of the Occupational Safety and l�ealth Act of 1970, and the standards and regulations issued thereunder and warrant that all work, materials, and products furnished under this contract will conform to and comply with said standards and regulations which are in existence on the date of tllis coiitract. The Contractor further agrees to indemnify and hold harmless the Owner and the Engineer for all damages SC-35 SC-36 suffered by tl�e Owner and the Engineer as a result of the Contractor's failure to comply with the Act and the Standards issued thereunder and for the failure of any material and/or equipment furnished under this contract to so comply. Tl�e Contractor shall also comply with all pertinent provisions of the "Manual of Accident Preveneion in Construction" issued by the Associated General Contractors of America, Inc., if not in conflict with those of tl�e Occupationai Safety and Health Act of ] 970 and shall maintain an accurace record of all cases of death, occupational disease, and injury requiring medical attention or causing loss of time from work, arising out of and in the course of employment or work under the contract. The Contractor alone shall be responsible for the safety, efficiency, and adequacy of his equipment and employees, and for any damage which may result from their failure or their improper construction, maintenance or operation. Per Texas House Bill 1569 effective as of September 1, 1989, it shall be the responsibility of the Contractor to provide and maintain a viable trench safety system at all times during construction activities. The Contractor is directed to become knowledgeable and familiar with the standards as set fortli by the Occupational Safety and Health Administration (OSHA) for trench safety that will be in effect during the period of construction of the project and the contract is responsible for conforming to such regulations as prescribed Uy OSHA standards. A bid item for trench excavation safety protection and shoring is included in the proposal. Amend paragraph 6.16 by revising the last sentence to read: If Engineer determines that the incident giving rise to the emergency action was not the responsibility of the Contractor and that a change in the Contract Documents is required because of the action taken by Contractor in response to sucl� an emergency, a Work Change Directive or Change Order will be issued. Delete Paragraph 6.17. C. 2. of the General Conditions in its entirety and insert the following in its place: 2. All Sliop Drawings shall be in strict compliauce with the Contract Documents. The Contractor may seek a deviation by requesting a Modification. All approved Written Amendments, Change Orders, Field Orders and/or Work Change Directives shall be incorporated into the Shop Drawings. The Contractor may submit a Shop Drawing or sample that varies from compliance with the Contract Documents providing the submittal is accompanied by a Shop Drawing Deviation Request. If the proposed Modification is approved by the Engineer, the submittal will be considered to be in strict compliance with the Contract Documents and it will be reviewed in accordance with the Contract Documents. If the proposed Modification is not approved, the submittal will be returned to the Contractor with appropriate comments. All Shop Drawings shall bear a duly executed statement by the Contractor as set forth hereinunder. THIS SHOP DRAWTNG HAS BEEN REVIEWI;� AND DETERMINED TO BE IN [�<K�Pufi�l l.r�[�� ❑ COMPLIANCE SUBJECT TO APPROVAL OF ATTACHED CHANGE ORDEWFIELD ORDER AND WITH THE CONTRACT DOCUMENTS AS MODIFIED BY ADDENDA, CHANG� ORDER AND FIELD ORDER. CONTRACTOR �w �. _..e.. �.,... _.. BY DATE SC-37 Delete Paragraph 6.17 C. 3. of the General Conditions in its entirety and insert the following in its place: 3. The Contractor may submit a Shop Drawing or Sample that varies from strict compliance with the Contract Documents providing the submittal is accompanied by a proposed Change Order or Field Order. If the proposed Change Order o� Field Order is approved by the Engineer, the submittal will be considered in strict compliance with tl�e Contract Documents. Submittals under this provision shall bear a duly executed statement by tlie Contractor as set forth in paragraph 6.17 C.2. as modified in these Supplementary Conditions. If the proposed Change Order or Field Order is approved by the Engineer, the sabmittal will be reviewed in accordance with the Contract Documents. If the Change Order or Field Order is not approved, the submittal will be returned to the Contractor with appropriate comments. SC-38 Delete the followin� from 6.17 D.3. "unless Contractor has in writing called Engineer's attention to each such variation at the time of each submittal as required by paragraph 6.17 C.3. and Engineer has given written approval of each such variation by specific written notation thereof incorporated in or accompanying the Shop Drawing or Sample approval" SC-39 Delete the last sentence in paragraph 6.17 E. The following shall be added: All resubmittals shall be in strict compliance with the Drawings, Specifications and Contract Documents, and only the changes permitted from the prior suUmittal shall be modifications or additional information addressing specifically tlie Engineer's previous comments. SC-40 Delete the following from paragraph 6.18 -"or as Owner and Contractor may otherwise agree in writin�:' Add the fol lowing language at the end of the second sentence of paragraph 6.18 of the General Conditions: Contractor assumes and bears responsibility for all costs and time delays associated with any variation from the requirements of tlie Contract Documents. SC-41 Delete the following from paragraph 6.20. —"but only to the extent caused b any Subcontractor, any Supplier, or any individual or entity directly or indirectly employed by any of them to perform any of the Work or anyone for whose acts any of the may be liable" replace with the following language: IS CAUSED IN WHOLE OR IN PART BY ANY NEGLIGENT ACT OR OMISSION OF CONTRACTOR, ANY SUBCONTRACTOR, ANY SUPPLIER, OR ANY INDIVIDUAL OR ENTITY DIRECTLY OR ]NDIRECTLY EMPLOYED BY ANY OF THEM TO PERFORM ANY OF THE WORK OR ANYONE FOR WHOSE AC'TS ANY OF THEM MAY BE LIABLE, R�GARDLESS OF WHETHER OR NOT CAUSED IN PART BY ANY NEGLIGENCE OR O]VIISSION OF AN INDIVIDUAL OR ENTITY INDEMNIFIED HEREU]VDER OR WHETHER LIARILITY IS IMPOSED UPON SUCH INDEMNTFIED PARTY BY LAWS AND REGULATIONS REGARDLESS. OF THE NEGL[GENCE OF ANY SUCH INDIVIDiJAL OR ENTITY. SC-42 Add the following paragraph after Paragraph 6.2 ] Delegalion of Professional Design Services: 6.22 Performance of Wvrk by [he Conlrac[or Contractor Participation: Except as otherwise provided, the Contract shall perform no less than 25 percent (25%) of the work with his own organization. The on-site production of materials produced by otlier than the Contractor's forces shall be considered as being subcontracted. lf, during the probress of work hereunder, the Contractor requests a reduction in such participation percentage and the Owner determines that it would be to the Owner's advantage, the percentage of work required to be performed by the Contractor may be reduced; provided, written approval of such reduction is obtained by the Contractor fi•om the Owner. SC-43 SC-44 SC-45 SC-46 SC-47 SC-48 Deleke Paragraph 8.01 of the General Conditions in its entirety and insert the f�llowing in its place: 8.01 Communications to Contractor. A, Owner will issue project communications related to the administration of the Construction contract through the Engineer. Delete Paragraph 8.02 A of the General Conditions in its entirety and insert tlie following in its place: A. in the case of termination of t]�e employment of the Engineer, Owner will notify the Contract.or of their intent to appoint a different Engineer to tlie Project. Contractor may voice any objections with regard to the Owner's replacement Engineer witliin a reasonable time set by the Owner and Owner will take these objections (if any) into consideration Uefore appointing the new Engineer. Amend Paragraph 8.09 A. by adding the following: Any failure or neglect on tha part of Owner, or Engineer to enforce provisions herein dealinb with supervision, control, inspection, testing or acceptance and approval of the work shall never operate to relieve Contractor from full compliance with the contract documents nor render Owner liable to Contractor for money damages, extensions of time or increased compensation of any kind. Delete paragraph 8. ] 0 in its entirety. Delete Paragrapl� 9.01 of tl�e General Conditions in its entirety and insert the following in its place: 9.01 Aulhoriry oJEngineer A. Engineer is the Owner's representative during the construction period. However, any determination made by the Engineer is subject to the review and approval of the Owner and the Owner's determination shall be final. Delete Paragraph 9.03 of the General Conditions in its entirety and insert the following in its place: 9.03 Projecl Rep�•esentative A. The Owner may elect to l�ave a Resident Project Representative on the Site. The Owner may also have an assistant Resident Project Representative on the Site that will report directly to tl�e Resident Project Representative. The duties, responsibilities and the limitations of authority of the Residene Project Representative, and designated assistants, are as follows: ]. Resident Project Representative is the Owner's agent at the site, will act as directed by and under the supervision of the Owner, and will confer with Owner regarding Resident Project Representative's actions. Resident Project Representative's dealings in matters pertaining to the on-site Work shall in general be with either the Owner and Contractor, keeping al] parties advised as necessary. Resident Project Representative's dealings with SubContractors shall only be through or with full knowledge and approval of Contractor. Resident Project Representative sl�all generally communicate witl� Owner with the knowledge of and under the direction of Owner. B. Duties and Responsibilities of Resident Project Representative and designated assistants: l. Schedules: Review the progress schedule, schedule of Shop Drawing submittals and schedules of values prepared by Contractor and consult with Owner concerning acceptability. 2. Conferences and Meetings; Attend meetings with Contractor, such as preconstruction conferences, progress meetings, job conferences and other project-related meetings, and prepare and circulate copies of minutes thereof. Liaison: a. Serve as Owner's liaison with Contractor, working principally through Contractor's superintendent and assist in understanding the intent of Contract Uocuments; and assist Engineer in serving as Owner's liaison with Contractor when Contractor's operations affect Owner's on-site operations. b. Assist in obtaining from Owner additiona] details or information, when required for proper execution of the Work. 4, Shop Drawings and Samples: a. Record date of receipt of Shop Drawings and Samples. ' b. Receive Samples which are furnished at the Site by Contractor, and notify Owner of availability of Samples for examination. c. Advise Owner and Contractor of tlle commencernent of any Work requiring a Shop Drawing or Sample if the submittal has not been approved by Owner or Engineer. 5. Review of Work, Rejection of Defective Work, Inspections and Tests: a.. Conduct on-site observations of the Work in progress to determine if the Work is in general proceeding in accordance with the ConYract Documents. b. Report to Owner wl�enever Resident Project Representative believes that any Work will not produce a completed Project that conforms generally to the Contraci Documents or will prejudice the integrity of the design concept of the completed Project as a funetioning wliole as indicated in the Contract Documents, or has been damaged, or does not meet []�e requirements of any inspection, test or approval rec�uired to be made; and advise Owner of Work the Resident Project Representative believes should be corrected or rejected or should be uncovered for observation, or requires special testing, inspection or approval. c. Verify that tests, equipment and systems start-up and operating and maintenance training are conducted in the presence of appropriate personnel, and the Contractor maintains adequate records thereof; and observe, record and report to Owner appropriate details relative to the test procedures and start-ups. d. Accompany visiting inspectors representing public or otlier agencies having jurisdiction over the Project, record the results of these inspections and report to Owner. G. Interpretation of Contract Documents: Report to Owner when clarifications and interpretations of the Contract Documents are needed and transmit to Contractor clarifications and interpretations as issued by Owner. 7. Request for Revisions: Consider and evaluate Contractor's suggestions for revisions to Drawings or Specifications and report with Resident Project Representative's recommendations to Owner. Transmit to Contractor in writing decisions as issued by Owner. 8. Records: a. Maintain at the job site orderly files for correspondence, reports of job conferences, Shop Drawings and Samples, reproductions of original Contract Documents, including all Work Change Directives, Addenda, Change Orders, Field Orders, Written Amendments, additional Drawings issued subsequent to the execution of the Contract, Owner's clarifications and interpretations of the Contract Documents, progress reports, submittals and correspondence received from and delivered to Contractor and other Project related documents. 9. Reports: a. Furnish to Owner periodic reports as required ofprogress of the work and of ConEractor's compliance with che progress schedule and schedule of Shop Drawings and Sample submittals. b. Consult with Owner in advance of scheduled major tests, inspections or start of important phases of the Work. c. Draft proposed Weitten Amendments, Change Orders and Work Change Directives, obtaining backup material from Contractor and recommend to Owner Written Amendments, Change Orders, Work Cl�ange Directives, and Field Orders. d. Report immediately to Owner the occurrence of any accident. ] 0. Payment Requests: Review Applications for Payment with Contractor for compliance with the established procedure for their submission and forward with recommendations to Owner, noting pai�ticularly tl�e relationship of the payment requested to the schedule of values, Work completed and materials and ec�uipment at the Site but not incorporated in the Work. 1]. Certificates, Maintenance and Operation Manuals: During the course of the Work, verify that certificates, maintenance and operation manuals and other data required to be assembled and furnished by Contractor are applicable to the items actually installed and in accordance with the Contract Documents, and have this material delivered to Owner for review and forwarding to Owner prior to final payment for the W ork. 12. Completion: a. I3efore Owner issues a Certificate of Substantial Completion, submit to Contractor a]ist of observed items requiring completion or correction. b. Observe whether Contractor has performed inspections required by laws or regulations, ordinances, codes or order applicable to the Work, including but not limited to those to be performed by public agencies having jurisdiction over the Work. c. Conduct a final inspection in the company of Owner and Contractor and prepare a final list of items to be completed or corrected. SC-49 SC-50 SC-51 d. Observe whether all items on final list have been completed or corrected and make recommendations to Owner concerning acceptance. C. Lirriitations of'Authority of Resident Project Representative and designated assistants: 1. Shall not authorize aiiy deviation from tl�e Contract Documents or substitution of materials or equipment (including "or-equal" items), unless authorized by Owner. 2. Shall not exceed limitations of Owner's authority as set forth in Agreement or the Contract Documents. 3. Shal] not undertake any of tl�e responsibilities of Contractor, SubContractor, Suppliers, or Contractor's superintendei�t. 4. Shall not advise on, issue directions relative to or assume control over any aspect of the means, methods, techniques, sequences or procedures of construction unless such advice or directions are specifically required by the Contract Documents. 5. Shall not advise on, issue directions regarding or assume control over safety precautions and programs in connection with the Work or any activities or operations of Owner or Contractor. 6. Shall not accept shop drawing or sample submittals from anyone other than the Contractor. 7. Shall not participate in specialized field or laboratoiy tests or inspections conducted by others, except as specifically authorized Uy Owner. Delete Paragrapl� 9.04 of tl�e General Conditions in its entirety and insert the following in its place: 9.04 Aulhorized Vuriallons in Work A. En�;ineer may authorize minor variations in the Work from the requirements of the Contract Documents wl�ich do not involve an adjustment in the Contract Price or the Contract Times and are compatible with the design concept of the completed Project as a functioning whole as indicated by the Contract Documents. These may be accomplished by a Field Order. The Contractor shall notify the Engineer in writing prior to beginning any Work addressed in a Field Order if the Contractor does not agree that the Work involved represents no additional cost and/or time change in the Contract Documents. Delete Paragrapli 9.07 of the General Conditions in its entirety and insert the following in its place: 9.07 Deler°minations for Uni1 Price Work A. Bngineer will determine the actual quantities and classifications of Unit Price Work per!'ormed by Contractor. Engineer will review with Contractor the Engineer's preliminary detercninations on such matters before rendering a written decision thereon (by recommendation of an Application for Payment or otherwise). Engineer's written decision thereon is subject to the review and approva] of the Owner and the Owner's determination shall be final as provided in 9.01 A. Delete Paragraph 9.08 ofthe General Conditions in its entirety and insert ehe following in its place: 9.08 Decisrons on Reguirements ofContrac! Documenls and Acceptubility of Work A. Engineer will be the initial interpreter of the requirements of the Contract Documents and judge of the acceptability of the Work thereunder. Claims, disputes, and other matters relating to the acceptability of the Work, the quantities and classifications of Unit Price Work, the interpreta�ion of the requirements of the Contract SC-52 SC-53 Documents pertaining to the performance of the Work, and Claims seeking changes in the Contract Price or Contract Times �aill be referred initially to Engineer in writing, in accordance with the provisions of paragraph 10.05, with a request for a Formal decision. Engineer's formal decision thereon is subject to the review and approval of the Owner and the Owner's decermination shall be fina] as provided in paragraph 9.OlA B. The rendering of a decision by �ngineer pursuant to this paragraph 9.09 and the review and final decision by Owner thereof, with respect to any such claim, dispute, or other matter (except any which have been waived by tlie acceptance of final payment as provided in paragraph 14.07) will be a condition precedent to any exercise by Contractor of any rights or remedies it may otherwise have under the Contract Documents or by Laws or Regulation in respect to any sucli claim, dispute, or other matter. Delete Paragraph 10.05 of the General Conditions in its entirety and inse�t the following in its place: ] 0.05 Claims A. No[ice: Written notice stating the general nature of each Claim, dispute, or other matter shall be delivered by the claimant to Engineer promptly (but in no event later than 7 days) after the start of the event giving rise thereto. Notice of the amount or extent of the Claim, dispute, or other matter with supporting data shall be delivered to the Engineer within 30 days after tl�e start of such event (unless Engineer allows additional time for claimant to submit additional or more accurate data in support of such Claim, dispute, or other matter). A Claim for an adjustment in Contract Price shall be prepared in accordance with the provisions of paragraph 12.O1.B. A Claim for an adjustment in Contract Time shall be prepared in accordance with the provisions of paragraph 12.02.B. Each Claim shall be accompanied by claimanYs written statement that the adjustment claimed is the entire adjustment to which the claimant believes it is entitled as a result of said event. B. Engineer will issue a written recommendation to the Owner in writing within 30 days after receipt of the last submittal of the claimant or the last submittal of the opposing party, if any. C. If Engineer does not issue a written recommendation within the time stated in paragraph 10.O5.B, a decision denying the Claim in its entirety shall be deemed to have been issued 3l days afier receipt oF the last submittal of tlie claimant or the last submittal of the opposing party, if any. D. No Claim for an adjustment in Contract Price or Contract Times (or Milestones) will be valid if not submitted in accordance with this paragraph 10.05. Add the followinb paragrapli afier Paragraph 10.05 Claims, Part B Nolice: C. Suhcontractor claims, Duty ofCon��•aclor As provided in paragraph 6,06 G, the provisions of the contract documents are binding on and apply to SuUContractors insofar as they are applicable to the work performed by the SubContractor. This especially includes, �vithout limitation, the terms of the general conditions, and any addendums or suppleme�itary conditions modifying the general conditions. In regard to any claim for additional time, additional compensation, or other datnages filed by a SubContractor against the Contractor, the Contractor agrees to thoroughly review and analyze the claim in good faith as to its merits and amount. Contractor also agrees that it will not present or pass the claim through to the Owner as if it were the Conh•ator's claim, if the claim is subject to any valid legal or equitable defenses available to either Owner or Contractor under the contract documents, the terms of the subcontract, or applicable statutory or case law, which defenses include, but are not limited to, any and all notice and claim defenses arising under the subcontract or the contract documents. If the SubContractor claim is subject to any valid legal or equitaUle defense under the contract documents, the subcontract, or applicable statutory or case law, Contractor sl�all, as a condition precedent to the filing of any claim against the Owne�• by virtue of any derivative liability of the O�vner under tfie contt•act documents or applicable law, defend against the invalid SubContractor claim in a court oi competent jurisdiction, at Contractor's sole cost and SC-54 SC-55 SG56 SG57 SC-58 SC-59 expense. Failare of Contractor to defend against invalid SubContractor claims as required in this paragraph shall constitute a complete and unequivocal waiver of any right of Contractor to seek reimbursement from Owner. Furd�er, if the Contractor fails to provide the defense reyuired above, Contractor shall be obligated to indemnify and reimburse Owner for all expenses and costs, including but not limited to attorney's fees and expert witness costs, incurred by Owner in defending any lawsuit based upon a SubContractor claim, in which lawsuit a valid ]egal or equitable defense was available under the contract documents, the subcontract or applicable statutory or case ]aw. In Section 10.05 Claims, revise the existing headings of Paragraphs C, D, E and F to read D, E, F and G. Amend paragraph 11.01 A. of the General Conditions by striking out the following words in the third sentence: "those prevailing in the locality of the Project, shall include only the following items, and shall not include any of tl�e costs itemized in paragraph 11.01 B." and adding the following: "those paid for the Work included in the Contract Price, shall include only the following items, and shall not include any of the costs itemized in paragraph 11.01 B. Contractor shall provide certified payroll records listing personnel classifications and sataries for all individuals involved in additional Work. Salaries for those not included in the certified payroll will be considered as being compensated under paragraph 11.01 B.". Amend paragraph 11.01 A.1 of the General Conditions by striking out the following words in the second sentence: "without limitation superintendents, foreman" and adding the following: "one foreman (unless agreed upon prior to beginning Work). nmend paragraph ] 1.01 A.1 of the General Conditions by striking out the follo�vin� w�ords in the last sentence: "be included in the above" and adding tlie following: "not exceed 1.5 times regular pay and shall be included in the above" A►nend paragraph 11.01 B.1 by adding the following to ihe list of excluded personnel in the first sentence: Superinteiidents Amend paragraph 11.01 D. by modifying the sentence to read as follows; "..... and submit in a form and at iiitervals acceptable to Engineer ..." Delete Paragraph 11.03 C. of the General Conditions in its entirety and insert the following in its place: C. The unit price of an item of Unit Price Work shall be suUject to reevaluation and adjustment in accordance with paragraph 10.05 under the following conditions: 1. if the total cost of a particular item of Unit Price Work amounts to twenty percent (20%) or more of the Contract Price and the variation in the quantity of that particular item of Unit Price Work performed by the Contractor differs by more than twenty percent (20%) from the estimated q.uantity of such item indicated in the Agreement; and SC-60 SC-61 SC-62 SC-63 SC-64 if there is not corresponding adjustments with respect to any otlier item of Work; and 3. if Contractor believes that Contractor has incurred additional expense as a result thereof; or if Owner believes that the quantity variation entitles Owner to an adjustment in the Unit Price, either the Owner or Contractor may make a claim for an adjustment in the Contract Price in accordance with Article l 1.0] if the parties are unable to agree as to the effect of any such variation in the quantity of the Unit Price Work performed. Add new paragraph following 1 l.03 11.04 No Claims for Delays A. The Contractor agrees to make no claims for damage for delay in tlie performance of the Contract occasioned by any act or omission to act of the Owner, Engineer, or any oi' Yhe Enbineer's or Owner's agents, and agrees that any such claim shall be fully compensated by an extension of time, as set forth in a Change Order, to complete performance of the work as provided herein. Delete Paragraph 12.01 A. of the General Conditions in its entirety and insert the following in its place: A. The Contract Price may only be changed by a Change Order or Written Amendment. Any claim by Contractor for an adjustment in the Contract Price shall be in �vriting to the Engineer and will be processed iii accordance with Article 10 hereof. Delete Paragraph 12.02 A, of the General Conditions in its entirety and insert the following in its place: A. The Contract Tiroes (or Milestones) may only be changed by a Change Order or Written Amendment wliich sl�all be processed in accordance with Arcicle ]0 hereof. Amend paragraph ] 2.03 A. by deleting "abnormal weather condition." Add followinb: No time extension will be allowed for weather conditions. Add the following paragraph to 13.03.B of the General Conditions: 13.03.B.3 for tests or inspections resulting fi•om failure of initial test and inspections. The Contractor shall be responsible for paytnent of these tests and inspections. Add the following to 13.03 of the General Conditions: During the progress of the work, all materials, equipment and workmanship shall be subjected to such inspections and tests as will assure conformance with the contract requirements. Inspections and tests as required will be performed by an independent testing labol•atory approved by the Owner and paid for by the Contractor. All inspection and testing reports shall be furnished to the Owner and the Engineer as they are completed. Tl�e Contrac[or shall be responsible for coordination of all testing. The Owner shall have the righe to perform additional testing by its own testinb laboratory if it desires. The Contractor shall fur•nish at his expense all necessary specimens and samples for such additional testing. Any test results by the Owner or his representative not meeting the specifications will require additional tests and inspections SC-65 SC-66 SC-67 paid for by the Contractor. The Engineer will determine the additional testing and extra inspection required to obtain substantial conformance with the Contract. ln the event materials, construction items or products incorporated in the work fail to satisfy the minimum requirements of the initial test, appropriate additional tests shall be made as directed by the Owner to determine the extent of the failure and co verify cliat the corrective measures have brought the item up to specification requirements. The cost of all testing necessary to determine the extent of the failure and the adequacy of the corrective measures shall be the responsibility of tlie Contractor. Tests, unless otherwise specifed, shall be made in accordance with the latest methods of the American Society for Testing and Materials. The Contractor shall provide such facilities as the Ownee may require for collecting and forwarding samples and shall not use the materials represented by the samples until tests have been made. The Contractor shall furnish adeyuate samples without charge. The inspections and tests made by the O�vner, its inspectors or agents shall ordinarily be made without cost to the Contractor unless otherwise expressly specified in the contract documents. The Co»tractor shall furnish withouk additional cost to the Owner such materials for testing as may be reasonably necessary. Retesting after failure to pass tests shall be at the expense of the Contractor. Should the percentage of rejected material or equipment be unreasonably large, the additional cost of such inspections and tests resulting therefrom shall be borne by the Contractor. The Owner sha11 judge what is extra inspection and shall determine the additional cost lhereby and payable by the Contractor. Delete Paragraph 13.04 of t}ie General Conditions in its entirety and insert the following in its place: 13.04 Uncoveri�ag Work A. If any Work is covered contrary to the request of Engineer, it must, if requested by Engineer, be uncovered for Engineer's observation and replaced at Contractor's expense. B. In circumstances different from 13.04 A above, if Engineer considers it necessary or advisable that covered Work be observed by lhe Engineer or inspected or tested by others, Gontractor at Engineer's request, shall uncover, expose, or otherwise make available for observation, inspection, or testing as Engineer may require, that portion of the Work in yuestion, furnishing all necessary labor, material and equipment. If it is found that such Work is defective, Contractor shall pay all Claiins, costs, losses, and damages (including but not limited to all fees and charges of Engineers, architects, attorneys, and other professionals and all court or arbitration or other dispute resolution costs} arising out of or relating to such uncovering, exposure, observation, inspection, and testing, and of satisfactory replacement or reconstruction (including but not limited to all costs of repair or replacement of work of others); and Owner shall be entitled to an appropriate decrease in the Contract Price. Add the following to paragraph 13.07 A.: When early acceptance of a Substantially Completed por[ion of the Work is accomplished in the manner indicated, the correction period for that portion of the Work shal] commence at the time of substantial completion of that Work. Delete Paragraph 13.08 A. of the General Conditions in its entirety and insert the following in its place: A. If, instead of rec�uiring correction or removal and replacement of defective Work, Owner (and, prior to Engineer's recommendatioil of fina] payment, Engineer) prefers to accepY it, Owner may do so. Contractor shall pay afl Claims, costs, losses, and damages (including but not limited to all fees and charges of Engineers, architects, attorneys, and othec professionals and all court or arbitration or other dispute resolution costs) attributable to Owner's evaluation of and determination to accept such defective Work (such costs to Ue approved by Engineer as to reasonableness) and the diminished value of the Work to the extent not otherwise paid by Contractor pursuant to this sentence. lf any such acceptance occurs prior to Engineer's recommendation of fina! payment, a Cl�ange Order will SC-68 SC-69 SC-70 SC-71 SC-72 be issued incorporatin� the necessary revisions in the Contract Documents with respect to the Work, and Owner shall be entitled to an appropriate decrease in the Contract Price, reflecting the diminished value of Work so accepted. Delete Paragraph 13.09 C. of the General Conditions in its entirety and insert the following in its place: C. All Claims, costs, ]osses, and damages (including but not limited to all fees and charges of Engineers, architects, attorneys, and other professionals and all court or arbitration or other dispute resolution costs) incurred or sustained by Owner in exercising the rights and remedies under this paragraph 13.09 wil! be charged against Contractor, and a Change Order will be issued incorporating the necessary revisions in the Contract Documents with respect to the Work; and Owner shall be entitled to an appropriate decrease in the Contract Price. Such claims, costs; losses and damages will i�iclude but not be limited to all costs of repair, or replacement of work of others destroyed or damaged by correction, removal, or replacement of Contractor's defective Work. Delete paragraph 14.01 of the General Conditions in its entirety and replace with the following paragraph: The schedule of values submitted as provided in paragraph 2.OS.B3 will serve as the basis for progress payments, subject to acceptance by Engineer, and �vill be incorporated into a form of Applieation for Payment acceptable to Engineer. Progress payments on account of Unit Price Work will be based on the number of units completed. Contractor shall submit a detailed schedule of values of the work to be performed on the project in conformance with Section 0] 3] 0 Schediiles, Reports and Payments. Delete Paragraph 14.02 A.3. of tl�e Gei�eral Conditions in its entirety and insert the following in its place: 3. The amount of retainage with respect to progress payments will be five percent (S%) of the total amount of completed Work and properly stored materials on hand. In addition Yo the amount retained above, the Owner may retain additional amounts as set forth elsewhere in the Contract Documents. Amend the first sentence of paragraph 14.02 C.1. to read as follows: "T'hirty (30) days after presentation of the Application for Payment to Owner ...." Delete 14.02 D. 1, d. Add new para6raphs immediately after paragraph 14.02 D.l.c. of the General Conditions which are to read as follows: d. Owner has been notified of Contractor's failure to make payments to SubContractors or Suppliers or for labor; e, Contractor's failure to submit up-to-date record documents as required by GC-G.12; f. Contractor's failure to submit monthly progress schedule updates or revised schedules as requested by the Owner or �ngineer; control; g. Contractor's failure to provide Project photographs required by Specifications; h. Unsatisfactory progress of the work not caused by conditions beyond the Contractor's Contractoe's failure to carry out instructions of the Owner or his representative; SC-73 SC-74 j. Owner has a reasonable doubt that the contract can be completed for the balance tllen unpaid; k. Damage to another Contractor; Claim filed by or against Contractor or reasonable evidence indicating probable filing of claims; or m. Owner has actual knowledge of the occurrence of any of the events enumerated in paragraphs 14.02.B.S.a through 14.02.B.5.1 or paragraph 15.02.A. Add a new paragraph immediately after 14.02 D. 3. Owner �nay permanently withhold payment from Contract Price for a. liquidated damages incurred by Contractor, or b. compensation for Engineer for overtime charges of Resident Project Representative, third review of suUmittals, review of substitutions, re-inspection fees, inspections or designs related to correction of defective Work, or other Services identified as requiring payment by the Contractor. Compensation will be based on tlie following rates: _m___._. ...M...__ _ _ �..m_ Position Hourlv Rate .._ ..� - .�..� Principal i�� Charge �185.00—$225.00 .� �...... __ __ �_ . ._... _ _.. Sen�or Professional � $145.00 $190.00 .m�.__�..�� _ � �... .._ Re6istered Professional $80.00 - $130,00 � � � ,........�...� � .�........ . �..�_._. Construction Manager $80.00 - $130.00 � _ .� ..,______._._ _� e._.. .�,. � Resident Project Representative $80.00 - $130.00 _.....__.._ � � �. .._. ......M_��_. . _... �.w... Design Engineer $125.00 - $140.00 .�_.�_. __ _...._ _ �„ - Engineering T��l��t�cian $G5.00 - $1 I5.00 �. �....v_ .�� _, _._.e — _.�._ _ _..._ �� Clerk � � $60.00 - $90.00 _�.........� . -- _ _.. _ ��......_ Other Direct Costs will be billed at the actual cost m�alti��lic.ci by 1.15, c. Costs for tests performed by the Owner to verify that work previously tested and found to be defective has been corrected. Verification testing is to be provided at the Contractor's expense to verify products or constructed works are in compliance after corrections have been made. Delete ParagrapEi 14.04 of the General Conditions in its entirety and insert the following in its place: 14.04 Subslancia! Conrple[ion A. When Contractor considers the entire Work ready for its intended use Contractor sha11 notify Owner and Engineer in writinb that the entire Work is substantially complete (except for items specifically listed by Contractor as incomplete) and request lhat Engineer issue a certificate of Substantial Completion. Promptly thereafter, Owmer, Contraccor, and Engineer shall make an inspection of tl�e Work to determine the status of completion. If Engineer does not consider the Work substantially complete, Engineer will notify Contractor in writing giving the reasons therefor. If Engineer considers the Work substantially complete, Engineer will prepare and deliver to Owner a tentative certificate of Substantial Completion which shall fix the date of Substantial Completion. Tliere shall be attached to the certificate a tentative list'of items to be completed or corrected before final payment. Owner will tl�ereafter review the ten�ative certificate of Substantial Completion and make a fina] determination as to substantial completion which will be communicated to the Contractor in writing within 20 days after receipt of the tentative certificate. SC-75 Delete Paragraph 14.07 A.1. of the General Conditions in its entirety and insert tl�e following in its place: A, Applicalion for Payment 1. After Contractor has satisfactorily completed all corrections identified during the final inspection and has delivered, in accordance with the Contract Documents, all maintenance and operating instructions, schedules, guarantees, Bonds, certificates or other evidence of insurance certificates of inspection, marked-up record documents (as provided in paragraph 6.12), and other documents, Contractor may make application for final payment following the procedure for progress payments. SC-76 Add the following after paragraph 14.07 C. Tn the event the Contractor fails to attain Substan[eal Completion of the entire Project (all bid items except fnal clean-up) within the Contract Time, the Owner may withhold money permanently from the ContracYor's total compensation a sum of $1,500 per day as diquidated damages and for added expenses including Engineerinb services, etc. In the event the Contractor fails to attain Final Completion of the entire Project (all bid items) witliin tlle Contract Time, the Owner may withhold money permanently, fi•om the Contractor's total eompensation a sum of $1,500 par day as liquidated damages and for added expenses including Engineering services, etc. 'Che Owner will be the sole judge as to whether the work has been completed within the allotted time. Accordingly, it is agreed and understood that said amount is to be assessed by the Owner, not as a penalty, but as a predetermined and agreed upon liquidated damage. Additionally, assessment of liquidated damages by the Owner shall not constituie a waiver of the Owner's right to sue and collect additional damages which Owner may sustain by the failure of the Contractor to perform in accordance with the terms of its Contract. SC-77 Delete Paragraph 14.08. of the General Conditions in its entirety and insert the following in its place: 14.08 Fina! Canpletion Delayed A. If after Substantial Completion of the Work final completion thereof is materially delayed though, no fault of the Contractor, and tl�e Engineer so confirms, Owner, upon certi#ication by Engineer, and without terminating the Agreement, may make payment of all or a portion of the balance due for that po�tion of the Work fully completed and accepted. If the remaining balance for the Work not fiiliy completed or corrected is less than the retainage stipulated in the Agreernent, and if Bonds have been furnished as required in Paragraph 5.01, the written consent of the surety to payment of the balance due for that portion of the Work fully completed and accepted shall be submitted by the Contractor to Engineer prior to certifications of such payment. Such paymene, if approved, shall be made under tlie terms and conditioiis governing final payment, except that it shall not constitute a waiver of claims. SC-78 Delete Paragraph 14.09. of the General Conditions in its entirety and insert the following in its place: 14.09 Waiver of Claims A. The acceptance of final payment by the Contractor sl�all constitute a waiver of all claims by Contractor against Owner. SC-79 SC-80 Delete Paragraph 15.01 ofthe General Conditions in its entirety and insert the following in its place: I5.01 Owner;r Righ1 to Temporarily SusJ�end Work A. Reasons for Suspension. The Owner shall have the right by written order to teinporarily suspend the work, in whole or in part, whenever, in the judgment of tlie Owner, such temporary suspension is required: in the interest of the Owner generally, 2. due to government or judicial controls or orders wl�ich make performance of this contract temporarily impossible or illegal, . 3. to coordinate the work of separate Contractors at the job site, 4. to expedite the completion of a separate contract even though tlie completion of this particular contract may be thereby delayed, because of weather conditions unsuifable for performance of the work, or 6. because the Contractor is proceeding contrary to contract provisions or has failed to correct conditions considered unsafe for workmen. B. The written order of the Owner to the Contractor shall state the reasons for suspending the work and the anticipated periods for such suspension. Upon receipt of the Owner's written order, the Contractor shall suspend the work covered by the order and shall take such means and precautions as may be necessary to properly protect the finished and partially finished work, the unused materials and uninstalled equipment, including the providing of suitable drainage about tl�e work and erection of temporary structures where necessary. The Contractor shall not suspend the work without written direction from the En�;ineer and shall proceed with the work promptly when notified by the Engineer to resume operations. C No additional compensation shall be paid to the Contractor for such suspension under Paragraph ] 5.0] A.6. above or otherwise where same is caused by the fault of the Contractor. Where such temporary suspension is not due to the fault of the Contractor, he shall be entitled to: 1. An equitable extension of working time•for the completion of the work, not to exceed the delay caused by such temporary suspension, as determined by the Owner; and 2, the actual and necessary costs of properly protecting the finished and partially finished work, unused materials and uninsta[led equipment during the period of the ordered suspension as determined by the Owner as being beyond the contract requirements, such costs, if any, to be determined on the basis set forth in Article 12 of the General Conditions, and 3. where the Contractor elects to move equipment from the job site and then return it to the site when the work is ordered resumed, the actual and necessary costs of these moves, in an amount determined by the Owner under the provisions of Article 12 of the Genera] Conditions Delete Paragraph 15.02 of tt�e General Conditions in its entirety and insert the following in its place: 15.02 Ca�traclor Defaull: Owner's Righ1 lo Suspend YVork and Annul Conlracl A. Tlie work or any portion of the work under contract shall be suspended immediately on written order of the Owner declaring the Contractor to be in default. A copy of such notice shall be served on the Contractor's surety. The contract may be annulled by the Owi�er for any good cause or causes, among others of which special reference is made to the following: 1. failure of the Contractor to start the work within ] 0 days from date specified in the written work order issued by the Owner ta begin the work; 2. substantial evidence that the peogress of the work being made by the Contractor is insufficient to complete the work wiYhin the specified working time; 3. failure of the Contractor to provide sufficient and proper equipment, materials or construction forces for properly executing the work; 4. substantial evidence that the Contractor has abandoned the work or discontinuance of the performance of the work or any part thereof and failure to resume performance within a reasonable tiroe after notice to do so; 5. substantial evidence that the Contractor has become insolvent or bankrupt, or otherwise financially unable to carry on tl�e work; 6. deliberate failure on the par� of the Contractor to observe any �equirements of these specificatiuns or to comply with any orders given by the Engineer as provided for in these specifications; 7. failure of the Contractor to promptly make good any defects in materials or workmanship, or any defects of any nature, the correction of which has been directed in writing by the Owner; 8, substantial evidence of collusion for the purpose of illegally procuring a contract or perpetrating fraud on the Owner in the construction of work under contract; 9. eepeated and flagrant violations of safe working procedures; 10. the filing by the Contractor of litigation against the Owner prior to final completion of the work. B. When the work is suspended for any of the causes itemized above, or for any other cause or causes, the Contractor shall discontinue the work or such part thereof as the Owner shall designate, whereupon the surety may either at its option assume the contract or that po�-tion thereof whicl� the Owner has ordered the Contractor to discontinue and perform the same or, with Yhe written consent of the Owner, sublet the same, provided, however, that the surety shall exercise its option within two weeks after the written notice to discontinue the work lias been served upon tl�e Contractor and upon Yhe surety or its authorized agents. The surety in such event shall assume the Contractor's place in all respects and sl�all be paid by tl�e Owner for all work performed by it in accordance with the terms of the contract, but in no event shall such payments exceed the contract amount, regardless of the cost to ihe surety to complete the work. All monies remaining due the Contractor aY the time of his default shall thereupon become due and payable to the surety as the work progresses, subject to all terms of tl�e contract. ln case the surety does not, wiYhin the hereinabove specified time, exercise its obligation to assume the contract or that portion tliereof which the Owner has ordered the Contractor to discontinue, then the Owner shall l�ave the power to complete by contract or otherwise, as it may determine, the work herein described or such part thereof as it may deem necessary; and the Contractor hereto agrees that the Owner shall have the riglit to take possession of or use any or all of the materials, plant, tools, equipment, supplies and property of every kind provided by the Contractor for the purpose of his work and to procure other tools, equipment and materials for the completion of the same and to charge to the account of fhe Contractoe the expense of said contract for ]abor, materials, tools, equipment and expenses incident thereto. The expense so charged shall be deducted by the Owner out of such monies as may be due or may at any time thereafier become due the Contractor under and by virtue of the contract or any part thereof. C. The Owner shall not be required to obtain the lowest bid for the work of completing the contract, but the expenses to be deducted shall be the actual cost of such work. In case such expense is less than the sum which would have been payable under the contract if the same had been completed by the Contractor, then in such case tlie Owner may pay the Contractor the difference in the cost, provided that the Contractor shall not be entitled to any claim for damages or for loss of anticipated profits. D. In case such expense shall exceed the amount which would have been payable under the contract if the same had been completed by the Contractor, the Contractor and his surety shall pay the amount of the excess to the Owner on notice from the Owner for excess due including any costs incurred by the Owner, such as iuspection, legal fees a�id liquidated damabes. When any particular part of the work is being carried on by the Owner by contract or SC-81 otherwise under the provisions of this section, the ConU•actor shall continue the remainder of the work in conformity with the terms of the contract and in such a manner as not to hinder or interfere with tl�e performance of workmen employed as above provided by the Owner or surety. Delete Paragraph 15.03 of the General Conditions in its entirety and insert the following in its place: 15.03 Tern:inalion for Convenience of lhe Owner A. The performance of the work under this contract may be terminated by tl�e Owner in whole or from time to time in part, in accordance with this section, whenever the Owner shall determine that such termination is in tl�e best interest of the Owiier. Any sucli termination shall be effected by mailing a notice of termination to the Contractor specifying the extent to which performance of work under the contract is terminated, and the date upon which such Yermination becomes effective. Receipt of the notice shall be deemed conclusively presumed and established when the letter is placed in tl�e United States Mail by the Owner. Further, it shall be deemed conclusively presumed and established that such termination is made with just cause as therein stated; and no proof in any claim, demand or suit shall be required ofthe Owner regarding such discretionary action. B. Afier receipt of a notice of termination, and except as otherwise directed by the Engineer, the Contractor shall: stop work under the contract on the date and to the extent specified in the notice of termination; 2. place no further orders or subcontracts for materials, services or facilities except as may be necessary for completion of such portion the work under the contract as is not terminated; 3. terminate all orders and subcontract to the extent that they relate to the performance of work terminated by the notice of termination; 4. transfer title to the Owner and deliver in the manner, at the times, and to the extent, if any, directed by the Engineer: a. the fabricated or unfabricated parts, work in process, completed work, supplies and other material produced as a part of, or acquired in connection with the performance of, the work terminated by the notice of termination; and b. the completed or partially completed plans, drawings, information and other pcoperty which, if the contract had been completed, would have been required to be furnished to the Owner. 5. complete performance of such part of the work as shall not l�ave been terminated by the notice of termination; and 6. take such action as may be necessary, or as the Engineer may direct, for the protection and preservation of the property related to its contract which is in the possession of the Contractor and in which the Owner has or may acquire an interest. At a time not later than 30 days after the termination date specified in the notice of termination, the Contractor may submit to the Engineer a]ist, certified as to the quantity and quality, of any or all items of termination inventory not previously disposed of, exclusive of items the disposition of which has been directed or authorized by the Engineer. Not later than 15 days thereafter, Yhe Owner shall accept title to such items and remove them or enter into a storage agreement covering the same, provided that the list submitted shall be subject to verification by the Engineer upon removal of the items, or, if the items are stored, within 45 days from the date of submission of the list, and provided that any necessary adjustments to correct the list as submitted shall be made prior to final settlement. C. Within 60 days after noiice of termination, the Contractor shall submit his termination claim to the Engineer in the form and with the certification p►•escribed by the Engineer. Unless one or more extensions in writing are granted by the Engineer upon request of the Contractor, made in writing within such 60-day period or authorized extension thereof, any and all such claims shall be conclusively deemed waived. D. Subject to the provisions of Paragraph 15.03 C., the Contractor and Owner may agree upon the whole or any part of the amount or amounts to be paid to the Contractor by reason of the total or partial termination of work pursuant hereto, provided that such agreed amount or amounts shall never exceed the total contract price as reduced Uy the amount of payments otherwise made and as further reduced by the contract price of work not terminated. The contract shall be amended accordingly, and the Contractor shall be paid the agreed amount. No amount shall be due for lost or anticipated profits. Nothing in Paragraph 15.03 E., hereunder, prescribing the amount to be paid to the Contractor in the event of failure of the Contractor and the Owner to agree upon the whole amount to be paid to the Contractor by reason of the termination of work pursuant to this section, shall be deemed to limit, restrict or otherwise determine or affect the amount or amounts which may be agreed upon to be paid to the Contractor pursuant to this paragraph. E. In the event of the failure of the Contractor and the Owner to agree, as provided in Paragrapli 15.03 D., upon tlie whole amount to be paid to the Contractor by reason of the termination of work pursuant to this section, the Owner shall determine, on the basis of informafion available to it, the amount, if any, due to the Contractor by reason of the termination and shall pay to the Contractor the amounts determined. No amount shal! be due for lost or anlicipated profts. F. In arriving at the amount due the Contractor under this section, there shall be deducted; 1. all unliquidated advance or other payments on account theretofore made to the Contractor, applicable to the terminated portion of this contract; 2. any claim which the O�vner may have against the Contractor in connection �vith this contract; and 3. the agreed price for or the proceeds of sale of any materials, supplies or other lhings kept by the Contractor or sold, pursuant to the provisions of this clause, and not otherwise recovered by or credited to the Owner. G. If the termination Ilereunder be partial prior to the settlement of the terminated portion of this contract, tl�e Contractor may file with tlie �ngineer a request in writing for an equitable adjustment of the price or prices specified in the contract relating to the concinued portion of the contract {the portion not terminated by the notice of termination), and such equitaUle adjustment as may be agreed upon shall be made in such price or prices; nothing contained herein, however, shall limit the right of the Owner and the Contractor to agree upon the amount or amounts to be paid to the Contractor for the completion of the continued portion of the contract when said contract does not contain an established contract price for such continued portion. H. Nothing contained in this section shall limit or alter the rights which the Owner may have for termination of this contract under Paragrapli 15.02 hereof entitled "Contractor Default; Owner's Right to Suspend Work and Annual Contract" or any other right which (�wner may have for default or breach of contract by Contractor. SC-82 Delete Paragraph 15.04 in its entirety. SC-83 Delete Paragraph ]6Al ofthe General Conditions in its entirety, SC-84 [n paragraph 17.01 A., insert the words "return receipt requested" after the words "certified mail" in line 6, SC-SS In paragraph 17.02 A., remove "such day will be omitted from the computation" in line 6 and replace it witl� "then the last day of such period shall be tlie next working day." SC-86 SC-87 SC-88 SC-89 Add the following paragraph after paragraph 17.05 A.: B. Exclusive venue for any action under this Contract shall be a court of competent jurisdiction in Denton County, Tex�s. Add the following paragraph after paragraph 17.06: 17.07 Fixed Dale Concracts A. All references and conditions for a"calendar contract" in the General Conditions shall apply for a "Fixed Date Contract." Add the following paragraph after paragraph 17.07: ] 7.08 No Waiver of Legal Rightc A. Inspection by the Engineer; any order, measurement, quantity or certificate by Yhe Engineer; any order by the Owner for payment of money; any payment for or acceptance of any work; or any extension of time or any possession taken by the Owner shall not operate as a waiver of any provisions of the contract or any power therein reserved to the Owner of any rights or damages tl�erein provided. Any �aaiver of any breach of contract shail not be held to be a waiver of any other or subsequene breach. The Owner reserves the right to correct any error that may be discovered in any estimate tl�at may have been paid and to adjust the same to meet the requirements of the contract documents. The Owner reserves the right to recover by process of law sums as may be sufficient to correct any error or make good any deficiency in the work resulting from such error, disl�onesty or collusion by tlie Contractor or his agents and ehe Engineer or his assistants, discovered in the work after the final payment has been made. Neither final acceptance of the work, nor final payment shall relieve the Contractor of responsibility for faulty materials or workmanship, and the Contractor shall promptly remedy any defects due tl�ereto and pay for any damage to other �vork resulting therefrom. Likewise, neither final acceptance nor final payment, nor partial or entire use or occupancy of the work by the Owner shall constitute acceptance of work not done in accordance with the contract documents or relieve Contractor of liability with respect to any expressed or implied warranties or responsibility !'or faulty malerials or workmanship, whethee same be patently or latently defective. Add the following paragraph after paragraph 17.08: ] 7.09 Equal Employnient Oppv�7unity A. During the performance of this contract the Contractor agrees as follows: 1. Contractor shall not discriminate against any employee or applicant for employment because of race, color, religion, sex, a�e or national origin. The Contractor shall take affirmative action to insure that applicants are employed and that employees are treated during employment without regard to their race, color, sex, religion, age or national origin. Such action shall include, but not be limited to, the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; ]ayoff or termination, rates of pay or other forms of compensation; and selection for training, including apprenticeship. The Contractor agrees to post in conspicuous places, available to employees or applicants for employment, notices to be provided setting forth the provisions ofthis nondiscrimination clause. 2. Contractor shall, in all solicitations or, adveitisements for employees placed by or on behalf of the Contractor, state that all qualified applicants shall receive consideeation for employment without regard to race, color, religion, sex, national origin or age. SC-90 SC-91 SC-92 SC-93 SC-94 SC-95 SC-96 3. Contractor shall send to each labor union or representative of workers with which he has a collective bargaining agreement oi• otlier contract or understanding a notice to be provided, advising the said labor union or workers' representatives of the Contractor's commitments under this section, and shall post copies of the notice in conspicuous places available to employees and applicants for employment. Contractor shall include the provisions of this section in all subcontracts pertaining to the work. 5. During the course of tlie work, the Contractor shall submi4 to the Engineer, on a monthly basis, a breakdown by minority group of all employees at the site of the work. Add the following paragraph after paragraph 17.09: 17.10 Loss ofAnlicrpated Profils A. Contractor will not be entitled to loss of anticipated profits pursuant to any claim under this Agreement. Add the following paragraph after paragraph 17.10: 17.1 I Obligation lo Perform Funclions A. Any failure or neglect on the part of Owner, Engineer or inspectors to enforce provisions herein dealing with supervision, control, inspection, testing or acceptance and approval of the work shall never operate to relieve Contractor from full compliance with the contract documents nor render Owner liable to Contractor for money damages, extensions of time or increased compensation of any kind. All bonds must Ue submitted on Owner forms. Copies are attached. ]nsurance Certificate must be suUmitted and issued witli the Owner listed as the ceitifcate holder. The Cancellaiion Policy must read as follows: "Said policy shall not be cancelled, non-renewed or materially changed without 30 days advance written notice being given to the Owner, except when the policy is being cancelled for nonpayment of premium in which case 10 days advance written notice is required." By signing the proposa! sheet, the representative has read and understands all plans, specifications, general design standards involved with Yhis project. Deleted by lntention. SUBCON_TRACTORS, Each bidder shall submit lhe names of the SubContractors and material suppliers proposed for such portions of the work as are desigi�ated in the bidding documents, and the names of the SubContractors peoposed for the principal portions of �vork. The Bidder will be required to establish to the satisfaction of the Owner the reliability and responsibility of the proposed SubContractor to furnish and perform such portions of this work. Prior to the award of the contract, the Owner will notify the Bidder in writing if the Owner has a reasonable objection to any SubContractor on the list. If the Owner objects to any SubContractor on the list in writing, the Bidder may, at its option, withdraw its bid without forfeiture of bid security, notwithstanding anything to the contrary herein. The Bidder may submit an acceptable substitute without a change in the bid price. SubContractors and other persons and organizations proposed by the Bidder and accepted by the Owner must be used on the work for which they were proposed and accepfed and shall not be changed eacept with the written approval of the Owner. Should a conflict arise be��A�� il�� C� I�1#�? d�cu��enf s� Iier l��;�n� �r c�t�i��ct• t�� der�n� �� _. _ _ conditions set forth in the ne�otiated contraci shall nrevail. END OF SECTION , . i' 1 i 1• i �• , . , , r � � i ADDITIONAL TERMS AND CONDITIONS Contract Term It is the intention of the City of Denton to award a contract for construction of the project as described in the drawin�s and speciiications, Materials and services undertaken pursuant to this RFP will be required to commence within fourieen (14) days of delivery of a Notice to Proceed. The services shall be accomplished per the Scope of Work as identified in Section ITI, the Proeurement Process and Procedures as outlined in Section II, and shall conform to the requirements contained in the Technical Specification in Exhibit 2, and Technical Drawings in Exhibit 3. The Contract shall commence upoii the issuance of a Notice to Proceed by the City of Denton and shall automatically expire upon completion of the work and acceptance by the City of Denton. Pricen Only firm, lump sum pricing with no escalation will be accepted for this project. Price Adjustments Price adjustnnents will not be allowed for this project unless a change in scope is approved that increases or decreases the amount of work required. Requests or proposals for changes in scope must be submitted in writing with documentation that provides justificatioii fo�• tlle change and supporting evidence that describes the basis for the cost change. Upon receipt of such request, the City of Denton reserves the right to either: accept the proposed change as competitive with the general market price at the time and issue appropriate authorizations or reject the increases within 30 calendar davs after receipt of a properly submitted request. No work shall be undertaken on a proposed cliange until authorized by the City of Denton in the form of a Purchase Order change and/or other documentaiion appropriate to amending the contract. The request can be sent by e-mail to: purchasinQ(cr�cityofdenton.com Or mail to: City of Denton Attn: Purchasing Manager RFP # 4811 901 B Texas Street Denton, Texas 76209 Or call: City of llenton Purchasing (940) 349-7100 The City of Denton reserves the right to accept, reject, or negotiate any proposed price changes. Quantities The quantities indicated on the drawings and in the Technical Specification are believed to be accurate but shall be considered only as estimates. The project requires complete and funetional construction of the substation periineter fence in accordance with the diniensions presented on the project documents. Differences between the quantities of material required and the estimated quantities will not be considered as basis for a change in the price for the p�'��j�ct. I�� ;�t�i��zitir�g ��"t�)��1, �E�� P��°`��" �� stating that he has reviewed the project drawings an�l ��eci�c�iic�ns at�c� ��i�c��;�'st�r�� E��iz° zt�t��t �a7c� 1�� checked the quantities and dimension and is asserti�� I�r�t il�e; �rr•c�{�«��al is i�ai��i�� i� ��;co��t �`c�2� �l1 conditions and quantities to complete the project as ci��til�e� rt� tl�e ��l�a�� 3�sci ��c.i�acat��rt�• Substitutions Substitutions are not permitted without the written approval of the City of Denton Purchasing Department. For substitutions prior to the proposal deadline, this will be accomplished with a submittal to the Architect/�ngineer, and approval by the City representative, and issuance of a writte�i addendum. For substitutions after contract award, this will Ue accomplished with a submittal request to the Architect/Engineer, and approval by the City representative, and issuance of a written contract change order. Product Chan�es Durin� Contract Term The supplier shall not change specifications during the contract term without prior approval. Any deviation in the specifications or change in the product must be approved in advance by the City of Denton. Notice of a change shall be submitted in writing to the Project Manager with the RFP number in the subject line, for review. Products found to haae changed specifications without notification, and acceptance, will be rejected and must be removed from the site at the supplier's expense. Products that have been installed shall be replaced at the supplier's expe»se. Patent Riglats. The contractor agrees to indemnify and hold harmless the City from any claim involving patent right infringement or copyrights on goods supplied. Asbestos Frce Materials The contractor shall provide asbestos-free materiats as represented by the Manufacturer's "Materials Safety Data Sheets" ��i�irt� tR� �l��i:�, 1?�s�,K��i�ct�i��re� �`t��i�,r• `�9t�f��F<��•� �!�M��r��rz�c��i I+sa��C��W ��v�i�.t•�l�i�a� Any software, research, reporis studies, data, photographs, negatives or other documents, drawings or materials prepared by contractor in the performance of its obligations under this contract shall be the exclusive property of the City and all such materials shall be delivered to the City by the contractor upon completion, termination, or cancellation of this contract. Contracior may, at its own expense, keep copies of all its writings for its personal files. Contractor shall not use, willingly allow, or cause to have such materials used for any purpose other than the performance of contractor's obligations under this contract without the prior written consent of the City; provided, however, that contractor shall be allowed to use non-confdential materials for writing samples in pursuit of the work. The ownership rights described herein shall i�7clude, but not be limited to, the right to copy, publish, display, transfer, prepare derivative works, or otherwise use the works. Adclyix� New Products or Services to the Go�titra.ct_��ftc�•. A►v:i�-d Following the Contract award, ADDITIONAL services of the same general category that could have been encompassed in the award of this contract, and that are not already on the contract, may be added. A formal written request may be sent to successful Conh-actor to provide a proposal on the additional services and shall submit proposal to the City as instructed. All submitted priees are subject to negotiation in accordance with Texas Government Code 2254. The City may accept or reject the proposal, and may issue a separate RFQ for the services requested, after rejecting some, or all, of the proposal. The services covered under this provision shall conform to the statement of work, specifications, and requiremenis as outlined in the request. Contract changes shall be inade in accordance with Local Government Code 252.048. Sam�les Respondents must make samples available in accordance witli the specification and upon request by the City of Denton prior to award with no costs to the City. Venue This agreement shall be governed by the law of the State of Texas and venue for its construction and enforcement shall lie in the courts of Denton County, Texas. Silence of Snecircations The apparent silence of these specifications as to any detail or the apparent omission from it of a detailed description concerning any point, shall be regarded as a meaning that the only best conamercial practices are to prevail. All interpretations of these specifications shall be made on the basis of this statement. Prevailin� Wa�e Rates In accordance with Texas Government Code 2258, the awarded contractor shall comply with prevailing wage rates as defined by the United States Department of Labor Davis-Bacon Wage Determination at http://www.dol.�ov/whd/contracts/dbra.htm and at the Wage Determinations website www.wdol.gov for Denton County, Texas (WD-2509). Notwithstanding any oiher provision of this Contract, the awarded contractor hereby represents and warrants that the contractor shall pay to each of its employees a wage not less than what is currently known as the "Federal Minim.um Wage" and any increase or amendments thereto. Furthermore, contractor shall produce proof of compliance with this provision by contractor to the City. The City shall withhold payments due to contractor until contractor has complied with this provision. Prior to any payment being made for work satisfactorily completed and accepted, contractor shall subinit wage rate affidavits with its billing documents affirming that all employees have been paid not less than the current "Federal Minimum Wage". Special Permittin� Requirements The awarded contractor shall obtain and work with identified staff to obtain the necessary permits for construction of the project, as identified in the Scope of Work and Specification Requirements. Contracts and Bonds Successful awarded contractor will be required to sign original contract and submit a performance and payment bonds for 100 percent of the total proposal submitted before work is to commence. The contractor shall assume all costs in increasing the bond limits if change orders are formally approved. Bonds shall be in accordance with the V.T.C.A Government Code Section 2253.021, as amended. The City shall normally return the proposal boi�.ds within ten (10) working days after the proposal due date, except for the three top ranked firms. The three top ranked firms will be retained by the City until the required contract and bonds have been executed, after which they shall be returned. 1 � �, . . , , �, � , ' �. � �� PERFORMANCE BOND Bond No. 6340855 STATE OF TEXAS COUNTY OF DENTON § KNOW ALL MEN BY THESE PRESENTS: That t:�a�c�c��rk �i�a�:tur�s ! S�.P".°.°`w�zta� address is 1665 - - _ ��a�n�c��a ��d� �°��l V�aa°tl�,, fi�xas 7� 1�'i ��r�ina�� called Principal, and Fidelity and Deposit Companv of Marvland, 4�`t:nrpp��aii�n organized and e�sting under the laws of the State of M,arvland, and fully authorized to transa.ct business in the State of Texas, as Surety, are held and firmly bound unto the City of Denton, a municipal corporation organized and existing under the laws of the State of Te��s, her��n��:�� li�� (7�un�r, in tl�e ��na1. sum of Iitve 1'�Iilli��s�, �nd �;cv�n�v�F��r "�'hc�us,�� (��1�{�t.l ��QLLAR'� (�5 [�74 (i(?{�.{lt��.�in l��wful r�c��+ of the United States, to be paid in Denton County, Texas, for the payment of which sum well and truly to be made, we hereby bind ourselves, our heirs, executors, administrators, successors, and assigns, jointly and severally, firmly by these presents. This Bond shall automatically be increased by the amount of any Change Order or Supplemental Agreement, which increases the Contract price, but in no event shall a Change Order or Supplemental Agreement, which reduces the Contract price, decrease the penal sum of this Bond. THE OBLIGATION TO PAY SAME is conditioned as follows: Whereas, the Principal entered into a c�rtait� C€�f�ir�c� ide�ati9i�� b� Ordinance Number 2013-299, with the City of Denton, the Owner, dated 15th dav ��` ��l�%er �'�..�, �4� 1. 3,� c�rspy� of which is hereto attached and made � part hereof, for Construction of the �cauth�v�st El�r�ate� "4�,�t�r ��eT�nk �`�r th� C�itv ��`I��ntie�� , .: NOW, THEREFORE, if the Principal shall well, truly and faithfully perform and fulfill all of the undertaking�, covenants, terms, conditions and agreements of said Contract in accordance with the Plans, Specifcations and Contract Documents during the original term thereof and any extension thereof which may be granted by the Owner, with or without notice to the Surety, and during the life of any guaranty or warranty required under this Contract, and shall also well and truly perform and fulfill all the undertakings, covenants, terms, conditions and agreements of any and all duly authorized modifications of said Contract that may hereafter be made, notice of which modifications to the Surety being hereby waived; and, if the Principal shall repair and/or replace all defects due to faulty materials and workmanship that appear within a period of two (2) years from the date of final completion and fmal acceptance of the Work by the Owner; and, if the Principal sha11 fully indemnify and save harmless the Owner from all costs and damages which Owner may suffer by reason of failure to so perform herein and shall fully reimburse and repay Owner all outlay and expense which the Owner may incur in making good any default or deficiency, then this obligation shall be void; otherwise, it shall remain in full force and effect. PROVIDED FURTHER, that if any legal action be filed upon this Bond, exclusive venue shall lie in Denton County, State of Texas. AND PROVIDED FURTHER, that the said Surety, for value received, hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Contract, or to the Work to be performed thereunder, or to the Plans, Specifications, Drawings, etc., accompanying the same, shail in anywise affect its obligation on this Bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the Contract, or to the Work to be performed thereunder, or to the Plans, Specifications, Drawing�, etc. This Bond is given pursuant to the provisions of Chapter 2253 of the Texas Government Code, as amended, and any other applicable statutes of the State of Texas. The undersigned and designated agent is hereby designated by the Surety herein as the Resident Agent in Denton County to whom any requisite notices may be delivered and on whom service of process may be had in matters arising out of such sureiyship, as provided by Article 7.19-1 of the Insurance Code, Vernon's Annota,ted Civil Statutes of the State of Texas. IN WITNESS WHEREOF, this instrument is executed in 3 ct��ies, each one of which shall be deemed an original, this the 15thday of October � 201 ��,.i°'' ATTEST: : Mike ATTEST: �_.�.�--�-�-'`� Vice President - General Partner FY� �,� � i BY4 ��l.,l'JC,V ��.'i �2 �` � ,�� 7k. `$..�� ,'' � Barbara Barnes, Witness-To-Surety PRINCIPAL LANDMARK STRUCTURES I, L.P. By: Landmark Structures 11�7a..,.,n��rn�i Inc., General Partner _� � � ''; ,-�` ��-'� , �. - y_ ��,�- .. BY: �- � f Chris Lamon, Vice President - General Partner SURETY �--- i��ity t BY: �� —,- A I"'� r -�, Deposit Company� c��f��yland �� '��1+' t �� The Resident Agent of the Surety in Denton County, Texas for delivery ca�` �at�tic��and service of the process is: rr�: �tJ �� f Gf-! 9�I o � � i �-I � M �12 � G A N'I� `�- �? � � `� �.�� W A L� � `�"' STREET ADDRESS: � � � � �' ��' G �`1 � ,�1�- t°�., K U�r''„� � � � Sa0 D � D I� I 5 0 o�r `t")C �� o o r _ (NOTE: Date of Performance Bond mu�t be date of Contract. If Resident Agent is not a corporation, give a person's name.) � � �� . ��` �� PAYMENT BOND STATE OF TEXAS Bond No. 6340855 �C�U�TY i�f� T�F�TC]l� § if,, K�ICI"� .t'�1:.� �� 3Y "I`��?S� ��:�l�I`�T�: I��ndi�n��k �i�ucf.ur�s �, l �".'�., °uvl��se a�dr�� is 1�C�� -1�rtnc�r� I��,_��ar� �rrtk�,��"��a�; 3�ii`��' , her�ir��r ��lled �`ri�ci�a�ll, aa��l �`ici�4� s�� ,�.t�sit ��r��n� �fT1�I�vl��j� cr�rpar�tir�n car�a,ni�� d �,a�i�t.in� unde�°�%e l�v�rs c�f�ae ��te cafk�'I ��r�� nr3 f�al��° �ut��a��d t� �s�� l��i�e�� in th� St�i� ��`"�'ca:as, �s S�xreiy, �� el�i aa�d fir�ra3y �c��n� r��i+� t��e �".iiy �r�'l�e�t�a�, a. mr.�r�i�ipal c�rpc�rafi�an mr��ni�� a.nd �xz�fiirn� u�ade.�° ih� l�vfa� c��'the �t�te �i `l"�x��, ��;r�i�a4�er ��1��i �wn�r, �� un�a �11 �a�rse�ns� �n�s, �nd c��°�t�ra�ic�a�s wl�rs n�►ay� �r��s�� i��•��i� f��°, a�a, �a�rf+�rm laba��• ��an, �� aui�cfi�� car irrxpr��ni;s i�,�tiei�a�t�r rei`�z�rec� ��a, i�� t�a� ��i �� cr�' �°ive Mill"r�r� �nci ��eant'v-Fr�ur T��;��rad �d C1�3ii4��i�FT�t7LL.��'� ��,�}'i4 (�OD.[i ;'in 1a�+fu1 rr�t�ne� of��e United States, to be paid in Denton, County, Texas, for the payment of which sum well and truly to be made, we hereby bind ourselves, our heirs, executors, administrators, successors, and assigns, jointly and severally, firmly by these presents. This Bond shall automatically be increased by the amount of any Change Order or Supplemental Agreement which increases the Contract price, but in no event shall a Change Order or Supplemental Agreement which reduces the Contract price decrease the penal sum of this Bond. THE OBLIGATION TO PAY SAME is conditioned as follows: Whereas, the Principal entered into a certain Contract, identifed by ��rdi��r��e Number 2013-299, with the City of Denton, the Owner, da,ted the IS�� c�av �i`t7ctvla�r r�..i�. �0�3xr'`� copy ofwhich is hereto attached and ��de ��p,�'t hereof, for Cc�r��`ucti�� t��` �e �c��thr�resi �`le��e� 'W'at�z° �tt�r� � T�atl� fc�� ti�e �ity af`17��ntt�r� ..N °"'` NOW, TI�EEREFORE, if the Principal shall well, truly and faithfully perfarm its duties and r�ake prompt payment to all persons, firms, subcontractors, corporations and claimants supplying labor and/or material in the prosecution of the Work provided for in said Contract and any and all duly authorized modifications of said Contract that may hereafter be made, notice of which modifications to the Surety being hereby expressly waived, then this obligation shall be void; otherwise it shall remain in full force and effect. PROVIDED FURTHER, that if any legal action be filed on this Bond, exclusive venue shall lie in Denton County, Texas. AND PROVIDED FURTHER, that the said Surety., for value received, hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Contract, or to the Work to be performed thereunder, or to the Plans, Specifications, Drawings, etc., accompanying the same, shall in anywise affect its obligation on this Bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the Contract, or to the Work to be performed thereunder, or to the Plans, Specifications, Drawings, etc. This Bonc� is given pursuant to the provisions of Chapter 2253 of the Texas Government Code, as amended, and any other applicable statutes of the Sta1.�; of Texas. 'Tk�� undersigr��3 ��i dc�i��te� ��cnt i� %ear�b� d�si�t�ati�d hy t�� r�ty h��in � tl�e S�esieis:nt ,�gent i� T]��tan �C�ur�iy ic� wt�c�am arsy rc�uisit� ��c�ti��s r€��y �� deliv�r�.d �i�t3 c�n w�a�n serv�� c�f �rc�c�:�s rn�� ka� I��d i�� aatt�rs a.risir�� u�k c�is��i� s�reiyr ��ac��id�t� k�}� �1a��cie i.i'��i �fth� S��i�ranc�� c��c�� ''e�-r�car�'� A3�nafiated ��:ivil ��a�uties erfih� �t�t� ��T��s. IN WITNESS WHEREOF, this instrument is executed i� �:��pies, each one of which shall be deemed an original, this the 15th day of D�tob?r, _ 2013 .�, AT'FEST: #Y.--�`��" , � � �� —� BY: _� �;� �— _ _ __ Mike L� , Vice President - General Partner ATTEST: '"� .�n � .�.� �. � �.' �� -��_�-�'�.��.� BY: � Barbara Barnes, Witness-To-Surety PR�NCIPAL LANDivIARK STRUCTURES �,1. _ By: Landmark Structures �g��t�ent Inc., General �°artz��r - " �� , ,-- ¢�. ,� �- SY: . _ _ ��r�� c��, Vice �'r�sic��n�. - General Partner cs �U��'�'�: � Fidelit� ��c� ��osii BY: � �� ,T`T`tJ�. �.j�—i�—�° Robyn R�s � � J ;, �. The Resident Agent of the Surety in Denton CounTy, Texas for delivery of notice and service of the process is: �� fz 1 G I—I � D �-�f` F-I .�F M �- �- � �° �.� � .�y l� F� �-1-A(�� NAME: _ � DxESS: _ I 5 3 D 3 �� , �..�� .� P�t (z.K- W1-�'`i" ��_. �-�—� _c�0 t�_ � STREET AD . /�-�l� ISv (J � �� —7500 ( (NOTE: Date of Payment Bond must be date of Contract. If Resident Agent is not a corporation, give a �Zerson's name.) "f i� ,� ��. ��' �3y Corporate Acknowledgement STATE QF TEXAS COUNTY OF TARRANT on the 15th day of �Je�c��• the y�� __ 2013 __ , before me Glenda Sue Curry �� Chris Lamon , NOTARY PUBLIC personally personally known to me (or proved to me on the basis of satisfactory evidence) to be the person who executed the within instrument as president (or secretary)or on behalf of the corporation therein named and acknowledged to me that the corporation ezecuted it. IN WITNESS WHEREOF, I have hereunto set my hand and affized my Official Seal, the day and year first above written. My Commission expires 12/10/2015 �5�i�arrrtr \7�EM�P1$VE CURRY , a�� ., �S�i �,� ��k� '�`�' � Notary Public, State of Texas ,��..� My Commission Expires ��, ��{�,s � December 10, 2015 ��.�� .�� r 1�iotary Public, residing at Denton County, TX ACKNOWLEDGEMENT OF SURETY State of New Jersev County of Morris City of Madison On this 15th day of october in the year 2013 before me personally Came Robvn Rost to me known, who, being by me duly sworn, did depose and say that he resides in Madis�r� N� that he is the Attorney- In-Fact for Fidelity and Deposit Company of the corporation described ary an In and which executed the attached instrument; that he knows the seal of the said corporation; that the seal affixed to the said instrument is such corporate seal; and that it was so affixed by Order of the Board of Directors of the said corporation, and that he signed his name thereto by like order. �,�._..�� ,� ,..__ �.W��. :� . � _.. � � �� t � ��.�-�--� �' �--�-- m .�.--� �w� M .. Notary Public Thomas Francis Dorner Sr Notary Public New Jersey My Commission Expires 4-23-18 ID No. 2433021 ZURICH AMERICAN INSURANCE COMPANY COLONIAL AMERICAN CASUALTY AND SURETY COMPANY FIDELITY AND DEPOSIT COMPANY OF MARYLAND POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS: That the ZURICH AMERICAN INSURANCE COMPANY, a corporation of the State of New York, the COLONIAL AMERICAN CASUALTY A�d'b SURETY COMPANY, a corporation of the State of Maryland, and the FIDELITY AND DEPOSIT COMPANY OF MARYLAND�a�orporation of the State of Maryland (herein collectively called the "Companies"), by GEOFFREY DELISIO, Vice Presi�i�r�t, 7�� us--;;uus�cc �af �sutlta�°sty �rna5t�c� M� �r��le 'U, �iec;[iorr �, �£ tl�� By-Law� uf s�itl Cc�`��3a�y�es, which are set forth on the reverse side t�t�c'cc��` �sa�c� ar� ��rrct�y c�rt�fi�:� ta� be irr f�a11 fi�ree: �sa�ci ef'tect c�� th� cl�s� lrcrcaf, cira las;r��ay ��tftr�ir��t�, constitute, and appoint Robyn ROST,..�1�ntixoriy C:Itik�(:�),,��e�l� J. �1±�PN��t7, ��aymo,s� GiL s��l `Vict�i~is L.1+,�1`�L,S°i", t�11 c►f Madbsrs��, New Jersey, EACH its true and lawful agent and Attorney-in-Fact, to ��m�e�, u�c�:t�f�, s��l ai3ci deliver, C�r, r�n�3 on i#s behalf`�.� saft�tv, �ftr� as its act and deed: any and all bonds and undertakings, and the execution of such bonds or undertakings in pursuance of these presents, shall be as binding upon said Companies, as fully and amply, to all intents and purposes, as if they had been duly executed and acknowledged by the regularly elected officers of the ZURICH AMERICAN INSURANCE COMPANY at its office in New York, New York., the regularly elected officers of the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY at its office in Owings Mills, Maryland., and the regularly elected officers of the FIDELITY AND DEPOSIT COMPANY OF MARYLAND at its office in Owings Mills, Maryland., in their own proper persons. The said Vice President does hereby certify that the extract set forth on the reverse side hereof is a true copy of Article V, Section 8, of the By-Laws of said Companies, and is now in force. IN WI'TNESS WHEREOF, the said Vice-President has hereunto subscribed his/her names and affixed the Corporate Seals of the said ZURICH AMERICAN INSURANCE COMPANY, COLONIAL AMERICAN CASUALTY AND SURETY COMPANY, and FIDELITY AND DEPOSIT COMPANY OF MARYLAND, this 7th day of May, A.D. 2013. ATTESI': � /�i �l �iSSiSlflill seCYe[QYy Er�C D. Barnes ZURICIY AMERICAN INSURANCE COMPANY COLONIAL AMERICAN CASUALTY AND SURETY COMPANY FIDELITY AND DEPOSIT COMPANY OF MARYLAND �. eY� ��,� utrP��;� � �� 4tas�, °•�,� '� «�. � a t�`�'". a �� °�`"�'��',�'F �BAL � 2 � ��f�_,�"' ,. .»�. � a� � . ;� ; a a � � �� $# �� ..., �,�4•�..�..� ��,.• `��.�,��,�,•,� , 4 VZCB PYBSIC1�8ri1 ceo�re.v Dersseo 5tate of Maryland City of Baltimore On this 7th day of May, A.D. 2013, before the subscriber, a Notary Public of the State of Maryland, duly commissioned and qualified, GEOFFREY DELISIO, Vice President, and ERIC D. BARNES, Assistant Seceetary, of the Companies, to me personally known to be the individuals and officers described in and who executed the preceding instrument, and acknowledged the execution of same, and being by me duly swom, deposeth and saith, that he/she is the said officer of the Company aforesaid, and that the seals affixed to the preceding instrument are the Corporate Seals of said Companies, and that the said Corporate Seals and the signature as such officer were duly affixed and subscribed to the said instrument by the authority and direction of the said Corporations. IN TESTIMONY WHEREOF, I have hereunto set my hand and aftixed my Official Seal the day and year fiist above written. F4SIFX113�. MV ' A .5,. �i+. �^ ��n, , � 4:1'I k � /} r � � � �� l"�'Y�3/^J_`si%�°C✓� i..,C �.�A�lnp•�-. { e6d!1�y y 3 � d j'i-:�;°=xqv, i314.44�'t Constance A. Dunn, Notary Public My Commission Bxpires: July 14, 2015 f POA-F 093-2420D � �� '� , i� �..'� ��"� �� } � -• • • "Article V, Section 8, Attomeys-in-Fact. The Chief Executive Officer, the President, or any Executive Vice President or Vice President may, by written insh-ument under the at4ested corporate seal, appoint attorneys-in-fact with authority to execute bonds, policies, recognizances, stipulations, undertakings, or other like instruments on behalf of the Company, and may authorize any officer or any such attomey-in-fact to affix the corporate seal thereto; and may with or without cause modify of revoke any such appointment or authority at any time." CERTIFICATE I, the undersigned, Vice President of the ZURICH AMERICAN INSURANCE COMPANY, the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY, and the FIDELITY AND DEPOSIT COMPANY OF MARYLAND, do hereby certify that the foregoing Power of Attomey is still in full force and effect on the date of this certificate; and I do further certify that Article V, Section 8, of the By-Laws of the Companies is still in force. This Power of Attomey and Certificate may be signed by facsimile under and by authority of the following resolution of the Board of Directors of the ZURICH AMERICAN INSURANCE COMPANY at a meeting duly called and held on the 15th day of December 1998. RESOLVED: "That the signature of the President or a Vice President and the attesting signature of a Secretary or an Assistant Secretary and the Seal of the Company may be affixed by facsimile on any Power of Attomey...Any such Power or any certificate thereof bearing such facsimile signature and seal shall be valid and binding on the Company." This Power of Attomey and Certificate may be signed by facsimile under and by authority of the following resolution of the Board of Directors of the COLONIAL AMERICAN CASUALTY AND SURETY COMPANY at a meeting duly called and held on the Sth day of May, 1994, and the following resolution of the Board of Directors of the FIDELITY AND DEPOSIT COMPANY OF MARYLAND at a meeting duly called and held on the l Oth day of May, 1990. RESOLVED: "That the facsimile or mechanically reproduced seal of the company and facsimile or mechanically reproduced si;nature of any Vice-President, Secretary, or Assistant Secretary of the Company, whe4her made heretof'ore or hereafter, wherever appearing upon a certified copy of any power of attorney issued by the Company, shall be valid and binding upon the Company with the same force and effect as though manually affixed. IN TESTIMONY WHEREOF, I have hereunto subscribed my name and affixed the corporate seals of the said Companies, this 15titiay of October , 20 13 . d ��g D[r��. ��G�..��r��.� .�" ,��m; r` µ „��`i�' '+� yn �. � sc� � a _ � �� €xwo �;� � �99ey �:�� +��"' ,� •"'"w.,ra*>,,,�°� �� . G` ` Thomas O. McClellan, Vice President FIDELITY AND DEPOSIT COMPANY OF MARYLAND 600 Red Brook Blvd., Suite 600, Owings Mills, MD 21117 Sfatement of Financlal Condition As Of Decen�ber 31, 2012 .............ASSETS Bonds.......................................................... .............................................................. $ 157,177,826 Stocks............................................................................................................................................... 23,000,311 Cash and Short Term Tnveshnents .................................................................................................... ] 19,] 55 Reinsurance Recoverable ...................•••••......................................................................................... 17,923,564 OtherAccounts Receivable .............................................................................................................. 35,473,256 TO'1'AL ADMPrrLD AssL�rs ........................................................................................................ $ 233,694,1 ] 3 LIABILITIES, SURPLUS AND OTHER FUIVDS Rese�ve for Taxes and Bxpenses ...................................................................................................... $ 74,782 Ceded Reinsurance Premiums Payabfe ............................................................... .. .... 48,323,524 ......... .............. Securities Lending Collateral Liability ............................................................................................ 1,716,240 TOTALLiABILITIES.................................................................................................................... $ SO,114,546 Capital Stock, Paid Up .................... ......... ......... ....�.... ..,....,. t...x...,,..., $ 5,000,000 Suiplus................................................................................................................ 178,579,567 Surplus as regards Policyholders ..................................................................................... ................ 183,579,567 � - _ _— Tor�u ........................................................................................................................................ $ 233,694,I13 Securities carried at $59,468,002 in the above statement are depositcd as ��equired by law. Securities carried on the basis prescribed by the National Association of Insurance Commissioners. On the basis of December 31, 2012 market quotatious for all bonds and stocks owned, the Company's total admitted Tssets would be $243,518,971 and surplus as regards policyholders $193,404,425. I, DENNIS P, KERRIGAN, Corporate Secretaiy of the FIDLLITY ANU DEPOSIT COMPANY OF MARYLAND, do hereby cartify that the foregoing statement is a correct exhibit of the asseis and liabilities of the said Company on the 31st day of December, 2012. State of Illinois � City of Schaumbucg SS: 5ubscribed and s�vorn lo, before me, a Nolary Public of the State of 1lGnois, in H�e Ciry of Schaumburg, this I SHi day of MArch, 2013. ,� r! t t � Cr j't}'�+.�1 f'�') � �.�".`�._ ._..._...m..._ .. ._.... _. .�,...�..a.._.__. � mm°�" n�ora,�, Pr,6hc _� � OFFICIAL SEAI DARRYL JOINER Nolary Public - Statc of IlUnois My Commisslon Expires May 3, 201Q -- � 1 , . � , � . . . ! I � � ,1 • , 1 °^�'�� CERTIFICATE OF LIABILITY INSURANCE DATE�MMIDD/YYYY) �� THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NIEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. i�41i�C?Rl°�M'�. If the cert�ficat� hol��r a� an 1tC7[7�Ti(7iNAL. INSURED, the policy(ies) must be c�adsar��d, If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such �nc��r��raent{s�. _ __ _ _ _ PRODUCER CONTACT NAME Dianne Link IBTX Risk Services DFW PHONE ql��.lS: N��-��.�,...�a,w ieir ti F .,.��d qRq ��nn _ �,x, 6363 N State Hwy 161 �.�nns� Ste 100 s��%��ss,�epy��.��,n?�b #x G�a"� __ _,. _ . _ Irving TX 75038 _ arrsur��;s� �r�at�r�tw�� c�v�rz�,��_ Naic s INSURED Landmark Structures I, L. P.��` Landmark Tank Services, L.P. 1665 Harmon Road Fort Worth TX 76177 er�sura��€ ra :� _....--._—.. -- -- .. y_�A��x INSURER B_: �t� +�€�$� INSURERC_: � � ., '� INSURER D : �� ` �n _"� i INSURER E : INSURER F : COVERAGES CERTIFICATE NUMBER: ��g��3 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. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT 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. INSRI ..-......, ..... ��.p. ._....... Ai5'ti�'SUESV� .... �, '. .. -.-_..—..— PpL6CY EF'� POLICY EXP �.. -- ....—..._� _ I�TR I TYPE OF INSl�R'ANCE in�cR wvn POLICV NUMBER p�1h71C3L9fYyYY �. � iMMmnnyw LIMITS ,W.. „,. . C GENERAL LIABILITY �^�� a43ti.�3ra ��53�1� �� TI14I2013 ��t7412014 �'� _ EACH OCCURRENCE $1,000.000 � COMMERCIAL GENERAL LIABILITY .. X ,''� � PRFM CFCO R�NY�T7 .. ...� ... ,a, .m rranral _ $300 000 , _ -.. :_ ,. __. .. . P �_� CLAIMS-MADE � OCCUR ' MED EXP (Anv one person) . $10.000 _. _ _,. � Stop Gap - PERSONAL 8 ADV INJURY .$1,000,000 _......_. . -- .._ . .. .. _,,. , ._ ._. ��..... ND,OH,WA,WY GENERALAGGREGATE $2,000,000 � ._ -- _ __._ � — GEN'Lr��`�C;f:�d"a`,AYt�LIMIT,�i�i'iIP��PER: ; PRODUCTS-COMPIOPAGG,$2,000,000 _ _._..._ �_. _. f'�3CtC�" IX ��Ptr,'� I. ��JC l�kd Worksite Poll 51,000,000 - - � - ° B AUTOMOBILE i InC#i�fty ' S093546350 '""� 7/14/2013 7/14I2014 " �(Ea accidentl � R1 �000,000 � _.,:..._..._ . ----- --.._ ----.... � � � ANY AUTO ,:�' � �� BODILY INJURY (Per person) $ ..... ALL ONMED ____. SCHEDULED ........---- ..----..__.__.._ .....__._..........--- -- AUTOS AUTOS BODILY INJURY (Peraccidenl) $ _ �� NON-OWNED Pp OPER� Y DAMAGE $ � ._ HIREDAUTOS X AUTOS ( .. _�... ,._._ __ —... _. .._._ � , ....,,,,. .... __ $ A X UMBRELIA LIA6 X BE041730869 7/14I2013 �?H4/2014 EACH OCCURRENCE $1,000,000 OCCUR _ — � EXCESS LIAB CLAIMS-MADE AGGREGATE �� $1.000 000 _. .. _ g.___ ....,.. , , __ ...-.. � DED x � RETENTIONSIO.{}��y�� M"""�� $ _ �,� a - _. w.�- g WORKERS COMPENSATION ,�"� �5093546378 .✓ 7/14I2013 /14/2014 °"` X TnRY I IM TS I ER AND EMPLOYERS' LIABILITY �"`� '-.`-"' " '.,° .� .... ANY PROPRIETOR/PARTNER/EXECUTIVE Y� N E L. EACH ACCIDENT $1.000 000 OFFICER/MEMBER EXCLUDED7 � N 1 A - ��- ��-�- ' -� (Mandatory In NH) E L DISEASE - EA EMPLOYE� $1,000 000 �,„.��:,� If yes, describe under DESCRIPTION OF OPERATIONS below E L DISEASE - POLICY LIMIT $1.000 000 � ..__..._.�.. _ ..�... ]. _..�..... � ____. ... ....��... ._...,�... ____. ._,._.. �.d..�. ......,�. DESCRIPTION OF OPERATIONS I LOCATIONS I VEHICLES (Attach ACORD 101, Additlonal Remarks Schedule, If more space is requfred) 'Doug Lamon (�x�lu�l�d} i:� wrc�t a�tive. �n c�an��ar�y. The General L��E��9�ty arad A�R�st��r�if� �a�l��i�s is-�clud� a�i�npc�i ��i��rrr�tic ��d,it��a� 1��°�� nd�i�c��r�nt ��1�G��'1 C� �1!'� ��1��?3�U�L� 10/1 �.� tR�'�t'��SE'r�vie�es tk�is f��lr�: �t'�fy.�a�i`er� 96��re E� � wr��'��"'s:i�i-otr��°� N��twe��i t�i'� r��n��tl"ieis�i"k'��"�s��h� �riiia�;��t� �r�ld�r tf�� re��r�s s�jcF� �l�tu�:y'�� er��r�l �g�t�i�itiy, A��t�;��r��rrl�, �r��i iNca�k�rs C�d��ae,r��.��p�A�is�i�� rf�cl�}�e � �al�r�k�i �utr�rr�a�€� ��+�i��i �f �uE�r�c��ti�n �� _� . .� ,,.. n �ndc�r��=rrt�nt ��{It�4��S q�1��#, ��B�a�J �}'ll1� , i+tii��CbCi313 t74l84j �h,�� pr�itid�;'> Chi� #e�t��'�"� �`r��`y vvBie� iFi�r� �s �a +,av€'�Ci��`s"��Y'�a�� eiw�er� th� r��s:raa�cf rr�st�r�� th� c��°lifi�;�t� �r�ild�r tk7�� s��c�u6r��s s�ack� st�i��s�:�l�rnrr��ry l��rs•G��rtrek��xt�ry wc�a�c�Vrtg p�r e€t�f�rsement [�14L]33�Ci Ci1t13]• See Attached.., CERTIFICATE HOLDER City of Denton, TX �-� Purchasing Department 901-B Texas Street Denton TX 76209 ACORD 25 (2010/05) CELLATION 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 REPRESENTATIVE t�r.u.� !?atlrc3'�.t J'�,�.?«..e O 1988-2010 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD ��,� �'� �.�'", AGENCY� �� IBTX Risk Services DFW _,.� -- --- POLICY NUMBER w.......�_�_._ .�,..P.�%..� CARRIER AGENCY CUSTOMER ID: LOC #: ADDITIONAL REMARKS SCHEDULE NAIC CODE NAMEDINSURED Landmark Structures I, L. P. Landmark Tank Services, L.P. 1665 Harmon Road Fort Worth TX 76177 EFFECTIVE DATE: Page � of 1 � ACORD 101 (2008/01) 02008 ACORD CORPORATION. All rights reserved. The ACORD name and logo are registered marks of ACORD �� s • POLICY NUMBER: 5093546381 BLANK�T ADDITIONAL INSURED - OWfVERS, LESSEES OR COfVTRACTORS — WITM PRODUCTS-COMPLETED OPERATIONS COVERAGE It Is unde�skoad and agreed thaf this endorsement amends ihe COMMERCIAI. GENERAL LIABILITY COVERAG� PAFt7 as follows: SCHEDULE (OP710NAL) Name of Additional Insured Persons Or Organizations (As required by "wrftten contracY' per Paragraph A. below.} BLANI(ET WHEN REQUIRED BY WRITTEN CONTRACT OR AGREEMENT Locations af Covered Operatfons (As per the "wriiEen contract", provided the location is within the "coverage territory" of this Coverage Part.) �: • � ��_ a �.� ,: A. Section 11- Who Is An Insured is amended to include as en additional insured: 1. Any person br organization whom y�u are required by "writfen confract" to add as an addilional insured on thfs Coverage Part; and 2. The partfcular person or organization, if any, scheduled above. 8. The insurance prnvided to the additional insured is limited as follows: 1. The person or organization is an additional insured onfy wlth respect fo Ilability for "bndily injury", "property damage", or "personal and advertising injury" caused in whole or In part by: a. Your acts or omissions, or the acts or omissions of those acting on your behalf, in the pertorrnance af your ongoing operations specified in the "written contracE"; or b. "Your work" that is specified in the "written contract" but only for "bodily injury" or "properfy damage" included 1n the "products-completed aperations hazard", and only if: (1) The "writfen contract" requires you to provide the additionaf insured such coverage; and (2) This Coverage Part provides such caverage. 2. �f it�� "°v�rifis� r��sr�tr��:r" s��c��i�ally r��ii°es y�au #� �r�vid� �d��tit�nal insurance coverage via the 40/01 ecf�Pit�n �aF ��Gi��3 ��a �� `�t� 10 9i� t��}, �� v�� l�� °�t�i�i'� ��f�ti�n of CG2037 {aica CG 20 37 90 01), or via �I�+� '� °llf3"� �e�iti�r� c,�f �G�{3�i �] (�ka C� �� 1Q �f 1�'��, �I��r� in p�ragraph B.7. above, the wards `caused in wf�cat� �r �n g��t I�y' �� r��l��d by i�� w�rd� "�r�sinc� ��ai �f'. 3. We will not provide the additional insured any broader coverage or any higher limit of insurance than; a. The maximum permitted by law; b, That requireci by the "written contracP'; c. That described in 8,1. above; or d. That afforded to you under this policy, whichever is less. G-1403�1-D (Ed. 09/13} Page 1 Insured Name; OO CNA All liighls Reserved. Policy No: Endorsement No: EfFective Date: �� 4. Notwithstanding a�ything to the contrary in Condition 4. Other Insurance (Section IV), this insurance is excess of all other insurance available to the additionat insured whether on a primary, excess, contingent or any other basis. But if required by the "written contract" to be primary and non-contributory, this insurance will be primary and non-contributory relative to insu�ance on which the additional insured Is a Named Insured. 5. The insurance provided to the additional insured does not apply to "bodily injury", "property damage", or "personal and advertising injury° arising out of: a. The rendering of, or the failure to render, any professionaf architectural, engineering, or surveying services, including: �(1) The preparing, approving, or failing fo prepare or approve maps, shop dra�nrings, opinions, reports, s�rveys, field orders, change orders or drawil�gs and specifications; and (2) Supervisory, inspeclion, architectural or engineering activities; or b. Any premises or work for which the additional insut'ed is specifically listed as an additional insured on another endorsemen# attached to this Coverage Part. C. SECTION 1V – COMMERCfAL GENERAL LIABlLITY CONDITIONS is amended a5 follows: 1. The Duties In i'he �vent of Occurrence, Offense, Clalm or Suft condition is amended to add the following additionaE conditions applicable to the additional insured: An additional insured under this endorsement will as soon as practicable: (1) Give us written noiice of an "occurrence" or an offense which may resuit in a claim or "suit° under this insurance, and of any claim or "suit" thai does result; (2) Except as provided in Paragraph B.4, of this endorserrtent, agree to make available any other insurance the additional insured has for a loss we cover under this Coverage Part; (3} Send us copies of all legal papers received, and otherwise cooperate with us in the investigation, defense, or settlement of the claim or "suiP'; and (4) Tender the defense and indemnity of any claim or "suit" to any other insurer or self insurer whose policy or program applies to a loss we cover under this Coverage Part. But if the "written conkract" requires this insurance to be primary and non-contributory, this provision (4) doss nok apply to �nsurance on which the additianal insured is a Named Insured. We have no duty to defend or indemnify an addltional fnsured under this endorsement �Fntil we receive from the additional insured written notice of a claim or "suit". D. Only for the purpose of the insurance provided by this endorsernent, SECTION V– DEFINITIONS is amentied to add the following definition: "INritten contract" means a written confract or written agreement that requires you to make a person or organization an additional insured on this Coverage Part, provid�d the cvntract or agreement: 1. Is currently in effect or becomes effective during the term of this policy; and 2. Was executed prfor to; a. The "bodlly injury" or "property damage"; or b The offense that caused the "personal and advertising injury", forwhich the additional Insured seeks coverage under this Coverage Part_ All other terms and conditions of the policy remain unchanged. ,_�.._A_ _�_--�..._. __ __ _ —._.�_ _.___. This en�#�rs�ment, which forms a par� of and is for attachment to the Policy issued by the designated Insurers, takes effect on the effective date of said Policy at the hour stated in said Policy, unless another effective date is shown below and �x�i��s concurr�ntly with said P�aEi�y. Material used with permission of ISO Properties, Inc C-140331-D (Ed. 01113) Page 2 Insured Name: m C[VA AM Righls Reserved. Policy No: Endorsement No: EfFective Da#e: NAMED INSURED: LANDMARK STRUCTURES I, L.P. G-18652-J ��(Ed. 07-12) POLICY NUMBER: 50935463fi1 CONTRACTORS' G�NERAL I.IABI�ITY EXTENSION ENpORSEMENT It is understood and agreed that this endorsement amends the COMM�RCIAL GENERAL LIASIL.ITY COVERAGE PART as follaws. The changes this endorsement makes do not apply w+th respect to any coverage thai has been excluded or amended by another endorsement attached to this policy. SCHEDU�E Coverage is summarized below. For particulars and limifations affecting each coverage, please refer to the correspondinq policy provisions in the body of this endorsement. �� -� __� �—.�a_ . a.�....._ _ 1. Addiiionallnsureds Seven additional Insured extensions. _._.. � _ _ .M.M.w. �___.__ _ ._. _. .� _._.. 2. �odif� Injury Expanded Definitlon 3. Broad Kno�Nledge��._e. .�.... ......_ . -- - _ _ F Occurrence! Notice of Occurrence �^, _ _�_� . �.�. 4. Broad Named Insured _ .�� s _.... __.� 5. Broadened Liabifity Coverage F'or 17amage To "Your Product" And "Your Wark" Limit: $100,00Q _ _ �,,� _, --- - . _,. 6. Contractual Liability-Railro2�ds Expanded definitlon of "insured conkract," � . , � . _ ., �_._._. �._..� � �e � 7. Contractual Liabf�i�y For Pe�sonal And ►4�ve�ii�in� injury � . __ �. ��. �. � .�._. �...�.�..._�� ..a.e__ 8. Electronic Data Lfabllity l.oss of Electronic Data Limit: $900,000. . ��__ —.� _ 9. Expanded Personal And Advertising Injury - Discrimination Or Humiliation _. __ ..m � 10. Expected Or Intended Injury Reasonable force -"bodily injury" or "property damage," . �_.� .a.__�----� 11. General ,R�g�+��t� Llmits Of Insurance - Pe� �rc��t . �_ _----- __ ___ _-- --_ ...—..__m__ 12. In Rern Actions�� . �..._. -....., 13. Incidental Health Care Mal�ra�t�c� C�v�rac�� . ..s_ -- ��.., .�- --..� ..._ _.__ 1�4. Joint Ventur�slPartnershiplLimited Liability Companies Coverage for your interest In such termEnated ar ended organizatinns. _�._ �_-�._�.�� LL._�__ _,.,_...�.�.. - __� 75. Legal LiabilitylAllsnated PremiseslBorrnwed Equipment Cnverage Extended perils. Default limit Increased to $500,000 for Damage ta Premises Ftented To You. $25,000 limit far "property damage" to borrowed fools or equipment at � jobsite. — - _ _�_. ..._�.�.,.. - . �� _� , �.� ...M.. _. 16. Liberafization Clause _...�.y_._ �� .,...��.�.._ _ _ _ --�__.�..__. 17. Liquor �.lablllty CovQrage �xtension _ z_�.... �,...�..,�� m__. �......... � . ��_. 16. Medl�al Paymenis Lirnits increased to $15,b00. Reporting increased to three years frorn the date of aecident. �.....u_.�� w _ ..___.� __ _ _ M.M..M..._�._.._. 19. Non-owned Aircraft Coverage � .�_,� �_.._... _ _ _ .._._ n...-..�. M.TO.._ __ �w �.� 20. Non-owned Watercraft Increased to 75 feet. �----- _ _ _ . LL� ��. .� M..... . 21. �rirr��ry And N�r�-Ct�nkri��ry To Other In�uranae _�_ �___ � .�....._ � __. _ - - - -- - . � �.___� _ �......_�..r.__._�.�...m 22. I��c��,�y ��r��g� - Elevators m�...—_— _�....__.�._._._a..._. 23. Supplementary Payments Cost of bail bohds increased to $5,000. Dally loss of earnings increased to $1,000. . _...___ - �.� ..............�. —�..� _..� _ 24. Unintentianal �ailure To bisclose Hazards ._.._ _r 25. Waiver of Subrogation - Blanket � Waiver of subrogation where required by written contract or wrikien agreement. _ � �� .w�. ----- ...—�.. --- 26. Wrap-Up Extension G-'t8652-J (Ed. 07-12) page 9 of 12 Copyright, CNA All Rights Reserved. G-18652�J NAM�n zNSOxErs : L�DMr�Rx smRUCTU�ES r, L. P. (Ed. 07-12) paz.rcY Nur�sER: so93s46�oz 1. Management control means: I. Damage to Your Work a. Ownership interest represenling more "Property damage" to "your work" arising out of than 50% of the voting, appoinfinent, or it, or any parE of it and included in the "products- designation power for the subsidiary completed operations hazard." organization's governing bndy; or' This exclusion does not apply: b. Having the right, pursuant to a written contract, or pursuant to the by-laws, charter, operating ag�eement, or similar document of a specifically shown Named Insured or controlled subsidiary organization to select, appoint, or designate a majority of the subsidiary organization's governing body. Such contract or document must have been creaked prior to the time of loss; or c. Having the right, pursuant io a wrikien frust agreement, to protect, control the use of, encumber or transfer and sel! properiy held by a trust, 2. Governing body means the Board of Directors of a corporation. 3. L.oss means: a. The occurring of the "bodily injury" or "property damage"; or b. 7he cotnmitting of the offense that caused the "personal and advertlsing injury." D. The insurance provided by Ehis policy applles to Named Insureds when trading under their own names, or under such trading names or doing- business-as (DBA) names as any shouid choose to employ. 5. BR�ADENED LIABII.ITY COVERAGE FOR DAMAGE TO "YOUR PRQqUCT" AND "YOUR WORK" A, Under SECI'ION I— COVERAGE A-- BODILY INJURY AND PROP�RTY pAMAGE LIABILITY, Paragraph 2. Exclusions Is amended to delete exclusions k. ancf I. and replace them with the foilowing: jThis insurance does noi apply to:] k. Damage to Your Product "Property damage" to "your product" arising out of it, or any part of it except when caused by or resulting from: (1) Fire; (2) Smoke; (3) Collapse; or (4j Explosion. G-18652-J (Ed. 07-12) Page 4 of 12 (1) Ef the damaged work or the work out of which the damage arises was performed on your behalf by a subcontractor; or (2j If the cause of loss to the damaged work arises as a result of: taj Fire; (b) Smoke; {cj Collapse; or (d) Explagion. B. The following paragraph is added to SECTION III — LIMITS OF INSURANCE: Subject to 5. abave, $100,OQ0 is the most we will pay under Coverage A for the sum of damages arising out ofi any one "occurrence" because of "property damage" to "your product" and "your work" fhat is caused by fire, smoke, collapse or explosfon and is included within the "product-completed operations hazard." This sublimit does not apply to "property damage" to "your work" if the damaged work or lhe work ouk of whlch the damage arises was performed on your behalf by a subcontractor. C. 7his Provision 5. sroadened �iabllity Coverage For Damage To "Your Product" And "Your Work" does not apply if an endorsement of the same name is attached ta this policy. �. CONTRACTUAL LIABILITY — RAILRDADS With respect to operations performed wilhin 50 feet of railroad property, the definition of "insured confraci" in SECTION V— DEFINITIONS is replaced by the following: "Insured Contract" means: a. A con4ract for a lease of premises. However, that portion oF the contract for a lease of premises that Indemnifies any person or organization for damage by Fire to premises while rented to you or temporarily occupied by you with permisslon of the owner is not an "insured contraCt"; [�. A sidetrack agreement; . c. Any easement or Ifcense agreement; Copyright, CNA All Righls Resenred_ G-18652-J ��N�MEn zrrsuRCrs: Lr�nrBMArzx srRUCTUR�s z, L.r, (Ed.07-12) POI,ICY I3UMB�R: SQ93546381 policy, then the $10fl,000 limit provided by this lntended Injury and replace itwith the Provision 8. Electronic Data L.iabflfty is part of, following: and not in addition to, th�t high�r lirnit. [This insurance does not apply to:] 9. EXAANDED PERSONAL AND ADVERTISING INJURY - DISCRIMINATION OR HUMILIATION a. Expected or intended Injury A. S�CTION V— DEFINITtONS is amended to add the foilowing to the definition of "f'ersona! and advertising injury": h. Discriminati�n or humiliatio� that results in injury to the feetings or reputation of a nafural person, but only if such discrimination or humlliation is: (1) Not done intentlonally by or at the direction of: (a) The insured; or (b) Any "executive ofFicer," directar, stnckholder, partner, member or manager (if you are a limited liability cornpany) of the insured; and {2� Not directly or indirect�y related to the employment, praspec4ve employment, past employment or termination of employment of any person or persnns by any insured, B_ Under SECTION I— COVERAGE B— PERSONAL AND ADVERTlSING iNJU1�Y LIABILITY, Paragraph 2, Excluslons is amended to add the following addltional exclusions: �This insurance does not apply to_] Discriminatlon Relating 7o Room, Dwelling or Premises "Personal or advertising injury" caused by discrlmination directly or indlrectly related to the sale, rental, lease or sub-lease or prospeclive sale, rental, lease or sub-lease of any room, dwelling or premises by Qr at fhe direction of any insured. Fines O� penalties Fines or penalties levied or imposed by a governmental entfty becaUSe of discrimination. This provision 9. does not apply to any person nr organization who otherwise qualifies as an additional insured on ihis Coverage Part. 10. EXPECT�p OR INT�ND�D INJURY "Bodily injury" or "property damage" expected or intended from the standpainf of the insured. This exclusion does not apply to "bodily injury" or "property damage" resulting from fhe use of reasonable force to protect persons or property. '11. GENEIZAL AG�REGA7E LIMITS O� INSI]RANCE - PER PROJECT A. For each construction project away from premises you own or rent, a separale Construction Project General Aggregate Limit, equal to the amount of ihe General Aggregate Limit, is the mnst we will pay for the sum of: 1. A!I damages under Coverage A, except damages because of "bodily injury" or "property damage" include�d in the "products-completed operations hazard"; and 2. All medlcal expenses under Coverage C, ihat arise from "occurrences" or accidenfs which can be attributed solely to ongoing operations at that construction project_ Such payments shail not reduce the General Aggregate Limit shown in the Declarations, nor the Construction Project Aggregate Limit of any other construction project. B. All: 1. Damages under Coverage 8, regardless of the number oF locations or construction projects in�olved; Z. Damages under Coverage A, caused by "occurrences" which cannot be atfributed solely to ongoing operatlons at a single construction project, except damages because of "bodily injury" or "properly damage" induded in the "products- completed operations hazard"; and 3. Medical expenses under Coverage C caused by accidents which cannoi be attributed solely to ongoing operalions at a single construction project, Under SECTION I-- COVERAGE A� BOnILY wi(I reduce the General Aggregate Limit shown INJURY AND PROPERTY DAMAG� in the Declarations. LIABILITY, Paragraph 2. Exclusions is amended to delete exclusion a. Ex�ected or .._,.... ��.. .._.....____ a�M �.._._ _-__ G-18652-J (Ed. 07-12} Page 6 of 12 COpyright, CNA All Righls Rosorved. �� . � � M � : C. The limits shown in the Declarations for Each OccurrenCe, for Damage To Prem+ses Rented To You and for Medical Expense continue to apply, but will be subject to either the Construction ProJect Aggregate Limit or the General Aggregate Limit, depending on wi�ether the "occurrence" can be attribuled solely to ongoing operations at a particular conskruction project_ D. When coverage for liability arfsing out of the "p�oducEs-completed aperations hazard" is provided, any payments for damages because of "bodily injury" or "properiy damage" included in the "products-completed operations hazard," regardless of the number of locations involved will reduce lhe Producls-Completed Operations Aggregate Limit shown ln the Declarations_ E. If a single construction project away from premises owned by or rented to the insured has been abandoned and then restarted, or if the autharized contracting parties deviate from plans, blueprints, designs, specifications o� timetables, the project wil! still be deemed to be the same construction project. F. The provisions oF SECTIQN III – LIMITS OF INSURANCE not otherwise modified by this endorsement shall continue to apply as stipulated_ 12. IN REM ACTIONS Any action in rem against any vessel owned or operated by or for you, or chartered by or for you will be treated in the same manner as though the action were in personam against you. In rem is a term used fo designate actions instituted againsE the thing, as distinct from actions against the person, which are said to be in personam. 13.INCIDENTAL WEALTH CARE MALPI2AC710E COVERAGE A. With respect only to "bodily injury" that arises out of a"health care incident," COVERAGE A– BODILY INJURY AND PROPERTY DAMAGE LIABILITY OF SECTiON 1– COVERAG�S is amended to replace Insuring Agreement Paragraphs 1.b.(1) and 1,b.(2) with the following; b. This insurance appliss to "bodily injury" only if you are not in the business of providing professional health care services, and oniy if: G-18652-J (Ed. 07-12) (a) "Bodily injury" caused by a "health care incident" will be considered caused by an "occurrence"; and (b) All 8cts, errors or omissions that are lagically connected by any common fact, circumstance, situation, transaciion, event, advice or decision will be considered to constitute a single "occurrence"; (2) The "bodily injury" occurs during the policy period. A!I "bodily inJury" arising from an "occurrence" will be deemed to have occurred at the time of the first act, error, or omission that is part of the "occurcence"; and B. Wiih respect only to the insurance provided by lhis Provision �[3., Exclusion 2.e. Empfoye�'s Liability of SECTION I– COVERACE A– BODILY INJURY AND PROPERTY DAMAGE, is amended to append the following: Only for "bodlly injury" not covered by other liabilily insurance (including state-sanctioned self insurance} available to the insured (or which would be available buY for exhaustion of ifs limits), this exclusion does not appfy to "bodily injury" that arises out of a"health care incideni." C. SECTION V– DEFINITIONS is amended to add the following new definition: "Health care incident" means a negligent act, error or omission by your "employees" or "volunteer workers" working on your behalf in the rendering of or failure to render professional health care services in any of the followl�g capacities, or the related furnishing oF food, beverages, medical supplies or appliances: a. Physician; b. Nurse; c. Emergency medical technician; d. Paramedic; e. Chiropracior; f. bentist; g. Athletic trainer; h. Audiologist; I. Physical therapist; ). Psychologist; (1) The "bodily injury" is caused by an k. Speech therapist; "occurrence" that takes place in the I, Other allied health professional; or "coverage ferritory." For the purpose of this insurance: �... _ �.,,,, ��..... ma.. _ �__ _.._.._ . —.. G-18652-J (Ed. 07�12) Page 7 of 12 Copyright, CNA Afl Righfs Reserved. �� NAMEr� 7�suRED :��r�MAx�c sz°rzvc°roRES r, L. p. G-18652-J (Ed. 07-12) poLZCY rruMBErz: sa9as��aai b. The Damage i'o Premises Rented To This paragraph g. does not apply to medical You Limit shown in the Declarations. expenses incurred in the state oF Missourf, E. Paragraph 4.b.(7}(a)(ii) of SECTION IV — COMMERCIAL GENERAL LIABfLITY CONDITIONS is deleted and r�placed by ihe following: {ii) That is property insurance for premises rented to you, for premises temporarily occupied by you with the permission of the owner; or for personal property of others in your care, custody or confrol; F. This Provision 15. does not apply if Damage To Premises Rented To You Li�bility under S�CTION — I— COVERAGE A is excluded by endorsement. 96. LIBERALIZATION CI.AUSE If we adopt a change in our forms or rules which would broaden coverage for contractars under this endorsement without an add)tional premium charge, your policy will automaticafly provide fhe additional coverage as of the da#e the revision is eFfective in your state. 17. LIQUOR LIABILITY Under S�CTION t— COVERAGE A— BODILY INJURY AND PROPERTY DAMAGE, Paragraph 2. Exclusions is amended ta delete exclusion c. Liquor l.iability. This provision '17. does noi apply to any person or organfzaiion who otherwise qualifies as an additional Insured on thls Coverage Part. 1$. M�DICAL PAYMEN7S A, Paragraph 7. Medicai Expense Limit, of SECTlON III — LIMITS OF INSURANCE is deleted and replaced by the foUowing; 7. Subject to Paragraph 5, above (the Each Occurrence Limlt), the Medical �xpense Limit is ihe mos# we will pay under SECTION — I— COVERAGE C for al! medical expenses because of "bodily inJury" sustained by any one person. The Medica! Expense Limit is the greater of: �1) $15,000; or (2} The amount shown in the beclarations For Medical �xpense Limit. 19. NON-OWNED AIRCRAFT Under SECTION 1— COVERAGE A— BODILY INJURY AND PROpERTY DAMAG� l,lA�fE.ITY. Paragraph 2. �xclusions is amended such that exclusion g_ Alrcraft, Auto or Watercraft does not apply to an aircraft you do not own, provided that: 4. The pilot in command holds a currently effective certificate issu�d by the duly constituted authority of the United States of America or Canada, designating that person as a commercial or airiine transport pilot; 2. The aircraft is rented to you with a trained, paid crew; and 3. The aircraft d�es not t�ansporE persons or cargo for a charge. 20. NON-OWN�D WATERCRAFT Under SECTION 1— COVERAGE A— BODILY INJURY AND PROPERTY DAMAGE LIABILITY, Paragraph 2. Exclusions is amended to delete subparagraph (2) of exclusion g. Aircraft, Auto ar Watercrait and replace it with the following. [This exclusion does not apply to:] (2) A watercraft you do not own that is: (a) Less than 75 feet long; and (b) Not being used to carry persons or property for a charge. 21. PRIMARY AND NON-CONTRISUi'ORY TO UTH�RINSURANCE With respect to any person or organizatian that is an additional insured under this Coverage Part, the following is added to Paragraph 4. of SECTION IV -- COMMERCIAL GENERAL LIABILITY CONDITIONS; If you have agre�d in writing ln a coniract or agreement that this insurance is primary and non- contributory relative lo an additional insured's own insurance, then lhis insurance is primary and we will not seek cnntribution f�om that other insurance. For the purpose of thfs Provision 21., the additionaf insured's own insurance means insurance on which the additional insured is a Named Insured. B. p�ragraph 1.a.(3){b) of SECTI�N I— This Provision 21. does not apply in situations COVERAGE C M�DICAL PAYMENTS, is Where the endorsemeni on this policy affording replaced by the following: coverage to the addikional insured specifies that this insurance is excess over any other insurance (b) The expenses are incurred and reported io available to that additional insured. us within three years af the date of the 22 pRoPERTY pAMAGE -- ELEVATORS accident; and _ __ __ _.....��. wA_. � �.....�� G-18652-J (Ed. 07-12) Page 10 of 12 Copyrighl, CNA All Righls Reserved_ �� NAMED INSURED: LANDMARK S`PRUCTUI2L5 I, L.P. POLICY NUMBER: 5093546391 A. Under SECTI�N 1– COVERAG� A� BODlI.Y INJURY AND PROPERTY DAMAGE, Paragraph 2. Exclusions is amended such that exclusion k. Damage to Your Product, and subparagraph (3), {4) and (6} of exclusion j. Damage to Property do not apply "property damage" that results irom the use of elevators. B. With respect only to the coverage provided by this endorsement, Condition 4. Other 26 Insurance in SECTION IV – COMMERCIAL GEN�RAt LIABILITY CONbI710NS is amended to add the followfng subparagraph b.(1)(a)(v): 4. Other Insurance i�. �xcess Insurance (1) This insurance is excess over: (a) Any pf the other insurance, whether primary, excess, contingent or on any other basis: (v) Thal is Prope�fy insurance covering property oF others damaged from the use of elevators. 23. SUPPLEMEN'TARY PAYMENTS A. Under Section I– Supplementary Payments – Coverages A and B, Paragraph 1.b., the limit of $250 shown fof the cost oF bail bonds is replaced by $5,OQ0: B. In Paragraph 1.d., the limit of $250 shown for daily loss of earnings is replaced by $1,000. 24. UNINTENTIONAL FAILURE TO DISCLOSE HAZARDS If unintentionaliy you should fail to disclose all existing hazards at the inception date of your policy, we will not deny caverage under this Coverage Part because of such failure_ 25. WAIVER OF SURGROG�►710N - BLANKET Under SECTION IV – COMMERCIAL. GEN�RAt LIASILITY CONDITiONS, ihe Transfer �f Rights Of Recovery Against Oihers To Us Condition is amended by the addition of the following: We wafve any rlght of recovery we may have against any person or organizatiQn because of payments we make for injury or damage arising out ofi G-18652-J {Ed. 07-12} However, this waiver appl�s only when you ha�e agreed in wrifing to waive such rights of recovery in a contract or agreement, and on{y if the contract or agreement: 1. Is in effecf or becomes efFective during ihe term of this policy; and 2, Was executed prior to loss. WRAP-UP EXTENSION: OW{VER C�NTROL,LED INSURANCE PROGRAM, CONTRACTOR CONTROLLED INSURANCE PROGRAM OR CONSOLIDATED (WI�AP-UP) IIVSURANCE PROGRAMS �lrat�: T%� �tallcsw�� pr�v�si�ar� da�s t��t �apply tc� �ny p��lic ��r�strr�cti�r� praje�� +n �he �t�t� o� �4cl�l��tr�a, r�car [� �ny ��nstrur..firan �t+�ject �n t�� i�t�� i�s�€�, t��k i� rac�� u�r�il�s:s� tc� b� ir��ed und�r � "consolidated (wrap-up) insurance program" by applicable stale stalute or regulation: If the endorsement �XCLUSION – CONSTRUCTION WRAP-UP or another exclusionary endorsement pertaining to Owner Controlled Insurance Programs {O.C.I.P.) or Contractor Controlled Insurance Programs (C.C.I.P.) is attached to this policy, then the following changes app[y: A. The following wording is added to the endorsement: With respect to a "consolidated (wra�-up) insura�ce program" praject in which you are or were involved, this exclusion does not apply to those sums you became legally obligated to pay as damages because of: 1. "Bodily injury," "property damage," or "personal or advertising injury" that occurs during your ongoing opera#ions at ihe project, or during such operations of anyone acting on your behalf; nor 2. "8odily Injury" or "property damage" included within the "products-completed operaiinns hazard" that arises ouk af those portions of ihe project that are not "residential structures." B. SECTION IV – COMMERCIAL GENERAL LIABILI7Y CONDITIONS is amended to add the following subparagraph 4.b.(�I)(c) to Condition 4. Other lnsurance_ [This insurance is excess over:] 1. Your ongoing operations; or (c) Any of the other insuranc� whether primary, excess, contingen# or any other basis that is 2. "Your work" inciuded in the "products completed insurance available fo you �as a resuft of operations hazard." your being a participant fn a"consolidated (wrap-up) insurance program," but only as —........_ _ . -- .... ....._.._ u_�............ _ __.._. __ _., G-18652-J (Ed. 07-12) Page 11 of 12 Copyrighl, CNA All Righls Reserveci. NAMGD INSURED: LANDMARK STkOCTURES I, L.P. POLICY NUMBER: 5093596381 COIVIM�RCIAL. GENERAL LIA�ILITY CG 02 05 92 04 THIS ENDORSEIVIENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. TEXAS CHANGES - AMENDMENT �� CANCELLATION PR�VfSIONS OR C�VERp►GE CHANGE This endorsement modifies insurance provided under the following: COMMERCIAL G�NERAI� I.IABIt�ITY COVERAGE PART LIQUOR LIABILITY COVERAGE PART OVVNERS AND CONTRACTORS PROT�CTIVE LlABILITY �OVERAGE PART POLLUTION LIABILITY COVERAGE PART PRODUGT WITHDRAWAL COVERAG� PART PRODUCTS/COMPLETED OF'ERATIONS LIA6ILITY COVERAGE PART RAILROAD PROTECTIVE I.IABILITY COVERAGE PART In the event of cancelfation or material change lhat reduces or restricts the insurance afForded by this Coverage Part, we agree to mail prior written notice of cancellation or material change to; 1, 0 Name: SCHEDULE BLANKET V]HEN I2EQUIRED BY WRITTEN CONTRACT OR AGREEMENT 2. �Address: 3_ Number of �t� � advance nofice: 30 __. Ir7f�rn��i�� r��:rs.iir�r� to c;�r��t� this �c�7�c�t�l�. iF ��nt sC�a�ru� �L��v�. wlll be sh�wn CG 02 OS 12 Q4 Copyright, ISO Properties, Inc., 2003 Page 1 of 1 rrAm�D rNSVxFD: La�rrJMAR�c sT�zucTVRFS z, L. P. SCA 23 500D _ ( Ed. 10/� 1) PdLICY NUMBER: 5093546350 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CARE�UL.L.Y. EXTENDED COVERAGE ENDORS�M�NT-BA PLUS This endorsement modifies insurance provlded under the following: BUSINESS AUTO COVERAGE FORM I. LIABILTY COVERAGE 1. Which are no longer in force; or A. Who Is An Insured The following is added to Sectfon II, Paragraph A.1., Who Is An lns�or�d: 1. a. .4ny incorporated entity of which the Named Insured owns a majarity of the voting stock on the date of inception of this Coverage Form; provided that, b. The insurance afforded by this provision A.1. does not apply to any such enfity that is an "insured" under any other liability "poficy" providing "auto" coverage. 2. Any organlzation you newly aaquire or form, other ihan a limited liabilify company, partn�rship or joint venture, and over which you maintain majority ownership interest. The insurance affnrded by this provision A.2.: a. Is effective on the acquisition or Tormation dafe, and is afForded only until the end of the policy period of this Coverage �orm, ar the next anniversary oF its inception date, whichever is ear{ier. b. Does not apply to: (1) "Bodily injury" or "property damage" caused by an "accident" that occurred before you acquired or formed the organlzation; or {2j Any such organization fhat is an "insured" under any other liability "policy" providing "auto" coverage_ 3. Any person or organization that you are obligated to provide Insurance where required by a wrillen contract or agreement is an insured, but only with respect ta legal responsibilliy for acts or omissions of a person for whom Liabiliiy Coverage Is aFForded under this pQlicy. 4, An "employee" of yours is an "insured" while operating an "auto" hired or renied under a contract or agreemeni in tha# "employee's" name, with your permission, while performing duties related to the conduct of your business, 2. Whose limils have been exhausted. B. Bafl Bonds and Loss of Earnings Section 11, E'aragraphs A.2.a.(2) ancf A.2.a,(4) are revised as follows: 1. In a.(2j, the limit for the cost of bail bonds is increased from $2,Ob0 to $5,000, and 2. ln a.(4), the llmit for the loss of earnings is increased from $250 to $500 a day. C. Fellow Employee Secti�n II, Paragraph 6.5 does not apply. Such coverage as is afforded by this provision C, is excess over any okher collectible insurance. !I. PHYSICAL DAMAG� COV�RAGE A. Towing Section lll. Paragraph A.2., is revlsed to Include Light Trucks up fo 9U,OOU pounds G,V.W. 8. Glass Breakage — HittEng A Blyd Or Animal — Fal[Ing ObJects Or Missiles Th� following is added to Sectfon Ill, f'aragraph A.3.. With respect to any covered "auto," any deductible shown in the Declarations wifl not apply to glass breakage if such glass is repaired, in a manner acceptable to us, rather than replaced. C. Transportation Expenses Section III, Paragraph A.4.a. is revised, wiih respect ta transportation expense incurred by you, to provide: a. $60 per day, in lieu of $20; subject to b. $1,800 maximum, in lieu of $600. D_ Loss of Use Expenses Section III, Paragraph A.4.b. is revised, with respect to loss of use expenses incurred by you, to provide: a. $1,00o maximurn, in lieu of $600. "Policy," as used in this provision A. Who Is An E. Personal Property Insured� includes those policies thaf were in force The following is added to Sectton III, Paragraph on the inception date of this Coverage Form but: A.4. SCA 23 500D Copyrighl, CNA Corporolion. 2000. Page 9 of 3 (Ed. 10/11) fncludes copyrlghled malerlAl of lhe Insuronce Servlces OHlce used wllh Ils penniss[on. NAN}ED INSURED: LANDMARK STRUCTORES I, L,p. POLICYNUMB�R: so93sq63so COMMERCIALAUTO CA 04 44 03 10 THIS ENDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAREFULLY. WAIVFR flF 7RAN�FER OF RIGHTS OF I�ECOV�RY AGAINST OTHERS TO US (INAIVER �F SUBROGATION) Thls endorsement modifies insurance provided under #he following: BUSINESS AUTO COV�RAGE FORM BUSINESS AUTO PHYSICAL DAMAGE COV�RAGE FORM GARAGE COV�RAGE FORM MOTOR CARRIE.R COV�RAG� FORM TRUCKERS COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unfess modified by the endorsement. ihis endorsement changes the policy effective on the incep[ian date of the policy unless another date is fndicated below. Named lnsured: L�DMARx STRUCTURES z, L.p. Endorsement Effective Date: o�/i4/aoia SCHEDULE Name(s) Of Person(s) Or Organization(s): BI.ANKET WHEN RE(�UIRED DY WRI'I'PEN CONTRACT OR AGREEMENT Information required to complete this Schedule, if not shown above, wi11 be shown in the Declarations. The Transfer Of Rights Of Recovery Against Others To Us Condilion does not apply ta the person(s) or organization(s) shown in the Sch�dule, but only to the exfent that subrogation is waived prior to the "accidenY' or the "foss" under a conlract with that person or organizatlon. CA 0444031U Copyright, Insurance Services Office, Inc., 2009 Page 1 of 1 G-140378-B �� NAmED iNSrrRED: L�vaMARx sx°�vcTU�zES z, L. P. (�d, 05/08) POLICY NUMHER: SQ93546350 THIS ENDORSEMENT CHANGES THE POLICY. pLEASE READ !T CAREFULLY. BROADENED POLLUTION LIABILITY COVERAGE' 7his endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM MOTOR CARRIER COVERAGE FORM TRUCKERS COVERAGE FORM With respect to coverage provided by this endorsement, the provisions of the Coverage Form apply unless modified by the endorsement. A. Liability Coverage is changed as follows: 1. 2. Paragraph a. of the Pollution Exclusion applies only to liability assumed under a contract or agreement. With respect to the coverage aFforded by Paragraph A.1 above, �xclusion 6.6 Care, Custody Or Control does not apply. B. Changes In Definitions For the purpose of this endorsemenf, Paragraph D. of the Definitions Section is replaced by the following: D. "Covered pollution cost or expense" means any cost or expense arising out of: 1. Any request, demand, order or statutory or regulatory requirement; or 2. Any claim or "suit" by or on behalf of a governmental authority demanding that the "insured" or others test for, monitor, ciean up, remove, contain, treai, detoxify nr neutralize, or in any way respond to, or assess the effects of "pollutants." "Covered pollution cost or expense" doe� not include any cost or expense arising out oF ihe actual, alleged or threatened discherge, dispersal, seepage, migration, release or escape of "pollutants": a. Before the "polluta�ts" ar any property in which the "pollutants" are cnntained are moved from the place where they are accepted by the "insured" for movement into or onto the covered "auto"; or b. After the "pollutants" or any property in which the "pollutants" are contained are moved from the covered "auto" to the place where they are finaily delivered, disposed of br abandoned by the "insured." Paragraphs a. and b. above do not appiy to "accidents" that occur away from premises owned by or rented to an "insured" with respect to "pollutants" not in or upon a covered "auto" if: G-140378-8 (Ed. a5/08) (7� The "poUutants" ar any property in which the "pollutants" are contained are upset, overturned or damaged as a result of the maintenance or use of a covered "auto"; and (2) The discharge, dispersal, seepage, migration, release or escape of the "polluiants" is caused directly by such upset, overturn or damage. C. Property Dama�e Liability Coverage Deductible The damages that would otherwise be payable under Llablllty Coverage for "properly damage" and "covered pollution cosk or expense" caused in any one "accidenl" will be reduced by the "Property Damage" and "Covered Pollution Cost or Expense" Per "Accidenf" Deductible shown in the 8roadened Pollution Liability Coverage Schedule prior to fhe appliaation of the i.imit 0# Ir�surance provision. D. Our Right 7o Reirnbucsement To settle any claim or "suiY' we may pay all or any part of the deductible shown in the Broadened Pollulion Liabifity Coverage Schedule. If this happens, yoa must reirnburse us for the deductible or the part of the deductible we paid. �. Limit Of Insurance The following 9s added to Section Il, Paragraph C., Limit Of Insurance: Regardless of the number of covered "autos," "insureds," premiums paid, claims made or "suits° brought or persons or organizations making claims or bringing "suits," ihe most we will pay for the sum of all damages and "covered pollution cost or expense" involving the additional insurance provided by fhis endorsement is the Aggregate Lirnit shown in the Broadened Pollution Liability Coverage Schedule. The Aggregate Limit shown in the Broadened pollution Liability Coverage Schedule applies separate{y to each consecutfve annual period and fo any remafning period of less than 12 months, starting with lhe beginning of the policy period shown in the peclarations, u�less the policy period is extended after issuancs for an additional period of less than 12 months. (n that case, the additional Page 1 of 2 � ��r�aci �vilC �a� d��,rr�e� ��r� �rf tf7� �a�� r�c��fiinq ��ri�� f�r �ur��s�s a� ��t�rr��i�ir�r� ki'�� l�gr��#� L1p��tt. F. EXCESS COVERAGE The addiifonal insurance provided by fhis endorsement is in excess of any automobile pollution coverage required by your staie and provided for in the Insurance Services Offlce, Inc. state Changes endorsement attached to ihis G-140378-8 (Ed. 05l08) G-140378-8 (Ed, 05108} Coverage Form. However, the additional insurance provided by this endorsement does not increase 1he each "accident" limit of this Coverage Form. Any olaim paid for automobile polfution coverage as provided by the Insurance Services Office, Inc_ state Changes endnrsement attached to this Coverage �orm will not be charged against the annual Aggregate Limit shown in the Broadened Pollution Liabiiity Coverage Schedule. Page 2 of 2 �D�.�C�( NUi��R: 5093546350 COMM�RCIAL AUTO CA 02 44 06 04 TH1S ENDORSEIVIENT CHANGES THE POUCY. PLEASE READ IT CAREFULL�Y. TEXAS CANCELLATION PROVISt4N OR COVERAGE CHANGE ENDORSEMENT 7his endorsement modifies insurance provided under the following: BUSINESS AUTO COVERAGE FORM GARAGE COV�RAGE FORM MOTQR CARRIER COVERAGE FOP.M 7RUCKEFtS COVERAGE FORM Wifh respect to coverage provided by ihis endorsement, the provisions of the Goverage Form apply unless rnodified by the endorsement. This endorsement changes the policy eFFective on fhe inception date of 1he policy unless another date is indlcated below. _.�.___��.... ._.m_ _ ��..��.._,m Endorsement Effective: 0�/14/13 �' Counlersigned By: ��__�__._..._....��.___ Named ]nsured: LANDMARK sT�zucTUxES z, L.�. (Aulhorized Representative) SCHEDEILE �._._�.._m ..�..��........�. .�.�.-.��..�. �_....�.� -___...m� _..... FJurnber of bays' Notice a o Name 4f Persntr Or Organization BLANKET WHEN R�QUIRED BY WRITTEN CONTRACT OR AGREEMFsNT Acld ress If this poliey is eanceled or materially changed to reduce or restrict coverage, we will mail notice of cancellation or change to the person or organiza#ion narr►ed in the Schedule. We will give the number of days' notice indicated in the Schedule, GA 02 q4 OG Oa Copyright, ISO Prnperties, Inc., 2003 Page 1 oF 1 WORKERS COMPENSATION AND EMPL.OYERS LIABILITY INSURANCE POLICY 7EXAS WAIVER OF OUR RIGHi TO RECOVER FROM O7HERS ENDORSEM�IVT WC 42 03 04 A (Ed. 1-00) ihis endorsement applies only fo the insurance prnvided by the policy because Texas is shown in Item 3.A. of ths Information Page. We have the rigl�t to recover our payments frorn 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 applles only with respect to bodily injury arising out of the operatinns described in the Schedule where you are required by a written cnntract to obtain this waiver from us. This endorsement shall not operate directly or ind(rectly to benefit anyone not named in the Schedule. The premium for this endorsernent is shown in the Schedule. 1. ( ) �X � Schedule Specific Waiver Name of person or organization Blanket Waiver Any person or organization for whorn the Named Insured has agreed by written contract to furnish this waiver. 2. Operations: 3. Premfum The premium charge for this endorsement shall be cao� percent of the premium developed on payroll in connection with work performed for the above person(s) or organization(s} arising out of the operations described. 4. Advance Premium This endo�sement changes fhe policy to which it is allached and is effective on 1he date issued unless otherwise stated. (The �nformation below Is required only when this endorsement is Issued subsequent to preparation of the pollcy.) Endorsemont Effective o�/la/2oi3 POIICy i�o. 5093546378 Endorsement No. 111SUf@d Landmark Structures I, L. P. Pf6fIlIUfT1 $ Insurance Company valley Forge Tnsurance Co Countersigned by WC420304A ( Ed. 1-00) WORKERS CUMP�NSATION AND EMPLOYERS LIABILI7Y 1NSURANCE POLIGY WC 42 06 01 (Ed.7-84) . TEXAS NOT1G� aF MATfR1AL CHANGE �NQ012SEMENT 7his endorsement applies only to the insuranca provided by the policy because Texas is shown in 4tem 3.A, af lhe Information Page. In the event of cancellation or other material change of the policy, we will mail advance notice to the person or or- ganization named in the Scheciule. The number of days advance notice is shown in the Schedule. 7his endorsement shall not operate directly or indirectly fo benefit anyone not named 'In the Schedule. Schedule 1. Numbe�'ofdaysadvancenotice: 30 2. NOfIC@ WIII I7e I7lall0d t0; 81�1�.NKET WHEN 12EQUIRED BY V7RITTEN CONTRACT OR AGREEMENT Tltis endorsement changes Ilie policy to whlch il is altached and is effeclivo on the dale issuad unless olhervvfse stated, (Ttie informatlon below is required oniy when this endarsemenl is issued subsequenl lo preparation of lhe poilcy.} EndolsementEffecllve D7/14/2013 PoIlcyNo. 5093546378 EndorsemefllNo. Insured Landmark Structures I, L. P. Premium$ Irasurance Company Valley Forge Insurance Ca Cotlnterslgned by WC 42 06 01 (Ed. 7-64) '� t� � DATE (MMIDDIYYYY) �''� '�`" CERTIFICATE OF PROPERTY INSURANCE �o�2��zo�3 �...� _ __ THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AFFIRMATIVELY OR NEGATIVELY AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. THIS CERTIFICATE OF INSURANCE DOES NOT CONSTITUTE A CONTRACT BETWEEN THE ISSUING INSURER(S), AUTHORIZED REPRESENTATIVE OR PRODUCER, AND THE CERTIFICATE HOLDER. If this certificate is being prepared f�r a��y who has an insurable interest in the prr,p�sty, do not use this form. Use ACORD 27 or ACORD 28. PRODUCER �� ' � ' r��,w�� T�i i�n� ��i< wM_... �. IBTX Risk Services ps�a�� !1i°� �� 6363 N. State Hwy 161 �nu�, L�,�xti;214-S�s��r 7100 __,_.____......_ f dnr�,�a�1214-_`_;�7� 9i1�.� Suite 100 ��yp��g�; service�ib-tx.com [sRC3ilifG�ii. .._.__ .----- . — -- -.. _. Irving TX 75038 ,��T��; INSURED Landmark Structures I, L. P, 1665 Harmon Road Fort Worth TX 76177 i1�5U�?Ff��S� AFFORDING COVERAGE NAIC # --......... „ .__._.—.......INSURERA:COritlri2IIta .__...----.� .. .,.. ...... ' 1 Casualty Co_ 20443 _ � �.�� INSURER B : . � � �� ,�, INSURER C : _ „__ ... _ _,.-- — .,..... _....__-- _.....--- --... .. �''i`��wj �INSURERD: . ........... +� �, < 9 H�r� — — ._.. _ _. _._..__ _ _. __ �..� INSURER E : -- . ,.,.,.,_._ _ .... .—_ .._ ...,,___ . -- — ''�� INSURER F : � .__._....... COVERAGES CERTIFICATE NUMBER:g.��;t�� REVISION NUMBER: __ _ _ �� LOCATION OF PREMISES I DESCRIPTION OF PROPERTY (Attach ACORD 101, Addltional Remarks Schedule, if more space is requlred) ,�... �...,..W.K......,., . �. W..._.. _ _ ..:�. -w .._ 91�IS I$ Tt� �°Ff�'P'k�'1` 36{A'� `tf°a� F�t��I�IE:r �}9 Cf�SSJ�{AC�� L4�'C�i3 k�ELCiV�Jk°9AVC L�ELN 35�UE47 iC) 7k�CE IhF�LIR�b NA�+I�Ci F�[3€"3VE 1°{7�� iHE {'�71..iC1' CLI"tl{�L7 phf€�lCPa'q'LCl, N�7TW11"HST#+.f�f7�NC� ,A�IY F��L�LJliif�M�I�T. 7Ei�M f7H f:'�C�OIi'Ci�h1 i�� FtF�Y GC��TF�ACT �7f� (�"G'NEV� QC��t7r�'i�t�#"1 ln!'1T�i k��F�k�`1` iCJ t,"�393CFi -!�l-11;� C,�!�`['[E 1Cr'tii� ft�.+�'� E?¢� P��11E�3 C�R Ml"�Y 6'�I�°&'�41fiJ Tf SF lNSlY�f4�lC:� AFf=C?1�Ci�i} FdY �Tii� f C)L9C1�5 I�%;��IBEf3 €-1��C�IT�I i� �UBJ�C'� .i t� /i9.� ?'HE TEE��i3.�"a, 1.=XC;i_L,P�9C7CJ� t1NL1 ��hJk�[Tl�hl� C)F �-1JGfz F�C�LkCf�� I@�{ �'.S ki@ 3C�UtiN iu�itY F4klVE C3�[h1 f�EC�1J{:�T� LY �AI[� �ll�IM �. _ _.... -- ---- ----- .._.....— .._.__ .. ...._--.—.._._.._ ... ._ _ ._......_ — — _... ��.INSR �� POLICY EFFECTIVE pOLICY EXPIRATION COVERED PROPERTY LIMITS '�� LTR . TYPE OF INSURANCE POUCY NUMBER DATE (MMIDDIYYYY) DATE (MMIDD/YYYY) � PROPERTY �� BUILDING g �� '�—_. _...._ i CAUSES OF LOSS DEDUCTIBLES PERSONAL PROPERTY �$ �� f--- — — � - — p BASIC BUILDING BUSINESS INCOME g }- .......... , , _... � .. .. , , . . ' ! BROAD . EXTRA EXPENSE g � ,_..._.,_. CONTENTS � - -- � �� I SPECIAL �� RENTAL VALUE g # f .._._...... _ ., . .. ..... . . ... .,. �I EARTHOUAKE � BLANKET BUILDING � I._ --- --.._ ._.. �� --- '��. WIND BLANKET PERS PROP g � _..... ..... _......_. ..... ! ------- FLOOD � BLANKET BLDG & PP g � __. _..... ---...._ .. , . _ —__. ��. 1 .__ ......_. ..... ,__� ..� $ ._._...._ ....---- ,.. -__ .�. _. ..._ $ �'�� X :Loc Limit 5,000,000 �`� �� X ��. INLAND MARINe �� TYPE OF POLICY �� S � ,�' ..._..... ...._.. ,„„,�.�.. �CAUSESOFLOSS ?Builder's Risk"" X pisaster Limit g5,000,000 �`° � . � � _ ... M .w n,,, �. � - (I �NAMEDPER[u."�� POLICYNUMBER ,X `Pemp Location g500,000 _ ..�, �„ .__. ._.._ �,.., A�X �,�x�cx�l C 2095238022 7/14/2013 7/14/2014 � X Transit 5500,000 .. � CRIME v ...�. � . g..... -- ....------._ ,..._ _.... 3 � TYPE OF POLICY � .... ..... _ '��. 1 $ � BOILER�BMACHINERYI �� ' S �- � EQUIPMENT BREAKDOWN ��" ��-'�� -- '- �-�� ...._.....__ $ ± .__._ _- _. __ � ..._..._ � $ ____. ..__ � ,, $ . ........_._ _..... . ..___.._ .._ . SPECIAL CONDITONS I OTHER COVERAGES (Attach ACORD 101, Additlonal Remarks Schedule, if more space is requfred) If required ksy w,a'-�tten contract, Additional Insured and Waiver of Subrogation apply per attached endorsements � �' r RE: IFB #5350, Southwest Elevated Storage Tank; 3.0 MG Elevated Water Storage Tank,,^""f CERTIFICATE HOLDER ��'��►-� � ��N SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, NOTICE WILL BE DELIVERED IN ACCORDANCE WITH THE POLICY PROVISIONS. City of Denton, TX �u� Purchasing Department _ _ 901—B Texas SY.Y22t ��..��pUTHORIZEDREPRESENTATIVE :" Denton TX 76209 � _ __ _ �J ��9a [�4� ACORD CORPORATION. All rights reserved. ACORD 24 (2009/09) The ACORD name and logo are registered marks of ACORD a-tessa-a {Ed. 03/93} LANDMARK STRUC7'URES 1, LP - POLICY PdO: C 2095238022 7HpS EPIDORSEMENT CHANGES THE POLICY. PLEASE READ IT CAHEFULLY. �UlLDERS' RISK ADDITIONAL INSURED ENDOR�EMENT TI�1s endorsement modlties Insurance provlded under lhe fallawing: gUI�.DER3' f�ISK COVERAQE FORM INSTALLATION FLOAT�R COVERAQE FORM Nam� ot parsan or organizatla�: �`�* BLANKET WHEN REQUIRED BY WRITT�N CONTRACT OR AGREEMGNT �'"' The person or arganlzatlon named abova Is an addlllonal Ineurad but onfy as respects thelr interest in ihe Covered Prop- e�y. Tho additinn of sny archltect or englneer as an addlilonal Insurad under Ihla pollcy sholl not walve our rlghis oi subragatlon it'9oss" nr damaga Is caused by ar reeults irom a faulty, Inadequsie oc de1ec11ve: (1) �'lenning, zonln�, devebpmeni, surveylnq, elilnn; or (2) Desfgn, speciflcatfons, orworkm�nship 01 pnrt or all af any praperty on or oif tha desaribed premises. a-lessa-A Paga 1 nf i (Ed, 03/93) ; r � -; • • - •• � � t� � �[ � , �. � , o R . e .,s � ��: c e ;� • � u, � . a , Y � � '; k � � � e 3 : � � , � ! x ♦ : s � z � ; � 1 • � t I � t f p F � �� 1 R ^. 4 C M! � �� 3. .� i s ♦ C :. :A' � � � R 4 . �: A � � i : . ! ! - 3 7 i � ! � ��: • . I�:.i R'�• '7b�� ,I �.' !'. G�'12K1� i�► #I. � 1 i 1 '1 ; ^ � ":. i • 1 I � �. S'; S '�� ! S 9 . �: ,� �,* ...: r�. ��r �� ,�� v��r ��r��R o�t��r� �r� t�� i"E�c� ��Ila�l►t� !� �ckia�i io �ha i'r�r,�#�ar �t F�klht� ai F��av��ry A�alna[ G°th�� ta� l]� �.tas� i>nr�c�ll�n: �c��i r��r�y w�i�� our rl�6�t� tc� r��pv�r dam��m 1rc�m ar��.�th�+r ��rty, In �rrllfn��: �. k�'Yla� So � "fm��," uP �. �91c�r � Co�s it, �i 96�� 11r�aa n4 "l��," th� a9i�r�r puriy I�: tf��. �;$y 3 �.'; f�.�'� �.�:��:w ,ii . .. f ■ ,: # : �� : I R q- y * � ! � . 1 r r. . !. ! "� ": .� Ca c«: � . � � s�:r � ; � � �!' s.: ,.. �9 M' l�' 9 l;�. M � "t '' r � 1* ,� s s � �t e: � � b. Unl�ss ottlerwlsa sgreed to by us In wrlilnq, the Coverage `ferrltory le; � :� R � � � . , , (3) can�da. �. V�luattott � . �r� • � . ;, , ;. � � � � �a s � a : . . :� ' �: e r` . t. . • i'. . k ��` !'� ��:f 1♦ S� kl i � � 1 1 ! ��:J F • I � . S �." 1 1 : M' 9 � : 1 !' ` � i ��. �: 1 � � �.� ? ��:�:, 4 ;��t ;•��f � !�,'� S♦ �iF a !w �� . A 3 A C • S 1 R 'G • ♦' - !'� f ! f � ) S : �l , �� : f 1 L�: ' � 7 i?�. ' .: # ? 1 : : ! 1' .: 1 ',.. 1 ! # . ! ! 1� � : � C �� 1; �!3 S.i f : W IC�� !�'^ 1 !kl !!� �: � k• ! A :�tY k►' . f"��: �:• '� j..�..# C:!i P R: 1 i��1 'P :.`,: • !i" • : :z.l ' ��'x �f � � ?;;: ! : � , , .. : 4� 1 l �. ��, 1 1 : �" S ' ; ; * � 4 ,.,. t ; } .;' t 1 ....; �-': 1� ! l 7'_ 1# t' � s � a • t x� •�S; . : �' R a a� '•1;! � � 1 � o • e t ♦'; / I♦ � : ♦ �7 ' 4+ 1 f ;. 1 1�'�. 1�:� S ! R:�� L� !� N � S �-aoaaa�-� Inc(uds� cwPYr�Ohlod matari�l ol I6O Prope�tlos, (nc., vAlh its permlaalan. Pag� 24 012E1 (Ed. 121Q0) INSUR.ANCE REQUIREMENTS AND WORKER'S COMPENSENTATION REQUIREMENTS Responder�t's attenlion is directed to the i�isura��ce requirements below. It is highly recommended that �•esPondents confe►• N�ith their respective ir�surance carriers or brokers to delern:ine in adva�a.ce of Proposal/Bid submissio�a tl�e availabili[y of insurai�ce certificales and endorsenzents as prescribed a��d provided hereirz. If an appa��ent low respo��'crrt,fr�il,� tt� cra�a��ly at,�i�tly ��r'i1a lJ�c� frr,s°�ar°�rrc��'� �•e�rrir•��t�crats, !/7a1 respondent may be disqualified fi�om cr�a�cr�•r� caj tire ��an1e r�c�. ��r�r� r�c��trr��i c�,a�#�; c�ll ir��°r.r�°c�a�ce requirements shal! become conlraclual obligations, ��rTrlr.�r !!ac sr�r�c�ss�+°�rl c�►atrcrcir�r •slr�rl� l�cr�'e c� c��r�y tv mairrtain throughout tl7e course of this cof�tract. STANDARD PROVISIONS: Wit/tout limiling a�ry of tice ol/cer obligatiazs or Ciabilities of [he Cnietraclor, tl:e Co�:tractor s/cal[ provide and maintaiia unlil tlte contracted work /ias bee�r compleied and accepled b� tlte City of Denlon, Owner, tJre minin:r�m ihsurnnce coverage as indicaled l:ereinafler. As soon as practicable afler nolification of contracl arvard, Conlractor sl:all frle with t/te Purcl:asing Dep�zrlmenl saiisfaclory cerlificales of ihsurance, ��t�rr�irr,� tire �r�frtr�c�' �rur��'�er +��r1 ��'�� .� �`�� projecl. Co�:tractor nray, upon wrilteK request 1n tla� P��rr.ir�rsi�r� ii��arrrir��rat, r.ask J`ar clur'��c`�a'��►'� �. f any insurance requirements at a�:y time; however� +�"t�ra�r�relr�rs �r��.� strcrer�l� c��vr"�,��i t"a +rr�rls'� sE�cit requests prior to proPosaUbid opening, since t/te ir�srtruric�e re��c�u�renrcr�l� rir�y� xr�+i 6e a��rc+�lr"ft�� r�r waived afier proposal/bid aPening unless a writte�a excep[io�: ltas been submilled wit/a the proposa!/bid. Contraclor slca[l Hot conimence any wurk or deliver any ►rtalerial uniil J2e or s1:e receives �otification ilzal !!Ze contracl /:as hee�: accepted, approved, aHd signed by llre Cily of Denton. All insurance policies proposed or ubtained in satisfaciinn of llaese requireme��ts slial! con:ply wil/i tlae following ge�:era! specifrcatior:s, und s/xal! be mainlained i�r conrpliance witl� ll:ese general specifica[ioi:s lltroughout t/:e duration of llte Conlracl, or longer, if so rcoted: • Each policy shall be issued by a company authorized to do business in the State of Texas with an A.M. Best Company rating of at least A. Any deductibles or self-insured retentions shall be declared in the proposal. If requested by the City, the insurer shall reduce or eliminate such deductibles or self-insured retentions with respect to the City, its officials, agents, employees and volunteers; or, the contractor shall procure a bond guaranteeing payment of losses and related investigations, claim administration and defense expenses. Liability policies shall be endorsed to provide the following: Name as additional insured the City of Denton, its Officials, Agents, Employees and volunteers. � That s��cl� i��sur��c� is �rt�:i�ary to any other insurance available to the additional insured with res��c�t i�a �;1�is�� r�v�r�d under the policy and that this insurance applies separately to eac�� it�sur°�c� z��i��:�t r��c��7� claim is made or suit is brought. The inclusion of more than one insured shall not operate to increase the insurer's limit of liability. • Cance[lation: City requires 30 day wrilten notice s/aould arty oj t/ze policies described oii llie cerlificate be car:celled or materially claanged before the expiration dale. • Should any of the required insurance be provided under a claims made form, Contractor shall maintain such coverage continuously througlsout the term of this contract and, without lapse, for a period of three years beyond the contract expiration, sucli that occurrences arising during the contract term which give rise to claims made after expiration of the contract shall be covered. • Should any of the required insurance be provided under a form of coverage that includes a general annual aggregate limit providing for claims investigation or legal defense costs to be included in the general annual aggregate limit, the Contractor shall either double the occurrence limits or obtain Owners and Contractors Protective Liability Insurance. • Sliould any required insurance lapse during the contract term, requests for payments originating after such lapse shall not be processed until the City receives satisfactory evide��ce of reinstated coverage as required by this contract, effective as of the lapse date. If insurance is not reinstated, City may, at its sole option, terminate this agreement effective on the date of the lapse. SPECIFIC ADDITIONAL INSURANCE R�QUIREMENTS: A!/ i�tsurance policies proposed or oblained in salisfaction of il:is Contracl slial! ad�liiioi:al[y comply ►vit/t tlte following n:arked specifrcations, nnd s/:all be mai��lained in compliance witf: tltese arldiiionn! specificalions lhrnuglaou[ t/ee dura[ion oj[/ie Coniracl, or longer, if so note�l: [X] A, General Liability Insurnnce: General Liability insurance with combined single limits of not less than $1,OOO,Q00.00 sliall be provided and maintained by tl�e Contractor. The policy shall be written on an occurrence basis eitlier in a single policy or in a combination of undei•lying and umbrella or excess policies. If the Commercial General Liability form (ISO Form CG 0001 current edition) is used: • Coverage A shall include premises, operations, products, and completed operations, independent contractors, contractual liability covering this contract and broad form property damage coverage. • Coverage B sl�all include personal injury. • Coverage C, medical payments, is not required. If tl�e Comprehensive General Liability form (ISO Form GL 0002 Current Edition and ISO Form GL 0404) is used, it sllall include at least: • Bodily injury and Property Damage Liability for premises, operations, products a�ld completed operations, independent contractors and properly damage resulting from explosion, collapse or underground (XCU) exposures. • Broad form contractua) liability (preferably by endorsement) covering this contract, personal injury liabi]ity and broad form property damage liability. [X] Automobilc Liability Insurance: Contractor shall provide Commercial Automobile Liability insurance with Combined Single Limits (CSL) of not less than $500,000 either in a single policy or in a combination of basic and umbrella or excess po[icies. The policy will include bodily injury and property damage liability arising out of the operation, maintenance and use of all automobiles and mobile equipment used in conjunction witl� this contract. Satisfaction of the above requiremeiit shall be in the form of a policy endorsement for: • any auto, or • all owned hired and non-owned autos. [X] Workers Compensatio� Insurance Contractor shall purchase and maintain Worker's Compensation insurance which, in addition to meeting the minimum statutory requirements for issuance of such insurance, has Employer's Liability limits of at least $100,000 for each accident, $100,000 per each employee, and a $500,000 policy limit for occupational disease. The City need not be named as an "Additional Insured" but the insurer shall agree to waive all rights of subrogation against the City, its officials, agents, employees and volunteers for any work performed for the City by the Named Insured. For building or construction projects, the Contractor shall comply with the provisions of Attachment ] in accordance with §406.096 of tl�e Texas Labor Code and rule 28TAC 110.110 of the Texas Worker's Compensation Commission (TWCC). [ X] Owner's and Contractor's Protective Liability Insurance Tlie Contractor shall obtain, pay for and maintain at all times during the prosecution of the work under this contract, an Owner's and Contractor's Protective Liability insurance policy naming the City as insured for property damage and bodily injury which may arise in the prosecution of the work or Contractor's operations under tl�is contract. Coverage shall be on an "occurrence" basis and the policy shall be issued by the same insurance company that carries the Contractor's liability insurance. Policy limits will be at least $500,000.00 combined bodily injury and property damage per occurrence with a$1,000,000.00 aggregate. [] Fire Damage Legal Liab�lity Insurance Coverage is required if Broad form General Liability is not provided or is unavailable to the contractor or if a contractor leases or rents a portion of a City building. Limits of not less than ^ ____ each occurrence are required. [ J Professional Liability Insurance Professional liability insurance with limits not less than $1,000,000.00 per claim with respect to negligent acts, errors or omissions in connection with professional services is required under this Agreement. � X� �� ,� [X] Builders' Risk Insurance Builders' Risk Insurance, on an All-Risk form for ] 00% of the completed value shall be provided. Such policy shall include as "Named Insured" the City of Denton and all subcontractors as their interests may appear. Comntercial Crime Provides coverage for the theft or disappearance of cash or cl�ecks, robbery inside/outside the premises, burglary of the premises, and employee fidelity. The employee fdelity portion of this coverage sllould be written on a"blanket" basis to cover all employees, including new hires. This type insurance should be requii•ed if the contractor has access to City funds. Limits of not less tl�an $ each occurrence are required. Additional Insurancc Other insurance may be required on an individual basis for extra hazardous contracts and specifc service agreements. If such additional insurance is required for a specific contract, that requirement will be described in the "Specifc Conditions" of the contract specifications. Workers' Compensation Coverage for Building or Construction Projects for Governmental Entities A. Definitions: Certificate of coverage ("certif cate")-A copy of a certiticate of insurance, a certificate of authority to self-insure issued by the commission, or a coverage agreem.ent (TWCC-81, TWCC-82, TWCC-83, or TWCC-84), showing statutory workers' compensation insurance coverage for the person's or entity's employees providing services on a project, for the duration of the project. Duration of the project - includes the time from the beginning of the work on the project until the contractor's/person's work on the project has been completed and accepted by the govenimental entity. Persons providing services on the project ("subcontractor" in §406.096) - includes all persons or entities performing all or part of the services the contractor has undertaken to perform on the project, regardless of whether that person contracted directly widi the contractor and regardless of whether that person has employees. This includes, without limitation, independent contractors, subcontractors, leasing com.panies, motor carriers, owner-operators, employees of any such entity, or employees of any entity which furnishes persons to provide services on the project. "Services" include, without limitation, providing, hauling, or delivering equipment or materials, or providing labor, transportation, or other service related to a project. "Services" does not include activities unrelated to the project, such as food/beverage vendors, office supply deliveries, and delivery of portable toilets. B. The contractor shall provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any overage agreements, which meets the statutory requi�ements of Texas Labor Code, Section 401.011(44) for all employees of the Contractor providing services on the project, for the duration of the project. C. The Contractor must provide a certiiicate of coverage to the governmental entity prior to being awarded the coniract. D. If the coverage period shown on the contractor's current certificate of coverage ends during the duration of the project, the eontractor must, prior to the end of the coverage period, file a new certiiicate of coverage with the governmental entity showing that coverage has been extended. E. The contractor shall obtain from each person providing services on a project, and provide to the governmental entity: 1. a certiiicate of coverage, prior to that person beginning work on the project, so the governmental entity will have on file certificates of coverage showing coverage for all persons providing services on the project; and 2. no later than seven days after receipt by the contractor, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duratioii of the project. F. The contractor shall retain all required certificates of coverage for the duration of ihe project and for one year thereafter. G. The contractor shall notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the contractor knew or sliould have known., of any change that materially affects the provision of coverage of any person providing services on the project. H. The contractor shall post on each project site a notice, in the text, form and mannei• prescribed by the Texas Workers' Compensation Commission, informing all persons providii�g services on the project that they are required to be covered, and stating how a person may verify coverage and report lack of coverage. I. The contractor shall contractually require each person with whom it contracts to provide services on a project, to: 1. provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all of its employees providing services on the project, for the duration of the project; 2. provide to the contractor, prior to that person beginning work on the projecl, a certificate of coverage showing that coverage is being provided for all employees of the person providing services on the project, for the duration of the project; 3. provide the contractor, prior to the end of the coverage period, a new certificate of coverage showing extension of coverage, if the coverage period shown on the clu-rent certificate of coverage ends during the duration of the project; 4. obtain from each other person with whom it contracts, and provide to the contractor: a. a certiiicate of coverage, prior to the other person beginning work on the project; and b. a new certificate of coverage showing extension of coverage, prior to the end of the coverage period, if the coverage period shown on the current certif cate of covera�e ends during the duration of the project; 5. retain a11 required certificates of coverage on iile for the duration of the project and for one year thereafter; 6. notify the governmental entity in writing by certified mail or personal delivery, within 10 days after the person knew or should have known, of any change that maierially affects the provision of coverage of any person providing services on the project; and 7. Contractually require each person with whom it contracts, to perform as required by paragraphs (1) -(7), with the certificates of coverage to be provided to the person for whoin they are providing services. J. By signing this contract or providing or causing to be provided a certificate of coverage, the contractor is representing to the governmental entity that all employees of the contractor who will provide services on the project will be covered by workers' compensation coverage for the duration of the project, that the coverage will be based on proper reporting of classification codes and payroll amounts, and that all coverage agreements will be filed with the appropriate insurance carrier or, in the case of a self-insuxed, with the commission's Division of Self-Insurance Regulation. Providing false or misleading information may subject the contractor to administrative penalties, criminal penalties, civil penalties, or other civil actions. K. The contractor's failure to comply with any of these provisions is a breach of contract by the contractor which entitles the governmental entity to declare the contract void if the contractor does not remedy the breach within ten days afier receipt of notice of breach from the governmental entity. 1 1 . i 'i ' 1 `+ 'I ATTACHM�NT C BUSINESS OVERVIEW QUESTIONNAIRE 1. Contractor Name : Landmark Structures I, L.P. 2. Address (Principle Place of Business: 1665 Harmon Road, Fort Worth, 7exas 76177 3. Does your cocnpany have an established physical presence in the State of Texas, or the City of Denton? Yes — Fort Worth, Texas 4. Tax Payer IU#: 98-0226458 5. Email Address of Primary contact: gcurrV@teamlandmark.com 6. Website Address: www.teamlandmark.com 7. Telephone: (817) 439-8888 8. Fax: 9. Other Locations: 10. Organization Class: Partnership - Individual x Corporation x Association x (817) 230-2070 Decatur, Texas Limited Partnership I 1. Date Established �uly 7, 2000 12. Former Busizless Name: Landmark Structures, Inc. ] 3. Date of Dissolution: �January 1, 2001 14. SuUsidiary of : N/A 15. Historically Underutilized Business: Yes trr F41cs l6. Principals and Officers: See Attachment #1 Please provide background and experience information, and detail responsibilities with the name of each principal or officer. 17. Key Personnel and Responsibilities: See Attachment #2 24 Please detail responsibilities with the name of each key personnel. Please specifically address and provide background and experience information on the Project Manager and Superintendent that will be utilized on this project. Include OWNER reference and contact names with area code and telephone numbers indicating experience with projects similar in size to those listed in response to question #19 below. 18. Number of Personnel by Discipline: Discipline Administrative Operations Safety Engineering Estimating/Sales Accounting/Finance Human Resources IT Number of Staff 18 168 3 5 7 7 4 6 19. Services Provided by I'irm; # Licensed or Certified 6 71 3 3 1 1 2 3 Please provide a detailed listing of all services that your company provides. Structures — Landmark Structures transformed water storage with the introduction of the composite elevated tank, combining a reinforced concrete pedestal and welded steel tank. In a span of less than 20 years, this development propelled us from innovator to market leader, with the composite elevated tank rising to become the established industry s#andard for large capacity storage of up to 3.5 million gallons. Structures operations include; • Site and Process Evaluation and Development o Design and Engineering of Concrete and Steel Plate Structures • foundation and Seismic Engineering for Heavily Loaded Structures • Standards and Code Development • Structural and Code Compliance for Water Storage • Specialty Concrete Construction, including Site-Cast Architectural Concrete for Composite Elevated Tanks • Fabrication and Erection of Welded Steel Tanks • Specialty Coatings for Steel Plate Structures - Society for Protective Coatings (SSPC) QP-1 & QS-2 Contractor • Collaborative Project Management within a Turnkey Design Build Context • Stored Water Quality Management 25 Services Provided by Firm, Continued... Services — Landmark Services provides 25 years of engineering and specialty contracting expertise, with hundreds of design/build projects delivered for clients in the municipal and heavy industrial markets. As the market leader in large capacity elevated water storage, Landmark applies the same innovative skills to ground storage tanks and piping systems. We self-perform the majority of our field construction work, and our unique ability to engineer, fabricate and execute projects provides Owners a clear, single source solution. Services operations include: • Design • Engineering • Civil Work e Steel Fabrication & Erection • Tank Design, Installation, Maintenance, Repair • Mechanical & Piping Systems • Fuel System Upgrades • Technical Coating Systems • Coatings: Certification as a Society for Protective Coatings (SSPC) 4P-1 & QS-1 Contractor • Fabrication & Field Erection with a Dedicated Fabrication Facility Fabrication - Landmark's high-capacity steel tank and component fabrication plant incorporates state of the art equipment, advanced materials and experienced personnel, Our strategic Decatur, Texas location provides easy access to transportation routes throughout the country. Our commitment to safety keeps us at the leading edge of best practices. Our expertise with a variety of materials, including stainless steel and aluminum, fills a wide range of requirements for industrial, petrochemical, power generation, government/defense and other markets. Fabrication operatio.ns include: • Plasma cutting and contour beveling on one of the largest cutting surfaces in the United States • Press forming of spherical and double curved shapes with up to 3-inch thick plate on 750-ton equipment • ASME "U" &"R" stamps, with certificate for work on all alloys • Ability to roll 12-foot wide plate to precise tolerances for cones as well as cylinders • Semi-automatic gantry welding of up to 50-foot lengths, as well as specialized welding • Plant-applied and mobile coatings, with SSPC QP-1 and QS-1 quality certification • Highly trained mobile crews with a broad range of field erection experience • Extensive material handling capabilities, with high capacity overhead cranes and drive-through loading and unloading for efficient transfers Please detail your prior experience working on similar projects with Texas govemmental entities. See Attachment #3 Please detail your similar services provided, and documented proof over the past five (5) years, similar in cost and scheduJe to this project (include project name, Owner/Engineer, contract price, contact person and area eode and telephone number). Please include a MINIMLJM of four 2.5 million gallon elevated storage tanks or larger projects that are currently substantially complete. See Below On the projects listed above, what were the final project change order amounts? Were the projects completed within the specified time frames (this includes both substantial and interim milestone dates)? If not, why not, and were any damages or liquidated damages paid to the OWNER as a result of the late completion? See Below 26 Please detail these services, including, the nature of the services provided, and the scope of the activities, the organizations for which the services were provided, the dates of the projects, and the documented benefit to the governtnental entity. See Project Information Forms — pages 120 to 123 See Schedule Compliance Forms— pages 124 to 127 20. Has your company fled or been named in any litigation involving your compa�iy and the Owner on a contract within the last five years under your current company name or any other company name? If so provide details of the issues and resolution if available. Include lawsuits where Owner was involved. No 2l . Please provide at least (3) three references (preferably municipalities) and co�7tract amounts, for which you/your firm have/has constructed projects within the preceding 24 months.. Include project description, contact names, position, and organization name and telephone number for each reference listed. See Attachment F. 22. Have you ever defaulted on or failed to complete a contract under your current company name or any other company name? If so, where and why? Give name and telephone number of Owner(s) and Engineer/Architect(s). No 23. Have you ever had a contract terminated by the Owner? If so, where and why? Give name and telephone number(s) of Owner(s) Engineer/Architect(s). No 24. Has your connpany implemented an Employee Health and Safety Program compliant with 29 CFR 1910 "General Industry Standards" and/or 29 CFR 1926 "General Construction Standards" as they apply to your Company's custonnary activities? 1111�;11�v�v�v.osl��i_g��1��1:�1�}�f��tr��t�is��v,r�itl� ac:r►�•c�� "'��cls�e_t�?pe—�']'�1ND/1Rl�S&p loc level=l&p kevvatue=1926 Yes 25, Please indicate the total number of projects your Firm has undertaken within the last five years? 115 26. Please provide financial data consisting of audited fnancial statements for the past three (3) years. See Attachment #4 27. Please provide a list of current, active contracts that your firm is engaged with. See Attachment #5 28. Insurance Information a. Name of Insurance Carrier Commerce & Industry Insurance Co. b. Agent Name c. Address of Agency d. City/State e. Phone Number f. Email address of Agent Valley Forge Insurance Co. National Fire Insurance of Hartford Dianne Link IBTX Risk Services DFW 6363 N. State Hwy. 161, Suite 100 Irving, Texas 75038 (Z14} 989-7100 dlink@ib-tx.com 27 29. List all subcontractors, and detail qualificatio�is and experience of each, whom respondent estimates will fulfill ] 5% or more of the contract: Not Applicable 30. Please detail the yualifications of the manufacturers proposed to furnish the principal items of material or eyuipment. By Own Forces 31. Resident/Non-Resident Bidder Determination: Texas Government Code Section 2252.002: Non-resident bidders. Texas law prohibits cities and other governmental units from awarding contracts to a non-resident firm unless the amount of such a bid is lower than the lowest bid by a Texas resident by the amount the Texas resident would be required to underbid in the non-resident bidders' state. In order to make this determination, please provide the name, address and phone number of: a. Proposing firms principle place of business: Landmark Structures I, L.P. 1665 Harmon Road, Fort Worth, Texas 76177 (817) 439-8888 b. Cotnpany's majority owner principle place of business: Landmark Structures Management Inc., General Partner 1665 Harmon Road, Fort Worth, Texas 76177 (817) 439-8888 c. Ultimate Parent Company's principle place of business: Not Applicable m TO: CITY OF DENTON PROJECT: INVITATION FOR BIDS - #5350 CONSTRUCTION OF THE SOUTHWEST ELEVATED STORAGE TANK DENTON, TEXAS Appendix B- list of Subcontractors (value less than 15% of the contract) Descriptio� of Work Name of Subcontractor � ..� - �... �...._� - - �.,�...�_ Cathodic Corrpro Inc. �.,..W � Y.. � -. _._ � .,. - .— . . -- Fence Lowell Thomas Fence — wn....�.... _._. _ _ �.__W.�._ Utility Quality Excavation Address Conyers, GA �..�._ �..�. CrowleV, TX Aubrey, TX m CITY OF DENTON IFB for tl�e City of Denton Southwest Elevated Storage Tank ATTACHMENT H DISADVANTAGED BUSINESS UTILIZATION The City of Denton will ensure that purchases of equipment, materials, supplies, and /or services comply with Texas Local Government Code 252.0215, in regards to competitive requirements in relation to Disadvantaged Business Enterprises (DB�). The City will ensure that all procurement opportunities are cost effective, and contributable to the com,petitiveness of the City, and its customers. All Procurement activities will be conducted in an open and fa'vr manner with equal opporiunity provided for all qualified parties. The City of Denton will provide equal contracting opportunities as provided by State and Federal law to small business enterprises, Historically Underutilized Businesses, and Disadvantaged Business Enterprises. The City of Denton encourages all awarded Contractors to seek qualification as a DBE and/or utilize DBE's as sub-contractors, where feasible, to meet the overall intent of the legislation. Disadvantaged Business Enterarises (DBE): are encouraged to participate in the City o£Denton's procurement process. The Purchasing Department will provide additional clari�cation of specifications, assistance with Proposal Forms, and further explanation of procurement procedures to those DBEs who request it. Representatives from DBE companies should identify themselves as such and submit a copy of the Certification. The City recognizes the certifications of the State of Texas Building and Procurement Coirunission HUB Program. All companies seeking information concerning DBE certification are urged to contact. State of Texas HUB Program — TPASS Division PO Box 13047, Austin, TX 78711-3047 (512) 463-5872 or (888) 863-5881 or htt�//www.window.state.tx.us/procurement/progLhub/ Instructions: If your company is already certified, attach a copy of your certification to this form and return with the submission. If your company is not already certified, and could be considered as meeting certification requirements, please use the web link to obtain such. If you are submitting a response and plan to utilize DBE's as subcontractors, then use the form below to identify the business(s) and include the HUB certification for each subcontractor. COMPANY NAME: REPRESENTATTVE: ADDRESS: CITY, STATE, Z1P: ndmark Structures I. L.P. Chris Lamon 1665 Harmon Road Fort Worth, Texas 76177 TELEPHONE NO. _ (817) 439-8888 �w�_ _, FAX NO .�g17) 230-2070 Indicate all that apply: Minority-Owned Business Enterprise Women-Owned Business Enterprise Disadvantaged Business Enterprise .�� .—..._..��_�_�....u.� _ �w,..e��— .....�.....m.. IFB 5350 Page 133 75 Cotparalions Section P.O.Box 13697 � ustin, Texas 78711-3697 ��'� � �� .�..� �� J' �� _ Office of the Sccretary of State Certificate of Fact John Steen Secretary of State The undersigned, as Secretary of State of Texas, does hereby certify that the document, Certi�cate Of Limited Partnership for LANDMARK STRUCTL7RES I, L.P. (file number 13597710), a Doxnestic Limited Partnership (LP), was filed in this offxce on 7une 14, 2000_ It is further certified that the entity status in Texas is in existence. � � � � i _� �� i � Tn testimony whereof, I have hereunto sigr�ed my name officially and caused to be impressed hereon the Seal of State at rr�y ofiice in Austin, Texas on July I5, 2013. � �� Jo� st� Secretary of State Come visit us on the rnternet at http://www.sos.state. tx.us/ Phone: (512) 463-5555 Fax: (512) 463-5709 Dial: 7-1-1 for �lay Services 9S Prepared by_ SOS-WEB TID: 10264 Document: 489882220003 Exhibit I � � � � . . �; . , , , CITY OF DENTON IF13 for the City of Dentoo Southwest Elevated Storage Tank ATTACHMENT G CONFLICT OF INTEREST QUESTIONNAIRE I'or vendor or other person doing business with local governmental entity — .�.� ,_�_.. �..w. -� ._o.�.��.,. ��.� � � This questionnaire rellects changes made to thc law by H.B.1491, 80th Leg., Regular Session, FORM CIQ OFFICE USE ONLY This questionnaire is being filed in accordance with chapter 176 of the Local Government Code by a person �aeC Pa��;��a who has a business relationship as defined by Section 176.001(1-a) with a local governmental entity and d�e person meets requirements under Section 176.006(a). By law this questionnaire must be filed with the records administrator ofthe local government entity not later than the 7th business day after the date the perscx� becomes aware of facts that require the statement to be filed. See Section 176.006, Local CCovernment Code. A person commits an offense ifthe person knowingly violates Section 17G.006, Local Governmes�t Code. An offense under tliis section is a Class C misdeineanoe. ..�.w_.._�._ _...�. -....m.. 1 Name of persoo who has a busincss relatiooship with local governmcntel entity �. L a,�d.wta.� k.��v c�v r�es �, c� .�. ❑ Check Yhis box if you arc filing an update to a previousiy filed qucslionna➢re. ('Ihe law requires thnt you fiie an updatcd completcd questionnairc wilh the appropriate £ling aulhority not l�ter Il�an the 7�' busincss day after the date the originally filed questionnnire bccorocs o�completc or inaccurate.) Name of local government of�icer wiUi whom filer has an ernployment or business relA�ionsNip. NTme ofOfficer This section, (item 3 including subparts A, B, C& D), must be completed for each officer with whom the filer has an employ.ment or other business relationship as defined by Section 176.001{1-a), Local Government Code. Attach additional pages to this Form CIQ as necessary. A. Is the local government officer named in this section receiving or likely to receive taxable income, other than investment income, from the filer of the questionnaire7 � �...2 ...1 Yes k� No B. Is the filer of the questionnaire receiving or likely to receive taxable income, other than invesiment income, irom or at the direction of the local government officer named in this section AND the taxable income is not received from the local governmental entity? � Yes �,,��„�„I No C. Is the filer of this questionnaire employed by a corporation or other business entity with respect to which the local government officer serves as an officer or director, or holds an ownership of 10 percent or more? I .1 Yes � No D. Describe each affiliation or business relationship. Signature of person doing business with the governmental enlily ..__ _ ��,� Date ._�, � «.�s�.�..—. _� e.s. ��, ._. _.__.. �.....�...� .�. _ �. ..,,.__.�._ ,,.....=.u.. IFB 5350 Page 132