The URL can be used to link to this page

2015-130ORDINANCE NO. 2� 15-13� AN ORDINANCE PROVIDING FOR THE EXPENDITURE OF FUNDS FOR THE EMERGENCY CLEANING OF THE LAKE RAY ROBERTS WATER TREATMENT PLANT SUPPLY PIPELINE IN ACCORDANCE WITH PROVISIONS OF SECTION 252.022 OF THE LOCAL GOVERNMENT CODE EXEMPTING SUCH PURCHASES FROM REQUIREMENTS OF COMPETITIVE BIDDING; AND PROVIDING AN EFFECTIVE DATE (FILE 5684-AWARDED TO ARCHER WESTERN CONSTRUCTION, LLC IN THE AMOUNT OF $265,818.12 AND FILE 5711 AWARDED TO CLEAN-CO SYSTEMS,INC. IN THE AMOUNT OF $224,493.10). WHEREAS, state law and ordinance require that certain contracts requiring an expenditure or payment by the City in an amount exceeding $50,000 be by competitive bids, except in the case of public calamity where it becomes necessary to act at once to appropriate money to relieve the necessity of the citizens of the city, or in case of unforeseen damage to public property, machinery or equipment or where the procurement is necessary to preserve or protect the public health or safety of the city's residents under Section 252 of the Local Government Code; and WHEREAS, the City Manager has recommended to the City Council that it is necessary to purchase goods or services due to the following emergency conditions outlined in the memorandum attached hereto, incorporated herein by reference; NOW, THEREFORE, THE COUNCIL OF THE CITY OF DENTON HEREBY ORDAINS: SECTION 1. The City Council hereby determines that there is a public calamity that makes it necessary to act at once to appropriate money to relieve the necessity of the citizens of the city, or to provide for unforeseen damage to public property, machinery or equipment, or to preserve or protect the public health or safety of the city's residents and by reason thereof, the following emergency purchases of materials, equipment, supplies or services, as described in the "File Numbers" referenced herein and on file the office of the Purchasing Agent, are hereby approved: FILE NUMBER 5684 5711 VENDOR Archer Western Construction, LLC Clean-Co Systems, Inc. AMOUNT $265,818.12 $224,493.10 SECTION 2. Because of such emergency, the City Manager or designated employee is hereby authorized to purchase the materials, equipment, supplies or services as described in the attached memorandum and to make payment therefore in the amounts therein stated, such emergency purchases being in accordance with the provisions of state law exempting such purchases by the City from the requirements of competitive bids. SECTION 3. 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 File 5684 and 5711 to the City Manager of the City of Denton, Texas, or his designee. SECTION 4. This ordinance shall become effective immediately upon its passage and approval. PASSED AND APPROVED this the �-/ ATTEST: JENNIFER WALTERS, CITY SECRETARY I:' ANITA BURGESS, CITY ATTORNEY � � �� : � �� . ��. BY: ��.�.. � �� ,��,, � �� ^�,� ��. _ day of 0 , 2015. ,,,, � J � � � �� ...�...�. � ..,a"� �.....��... CHRIS �TTS, MAYOR File #: 5684 -� - Declaration of an Emergency �°a°��' � , � � � , � �� Requisition #: � � ��' � ��.� ��' �� .. ....-- `��., . �� . .,� ... �I��, . � ��.� Date: Vendor: Archer Western Construction, LLC. and Aqua Drill International Commodity/Service: Water Line Construction and Pipeline Cleaning Estiinated expenditure for the above commodity or service: � 5_� ,00 Initial all entries below that apply to the proposed purchase, under the Purchasing Procedures as passed by City Council. (More than one entry may apply.) 1. X 2. Emergency situations, including procurements necessary to protect the public health or safety or in response to a public calamity; A procurement necessary because of unforeseen damage to public equipment, machinery, or other property; Brief Description/Justification for exception: Staff just recently determined the best fit technology to clean the zebra mussel infestation from the Lake Ray Roberts water treatment plant supply pipeline. Because zebra rnussels are becoming more of a problem at Lake Ray Roberts the United States Army Corp of Engineers (USACE) has also scheduled a similar zebra mussel cleaning project at the Lake Ray Roberts Dam that will completely disrupt water supply to the Lake Ray Raberts water treatment plant, In order to reduce the water plant's downtime Staff is working with the USACE to schedule and install the man-ways required to access our pipeline so that the projects can be done at the same time. Once the rnan-ways are installed and tested, the pipeline cleaning company will perforn�. the zebra mussel cleaning and disposal. Respectfully �taNri�r�i��:�� y�� V��+��r+��1 by: �� o.a. �,�'��k� I I-S-I�I �° °� � �� ,� � � �� d �� p �� , m � n � �.�._. �� ...�_. ...._..p� . � � �. ..�. � .....� .�. 1:1 � ��`� Brock ...... .. �.��, .w De t. ��ar��a°lc�a ate Purchasing Manager Approved by: ,, - �� ,�m � �" � �� . � � � �°� � ��` � � .,� � � �..�.� �� ., �� "�"�� ,� �. ,,m�~—~.. � � „�, e �,�;t��e, �:;��ry�l�� Date City Manager ��:s� ��: �� p� ��.-��d 4 � �,.. �?•„y ��. P � U�J J ta �� -�� s�� '`� � �. Anita Burgess Date City Attorney This form must be attached to a purchase requisition if the expenditure is under $SU,000. This form must be attached to a completed Agenda Information Sheet if the expenditure exceeds $50,000. Brock, Elton D From: Fisher, Timothy S. Sent: Wednesday, November 05, 2014 4:22 PM To: Brock, Elton D Cc: Martin, Howard; Coulter, Jimmy D.; Markham, Randy L. Subject: Zebra Mussel cleaning project at Lake Ray Roberts Elton — some additional information related to. the project and our administrative decision to declare an emergency to expedite the procurement process. The USACOE has recently contracted with MILCON Construction, LLC to do some Zebra Mussel Control work at the Lake Ray Roberts Dam and Outlet Control Structure. The contract scope includes work to install new trash racks on the dam outlet works structure and to clean and coat the Low Flow Service Gate Wet Well Structure. This contract will begin November 17t" until March 17th and will require between three to six weeks of system shutdown to facilitate. Since these facilities are used by the city to supply water to the Lake Ray Roberts Water treatment Plant, it is imperative that we also be in a position to coordinate this needed plant shutdown window for installation of our access man ways on the city owned raw water pipelines between the USACOE outlet works and the Lake Ray Roberts WTP. Estimated construction time to fabricate the man ways is between five to six weeks and install them is about two to three weeks. We are also projecting and additional two week period to have a separate pipeline cleaning contractor come in to remove the zebra mussels one the pipeline contractor has completed the access man ways. To minimize the total plant shutdown time frame to facilitate both projects (the USACOE's and the City's) requires an expedited procurement process, Plant shut down is a managed risk and needs to occur during the winter months when water demands are at their lowest, Tim Fisher, P.E. Water Utilities Division Manager 940-349-7190 Tim.Fisher@cityofdenton.com STA,TE OF TEXAS § COUNTY OF DENTON � �� ,xx.�,k CONTRACT AGREEME�TT #5684 BY AND. BETWEEN CITY OF DENTON, TEXAS AND ARCHER WESTERN CONSTRUCTION, LLC. TI-IIS CONTRACT is made and entered into t.�ais G��` ��.a��i�v��n%��• ��14,, by and betwee� �,,��1��T�.1��'� �� +�t��T�;�� F��: ��:, a corporation, whose address is l� 1 l C�r��°t�+� i3ri�� I��vir�� T��s� "7��, 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 Council atid the subsequent execution of this Contraci b�+ the Denton City Manager or his duly authorized designee. � WITHNESSETH: That %r and in consideration of the payments, covenants and agreements contained herei�, and under the conditions expressed in the bonds attached hereto, Contractor agrees with the Owner to commence and camplete the perfocmance of the work specified within the agreemettt, in the amount of 5265,818.12 and for the rnutual bene�.ts to be obiained hereby, the parties agree as follows: • SC�PE OF SERVICES Contractor shall provide construction services in accordance with tlie provisions of t11is Contract, and the Contractor's proposal, a copy of whieh is on file at the office of Purchasing Agent and incorporated herein for all purposes as "Exhibit A— Exhibit I". The Contract consists of tlxis written agreement and the following items wl�ich are ati;aehed hereto and incorporated herein by reference: (a) Contractor Proposal and Pricing (Exhibit "A") (b) Negotiated Scope of Work and Services and Teclu�ical Requirements, Drawings, (}raphs, Charts, etc. (Exhibit "B"); (Technical Speci�cations at�d Drawi�ngs are ayailable at l�� f��e a�` #h� �'ur��in� i��a��'• ��r�i at �i#t ��1��w�� ic��:�.�i�� r��r��-��ar�� i�� °�rr��nt�w - %��i��•'�i�� ean�c �n��i- �rc��d�s��i��ti��a-center- (c) Contractor Pa�ments and Performance Milestones (Exhibit °LC"); (d) City of Denton Standard Terms and Conditions and Contractual Requirements (Exhibit «D�� (e) Special Terms and Conditions (Exhibit "E"); ( fl Payment and Performailce Bonds (Exhibit "F"); (g) Insurance Requirements and. Documents from Contractor (Exhibit "G"); (h) Contractor's Business Information (Exhibit "H"); (i) Conflict of Tnterest Questionnaire (Exhib'rt "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, In the event of an inconsistency or conflict in any of the provisions of the Contraet documents, the inconsistency or conflict shall be cesolved by giving precedence first to this wr'itten Contract, and then to the contract documents in the sequential order in which they are listed above. These documents shall be referred to collectively as "Contxact Aocuments." IN WITNESS WHEREOF, the parties of these presents have executed this agreement in the year snd day fir�t above written. Al�4+H16�' Ao. ♦f L►7 d L` 1`li Col\S 11�►lJlr H lol�' LfLI.. � �� ,M, 1 By: � '� � __- AUTHORIZED SIGNATURE TYPED NAME; I��i�l �. +�ialsh TITLE: President C�i�i ��7-��oa __ PHONE NUMBER #v�ck �aalsh r�� ,c��r _— : C�N�AiL l�1DP��`S� ATTEST: , � � �g � �,o� t�. ��..� ��,, Y� " � �va � ��s�N�r��ary CITY OF DENTON, TEXAS A Texas Municipal �;�z��r�ii+�� y,� Y'� , � � �✓ � � ,},.� �,� � �� gy; �. �� `� _� � � �. �W � 1�+�1� C. CAMPBELL CITY MANAGER ATTEST: JENNIFER WAT,TERS, �I ; Y' SECRETARY . � . „ �"� w � By. ,� � � �� , � _., ��P"� `�+'� �.� t� LEGAL FORM: ,A�T�T BURGESS, CI�'Y ATTORNEY . �.�.�a��,..�m BY� _..� �.m � �,� ,,� � M''.MN� �„�, �-- � �" � � f �i . ' � i � � �' � r� . �. _ � �� „� Archer Western ;Construction' A Member of the Walsh Group �ctober 22, 2014 City of Denton Water Production Attn: Mamun Yusuf, P.E. Via emaiL rn�t��n.y�suf�c�c:ity�f��ntc�r�acad� Re: Install Access Manways on Existing 60"/42" Raw Water Pipeline Dear Mamun: Thank you for giving us an opporfunity to provide a quote for your needs to add seven access manways to your raw water line. Archer Wesfiern proposes #o perForm work as it is understood wifh the following clarifications to our pricing: � 36" diameier manways and blind ffanges w/2° plugged tap and lifting handles • All nati�e material fio be reused, no importing of material or haul off • Coordination will be through The City of Denton, any USCOE coordination, permitting, or approvals will be made by The City of Denton � Dewatering of the line is not included, it is assumed the line will be drained by plant personnel • No cleaning of the pipe or zebra mussel mitigation/disposal in included, if needed this can be provided on T&M basis. • Domestic pipe maferial cost was not included due to price and lead time. Manways are currently 4-5 weeks following release. • Pricing is good through the end of 2014 wifh the expectation the project begins prior to then. • Bonds Included Our price for this work is $265,818.12. If there are any questions, please do not hesitate to contact me. Respectfully, �._. �� o �. �,�` ��-�..��...�-�' Travis Vick Project Manager Archer Western Construction, LLC Archer Western Construction, LLC 1411 Greenway Drive Itving, TX 75038 Ph: 972-457-8500 Fax: 972-457-8501 ivicfc@walshgroup.com � � � �' � � � �' � " ' ' ' ;� �; . . ' � • t �, � � _ � . Scope of Work The intent of tliis Contract is to obtain complete construciion of the Lake Ray Roberts Man-Ways that will serve as an entry point to the Water Pipeline. The work is described in detail in the Technical Speci�cation and the Drawings of this Contract. The proposal submission shall accurately describe the Contractor's understanding of the objectives and scope of the requested construction and provide an outline of the process to complete the requirements of the project. Special Conditions and Additional Requirement(s): 1. Additional safety pxecautions shall be instituted by the awarded contractor, as tlae work enviroimient will be in an area where citizens and employees may be present, and work safety nzust be coordinated with the owner. 2. Thc Contractor shall be responsible for all spoil removals, and any excess soil that will require removai. 3. It is understood that the basis for payment on the work to be done according to the �nal plans and specifications shalI be a lump sum fee as set fortli in Contractor's Proposal. Respondent is responsible for making has own quantity estimates and pricing from his own examination of the work to be done. 4. A schedule of Respondent's Quantities and Unit Prices is to be filled out as a part of their proposal of construction services to the City of Denton. Extensions of units and unit prices must total up correctly. CONTRACT ADMINISTRATION SUBMITTALS and REQUIREMENTS A. { i��e�•�1: the General Conditions, Supplementary Conditions and Special Conditions provide definite times for Contractor to subr�it certain lists, qualiiications, price breakdowns and schedules for administrative procedures including but not necessarily limited to the following: B. L��t„�f �r.��c�z�d��t�a�•�: before the execution of the Contract, the respondent awarded the contract will submit to the Owner for approval a list of all Subcontractors, and/or his major Subcontractors, proposed to use. This list will include each Subcontractor's correct name, mailing address and phone number. C. �:.r��1��.i��r"��xr�ac.�°ii��adent: The Contractor shall submit the name and qualifications of the person designated as Project Superintendent withinten(10)daysofthereceiptoftheNoticeof AwardLetter. D. ±�c��i��.t 1'�i�� B�•�;��5��a�; upon executionoftheContract, the Contractor shall submit to the Owner for approval a breakdownof theContractprice, ztemizing material and labor for various classifications of work. 1. The Owner will provide forms entitled "DETAILED ESTIMAT�" for the Contractor to use to prepare ihe breakdown. The Owner will also provide an example for the Contractor to generally follow to prepare ihe breakdown. 2. Unit Price items will be multiplied by the estimated quantities to give the item iotals. Tlie total item will then be divided into "material" and "labor" and listed on the breakdown. The breakdown of unit price iteins into material and labor is required so the Owner may make progress payments on materials deli�vered before the labor is performed. E. !�?c��•kP�-��r.��;��;l�c=dr�1�;: Within7 days of receipt of a Work Order, the Contractor shall submit in duplicate to the Owner for approval an estimated progress schedule for the work in reIation to the entire project. The Owner will provide forms entitled "PROPOSED SCHEDULE" for the Contractor to use to prepare his progress schedule. The form is a bar chari with time across ihe top and work item down the side. The Contractor will fill out this form listing the work items and show the beginning and ending dates :Por each item. The Owner will provide an example for the Contractor to generally follow to prepare the progress schedule. F. I��ir�iai��l��n�c�ai�cl��.��;,: Prior to starting work, the Contractor shall submit to the Owner an esi:imate of his monthly payment requests. This shall be reviewed each month during the construction period and revised estimates furnished if signifrcant changes are indicated. G. "�W��tir� ��r�� u�1�t C�c�r�tr°�1; Observation of the Contractor's work to determine compliance with the plans and specifications may include testing of material installed on the project. A Testzng Laboratory located by the Contractor shall do testing of znaterials furnished and work performed. The Contractor sk�all use only materials in the work, which meet the requirements of the specifications. The Contractor shall furnish at his own expense all necessary tests and specimens for testing of the material aild when requested shall furnish a complete written statement of the origin, composition, and/or manufacturer of any or all materials that are to be used in the work. All materials not conforming to the requirements of the specifications will b'e rejected. �'�i��'� �I�,��"i"�r'+C`C��T�.Q�l��1�1�i�iC`��]�]��1�OTRELTEVETHE CONTRACTOROF _ �_.. _ ��I��I�,��"�'1��'�`��i�E��I�tiT"(� CONSTRUCTINGTHE WORK IN �C�Cf{3��4'�'�'��".�"��dd ��1`�''�'1��`I'. � _ Conlraclor shall submit appropriate tests including, but not limited to: 1) Any test required in the technical specifications 2) Any structural element called for on the plans, including, but not limited to dam consiruction, concrete asphalt roads or paths, shelters, bridges or other structure tests, pressure test of irrigation. 3) Test to prove adequacy of design and construction of any feature that may have been accepted by Owner under coniracfor's "Alternate Proposal". 4) Any test that may be occasioned by any local, state, or federal law. H. ��t�i1�T��°�v�ri��s: The contractor shall maintain a complete set of Contract Drawings in his possession, upon which he is required to note in red, or other clear manner, all deviations, iinal dimensions and explanatory notes arising out of actual work installed or performed in the field, and showing exact locations of such work, including trades. Notes on these drawings shall indicate installed locations and dimensioned clearances. Contractor to iFurnish an as- built drawn from an aerial photo identifying course, irrigation (including all components, buried or otherwise), major and minor drainage lines and related structures, all underground utilities, location of buried trees and debris, limits of topsoil, extra borrow areas, and other significant construction which could reasonably be foreseen to affect future operation. All as-built(s) shall be supplied in CAD format. I. P��j�etil�T�n��:�ls;a Contractor shall supply Owner a project manual for operations of all mechanical systems to be included under ihis contract in a manner satisfaciory to Golf Course Designer, his sub-consultants and Owner's representatives. J. ;�c��et��a�ec�f�l'cst�vS�.�la��'ii��: A schedule of anticipated tests and submittals begins on the next page. Additional submittals may be required. MEETINGS A. ��r��+��,��€�trc��t:yc>��i`c.r��.ra��: Priar to start of work, a conference between the owner and Contractor will be held to discuss provisions of the contra.ct documents, explain administrative procedures and coordinate the work effort. Time of pre- construction conference will be stated in the Work Order letter for the Coniractor. Attendance by Contractor and Contractor's Superintendents is mandatory. Owner will schedule meetin� and provide meeting place. 2. Attendance: The following are expected to attend: � Owner's Representative. � Consultant's Construction Administ�ator. • Representatives from Sub-Consultants • Contractor's General Superintendent, Project � Superintendent and Project Coordinator � Represen'tatives of major subcontractors 38 Agenda Items: � List of major Subcontractors and Suppliers � Tentative construction schedule + Critical work sequencing • Major equipment deliveries * Designation of responsible personnel � Procedures and processing of field decisions, proposal requests, submittals color coordination, change orders, and applications for payment. � Adequacy of distribution of Contract Documents. +� Procedures for maizataining Record Documents � Use of Premises: office, work, storage, staging areas; Owner's requirements � Construction facilities, controls and construction aids � Temporary utilities � Safety and first aid procedures • Security procedures � Housekeeping procedures � Other business 4. The Owner's Representative will preside over the meeting. B. P�•t� �r-��, ��'i��f.i��,��: Construction progress meetings may be called by the Project Manager, Project Inspector or the General Contractor to review job progress or problems. 1. Schedule meeting and notify in writing those concerned at least one week in advance of meeiing. 2. Provide a convenient, comfortable meeting place. 3. Contractor's Project Superintendent or Project Manager shall preside over meeiing. 4. Attendance: The following are expected to attend: • Owner's Representative � Consultant's Consiruction Administrator � Sub-consultant's unless notified otherwise � Contractor's General Superintendent, Project � Superintendent and Project Coordinafor. � Subcontractors having work in progress � Subcontractors whose work will start within the next monfih $ Others as requested by Owner, A/E, or Contractor 5. Agenda � Review, approval of minutes or previous meeting � Review of work progress since previous meeting � Field observation, problenis, conflicts • Problems which iinpede construction schedule � Review of off-site fabrication, and delivery schedules +� Corrective measures and procedures to regain projected schedule. . Revisions to construction schedules � Progress schedules for succeeding period • Schedule coordination � Review praposed chai�ges for effect on construction schedule, on completion date, and effect on other contracts of project • Maintenance of quallty standards • Pending changes and substitutions . Other business C. M��iie��l��.�in�,��: Contractor shall take notes at pre- construction and progress meetings and distribute them to those concerned in the form of minutes within four (4) calendar days after meeting. A. General: The Owner will provide property surveys. The Contractor shall be responsible for all control poini: staking as required. The Contracior's responsibility for verifying conditions is defined in the Standard General Conditions. B. ��°�l�v:=�.��r-er��crst��,�c�Ifa�c��tC��rtc��lc,�°�: The Contractor will establish from survey information on drawings all lines, grades, and levels and will be responsible for maintenance and accuracy thereof. TECHNICAL SPECIFICATIONS PIPE MODFICATION AND MANWAY INSTALLATION 301 SGCIPE The wor� of ihis section includes the installation of seven (7) 36" manways; one (1) on the 60" and six (6) on the 42" raw water transmission line of the Lake Ray Roberts water treatment plant. 302 303 304 REFERENCE SPECIFICATIONS AND STANDARDS A. Without limiting the general aspects of the other requirements of these specifications, all modification and installation should comply with AWWA C-301, C-303 and M9. B. The stations far the installing the manways are as follows: P�e_(i�rcl'i��l l'�nti~ i'..eai�tt� (�?��t.j 60 270 42 2,950 �;�i�.�:l�<I'�'"Y ��`��Cl � ��tatic�ar��ee� 0+20 1+00, 7+00, 16+00, 2I+15, 25+20, 28+22 A. General: Quality assurance procedures and practices shall be utilized to moriitor all phases of construction for the duration of the project. Procedures or practices not specifically defined herein may be utilized prot�ided they meet recognized and accepted professional standards and are approved by the Engineer. B. Inspection: Final inspection shall take pIace after the installation, but prior to placing the pipe in service. Contractor will insure that sufficient i•igging is in place so that the Engineer or his representative shall be able to conduct the required inspections. ,�� ]�'1"�` AT�� l�l �S I��-1 �� 77 �:�1J1I��%vIE��"� A. General: In accordance with requirements set forth by regulatory agencies applicable to the constru�tic�� ir�dustry and ��a�uf��iaa�•�r'� p1°inted in�t�•�z��i�ns and ��i��}:��°iatc t��za�.c��1 bulletins and �xs��Cs, the Contra�.i�� s��all pr��vi�� and ��.t�t�irc use of p�.z•��a�i.t�el ��c�t��;Ei�r� lifesaving equipment for persons working on or about the project site. B. Sound Levels: Whenever the occupational noise exposure exceeds maximum allowable sound levels, the Contractor shall provide and require the use of approved ear protective devices. C. Temporaxy Ladders and Scaffolding: All teznporary ladders aiid scaffolding shall conform to applicable safety requirements. They shall be erected where requested by the Engineer to facilitate inspection and be moved by the Contractor to locations requested by the Engineer. 305 GENERAL A. All work shall be performed by skilled craftsmen qualified to perform the required work in a znanner comparable with the best standards of practice. Continuity of personnel shall be coordinated with the Engineer. B. The contractor shall provide a supervisor at the work site during installation work. The supervisor shall have the authority to sign change orders, coordinate work an.d make decisions pertaining to the fulfillrnent of the contract. C. The welders should be certified for fhe type of welding and type of weld joint used in the installation of the manways. The welder's certification should be on file at the jobsite. 306 MATERIAL A. The 36" steel manways/access pipes with cement liner shall comply with AWWA C-301, C- 303 and M9 standards. B. The top of the manways/access pipes shall be extended one foot above grade. C. Pour four (4) inch thick and 2 feet wide gravel (supplied by the owner) around top of the manway. D. The manways/access pipe shall be welded to the top of the raw water transmission pipe. Top of the manway will have blind flanges with a 2" plugged tap and lifting handles. 307 EXECUTION A. SITE 1. Clear sites of logs trees, roots, brush, tree triznmings and other objectionable materials and debris as needed to instal] the manways. 2. Do not remove trees outside of the required working area unless their removal is authorized in writing by the Engineer and with the approval of the local governing authority. B. DEWATERING Provide and maintain adequate dewatering equipment to remove and dispose of surface and ground water entering excavations, trenches, or other parts of the work. Keep each excavation dry during welding and continually thereafter until proposed manway is installed. Maintain the proper procedure necessary to protect against damage to the proposed work from hydrostatic pressure, floatation, or other water related causes. 2. Divert surface water or otherwise prevent water from entering excavated areas to the extent possible witl�out causing damage to adjacent properly. C. DISP4SAL Or SPOIL MATERIAL 1. Suitable material fronn excavation which meets the requirements for backiill material as indicated may be reused. Designate the remaining excavated znaterials as spoil material and dispose them off the site in accordance with all applicable laws, ordinances, and codes. 2. No burning of materials shall be permitted on the szte, 308 ]:��C�'r��A`�t��3�i A. GENERAL 1. Excavation work shall stay within the easement (US Army Corps of Engineer) for the waierline. 2. �xcavate trenches to the alignment, width , and depth as required for the proper installation of the manways. Brace the trench and/or dewater the trench if necessary so that the workers can t�vork safely. 3. Comply with all applicable laws, ordinances, rules, regulations and orders of any public body having jurisdiction for the safety of persons or property or to protect from damage, injury or loss. 4. Dewater the excavation so that the work is performed in the "dry". Bailing, pumping and dewatering sha11 be at the Contractor's expense. 5. Install silt fence to protect the existing wetlands near the construction site. 6. It is intended that the manways be installed at stations as shown on the plaus. The precise and detailed layout is to be prepared by ihe Contractor and submitted to the Engineer for in�ormation and review. 309 1NSTALLATION 1. At all times, the component shall be handled with equipment designed to prevent daznage to manways. Damaged pipe znust be evaluated by the pipe rnanufacturer's representative before installation. 2. The trench shall be free of rocks, clods, debris, or any solid uiiyielding objects and shall provide a uniforrn bearing surface for the entire length of the pipe barrel. 3. Just prior to welding, both pipe surfaces shall be cleaned and prepared for the installation. Once the manways are welded to the pipe; torch cut the opening and weld the inner joint to the steel pipe. 4. All welding shall have three (3) passes to complete the weld. 5. Apply cement mortar after cleaning the inside weld joints. 6. Weld the exposed pre-stressed bar to the metal pipe. 7. Doub�e poly-wrap the manway exterior. The poly-wrap shall meet owner's standard. 8. Pour concrete over the saddle and exposed pipe after testing for leakage around the joints, 310 BACKFILL A. BACKFILL PROCEDURE 1N PIPE ZONE 1. Place the iirst lift of granular embedment material uniformly on both sides of the pipe to an elevation of one half (0.50) or the outside diameter of the pipe using vibraiion or mechanical temping. 2. Place the second lifi of granular embedment material in the trench sinnultaneously and evenly on both sides of the pipe for the fiill width of the trench to an elevation of 6 inches above the top of the pipe using internal vibration or mechanical tamping. B. BACKFILL PROCEDURE ABOVE PIPE ZONE Mechanical compaction shall be utilized. Place the ordinary material above the pipe zone in lifts not exceeding 18" loose depth and compacted to 90% standard proctor density in all areas not under public or private roads. 311 I�S�FC"1"1��C �� €��°"�`IN� l. After the installation of the manways, the raw water transmission line wili be back online and full of water for leakage testing around the joints. 2. Repair any leaks before applying cement mortar on the saddle, 3. Apply cement mortar on the saddle and exposed pipe, backfill and compact the excavated area in accordance with the applicable standards. 312 CLEANUP Upon cornpletion of the work, all construciion material shall be reznoved from the site or destroyed in a manner approved by the Engineer and the site restored to pre construction condition. 1. INVOICES AND PAYMENT PROCESSING: �'t3� ��.�if rryr ��cc�:�i�r�� The City review, inspection, and processing procedures for invoices ordinarily require thirty (30) days after receipi of invoices, materials, or services. Proposals which call for payment before thirty (30) days from receipt of invoice, or cash discouzrts given on such payment, will be considered only if, in the opinion of the Purchasing Manager, the review, inspection, and processing procedures can be completed as specified. It is the intention of the City of Denton to make payment within thirty days after receipt of valid invoices for which iiems or services have been received unless unusual circumstances arise. The 30 day processing period for invoices will be�in on the date the invoice is received or the date the items or servzces are received, whichever is later. Direst deposit for payments: 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, r�vw`,r,.c��71�aa��.)a��;��i.�,c�t��. l��fi�.�i+�+��; Invoices shall be sent directly to the City of Denton Accounts Payable Department, 215 E McZCinney St, Denton, TX, 76201-4299 with a copy to the atteniion of Randy Markham, City of Denton Water Division, 901 B Texas Street, Denton, TX 76209. The copy may also be emailed to Mr. Randy Markham at ��.n�a�r��a��a ca�c�� csi'��a�ttc��-�.cr��n. Invoices must be iully documented as to Iabor, materials, and equipment provided, if applicable, and [rtust reference the City of Denton Purchase Order Number in order to be processed. No payments shall be rnade on invaices not list'rng a Purchase Order Number. Invoices for partial payments on construction projects should normally be presented for payment within the first iive days of the month, and submitted on the AIA Pay Application Form. ;� The City of Denton qualifies 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 equipinent sales tax free. This is accomplished by issuing exemption certifcates to suppliers. Certifcates must comply with State Comptroller's ruling #95-0.07 and #95-0.09. �� , � ., ,�.- A. Upon presentation of valid paymeni requ�sts invoices, which should be within the first week of each nlonth, the Owner shall make partial payments to the Contractor for construction accomplished during the preceding calendar rnonth on the basis of completed construction certified to by the Contractor and approved by the Owner and Architect/Engineer solely for the purposes of paymeni: Provided, however, that such approval shall not be deemed ap�proval of the workmanship or materials. Only ninety-izve percent (95%) of each payment request approved during 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 iinal payment shall be made not later ihan thirty (30) days afier 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 Contractor. B. The Contractor shall be paid on the basis of the percenlage 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 by the Owner, and Owner's Representative, and 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 ihe provisions of this contract, and the Owner may withhold from the Contractor the amount of any claim by any third pai�ly 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 failure of the Coniractor to make payments to subcontractors. � 1 1 ' ' ' � i ' •' �' Release of Liens and Certif cate of Contractor shall be accomplished in accordance with Article 5.3 of the Standard Terms and Conditions. ' 1, ' 1 . / ' � The Contractor sha11 pay each mater.ialn�aa�, and each subcontractor, if any, not later than iive (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 rnaterialman or each subcontractor. + : �l � f�`� A. Completion of Contractor's Default If default shall be made by the Contractor or by any subcontractor in the perforrnance of any of the tenns of this proposal, the Owner, without in any manner liiniting 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 default 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, ihe Owner xnay take over ihe construciion of the project and prosecute the same to completion by contract or otherwise for the account and at the expense of the Coniractor, and the Contractor and its Surety or Sureties shall be liable to the Owner for any cost or expense in excess of the contract price occasioned thereby. In such event the Owner may take possession of ar�d utilize, in completing the construction of the project, any materials, tools, supplies, appliances, and plani belonging to the Contractor or any of its subcontractors, which rrtay be situated at the site of the project. The Owner in such contingency may exercise any rights, claims or demands which the Contractor may liave 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 claims and demands. B. Liquidated Damages The time of the completion of construction of the project is of the essence of the contract. Should ihe Contractor neglect, refuse or fai� to conaplete ihe construction within the tiine herein agreed upon, after giving effect to extensions of time, if any, herein provided, then, 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 become due and payable to the Contractor the sum of lm��i^ �I��I��LT� i��C}i ]��, i�'� �,��'�[�{3[��{�� per day for each and every day, including v��eekends, that such construction is delayed on its completion beyond the speciiied tizne, as liquidated dainages and not as a penalty; if the amount due and to become due fron� 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 tlie Owner slaall promptly notify the Contractor in writing of the manner in which the arnount retained, deducted or claimed as liquidated damages was computed. C. Cumulative Remedies Every right or remedy her.ein conferred upon or reserved to the Owner shall be curnulative, 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 rernedy shall not be construed as an election. Provided, however, that the provisions of the REMEDIES SECTION shall be the exclusive measure of damages for failuu°e by the Contractor to complete the construction of the project within the time herein agreed upon. ! 1 � ''• � 1 � � ' � ' � ' � � 1 t ' • � 1 � ; •' ' 1 � ' �' �..��._ �.n��...��w�..�..__.___.__M.� �� ,� �e.�._., �e�. e�__... m �w.. This document has important legal consequences; consultation with an attorney is encouraged with respect to its use or modification. This document should be adapted to the �articular circumstances of the contemplated Project and the Contrallii��y Law. .:, , � � � � . , ! • � � � � � � � Prepared by ENGINEERS JOINT CONTRACT DOCUMENTS COMMITTEE and Issued and Published Jointly By x' , 8t% 8r ��t Or ' � .. �+�,�,��! �'��«�� .� � .. . � ;1a�sazaa.5xC.6s�ti � tn f.s�a:E�i:.ur�azt.s,stres;sva _ �,�'�i 9�',��i��j�/ � .Limt�i��rr�y,d�`i""a'a`�Mtl4.��+ra+k� PROFESSIONAL ENGINBERS IN PRfVAT� PRACTICE a praclice division of Ihe NATIONAL SOCIETY OF PROFESSIONAL ENGINEERS AMERTCAN COUNCIL OF ENGINEERING COMPANIES AMERICAN SOCIETY OF C1V1L ENGINEERS This document has beeu approved and endorsed by �c-�r�r � , �� `t� �� 8 e ;�"�+��'� �Kyfit�,,.��'��+j�C .*� �,��y;,� The Associated General Contractors of America FCt�6��erJgas 4v+ Cre��tirv,g .rrvat: u,�d��fr'� tfnv F�sai�! Enw+dt}menl Construction Specifications Institute Copyright �2002 National Society of Professional Engineers 1420 King Street, Alexandria, VA 2i314 American Council of Engineering Companies 1015 15th Street, N.W., Washington, DC 20005 American Society of Civil Engineers 1801 Alexander Bell Drivc, Reston, VA 20191-4400 These Genera.l 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 �dition). 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 snecific utilazafion with the government entity's water and wastewater consiructYon contracts, effective 8.1.13 TABL� OF CONTENTS Pa�e ARTICLE 1- D�PINITIONS AND TERMINOLOGY .............................................................................................................1 we�_.... - 1.01 lJr. �rrr�cf `J'�rr��3s .......... ... ............. . ......... ............ 1 ....,.... : 1.02 I'e��•rtaart�rJ�a ........... . ........... . ... ......... .. .......... 3 ,_� .F�' .............. . ........ ......... .................. .,.,,........,.... ARTICLE 2- PRELIMINARY MATTERS ............................................................................................................................... 4 --- � 2.01 I��Jtv�r � , �t��td� rrrsr�° �t�r,��rc.e �a Iraszrr ra�t�cc .................. .. .. ........�. ., .,.........,,. . -...,..... ..,...... ,., ....._...4 �.02 C �t��r€�F�s � r��:zri,�a�yr�15 ••�,a.� ,.,�.,�.�....,�...,.....o......... ., .�..........,. �..,o ....................�........_,,..........,.....................,...,4 . .. .a. 2.03 �'nrraa�rt�nt �trrt�rz� rr f�'rrFjCt rrr t f trrzc s 1lr�rtrr°c� Ir� l'r°t�e�°t�r1 .......................•-•--•..........................,............,...................... 4 �J'� _� n .. u.. �... e�__. . � �,04 51rr,�lin� ��a�. i�Y"aa k . ..................... . .,.........t.,.r.,...... ...,..,...............o...., .e....ee.............a.......................e.........._......4 20�15 i�ts t,�a#�x.�atrr�'_lir� � �rr�.�tr'�rc°tit�rr, ... ........� .. ............�...�..............,.........,_.... . . ...... ..................................................4 �.OG 1''rcf�>t��trr�c°1r�.rr�l,�;?r�i�r�r�cc .. ..... ...............................................................................................................4 ..... 2.n7 traiPi�r! 3� � c �tr��ac e r� Sflac c��,aii�a . .�... ............ : .. ........ . . ........ . .. . ..........� .,,. ..,,....... 4 � _ .�.1_�. 1�_.,_ ,� ... ...... ...... �'��T,!(_I I:. �_ �(7T�TR�C:T I)t?C�MI,�7'�,, 1TJ"['I;C� I fi.M1 ��1T�1�C,� R��.J:�i� ..........................e.......,...................e.......e.......,, 5 3.01 !'rrtc��at . ...... ............... ..... ................ ......... ......... .............. . .......... .. ......... . ..........,. . ..... ..........., 5 _..� y 3aQ2 I�c> er��ra�:�5r�rtr�c�,��1.� .. ......... ......... ............... .. ....,..,........,, ......,,., ........,,... .,... ,,....... .......,....5 . ..�w,.�.. . 3.03 l��t°l�r�,� �zrr�l i��sr�la�r� �is_c��'e�crxa�:rr�s . .................... ................ .. ......... ... ............ ... . ........ ............ 5 3.04 �rrt��dir��t.r�ttfaSt<,��rlcrrrcntera�Ce�nt,�°�r�d l,i�?ca�nrcrr�s ... ......... ............ ........... ................... .. ....... ...........6 3.05 f��te,s�� r��L�n�t��rrerrt.s. ......_. ......... .... . . .................................................................e......,....... ....,.......,........6 3�„06 t�T��'�t-r��e �?ca�,a .,.... ........... . ............. ........ . �. ..........., ., ..,. .. ....�.... .......,. ..........., 6 .. ..... .... . „ �1I�7I�1_ Y;_� _A4'�1L��,1.��5�3`[ Ymt)� _1�A'�1i7S, �1�f3Sti�tl=�t �„AT�PL�_k'IiY�1Ga"t,l _C;�7I�I�Y�1n1�i�S; l I,?�i,r'11�I�C�i�;; 1��V1I�Q�lM1;1�P'�"AI �{{:t1�9T71T"1(?I�f:�; RF:��:�t�'1��L �'f7�;'�i7""� ........... .... .....................................................d............<,<......6 _.��..__ - � 4.0] ,�jFr�iCr�laaCr� � s� 1 c�rar�a ...............................................................................6 4.02 Srrl�srr��r�F �,r�a�,f 1_'l�t�+r��,c�t (�r�r��rt�lrc�r�� .. . . ................. ......, , ,,.., ...� . , ...,.�.,......... . ..........,.7 4.03 1)r�'`r � �:��,� �Sarh.s•�s�• ct�`+.} ,c�r�l't�s°rcc�1 ��c�rr��rlrr�rxs' ......... ..... ............. ........ ...... .... .. ., ...... , , ,..........,..�.,.7 4.04 ,tlr��egr�r�?��ra�%t �rr rirli;rja <, . , . ...... . ...<. ....P... . .....� . ......... ..... ..e....... ..... ..... ,..e...<... ._, 8 4.05 �c ct•��zee J'�-�irat+ ....., .,.,.. .... .............. .... ....,.... ,.,,..... . _.... ....... ......... ..... . . .... ,......,, ,.. .......... 8 - �_...� _�� _� � -uuu � 4.06 N�r�::a�•d�a�€.v 1�`rr�r't�r�r�r�a�r�a�r1 C."cr�rr�itfrrt•r t�f Sttrr ..:...................:.•...e........................: ..,.:.:: .:.....:.......,,.,.,.......:...........e 8 - �w-._.....��........M __ ARTICLE 5- BONDS AND INSU NCE ..................:......:..............:....:........m...e_....e........a.........,....,..............>.o..............e,.....9 _ 5�01 f'�r� r�a�r��urtc°�;_I't��t�r�=tar. �r�r��'t'1t�a�r �Scr�rcl� ........:.......................................................................... .........................9 ��,{�? l r�.�t��a!,�`rtr�ltz., f�a��Trr�,��r�r� . .................. . ..................... .. .. , .,....... ......_.,. , .... ,.... _ , ,.... 10 5.�}� �'�r�t��i�'cate.s r� � 9��s�rrcr�r�c ,. .... .............. .......,.....<..�..., •,.... ._._....._.. . ... , . ... , ......... . .........., .. 10 ...... ...,.. .. e . .. ....... .. .... 5.04 �'ra�ztr�rrc�fc�r °:s� Lr"r�l�alll�� Irr�xr�a�tr;�rt� ..................:......................:............••.••...,........�.::.......,,..._.......«.....�...............,..«.r 10 -- .._ 5.05 ('�s�Ar�c�r• � f irrl�i�r1� I�r��rrc��ac•e,.. : .... ........ . .....:......... .. ....,...: ,.. . ,,.., ..., ..,>... 1 1 �..a� SAGl�tv �c>r'dv 1�7�urutac�• .......,...,.. ... ..,_,. ......: ... .. ....,....., .,.,..,..,. . ., .... ,,, .,,... 11 �u .._.. 1 5 f)7 11'rre}� r <z,f_`1�h�lrts ..._.... .,,.� .... .......... ....... . : ..,..... .-..,..,.,.. ............,.,. . .....,...... ..... r�.,..... ,.. , ....... 12 __ ...._ _�. 5.08 1is r�� t rer�r�' �f � xl�calii�ra cs l�a��aar �rtac r� F'� �ra �c�c{c.� .,,... e.....,. ........ .. . ....... ... .....:.„........b ...,.,,.. .,....,,... 12 ---._ r_ �! _ I �..._ - 5.09 r�r t�r��carar^t c�f�<irrc�"s �rrac6lrr�t��ct f��rattr�ra 1rr I��:�3lr�r.�� ............... . .. ...........�. .......,....,� ,... ,.. ,,. ... ...,.., ]2 -._.. m. _.� _ _ .. v _� _ . _ __� � 5.10 1'rrr-tarr� %�tiJi��attr�n, ��°Itra��r1c��rac�tP c�J1'r°r��er°t�l�as_rrrc��; ............:..............:......................................................... 13 ARTICLB 6 - CONTRACTOR'S R�SPONSIBILITIES .......................................................................................................... ]3 6.01 �rt�s�;t•�?r�r�rl,t�a��rt��r�.��rirtee��i.rtc�: ............�.........>.........a..........• ......:.................e,.........,...13 6.02 1rr1?rrr:x:: �1`€ar�ataz,I��s�r�s .,.....,...� .....................e..,.........e............._....................._.>.. ........ .......... e..............13 .... .... 6.03 Ser i�z�c s I��fcp�r � rr !s �rr�� zr�Jara�er_rt' ...............................................................................:................, 13 _ _ . , ..�. � �._ ..................... 6.(�4 1'e t��;�,c, ss .5"c_lae3r�z�f�a ............« .............................................e........................._..........e.....:_.....e...,.......:..�.e..e....e......,,... ] 3 G.05 5ti�s�trCx,rt�4 �r��sl {"Dr�T°cdrrcrlc ................. .. .. ... �..�......... ... . ......... ..�....., .. .,..... _......., .,�.... .. .,..........s.. 14 _- _-- -- �.,... �.� 6.06 � t�aac:r:r�ain�.;s�irdx��sr:ar•t�c�fr�rs�-'stt �,rla�t�,r: _ rrt�r{ f�t�aeM°.s• ....... ............. . ... ........ ... ............. . . ....... .. ..........: 1 S fs.07 t'nC��r�1 %��,5 arrd l�o�3saf.Fic�.s ....... ........ ......... ......... ...... �.. ..... .... .,............, .... ......., . . ........ ...,..,..... 16 G.O� Permits ................................................................................................................�........._,.......,....«....�....................,.I6 6.09 f r��s° �rrt�{ Re�;c.rl�rr�rt,� .......................... ........... .... ....... . _....,.,.. ,.. ............ . ..... .....,.. . ....,,��. ......,.... l6 6. l d Taxes .. ......... .. ..... . . ........ . .. ....... ......... .................. ...... ... ... ............ . .. .................................... l7 6 ] ! �lc�: €�`St�� atxe'�'t�tJr�t�,r�trr��,° ...........................•,.......----...................._........_............:...................................,.........,. 17 6.12 Record Docunaents . ..................................................... .. ............................... ................ ... ............................... �7 6.�3 �1tr cT�� arrgll�tt�tsroctre3�a.. . .......... .. .......... . ...a ,.. ,.,,..... .,,,...,.,. ]7 ,.� ,.],. ......... ......... ... .. ...... .... . .......... .,.... b.14 �,ca��at��mfc'c��1 � s•c?t�icrtrt t: .. ..... ... ............ ............... .... ............................e.........,...�. ..,...,e..,..,.........,,..,...... 18 .,. .... G. � 5 J3r�_c�r�t�' �.`r�rrrr�rrurrlcrxdr'rx�r l�r��r�r•crrrr:s ...............................................................�.........,.................o....._.,..,................. 18 6.16 f rr��r�rrrcrrks .x, .. , , ..�.... ,.....> ....... ... . ...�..... .. ......,,.,...., . ......,.� .,�........ .. _� ��.. .� ... � .. ....� .E...,..� �.�, ......�., 18 6.17 ,5`t�ar,�,�� ,d7trr»,irr�s,tra�t� �rrrr�rla � ..� ........ .... ... .... . ....... .............. . ... ......... . ..........� ....,. . .,,.,.�.... . ,.,,,.. 18 6.1 � �'r��atiriarirr x tJae �^�r�t�k ... .......................... . .... . ,...,�........,..... , ...,.....,,,... . ..,..�., , , ,...,...,... .,..., a.....,.,.,. i 9 6__.__19 �tr�r�e°n��t�r- �� Ge�ar�t•t'rl l�i�'r;�a`r��pF�= rr��e! c:��,ratrarr�rtc�� ..... ............................................................................................. 19 �_.. -- �.�.____ 620 tr��l�rtrra��°r�t�r�r�r _ ........... . .......... .... . ......... .......... I9 _..�. � .. ....... ..... . .... . ........ � 6.21 �'��1r=- Fr�trr�x� r� i'e c� c� sre��:c�l I�cs t�rr �Se1��tces ......... .. ................. ... ...................................................•-�•--...........2d -.��.�.,�...�...� � �d�71CLE 7 - �"I'HER Wf7fl�i� �1T 1 ��,: �� 1 �;.......... ..............................................................................................e,a...,..?U .�- 7.01 ]i��xt�:r.l d�)fr�a-k cr1 `��tc � ......... ......... ............. ...... ... ......... ...... ... .......... 2(� � _.rwe_.� . _ � 7.02 Coordination . ......... ......... ....... .. ....... .. . ........ .......a, ..t...... . . ............. .. , .,..,,....,..... ., ..........2C _ _ -- 7.03 1 �,�crd ,�t.l�at_ir�lr,�ftr't�-.s' ..................................................... ,,.`� 1 ........................................................................... . �,��7"�C .] �`� �ie C}W?'�LI�'_� ��Pi��?�7BiLITIBs ......................................................................................................... ..........2I $-01 Ccrr��frrrr,�r��'rcar�� tr.r,t't.�t��`acla•................ .............,._....,........,........................................._....._..........._..........,........21 __...._ __. 8.02 �al�zcc�raerrt��n�r7cc� .... ......... ........... . ...... ......... .......H.. .. . .............., .......,. ....,..,. . ..........'� I � 8.03 �^`ur•r�_r_sJr Liaat�r ................<............................. .....,. .......,.....................<............... ...........,.. . ............ ,...«.. _. ... ..2! 8.04 �"'ca�31#'l��rr I�u� ......................................................................................................21 .. ..... ...... . 8.05 1 rz��s c�n�l ra.��r�c�rrrs; lic.t�rrr�t,s rrrrci i'cr.�t� .............. ......,............,......21 - �.��..�___w�. ,.......... ................................,,...,...._................ 8.06 ln,surance ................................................................. .......................................................................2i 8,07 C'Irc.�r��c� C)j°�l��r�s. .. .. ......................... ........................................ .............................. ............... ..... `� I ,.. ..... ..... . � 8.08 l�r�a��fi�a��, '�"�rts t�r�t�/d�t��aa`�j��1s ............................... ... ...... ......... ..........21 ................................ 8�09 1 rrr�atcrtrc�r�s ra��r CC�sirrr�r r 1�cs,�r�r��larlr�r�s .. .. .......................................................................................................22 ��. � m.. .....� a e�.�. a � �., ... 8.10 �la�c�i.sela��scat� �Irzzuj tl�?res Is'a��ir•r�ratar r��al � �arrsl��trar� .....................e....,...,,,...,..,,.,,..o........,...,..,..........................._..., �2 _ r� �w��.. _ �.�u � W . 8.11 t�t�r�#�aac � ��",��:iur ria•r�r�a�a�rrrrrs ... ...........................a.._..............................................,... .......... 22 .. ,_.,_ .� �.. ..... A�T�C� ��- G�'`�i�'r�N�:��'� S'I'�+4TUS I3UFi3t`�1�a f:�1NS'f`ItC��;"1'T{�'�i ......ea ...........................................,...........,......,.............72 ....�.. �.. _�. �,w- 9 O1 f]�wvtrer^ °,s l�e��re.se�t1�li�r� ............................................<....a...._e... __ .�.. .- .......e .......................................................e...........�2 9.02 f�'irlts• t� �S'arct .. .................... .................... ...... ......., ... .......,... • . ......... ......2� ..� � .. ...._ ..... ..... ..,.. ........... .. 9.03 !�r°��°1l�r;t�rc��ticrrtc�ti�t� ................ .................................................................. ............. .... .....,.t, .....,.,,.;??' ........ 9.04 ,�r�ll�c�a�� c�� i°tar ��aCrar�r rtp 1�"��r k ......................................:.......................................................................�....,,....,..,. �. _.. � 9.05 l�c�� i3e�`�ctrs�� ?'rt�� ....e...<..... ... ................... ... ......,...,,....... .... ,........,. . , .o�..,?? 9.06 �I�r��I�a r�� rr��F Cf��rrac�ct �Jt �c,r � t.r��1 �'�r�rrcrtrts . ....................... . . .. ..... ....... ...... .. ...,......... Z� . ............ 9.07 L7c.t�r•r:rirrratd�r�� r,r� CJrr�� I't r��y ��r�s�°� ... . .t ....... . . ......... .. .... .. . ....... ....... ...... ..........................................23 - _.�`_ ... ,. ._ w .... _ 9.08 l��c is�i��r�� r�,r� ltr��artaG ��t��art r�+� rr��tr�ct;^t f�� rttt��rrt�.��,�rf�'4cc^��rttrl�ll��_r� �d''��a�`1t.. .� ..... ......... .. ....... ..........23 .w �. ��.ii3 l,rerrir��ttcaerr r3a� ,�`�,i,�crc.r° :s �irrtFrcar•rt��^ crrr� l�c:s�csr��r�°azdtlr�s .................... . . .. .....................................................23 ..�� ., , - e�.�t"I°iC'1.�<` ldl � C'I-lA�lta};� �i'�'1"�� 4��€��.` iu1.t�,1�+��__.... . ...............................................................................'?3 ��.._...._._. ..... . 10.01 �9uai��t�€�r��",'f��rr��^,ss�atltc i#�'nrR� .......:..........�...,....................__...............................................,,...,,.....,..,............�3 10.02 Unau�a�r�r��ax,c�P�lac�,rr c��s° ir� t1�� t�!%rark .................. .........24 __-�----..___ ............................................................................................ 10.03 I'�t e utir�rr r� {';'lfi�t� CJt �lc t.�� .......... ......................... ...... ........ . ................ . ........ .........,....., , 24 . ....... ..... ..... .... . ... . 10.04 N�li r�t��tvrr 1er S�tr•ct�? .......................................................... ......................................................... ........... �4 W �.�.. --- ........... _. _ 10 OS Claims ....................................................................................................................................................................24 �..� _�. , ,�d�'C"1�`Lt:: 11 - COST OF T l�� . A��i�1�;�4� ��C7W�N� ��.�.�u[�,rt�]T PRICI; WORK .................................................................25 11.01 �:'n��t c�1;t%�c ��Fr�rlr. .. ........... . ..................................................... .............. ..... ........ ..... . 25 ,I 1,U� �'I1�� nne,�s ................ . ...... „ ...... , ........,..... , . ..,..,.......,....... . ..... , ........ .. ............._....... . .. , 2G 11.03 l.ifrl� i'ricc: (�'ca�k . ...................................................................................................................................................2(i ,f'1.R`�"I(.L�': 12 �.f-I��Ci9 C)� �C)�I`TI��`�" 1'[��C`� ��I�'t!(ri" �"Jf £ (�]� 1'lttlC:'f `I'13�I'`� ................................�..................27 �12.0 ] C Jrcr�a�;� r� C:'c�t�rt� trel /�`�•r� c�. ...... . ........... ..., ..�..e .... ...... . . .................. ........ _... . .... ....,........, , .. �7 12.02 t�lt�rn�;��u�C"t�P�lr�r�t_T'ir�rs:.s ...................................... .. ................ ..... ................. ............,...........2i 12.03 Delavs ... ..................................... .... ....... .....................� .................,..,................... .,........ .......2$ . ..... .... ..... ..... . .. .... i11t°�'1CI 1;..13 w'FI"�TS A�f� 1�SI�!'�_CIiC}�4; C,t��3��.C"1'I(]I*1. i�L:Pv�_��'�1��',�� e��CL1}`�s�AP�C_l,[�!fl I7F t��'�t;'�m1"�11C Wt)i��C,......2$ 13A1�A��ai��l.��i3�.��s .......... ............................................. ......... .... .... .............. ........ ............................. 2� 13.02 �cr�:�� c� ��r�t3k .............................:...............�.......,.,.�...................:......................,.....,.................,................,........28 13.03 �`��s1s rrrrc� l��s�r��c�'a�?rrs ............ .................� _ ,. , ....,....,.,.,. , ., - .......,. .......... �� ........ ..� ....... . ....... ............. .. 13.04 L1�rcrc��}r��r�r� 61�r��h ........................................................................................................ ......... ..�....�,.............."?t� 13.05 �"��fr��r` hl�s' �tc>� r1�� `'ar°k. ........,.. ..... .......< . ............ ... ... .. .. ..... . .. .. .. ... .................... ....... 29 1-3__._06 Correcti��7 or Re�rt�vcrF r�J��")��cyc�r�c�..r��rrk ............ ........................................ .................................................29 13.07 CorreclionPe�•iod........ ............ ............. .. .......�. ..,..,�., .....,..,��9 ] 3.08 �icc��tr�r��c r� ,l.�r��_�irrr� I�i'r�r%.. .... .. . ., . ... ... ..... . ............ .... ... ._................ .. ,......,............... . �(� .. .. ..... .... ..... 13.09 �r�°r�c?r,�� L�i�trtr�i£7cfc�ctri��_!�',��€k ................................................................................... .... ......... .....,....�_i{1 p.FtTIC9�E i4 -1'�.1'ivi�NTS '�O Cf�NTi�,4�7`�it AR]D COivI�LETtOZV,.e......00...,..,,..a..,..�.eo ...............v>.......,.....e,..r.,,..<..,... s[� � �.__.�_.�..__._._.___ �__._. 14.0] �'�Jr��'trd�c��'rrlr��s� ........................ . . .,............,. ......... , ........ .,........,........,,.,.. ...,........,....�....,..3O 14.02 1'��rFc:sy._l�cr}�rarctttti ......................................... ........................................... .................. �. ,.........,..,,....31 14,0_3 ��rtr°c�c`ir,ar�'s ti''errr�rfrf,}t+,�r�f 11t��y ............................... . ....................................... ..... ,..........,. �,..,...., 3.2 _. ..... ..... 14.04 .�ui��s�araatr`crl (:�'��r=�ion ............................................................. ....... ....... .. .. ...._. ......... , .. _ a�� .... . . . �, I�.t�S i'ur=titrl �''�adi�.r�rttc�r� ..................:...............................................................................................�........................,......33 1 �i (1�a I..�"rrcrJ ��tJr� � tlort . .. .......................... .................................................................................. .............................. 33 . , .,... • I r�,�1 i,r��rr�,!'�r�.rnei�t .......................................................................................................................................................3 .. � 14.08 I'errcrl �"r�tra�al�>iart�r �tic��c�' ..................................................................... ............ ...... <..,,„... . .. .. ,... ,.........34 14.Q9 �;c�iw=tp�• u �'l�al��r,�. . ... .. . ,..... . o ............... . ..a.......,............. ........< . . .,......,.,..........34 6�I�7"i�:Lw� ]� `at�:�i'��N�ICI� �Qr WC3Tt� �N�:i'fl..�I�Tt�7�ir�t7�I�i1�a .... .......... ...,.... ,.... ...... ..,..,>....34 ._. �_,.� _ _ _ . —�,�. .....,. 15.01 t�3ss rac�e r1�t;�x bS��,rrc�' i�,rark . ......... . > ...., ... ., ....... ........ . . . ...e , ............. ................. 34 15.02 f`1��tr�r ��rry� �c3�°�rti�r��c� a� {'critsr�• .........,. ........... ....... ........ .... ............................ ... ....................34 . .. ..,., . ..... ..... IS.d3 LLi��t��° �1�y� T�rnti,��rdc i r,y f rrrr� rnr� r��.� ..................................................................................e._.n,.............o,.....35 I 5.04 Cr�ratt°�r�rrrt• Msr�j 5�u�? ��'',�r %�sa � e r r�r�rar��r .. ............... . ,...........,. ..... �.................... 35 .... ........ ..... ..... .................._...... .. ARTICLE 16 - DISPUTE SOLUTION ........... ................................e.................................................................................., 35 .__.�_ _._ _.... 16.O1 e1�"c�tl�crr�s�urad�rr�c�c��c..� ..................................................................................................................................e....35 AT�TiC,i T� � 7 �J�C �'I 1 �.'�C�`�[�5 .................................................................................... ......................................._........3G wk�..17 O1 �Jrk�ifa�, N�alrc�c= . ... . ....... . .. ................. . , . .. .. .. ............................,............�........,...36 17.02 t�ycrri�r��udic�� Trrrrc�s .. .................. ... . ..................... „ . ,.. .......,........................� ...,<............�...... . ..36 17.03 Cunaulattve Renredres ........................................................... .......................................... ..•--.......�_........... ,..._ 36 17.04 nSar�vr'y=crP ��t�bl�atic��.M .............................................. ......� ,. ......... .,............,,. ...... ,.,.-. . . .�. .... ........�..36 ] 7.05 �'orr�r°c�Jfi�� I ma crr�d l��arr�c...... .. ............ .. .... ...........a..... . . ......,.,.,. . .... ........... 36 _ .... 17.0G i3�r��#r� �........ ..., .... ................._..e.............e...,...........,.......a...e..............._.......,........... 36 I7.07 Non-Discrimination ................................................. ..................................................................................... .36 1 �,.�� la�r��^t�lt �r1 � ra��r �� d;r�1� ...,. ...., . .... . • _ _ . ...... . ...... , ._...... .36 I 7,�l9 ta�,� trr 1'7rladfc=��sr�r��tr��,. .... � ....... , ... .. , .. , ... . ...,. . .... .36 17.10 f�i �hF tca ,�rrr�ii �:�r�t�°�actra�• :a' 12e.=r..e�t cls,� ..>. ... .......... . .... ........ ........ ,..... . ..... .. 36 17.I1 lt�c,tic� c��car�t��rr.t!f�'l�rttrr ................ ......a..... ..,....o ... .......,. ........... .... ... ..36 17.12 ,�rr�cessnr�� cat�<��3},tt,�,xrt4 �...... .... ............... ..... ... .................. . ..........36 �17.13 �'ritd�� t�c��i�� . ... ............................................................................................. ......... . . ............. . .. . ..........36 1�7.14 i�r�;%t� urzcf l��r�r�t�r�� 1Vc� � ui��r_r c�Iit�=l�f�r lr},� �J�u�rai:�� ........................................ :..............................................36 � .. � .�... .�.� �.��e.. �.m._ .��__ 17. � 5 Inlerest ...................................................................................... ......... .. ....... . .............. .. .. ......... ........... 36 CENERAL CONDITiONS ARTICLE 1 - DEFINITIONS AND TERMINOLOGY 1.01 Defaned Terti:,s A. Wherever used in the Bidding Itequirements or Contract Documents and printed with initial capital [etters, the tenns listed below will have the meanings indicated which are applicable to both the singular and plural thereof. In addition to terms specifically defiued, terms with iniYial capital letters in the Contract Documents includc references to identified articles and paragraphs, and the titles of other documents or forms. 1. Addenda--Written or graphic instruments issued prior to the opening of Bids which clarify, correct, or change the Bidding Requirements or the proposed Contract Documents. 2. Agreement--The written instrument �vhicli is evidence of the agreement between Owner and Contractor covering the Work. 3. Application for Payment--The form acceptable to Engineer which is to be used by Contractor during the course of the Work in requesting progress or final payments and which is to be accompanied by such supporting documentation as is required by the Contract Documents. 4. Asbeslos--Any material that contaiiis more tllan one percent asbestos and is friable or is releasing asbestos fibers into the air above current action levels cstablished by the United States Occupational Safety and Health Administration. 5. Bicl--The offer or proposa] of a Bidder submitted on the prescribed form setting forth the prices for the Work to be performed. 6. Bidder--The individual or entity who submits a Bid directly to �wner. 7. 13idding Documents--The Bidding Requirements and the proposed Contract Documents (including all Addenda). 8. Bidding Requiremenls--The Advertisement or Invitation to Bid, Instructions to Bidders, bid security of acceptable form, if any, and tlie Bid Forn� with any supplements. 9. Clrange Order--A document recommended by Engineer which is signed by Contractor and Owner and authorizes an addition, deleCion, or revision in ihe Work or an adjustment in the Contract Price or the Contract Times, issued on or afler tlie Effective Date of the Agreement. ]0. Claim--A demand or assertion by Owner or Contractor seeking an adjustmenl of Conlract Price or Contract Times, or both, or other relief with respect to the terms of the Contract. A demand for money or services by a third party is not a Claim. I1. Co�ztract--The entire and integrated written agreement between the Owner and Contractor concerning the Work. The Contract supersedes prior negotiations, representations, or agreements, whethee written or oral. 12. Co�[ract Docunzents-- Those items so designated in 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 Docurnents. 13. Conlracf Price--The moneys payable by Owner to Contractor for completion of the Work in accordance with the ConU•act Documents as stated in the Agreement (subject to the provisions of Paragraph ] 1.03 in the case of Unit Price Work). 14. Conlf�acl Times--The number of days or the dates stated in the Agreement to: (i) achieve Milestones, if any, (ii) achieve Substantia] Completion; and (iii) com- plete the Work so that it is ready for final payment as evidenced by Engineer's written recommendation of final payment. I5. Conlraclor--The individual or entity with whom Owner has entered into the Agreement, 1 G. Cosl of ehe i3�ork--See Paragraph 11.O1.A for definition. 17. Drawings--That patt of tlie 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. Ef�`�ective Date of the Agreenienl--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 ofthe two parties to sign and deliver. l9. 6ngineer--The individual or entity named as such in the Agreement. 20. Field O�•der--A written order issued by Engineer wl�ich requires minor changes in the Work but which does not involve a change in the Contract Price or the Contract Times. 21. General Requiremenfs--Sections of Div.ision 1 of the Specifications. The General Reyuirements pertain to all sections oftlie Specifcations. 22. Hazardous Environme�rtal Condilion--The presence at the Site of Asbestos, PCBs, Petroleum, Hazardous Waste, or Radioactive Materia] in such quantities or circumstances that may present a substantial danger to persons or property exposed thereto in connection with the Work. 23. Hazardous Wasle--The term Hazardous Waste shall have the meaning provided in Section 1004 of the Solid Waste Disposal Act (42 USC Section 6903) as amended from time to time. 24. Laws and Regulations; Laws or Regulalions- -Any and all applicable laws, rules, regulations, ordinanc- es, codes, and orders of any and all governmental bodies, agencies, authorities, and courts having jurisdiction. 25. Liens--Charges, security interests, or encumbrances upon Project funds, real property, or personal property. 26. Mileslone--A principal event specified in the Contract Documents relating to an interrr►ediate comple- tion date or time prior to Substantial Completion of all the Work. 27. Noeice of .4ward -The written notice by Owner to the Successful Bidder stating that upon timely compliance by the Successful Bidder with the conditions precedent lisied therein, Owner will si�n and deliver the Abreement. 28. Nolrce [o Proceed--A written notice given by Owner to Contractor fixing the date on which the Con- tract Times will commence to run and on which Contractor shall start to perform the Work under the Contract Documents. 29. Ox�ner--1'he individual or entity with whom Contractor has entered into the Agreement and for whom the Work is to be performed. 30. PCBs--Polychlorinated bipheiryls. 31. Petroleum--Petroleum, including crude oil or any fraction thereof which is liquid at standard conditions of temperature aiid pressure (60 degrees Fal�re�iheit and 14.7 pounds per square inch absolute), such as oil, petroleum, fuel oil, oil sludge, oil refuse, gasoline, kerosene, and oil mixed with other non-Hazardous Waste and crude oils. 32. Progress Schedule--A schedule, prepared and maintained Uy Contractor, describing the sequence and duration of the activities comprising the Contractor's plan to accomplish the �Vork within the Contract Times. 33. Project--The total construction of which tlie Work to be perforrned under the Contract Documenis may be the whole, or a pa�t. 34. Projecl Manual--The bound documentary information prepared for bidding and constructing the Work. A listing of the contents of the Project Manua], which may be bound in one or more volumes, is contained 'an tlie table(s) of contents. 35. Radioactive h�aterral--Source, special nucle- ar, or byproduct material as defined by the Atomic Energy Act of 1954 (42 USC Section 2011 et seq.) as amended from time io time. 36. Related EnPity -- An officer, director, partner, employee, agent, consultant, or subcontractor. 37. Resident Projecl Representaeive--The autho- rized representative of �ngineer who may be assigned to the Site or any part thereof. 38. 5amples--Physical examples of materials, equipment, or workmanship that are represantative of some port9on of the Work and which establish the standards by which such portion of the Work will be judged. 39. Schedule ofSubmillals--A schedule, prepared and maintained by Contractor, of required submittals and the time requirements to support scheduled performance of related constructioit activities. 40. Sch,edule of Yalues--A schedule, pr•epared and maintained by Contractor, allocating portior�s of the Contract Price to various portions of the Work and used as the basis for reviewin� Contractor's Applications for Payment. 41. Shop Drawings--All drawings, diagrams, illustrations, schedules, and other data or information which are specifically prepared or assembled by or for Contractor and submitted by Contractor to illustrate so�ne portion of the Work. 42. Siee--Lands or areas indicated in the Contract Documents as being furnished by Owner upon which the Work is to be performed, including rights-of-way and easements for access thereto, and such other lands furnished by Owner which are designated for the use of Contractor. 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 adminisYrative requirements and procedural matters applicable Yherelo, 44. SuGconlraclor--An individual or ei�tity having a direct contract witli Contractor or with any other Subcontractor for the performance of a part of the Work at the Site. 45. SubstanPial Compfelion--The time at which the Work (or a specif ed part ihereo� 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 specifed part thereo� can be utilized for the purposes for which it is intended. The terms "substantially complete" and "substantially completed" as applied to all or part of the Work refer to Substantial Completion thereof. 46. Successful Bidder--The Bidder submitting a responsive Bid to whom Owner makes an award. 47. Supplemerrlary Corrdieions--That part of the Contract Documents which amends or supplements these General Conditions. 48. Suppller--A manufacturer, fabricator, suppli- er, distributor, materialman, or vendor having a direct contract with Contractor or with any Subcontractor to furnish materials or equipment to be incorporated in the Work Uy Contractor or any Subcontractor. 49. Underground Facilities--All underground pipelines, conduits, ducts, cables, wires, manholes, vaults, tanks, tunnels, or other such facilities or atlachments, and any encasements containing such facilities, including those that convey electricity, gases, steam, liquid petroleum products, telephone or other communications, cable television, water, wasfewater, slorm water, other liquids or chemicals, or traffic or other control systems. 50. Uni� Price Work--Work to be paid for on the basis of unit prices. 51. Work--The entire construction or tlie various separately identifiable parts tliereof required to be provided under the Contract Documents. Work includes and is the result of'performing or providing all labor, services, and documentation necessary to produce such construction, and furnishing, installing, and incorporating all materials and equipment into such construction, all as required by the Contracf Uocuments. 52. Wvrk Charrge Direceive--A written statemenC to Contractor issued on or after the Effective Date of the Agreement and signed by Owner and recommended by Engineer ordering an addition, deletion, or revision in the Wor�k, o�• responding to differing oi• unforeseen subsurrace or physical conditions under wliich the Work is to be perPormed or to emergencies. A Work Change Directive will not change the Contract Price or the Contract Times but is evidence that ihe parties expecf 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 tlie Contract Price or Contract Times. 1.02 Terrr:ino[vgy A, The following words or terms are not defined but, when used in tl�e Bidding Requirements or Contract Documents, ]iave the fo]lowing meaning. B. Intenc of Certain Terms or Adjeclives 1: The Contract Documents include the terros "as allowed," "as approved," "as ordered", "as directed" or Eerms of like effect or import to authorize an exei•cise of professional judgment by Engineer. In addition, the adjectives "reasonable," "suitable," "acceptable," "proper," "satisfactory," or adjectives of like effect or import are used to describe an action or determination of Engineer as to the Work. It is intended that such exercise of professional judgment, action or determination will be solely to evaluate, in general, the Work for compliance with the requieements of and informatian in the Contract Documents and conformance with tl�e design concept of the completed Project as a functioning whole as shown or indicated in the Contract Documents (unless there is a specifc statement indicating otherwise). The use of any sucl� term or adjective is not intended to and shall not be effective to assign to Engineer any duty or autliority to supen�ise or direct the performance of the Work or any duty or authority io undertake responsibility contrary to the provisions of T'aragraph 9.09 or any other provision of the Contract Documents. C. Day 1. The word "day" means a calendar day of 24 hours measured fi•om midnight to the next midnight. D. Defeclive 1. The woed "defective," when modifying the word "Work," refers to Work that is unsatisfactory, faulry, 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 Docutnents, or c. has been damaged prior to Engineer's - recommendation of final payment (unless responsibility for the protection thereof has been assumed by Owner at Substantial Completion in accordance with Paragraph 14.04 or 14.05), E. Fu�•i�ish, Inslall, Perfa�m, Provia'e 1. The word "furnish," wlten 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 specif ed location) ready for use or installacion and in usab]e or operable condition. 2. The word "install," when used in connection with services, materials, or equipment, shall mean to put inYo use or place in final position said services, materials, or equipment complete and ready for intended use. 3. The words "perform" or "provide," when used in connection with services, materials, or equipment, shall mean to furnish and install said services, materials, or equipment complete and ready for intended use. 4. When "furnish," "install," "perform," or "pro- vide" is not used in connection with services, materials, or equipment in a context clearly requiring an obligation of Contractor, "provide" is implied. F. Unless stated otherwise in the Contract Docu- ments, words or phrases wltich have a well-known technical or construction industry or trade meaning are used in the Contract Documents ln accordance with such recognized meaning, ARTICL� 2 - PRELIMINARY MATT�RS 2.01 Delive ,ry of Bonds and Lvidence of Irtsurartce A. When Contractor delivers the executed counterparts of the Agreement to Owner, Contractor shall also deliver to Owner such bonds as Concractor may be required to fiarnish. B. Evidence of Insurance: Before any Work at the Site is started, Contractor and Owner shall each deliver to the other, witl� copies to each additional insured identified in the Supplementary Conditions, cettificates of insurance (and other evidence of insurance which either of them or any additional insured may reasonaUly request) which Contraetor and Owner respectively are required to purchase and maintain in accordance �vith A�ticle 5. 2.02 Co,pies of Documeo:ts A. Owner shall furnish to Contractor up to een printed or hard copies of the Drawings and Project Manual. Additiona] copies will be furnisl�ed upon request at the cost of reproduction. 2.03 Co�nniertce�te�tl of Coalracf lihtes; Nolice to Proceed A. Unless otherwise provided„ the Contract 7'ime is the period of time, including authorized adjustments, allotted in the Contract Documents for Substantial Completion of the Work. - B. The date of commencement of the VVork 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, oc of persons or entities for whom the Contractor is responsible to act promptly to commence the Work. If the Owner unreasonably delays the issuance oE t.he notice to proceed throu�h no fault of the Contractor, the Contractor shall be intitled to an equitable extension of the Contract Time; the Contract Sum shall remain unchanged. C. The date of Substantial Completion is the date certified by the Architect/Engineer. D. The term "day" as used in the Contract Documents shall mean a calendar day, beginning and ending at 12:00 midnight, unless otherwise specifically defned by special provision. 2.04 Starti�rg [!se Work A. Contractor shall start to perform the Work on the date when the Contract Times commence to run. No Work shall be done at the Site prior to the date on which the Contracl Times commence to run. B. Liquidated Damages. The Contractor shall proceed expeditiously with tadequate forces, materials, and equipment, and shall achieve Substantial Completion within the Contract Time. Tf the Contractor fails or refuses to complete the Work within the Contract Time as specified in the Bid Proposal form, the Building Construction Services Agreemettt, 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 liquidated damages (hereinaiter called the "Stipulated Amount") as stipulated in the I3id Proposal form and the Building Construction Services Agreemenl for each calendar day that the Contraccor has not Substantially Completed the Work after the expiration of the Contract Time provided. The Stipulated Amount is not to be considered as a penalty, but shall be deemed, taken, or treaYed as reasonable liquidated damages, fixed and agreed upon by and between the Contractor and the Owner because of the impracticality and exYreme difficulty of fixing and ascerYaining 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 wouid sustain. The Stipulated Amount, as it accrues, will be retained from any portion of the Contract Sum due or that may become due to the Contractor. In the event the portion of the Coniract Sum retained by the Owner is insufficient to recover the Stipulated Amount, then the Contractor or tlie Contractor's Surety shall pay to the Owner any additional liquidaYed damages due that are in excess of the funds remaining unpaid in tlie Contract Sum. The Owner shall be tlte sole judge as to whether or not tlie Work has been Substantially Cocnpleted within the calendar days allotted, which shall include the original Contract Time and any proper extension of the Contract Time granted in writing by the Owner. Should the Conteactor dispute ihe 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 the Contract Documents, then this Subparagraph 8.2(c) shall not be construed to prevent the Owner from seeking full recovery for any and all actual damages suffered by the Owner and attributable to the Contractor, as an alternative to all liquidated damages due. 2.05 Bejore Slarfi�:g Conslruclioer A. Preliminary Scheclulee•: 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: 1. a preliminary Progress Schedule; indicaling the times (numbers of days or dates) for starting and completing the various stages of tl�e Work, including any Milestones specifed in the Contract Docurnents; 2. a preliminary 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 together eyua] the Contract Price and subdi- vides the Work into compouent parts rn sufficient detail to serve as the basis for progress payments during performance of the Work, Such priees will include an appropriate amount of overhBad and profit applicable to each item of Work. 2.06 Precoitstruclian Confererrce A. Before any Work at the Site is started, a conference attended by Owner, 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 submiitals, processing Applications for Payntent, aud maintaining required records. 2.07 IriiliaJAccepiaatce ofSc/redules A. At least 10 days before submission of the first Application for Payment a conference attended by Contractor, Engrneer, a�id others as appropriate will be held to eeview for acceptability to Engineer as provided below the schedules submitted 'rn accordance with Paragraph 2.OS.A. Contractor shall have an additional 10 days to make corrections and adjustments and to complete and resubmit the schedules. No progress payment shall be made to Contractor until acceptable schedules are submitted to Engineer. 1. The Progress Schedule will be acceptable to Engineer if it provides an orderly pro�ression of the Work to completion within tl�e Contract Times. Such acceptance will not impose on Engineer responsibility for the Progress Schedule, for sequencing, scheduling, or progress of the Work nor interfere with or relieve Contractor from Contractor's fiall responsibility therefor. 2. Contractor's Schedule of Submittals will be acceptable to Engineer if it p►•ovides a workable arrangement for reviewing and processing the required submittals. 3. Contractor's Schedule of Values will be acceptable to Engineer as to form and substance if it provides a reasonable allocation of the Contract Price to component parts of the Work. ARTICLE 3 - CONTRACT DOCUMENTS: Il7 l l:�l\ 1 y li1tl1L` 1\Lll\Gy 1`Gl/SL` 3.01 I�stergt A. The Contract Documents are complementary; what is required by one is as binding as if required by all. B. lt is the intent of the Contract I7ocuments to describe a functionally complete Project (or part thereo� to be constructed in accordance with the Contract Docu- ments. Any labor, documentation, services, materials, or equipment that may reasonably be inferred from tl�e Contract Documents or fi•om prevailing custom or trade usage as being required to produce tlie intended result will be provided whether or not specifically called for at no additional cost to Owner. C. Clarifications and interpretations of the Contract Dacuments shall be issued by Engineer as provided in Article 9. 3.02 Refererzce Slartdards A. Standards, Spectficatior�s, Codes, Laws, and Regulations 1. Reference to standards, specifications, manuals, or codes of any technical society, organization, or association, or to La�vs or Regulations, whether such reference be speciftc or by implication, shalf inean the standard, specification, manual, code, or Laws or Regula- tions in effect at the time of opening of Bids (or on the �ffective Date of the Agreement if there were no Bids), except as may be otherwise specifically stated in the Contract Documents. 2. No provision of any such standard, specification, manua] or code, or any instruction of a Supplier shall be effective to change the duties or responsibilities of Owner, Coniractor, or Engineer, or any of their subconn-actors, consullants, agents, or employees from thase 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 autl�ority to supervise or direct the pecformance of the Work or any duty or authority to undertake respon- sibility inconsistent with the provisions of d�e Contract Documents. 3.03 Reporfifrg ar�d Resalvirrg Discrepuncies A. Reporting Discrepancies 1. Contraclor's Review of Contracl DocunTenls Before Starling Work: Before undertaking each part of the Work, Contractor shall carefully study and compare the Conteact Documents and check 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 written interpretation or clarification from Engineer before proceeding with any Work affected thereby. 2. ContracPor's Review of Conlracl Documenls Dtering Perforn:ance nf Work: If, during the performance of the Work, Contractor discovers any eonilict, erroc, ambiguity, or discrepancy within the Contract Documents or between the Conh�act Documents and any provision of any Law or Regulation applicable to the perfonnance of the Work or of any standard, specification, manual or code, or oi' any instruction ot' any Supptier, Contractoe shall promptly report it to En�ineer 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 tlie methods indicaced in Paeagraph 3.04. 3. Contractor shall not be liable to Owner or Engineer for failure to report any conflici, error, ambigu- ity, or discrepancy in the Contract Documents unless Contractor knew or reasonably should have known thereof. B. Resolving Discrepancies 1. Except as may be otherwise specifically stated in the Contract Documents, the provisions of the Contract Documents shall take preeedence 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 perfonnance of the Work (unless such an interpretation of the provisions of the Contract Documents would result in viola- tion of such Law or Regulation). 3.04 AnPe�dircg anr! Srrpplerne�zlirrg Co�rlracf Docunrenls A. The Contract Documents may be amended to provide for additions, deletions, and revisions in the Work or to modify the terms and conditions thereof by either a Change Order or a Work Change Directive. B. The requirements of the Contract Documents may bc suppiemented 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 Drawittg or Sample; (Subject to the provisions of Paragraph 6.17.D.3); or 3. ]Engineer's written inte�pretation or clarification. 3.05 Reuse nf Documenls A. Contractor and any Subcontractor or Supplier or other individual or entity performing or furnishing all of the Work under a direct or indirect contract 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 aity thereo� prepared by or bearing the seal of Engineer or Engineer's consultants, including electronic media editions; or 2. Reuse any of such Drawings, Specifications, other documents, or copies thereof on extensions of the Project ar any other project witliout written consent of Owner and Engineer and specific written verification or adaption by �n�ineer. B. The proliibition of this Paragraph 3.05 wili survive final payment, or termination of the Contract. Nothing herein shall preclude Contractor from retaining copies of the Contract Documents for record purposes. 3.06 Eleclronic Da1a A. Copies of data furnished by Owner oe Engineer to Contractor or Contractor to Owner or Engineer that may be relied upon are limited to the printed copies (also known as hard copies). Files iti electronic media format of text, data, graphics, or other types are furnished oniy 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 authorization of the data's creator, the pariy receiving electronic files agrees tliat it wil] perform acceptance tests or pr�ocedures within 60 days, after �vliich 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 pariy. C. When transferring documents in electronic media format, the trat�sferring party makes no representations as to long term compatibility, usability, or readability of documents resulting from tlie use of software appiication packages, operating systems, or computer hardware differing from those used by the data's creator. ARTICL� 4- AVAILABILITY OF LANDS; SUBSURFACE ANb PHYSTCAIL CONDYTIONS; HAZARDOUS ENVIRONMENTAL CONDITIONS; REFERENC� POINTS 4.01 Availabiliry of Lands A. Owner shall furnish the Site. Owner shall notify Contractor of any encumbrances or restrictions not of general application but specifically related to use of the Site with which Contractor must comply in performing the Work. Owner will obtain in a timely manner and pay for easements for permanent structures or permanent changes in existing facilities. If 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 10.05. B. Upon reasonable �written request, Owner shall furnish Contractor wit[� a current statement of record legal title and legal description of the lands upon wliich the Work is to be performed and Owoer's iirterest therein as necessary for giving notice of or filing a mechanic's or construction lien against such lands in accordance with applicable Laws and Regulations. C. Contractor shall provide for all additiona] lands and access thereto that may be eequired for temporary construction facilities or storage of materials and equipment. 4.02 Subsurface aead Playsical Conditions A. Reporls and Drawings: The Supplementary Conditions identify: 1. Those reports of explorations and tests of subsurface conditions at or contiiguous to the Site that Engineer has used in preparing tlte Contract Documents; and 2, Those drawings of physical conditions in or relaCing Io existing surface or subsurface structures at or contiguous to the Site (except Underground Facilities) that Engineer has used in preparing the Contract Documents. B. Limited Rediance by CarlracPor� on Technical Data Authorized: Contracior may rely upon the general accuracy of the "technical data" contained in such reports and drawings, but such reports and drawings are not Contract Documents. Such "technical data" is identified in the Supplementary Conditions. Except for such reliance on such "technical data," Contractor may not rely upon or make any claim against Owner oe Engineer, or any of their Related Entities with respect to: 1. the completeness of such reports and drawings for Contractor's purposes, including, but not limited to, any aspects of the means, methods, techniques, sequences, a�id procedures of construction io be employed by Contractor, and safety precautions and programs incident thereto; or 2. Other data, interpretations, 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 dat.a" or any such other data, interpretatxons, opinions, or information. 4.03 Differirtg Subsurfuce nr P/tysical Cnn�li�lons A. Nolice: If Contractor believes tliat any subsur- face or physical condition at or contiguous to the Site that is uncovered or revealed eithee: 1. is of such a nature as to establish that any "technical data" on which Contractor is entitled to rely as provided in Paragrapli 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 chaeacter provided for in the Contract Documents; then Contractor shall, promptly after becomin� aware thereof and before further disturbing the subsurface or physical conditions or performing any Work in connec- tion therewith (except in a�� emergency as required by Paragraph 6.16.A), notify Owner and Engineer in writing about such condition. Contractor shall not further disturb sucli condition or perform any Work in connecYion thei•ewith (except as aforesaid) until receipt of written order to do so. B. Engineer's Review�: After receipt of written notice as required by Paragraph 4.03.A, Engineer will promptly review the pertinent condition, detemtine the necessity of Owner's obtaining additional exploration or tests with respect thereto, and advise Owner in writing (with a copy to Contractor) of Engineer's findings and conclusions. C. Possible Price and Times Adjustments 1. The Contract Price or the Contract Times, or both, will be equitabJy adjusted to the extent that the existence of such differing subsurface or physical condition causes an increase or decrease. in Contractor's cost of, or time required for, performance of the Work; subject, liowever, to the following: a. such condition must meet any one or more of the categories described in Paragraph 4.03.A; and b. with respect to Work that is paid for on a Unit Price Basis, any adjustment in Contract Price wil] be subject to the provisions of Parageaphs 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 the existence of sucly 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. the existence of such condition could reasonably have been discovered or revealed as a result of any examination, investigation, explo- ration, 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. Conteactor failed to give the written notice as required by Paragraph 4.03.A. 3. If Own�r and Contractor are unable to agree on entitlement to or on the amount or extent, if any, of any adjustment in the Contract Price or Contract Times, or both, a Claim may be made therefore as provided in Paragraph 10.05. However, Owner and Engineer, and any of their Related Entities shall noY 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 pr•ofessionals 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 Urrdergroured Facililies A. Shown or Irzdicated: The information and data shown or indicated in the Contract Documents with eespect to existing Underground Facilities at or contiguous to tl�e Site is based on inforr�ation and data furnished to Owner or Engineer by tlie owners of such Underground Facilities, including Owner, or by others. Unless it is otherwise expressly provided in the Sup- plementary Conditions: 1. Owner and Engineer shall not be responsible for the accuracy or completeness of any such inPormation or data; and - 2. the cost of all of the following will be included in the Contract Price, and Contractor shall have full responsibility foe: 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 construction, and d. the safety and protection of a11 such Under- ground Facilities and repairing any damage thereto resulting from the Work. f3. No! Shown or Indicated 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 accueacy in tlie Contract Documeuts, Contractor shall, promptly after becoming aware thercof and before further disturbing conditions affected thereby or performing any Work in connection therewith (except in an emergency as required by Paragraph 6.l 6.A), identify the owner of such LJnderground Facility and give written notice to that owner and to Owner and Engineer. Engineer will promptly review the Underground I'acility and determine the extent, if any, to which a change is required in the Contract Documents to reflect and documenc the consequences of the existence or location of the Under- ground Facility. During such time, Contractoe shall be responsible for tlle safety and protection of such Underground Facilily. 2. If Engineer concludes that a change in tl�e Contract Documents is required, a Work Change Directive or a Change Order will be issued to reflect and document such consequences. An equitable adjustment sliall be made in the Contract Price or Contract Times, or both, to the extent that they are attributable to the existence or ]ocation of any Underground Facility that was not sl�own or indicated or not shown or indicated with reasonable accuracy in the Contract Documents and that Coniractor did not know oTand could not reasonably have been expected to Ue aware of or to have anticipated. If Owner and Contractor are unable to agree on entitlement to or on the amour�t or extent, if any, of any sucl' adjustment in Conh•act Price or Contract Times, Owner or Contractor may make a Claii� therefor as provided in Paragraph 10.05. 4.05 Reference Poinls A. Owner sl�all provide engineea•ing surveys to establish reference points for construction wliich i» Engineer's judgment are necessary to enable Contractor to pe•oceed wilh the Work. Conlractor shall be responsible for laying out the Work, shall pratect and preserve the established reference points and property monuments, and shall make no changes or relocations without the prior written approvai of Owner. Contractor shall report io Engineer whenever any ref'erence point or property monument is lost or desh•oyed ar requires reIacation because of necessary changes in grades or locations, and shall be responsible for the accurate replacement or relocatian of such reference points or property monuments by pi•ofessionally qualified personnel. 4.06 Hazardnus� Environntenlal Cor:dilion at Sf[e The Contractor and its Subcontractors are deemed to have nnade themselves familiar with and at all times shall comply with all applicable federal, staCe or local laws, rules, regulations, ordinances, and rules of common law now in effect (including any amendrraents now in erfect), relatir�g to the environment, Hazardous Substances or exposurc to Hazardous Substances, including but not limited to the Comprehensive Environmental Response, Compensation and Liabifiry Act of 1980, 42 U.S.C.A. §§ 9601, et seq.; the Nazardous Materials Transportation Act, 49 U.S.C.A. §§ 1801, et seq.; the Resouree Conservalion and Recavery Act af 1976, 42 U.S.C.A. §§ 6901, et seq.; the Pederal Water Pollution Control Act, 33 U.S.C.A §§ 1201, 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 ar administrative interpretation of tllese laws, rules, regulations, ordinances, or rules of common law, including but not limited to any judicial or administrative order, conseirt decree, or judgment affecting the Project. A. Reporls and Drax�ings: Reference is rnade to the Supplementary Conditions for the identif cation of those reports and drawings relating to a Hazardous Erivironmental Cor�dition identified at the Site, if any, that have been utilized by the Engineer in tl�e preparation of the Contract Documents. B. Lirnited Reliance by Contractor on Technical Da1a Au(horized: Contractoe may rely upon the general accuracy of the "technical data" contained in such reports and drawinbs, but such reports and drawings are not Contract Documents. Such "technical data" is identified in the Supplemenlary Conditions. Except for� such reliance on such "technical data," Coritractor may not rely upon or make any claim against Owner or ingineer, or any of their Related Entities with respect to: 1. tlie completeness of such reparls and drawings for Conti•actor's purposes, including, but not limited to, any aspects of the mcans, methods, techniques, sequences and procedures of construction to be emplayed by Contractor and safety precautions and pragrams incident thereto; or 2. other data, interpretations, opinians and information contained in such reports or shown or indicatcd �in such drawings; or , • 3. any Co�itractor interpretatian of oi• conclusion drawn frarn any "technical data" or any such other data, interpretatious, opinions ar infom�ation. C. Cantractor shall not be responsible for any Hazardous Environmental Condition uncovered or re- vealed at the Site which was not shown or indicated in Drar�ings or Specifications or identified in the Contract Documents to be within tl�e scope of the Work. If the Owner determines that tl�e Hazardaus Substance exists in the affected area due to the fault af negligeiice of the Contractor or any of its Subcontractors, the Contractor shal] be responsibie remediating the Hazardous Environmental Condition created with any materials brought to the Site by Contractor, Subcontractors, Suppliers, or anyone else for whom Contractor is responsible, at the sole expense of' the Conlractor in accordance with the Caniractor's APPROVED Remediation Plan. (APPROVED represents "approved by OWNER) D. If Contractor encounters a Hazardous Environmental Condit.ion or if Contractor or anyone for whom Contractor is responsible creates a Hazardous Environmental Condition, Contd•actor shall immediately: (i) secut•e or otherwise isalate such condition; (ii) stop all Work in connection with such condition and in any area affeeted thereby (except iti an emergency as required by Para�raph 6.16.A); and (iii) notify Owner and Engineer (and pronnptly thereafter confirm such notice in writing). Owner shall pramptly consult with Engineer concerning ihe 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 disposa] of any Hazardous Substance b►•ought into or upon the site by the Contractor Ol' BHly Subconteactor or Supplier. The Contractor shall obtain any and all permits neccssary for the legal and proper handling, transportation, and disposal of the Hazardous Substance and shall, prior to underlaking any abatenient, cleanup, control, removal, remediation, and disposal, notify the Owner and tlie ArchitecdEngineer so that they may observe the activities; provided, ]iowever, that it shall be the Contractor's sole responsibility to comply with all applicable laws, rules, regulalions, or ordinances governing the activities. Spill Prevenlion Plan. At least seventy-two (72) hours prior to commencing performance of any of the Wark at tlie Project site, tlie Cont�•actor shall submit to the Orvner i'or review and approval a Spill Prevention and Response Plan (SPRP) meeting the requirements of federal and state law, rules, and regulations. The SPRP shall be specially designed 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 containment or diversionary structures to prevent spills from leaving the site or migrating into adjacent properties or navigable waters. The SPI2P shall include methods of recovery of spilled materials and all applicable twenty-faur (24) hour emergency phone numbers, including without limitation that of the Owner's Project Manager or other designated representative. The Contractor shafl not commence any field work pi•ior to approval of such plan by the Owner. The following additional rules shall apply with respect to spills or releases caused by the Contractar or a Subcontractor; (1) The Contractor shall immediately report any spill or release at the Project site, whether or not it is associated with this Contract, to the O«�rier's Project Manager or other designated representative. Thereafter, witl7in two (2) working days after tl�e 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 shall immediately respond in accordance with the SPRP in the evei�t of a spill or release. (3} The Contractor shall dispose of cleanup, abatement, and remediation materials in accordance witl� EPA and Texas Commission on Environmenta] Quality (TC�Q) regulations and any other applicable federal, state, or ]ocal ]aws, rules, or regulations. ln coru�ection with such disposals, the Contractor shall use only those transporters and disposal facilities that are approved in advance in writing by the Ow�Yer. A copy of al1 transport manifests for the spilled materials shall be obtained and retained iti the Contractor's records for reference purposes, to be provided upon i•equest of the Architect/Engirieer, tlie Owner, or any governmental regulatory agency with jurisdiction over the Gnatter. ALL COSTS OF COLLBCTION, CONTAINMENT, AND DISPOSAL OF CLEANUP,ABATEMENT,AND REMEDIATION MATERTALS SHALL BE THE SOLE RESPONSIBILiTl' OF T13E CONTRACTOR. (4) For purposes of ihis 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 submiited to and approved by the Owner during the contractor selection process. The �?�s��er reserve., tk��. r'rght, at il�� (�`�ai�tra�;tcsr°'s sole expense, tca �•�e��tire the �•e;Aaa€�val or ret��sfiti"sn�; �f z��y equipment used in the �;t�a�r•se of construction that does not comply with the Plan s��>�i�rtied to and approved by the Owner. The Contractor shall deposit surplus or waste excavation or other materials removed as part of the Work at a legal disposal site in accordance with all applicable state, federal, and local laws, rules, regulations, and ordinances. The Contractor shall submit to the Owner for review and approval all planned dispasal sites or proposed uses for the surplus or waste excavation or other materials prior to removal of any excavation or other maierial fram the Project site. A copy of all transport manifests for surplus or waste excavation or other materials shall be obtained and retained in the Contractar's records for reference purposes, to be provided upon request io the ArchitecdEngineer, tl�e O�vner, or any governmenta] regulatory agency with jurisdiction over tlle mattei•. The Contractor is responsible for obtaining all TPDES Storm Water Permits fi•om TCEQ for construction of the Project under regulatioias 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 notiee of intent to obtain and abide by the general storm water permit for consiruction activities promulgated by EPA, including but not limited to clearing, grading, and excavation that distur-b the applicable amount of total land area. In addition, the Contractor shall comply with all regulations of the Ownei• 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 Cantractor shall noc install any materials in the perfonnauce of the Woxk thai 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 imposition of any civil or criminal fines or penalties that may be imposed under state, federal, or ]ocal 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 witli tl�e provisions of this Article, the terms of the SPRP, the terms of the Clean Air Management Plan, any storm water permit or other envieonmental permit issued in cannection with the Work, or any applicable environmental law, rule, regulatiari, or ordinance: (1) suspend all or any portion ofthe Work until the noncompliance is corrected, ar until a detailed plan to achieve compliance within a reasonably prompt period of time is prepared by t�ie Contractor and approved by the Owner; (2) if the Contractor fails to properly address the noncompliance within the time stipulated by the Owner, perform the necessary remediatian or correction work and backcharge the Contractor for the cost of the remediation or correction; or (3) termittate ttae Contract for cause as provided in the General Conditions. E. Contractor shall not be requii•ed to resume Work in connection with such candition or in any affected area until after Owner has obtained any required permits related tl�ereto and delivered to Contractor written notice: (i) specifying that such condition and any affected area is or has been rendered safe for the resumption of Woa'k; or (ii) specifying any special conditions under which such Work may be resumed safely. lf Owner and Cantractor cannot agree as to entitlement to ar on the amounf or extent, if any, of any adjustment in Contract Price or Contract Times, or bofih, 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 a£ter receipt of such writCen notice Contractor does nat 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 nnay order the portion af 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 arnount or extent, if any, of an adjusttnent in Contract Price or Contract Times as a result of deletittg such portion of the Work, then either party may make a Claim therefore as provided in Paragraph 10.05. OwB�er may have such deleted poriion of the Work performed by Owner's own forces or others in aecordance wifh Article 7. G. Deleted by intention. H. To tl�e fullest exterit permitted by Laws and Regulations, Contractor shall indemnify and hald harroless Owner and Engineer, and the officers, directors, partnei•s, employees, agcncs, consultants, and subcontractors of each and any of them from and against al[ claims, costs, losses, and damages (including but not limited to al] fees and cliarges of engiixeer�s, architects, attorneys, and other professionals and all court or arbitration or other dispute resalution costs) arising out of or relating to a Hazardous Environmental Condition created by Contractor or by airyoue for whom Contractor is responsible. Noihing in this Pai-agraph 4.06.H shall obligate Contractor to indetnnify any individual or entity from and against the consequences of that individual's or entity's own i7egligence. 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. � " ' � � i' 1' ' • 5.01 Perfarniance, Payn:enl, and Ot/rer Bonds A. Contractor shal] fumish performance and �sa�ine��t bonds, ��rli in an amount at l��as� �qual to tlie �'cas�ti°��t Price as �re��rity for the faithfu] ��rfca��rance and ��yi�t��t of al] af �csni��a�et:ar"s obli�,�ticrr�s under the �'�€�t�•:�ct Documents. "["�tese ��r��s sh�� a`�rn�ain in effect until one year after the date when final payment becomes due or until completion of the correction period specified in Paragrapli 13.07, whichever is later, except as provided otheo-wise by Laws or Regulations or by the Contract Docutner�ts. Contractor sl�al] also furnish such othee 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 current list of "Companies Holding Certificates of Authority as Acceptable Sureties on �'ederal Bonds and as Acceptable Reinsuring Compa- nies" as published in Circular 570 (amended) by the Financial Management Service, Surety Bond Bra�xch, U.S. Department of the Treasury. All bonds signed by an agenfi must be accompanied by a certified copy of the agent's authority to act. C. If the surety on any bond furnishcd by Contractor is declared bankrupt or becomes insolvent or its right co 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 shall promptly naa`i�y Owner �ta�l i:ngineer and shall, w�tl�in 20 days after �lt� eveiit �i��i�3� rise to such notifi��tion, p�-c�vi�d�: a��a�tlaer t��f�d and surety, both of which shall �,c��tj�� ws'ti1 tl�s: �°e��irements af Paragraphs S.O1.B and 5.02. 5.02 I.icetzsed Surelies a�id Ir:surers A. All bonds and insurance required by the Contract Documents to be purchased and maintained by Owner or Contractor shall be obtained from surety or insurance coropanies that are duly licensed or authorized in the State of Texas to issue bonds or insurance policies for the limits and coverages so required. Such s»rety and insurance companies shall also meet such additional requrrements and qualifications as may be provided in the Supplementary Conditions. 5.03 Cerlificates of Insurance A. Contractor shall deliver to Owner, wilh copies to each additional insured identified in the Supplementary Conditions, certificates of insurance (and otl�er evidence of insurance requested by Owner or any other additional insured) wliich Contractor is required to purchase and maintain. B. Owner shall deliver to Contractor, with copies to each addicional insured identified in the Supplementary Conditions, certificates of insurance (and other evidence 01' insurance requesled by Contractor or any other additional insured) which Owner is required to purchase and maintain. 5.04 Conlractor's Lrabilrl�� Isrsurance A. Contractor shall purchase and maintain suoh liability and other insurance as specified through "Insurance and Workers' Compensation Requirements — Attachment A, and wilf provide protection from claims set forth below+ which may arlse out of ar result from Contractor's perforinance of the Work and Contractor's other obligations under the Contract Documents, whether it is to be performed by Contractor, any 5ubcontractor oi- Sup�lier, or by anyone directly ar indirectl}� employed by any of them to perfarm any of the Work, or by anyone for whase acts any of them may be ]iable: � i. claims under warkers' compensation, disability benefits, and othcr similar employee benefit acts; 2, c]airt►s for damages because of bodily injury, occupational sickness or disease, or death of Contractor's employees; 3. claims for damages because of bodily injury, sickness or disease, or deatl� of any person other than Cont�•actor's etnployees; 4, claims for damages insured Uy reasonably aVailable personal injury liability coverage which are sus- tained: a, by any person as a result of an offense directly ar indirectly related to the employment o{' such person by Contractor, or b. by any other person for arty other reason; 5. claims for damages, oiher than to tlie Work itself, because of injury to ar destruction of tangible property wherever located, including loss of use �•esulting 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 veliicle. B. The policies of insurance required by this Paragraph 5.04 shall: 1. with respact to insurance required by Paragraphs 5.04.A.3 th�•ough 5.04.A.6 inclusive, include as additional insured (subject to any customary exclusion regarding professianal liability) Owner and Engineer, and any other individuals or entities identif'ied in the Supple- mentary Conditions, all of wham shall be listed as addi- tional insureds, and include coverage for tlie respective offcers, directors, partners, employees, agents, consultants and subconfi�actoa•s of each ar�d any of all sucl, additional insureds, and the insuranca afforded to these additional insureds shal] provide primary coverage for all claims covered thcreby; 2. include at least the specific coverages and be written for not less than the limits of liability provided in the "Insurance and Workers' Compensation Requirements — Attachment A, or required by Laws or Regulations, whichever Ss greater; 3. include completed operations insurance; 4. include contractual liability insurance covering Contractar"s indemnity obligations under Yaragraphs 6.11 and 6.20; � 5. contain a provision or endorsement that the coverage afforded will not be canceled, materially changed or renevral refused until at least 30 days prior written notice has been given to Owner and Contractor and to each other additional insured identified in the �u��y}ler�entary �;ca��litions to whom a c�.r[i�c�ce of io�sui�arac� has �r��s� issued (and the cer�i�"ic�te� of insurance furnished by the Contractor pursuant ta Paragraph 5.03 will so provide); 6. remain in effect at least until fnal payment and at all times thereafter when Contractor may be correcting, removing, or replacing defective Work in accardance with Paragraph 13.07;and 7, with respect to completed operations insur- ance, and any insurance coverage written on a clairns- made basis, remain in effect for at least two years after final payment. a. Contractor shall furnish O�vner and each other additional insured identi�ed in the Supple� mentary Conditions, to whom a certificate of insurance has been issued, evidence satisfactory to Owner and any such additior�al insured of continuation of such insurance at final payment and one year thereafter. 5.05 Oweier's Lirrbilil�� InsrcraJace A. In addition to the insurance required .to be provided Uy Contractor urider Paragraph 5.04, Owner, at Owner's option, may purchase and maintain at Owner's expense Owner's own liaUility insurance as will protect Owner against claims which rriay arise from operations under the Contract Documents. 5.06 Property Ir:,srrrance A. Unless o4hea-wise provided in the Supple- nientary Conditions, Owner shall purchase and maintain property insurance upon the Work at the Site in the amount of the full replacement cost thereof (subjcct to such deductiUle amounts as enay be provided in tlae Supplementary Conditions or required by Laws and Regulations). This insurance shall: l. include tlie interests of Owner, Contractor, Subcontractors, and Engineer, and any other rudividuals ar entities identifed in lhe Supplementary Conditions, and the officers, directors, partners, employees, agents, consultants and subcontractors of each and any of ibem, each of whom is deemed to have an insurable interest and shall be listed as an insur�ed 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 physical loss or damage to the Work, temporary buiIdings, false work, and materials and equipment in transit, arad shall insure against at least the Following perils ar causes of loss: fire, lightning, extended coverage, theft, e�andalism and malicious rnischief, earthquake, collapse, debris removal, demolition occasioned by enforcement of Laws and Regulatians, water darnage, (other than caused by flood) and such ather perils or causes of loss as may be specifi- cally required by the Supplementary Conditians; 3. include expenses incurred in the repair or replacemenl of any insured property (including but not limited to fees and charges of engineers and arcliitects); 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 eqixipment have been included in an Application for Payment recommended by Engincer; Owner; 5. allow foi- partial utilization of the Work by 6. include testing and startup; and 7. be mazntained 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 who►n a certificate of insurance has been issued. I3, Owner shall purchase and .maintain such boiler and machinery insurance or additional property insurance as may be required by the Supplementary Conditions or Laws and Regulations which will include the interests of Owner, Contractor, Subcontractors, and Engineee�, and any other individuals or entities identified in the Supplernentary Conditions, and the officecs, dir�eclors, partners, employees, agents, consultants and subcoiitractors of each and any of them, each of whom is deemed to have an insurable interest and shall be listed as an insured or addlitional insured. C, All the policies of insurance (and the ceriifi- cates or other evidence thereo� required to be purchased and maintained in accordance vvith Paragraph 5.06 will contain a provisioii or eudorsement that the coverage afforded will not be canceled ar materially changed or renewal refiased until at least 30 days prior written notice has been given to Owner and Contractor and to each other additional insured to whom a certificate of insurance has been issued and will contain waiver provisians in accor- dance 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 Wor•k to the eAtent of any deductible amounts that are identified in the Supple- mentai-y Conditions. The risk of loss within such identifed deductible amount will be borne by Contractor, Subcontractors, or others suffering any such loss, and if any of them wishes properiy insurance coverage within the limits of such amounts, each may purchase and maintain il at the purchaser's own expense. E. If ConCractor requests in writing thai ot}►er 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 Cliange Order. Prior to commencement of the Work at the Site, Owner shall in writing advise Contractor whether or not such ather insurance has been procured by Owner. 5.07 Wuiver of Riglils A. Owner and Contractor intend that all policies purchased in accordance with Paragraph 5.06 will protect Owner, Contractor, Subcontractors, and Engineer, and all other individuals or entities identified in the Supple- mentary Conditions to be listed as insureds or additiona] insureds (and the officers, directors, par�tners, employees, agents, consultants and subcontractors of eaclt and any of them) in such policies and will provide primary coverage for all losses and damages caused by the perils or causes of ]oss covered thereby. All such policies shall contain provisioas to the effect that in the event of payment of any ]oss or damage tlie insurers will have no rigl�ts of recoveiy against any of the insureds or additional insureds thereunder. Owner and Contractor waive all rights against each other and their respective officers, directors, , partners, employees, agents, consultants and subcontractors of each and any of them for all losses and damages caused by, arising out of or resulting from any of the perils or causcs of loss covered by such policies and any other property insurance applicable to tl�e Work; and, in addition, waive all such rights against Subcontractors, and Engineer, and all other individuals or entities identified in the Supplementary Conditions to be listed as insured or additional insured (and the offrcers, director�s, 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 ihat any party making such waiver may have to the proceeds of insurance held by Owner as trustee or other�vise payable under any policy so issued. B. Deleted by intention. C. Deleted by inteution. See Supplemental Conditions. 5.08 Recelpt a�td Applicafiott af Irt.cura►ice Proceeds A. Any insured loss under the policies of insurance required by Paragraph 5.06 will be adjusted with Owner and made payable to Owner as fiduciary for the insureds, as their interests may appear, subject to the requirements of any applicable mortgage clause and of Paragraph 5.08.B. Owner shall deposit iii a separate account any money so received and shall distribute it in accordance with such agreement as the parties in iuterest may reach. If no other special agreement is reached, the damaged Work sl3all be repaired or replaced, the moncys so received applied on accaunt thereof, and the Work and the cost thereof covered by an apprapriate Chauge Order. B. Owner as iiduciary shall have power to adjust and settle any ]oss with the insurers unless one of the parties in interest shall objecf in writin� within 15 days after the occurrence of loss to Owner's exercise of this power. If such objection be made, Owner as fiduciary shall make settlement with the insurers in accordance with such agreement as the parties in interest may reach. If no such agreement amang the parties in interest is re�ched, Owner as fduciary shall adjust and settle the loss with the insurers and, if reGuired in writing by any party in interest, Ownei• as fiduciary shall give bond for the proper performance of such duties. S.fl9 Acceptance nf Bond,s and Insurunce; Op�ion lo Replace A. If the Owner has any objection to [he coverage afforded by or other provisions ofthe bonds or insurance required to be pu�•chased and maintained by the Contractor in accorda�ice with Article 5 ou the basis of non-conformance with the Contract 'Documents, the Owner• shall so notify the Contractor in writing within 10 days after receipt �f the certificates (or other evidence request.ed) required by Par•agraph 2.O1.B. Contractor shall each pi-ovide 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 4he bonds and insur�ance required y by the Contract bocuments, the Owner shall notify the Contractor in writing of such failure to purchase prior to the start of the Work, or oT such failure 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 Parliul Utllizalion, Ackreowledgme�l nf Praperly I,Ts•urer A. If Owner tinds it necessary to occttpy or use a portion or portions of the Work prior to Substantial Completion of all the Work as provided in Paragraph 14.05, no such-use or occupancy shall commence before the insurers providittg the properiy insurance pursuant to Paragraph 5.06 have acknawledged notice thereof and in writing effected any changes in covera�e necessitated thereby. The insurers providing the property insurance shall consent by endorsement on the policy or policies, buY tl�e praperty insurance shall not be canceled or permitted to lapse on account of any such partial use or occupancy. .� y � '�• ��' + ,� b.01 Super►�isfor: artd Sr�perintertdence A. Contractar shall supervise, inspect, and direct the Work competently and efficiently, devoting sucli attention thcreto and applying such skills and expertise as may be necessary to perform tfie Work i» accordance wittt the Contract Documents. Contractar shall be solely responsible for the means, methods, techniques, sequences, and procedures of eonstruction. Contractor shall not be responsible for the negligence of Owner or Engineer in the design or specification of a specific means, method, technique, sequence, ar procedure of construction which is shown or indicated in and expressly requir�ed by the Contract Documents. B. At all times during the pragress of the Work, Contractoe shall assign a competent resident superin- tendent who shall not be replaced without wrilten notice to Owner and Engineer. Tlie superintendent will be Contractor's representative at the Site and shall have authority to act ori bel�alf of Contractor. All communications given ta or received from the superin- tendent shall be binding on Contractor. 6.02 Lnbor; Working Hours A. ConCractor shall pr•ovide competent, suitably qualified personnel to survey and lay out the Work and perform construction as required by the Contract Docu- ments. Contractor shall at all times mairitain good disci- pline and order at the Site. B. Except as otherwise required for the safety or protection of persons or the Work or property at the Site or adjacent theeeto, 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 af Work on a Saturday, Sunday, ar any legal holiday without Owner's written consent (which will not be unreasonably withheld) given after prior written notice to Engineer. 6.03 Services, Materials, and Equip�ttenl A. lUnless otherwise specified in the Contract Uocuments, Contractor shall provide and assume full i•esponsibility for all services, materials, equipment, labor, transportation, construction equipment and machinery, tools, appliances, fuel, power, light, heat, telephane, water, sanitary facilities, temporary facilities, and alI other facilities and incidentals necessary for the performance, testing, start-up, and completion of the Work. B. All materials and equipment incorporated into thc Work shall be as specified or, if not specified, shall be of good quality and new, except as otherwise provided in the Contract Dacuments. All special warranties and guarantees required Uy the Specifications shall expressly run to che benefit of Owner. If required by Engineer, Contraclor shall furnisl� satisfactory evidencc (including repotts 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 condit:ioned in accordance with instructions of the applicable Supplier, except as otherwise may be proe�ided in the Contract Documents. 6.04 Progress Sc/tedule A. Contractor shall , adhere to the Progress Schedule establislied in accordance with Paragraph 2.07 as it may be adjusted from time to time as provided below. 1. Contractor shall submit to �ngineer and Owner for acceptance (to the extent indicated irt Paragraph 2.07) proposed adjustments in the Progress Schedule that will nat result in changing the Contract "I'imes. Such adjustments will comply with any provisions of the General Requirements applicable thereto. 2. Proposed adjustments in the Progress Schedule that will change the Contract Times shal] be submiteed in accordance with the requirements of Article 12. Adjustments in Contract Times may only be made by a Change Order. 6.05 Subs•Pilules� and "Or-Equals" A. Whenever an item of material or equipment is specifed or described in the Contract Documents by using the name of a proprietary item or the name of a parlicular Supplier, the specifcation or description is intended to establish the type, function, appearance, and quality required. Unless the specification or description contains oc is foliowed by words reading that no ]ike, ei�[�i�alG�lt, Ot° °`cas�a��"�U��" I€s�tt"t sil" n0 ��Stifl,ttit'�i� is ��a�.r€�ritt�ci, at��er it�x�� of n�da�e:rial or c;��i�aa�x�:�sfi or r��e�4c�'i�il or ��uiq�n��zrt of c�tl��a- Supplic�°� rnay be submitted to Engineer for review under the circumstances described below. 1. "Or-Equa1" Items: lf in Engineer's discretion, and approved by the Owner, an item of material or equip- ment proposed by Contractor is functionally equa] to that named and sufficient8y 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, i�i Engineer's sole discretion, be accomplished without compliance with some or all of the requirements for approva] of proposed substitute items. Por the purposes of this Paragraph 6.OS.A.1, a proposed item of rnaterial 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 will reliably perform at least equally well the function and achieve the results imposed by t17e design concepl of ihe 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: i) there will be no increase in cost to the Owner or increase in Contract Times, and 2) it wili conform substantially to the detailed requirements of the item named in the Contract Documents. 2. Substitute Items a. Tf in Cngineer's discretion, and approved by the Owner, an ilem of materia] or equipmeut pro- posed by Contractor does not qualify as ait "or-equal" iiem under Paragraph 6.OS.A.1, it will be considered a proposed substitute item. b. Contractor shall submit sufficient information as provided below to allow Engineer to determine that the item of material or equipment proposed is essentially equivaient to that named and an acceptable substituie therefor. Requests for review of pr•oposed substitute items of material or equipment will not be accepted by Engineer from anyone other than Contractor. c. The requirements for review by �ngineer will be as set forth in Paragraph 6.OS.A2.d, as supplemented in the General ReGuirements 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 ofmaterial or equipment that Contractor seeks to furnish or use. The application: 1) shall certify that the proposed substi- tute item will: a) perform adequately tl�e functions and achieve the results called for by the general design, b) be similar in suUstance to that specified, and c) be suited to the same use as that specified; 2) will state; a) the extent, if any, ta which the use of thc proposed substitute item will preju- dice Contractor's achievement of Substantial Campletion on time; b) wl�ether ar not use of the proposed suUstitute item in the Work will require a cha�ige in any of the Contract DocU- ments (or in the provisians of any other direct cantract with Owner for other work an the Project} ta adapt the design to the proposed substitute item; and c) whelher or not incorporation or use of the proposed substitute item in con- nection with the Work is subject to payment of any license fee or royalty; 3) will identify: a) all variatians of the proposed substitute item from that specified, and b) available engineering, sales, maintenance, repair, and replacement services; 4) and shall contain an iternized esti- mate of all costs or credits that will result directly or indircctly from use of such substitute item, including costs of redesign and claims of oYher contractors affected by any resulting change, B. SubsPitule Carslruction Metf�od.c nr Proce- ditres: lf a specific means, method, technique, sequence, or prc��A�� of construction is ex�ressly ��ee��aired l�y I:i�e Coni�°4z�t I�c�cuments, Contractar rt��yi furrrm�}� or utilir� a substitute means, method, technique, sequence, or pr�acedure of consl�a�.,tion app��v�d by Ea��;'s��eer and O�v��c�°. Contractar s��d1 submit s��fP��ient in�"c�1�tr��tion to allow Engineer, in Engineer's discr•etion, and Owne'• approval to determine that the substitute proposed is eqerivalent to that �xpressly called for by the Contract ��c�cuments. The re��ia�cments for review by Engineer will be similar to those provided in Paragraph 6,QS.A.2. C. Engineer's E��aluation: Engineer 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 require Contractor to fumish additional data about the proposed substitute item. Engineer will be the solc judge of acceptability, and seek approval from Ownei•. No "or equal" or substitute will be ordered, installed or utilized until Engineer's review is camplete, rvhich will be evidenced by either a Change Oc•der, issued by the Owner, for a substitute ar an appraved Shop Drawing for an "or equal." Engineer will advise Contractor in writing of any negative determination. D. Specia! Guaranie2: Owner may require Contractor to furnish at Contractar's expense a special perforniance guarantee or other surety with respect ta any substitute. E. Engineer's Co,sl Reimbursemenl: Engineer will record Engineer's costs iri evaluating a substitutc 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 shal] reimburse Owner for the charges of Engineer for evaluating each such proposed substitute. Contractor shall aiso reimburse Owner for the eha�•ges of Engineer for making changes in the Contract Dacuments (or in the provisions af any other direct contract with Owner) resulting from the acceptance oC each proposed substitute. r. Contraclor's �xpense: Contractor shall provide all data in support of any proposed substitute or "or-equal" at Contractor's expense. 6.06 Concer►ring Subcortlraclors•, Suppliers, and 011rers A. Contractor shall not emplo}� any Subcon- ti�actor, Supplier, or other individual or entity (i�lcluding those acceptable to Owner as indicated in Par•agraph 6.OG.B), whether initially or as a replacemeut, a�ainst whotn Owner may have reasonable objection. Contractor shall not be required to employ any Subcontractor, Supplier, or other individual or entity to i'urnish or perform any of the Work against whom Contractor l�as reasonable objection. B. Tf the Supplementary Conditions reqaire tlie identity of certain Subcontractors, Suppliers, or other individuals or entities io be submitted to Owner in advance for acceptance by Owner by a specified date prior to the Effective Date of the Agreement, and if Contractor has submitted a list thereof in accordance with the Supplementary Conditions, Owner's acceptance (either in writing or by failing to make written objection thereto by the date indicated far acceptance or objection in the Bidding Documents or the Contract Documents} of any such Subcontractor, Supplier, or other individual ar entity so identified may be revoked on the basis of reason- able objection afier due investigation. Contractoi• 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 ather individual or entity, whether initially or as a replacement, shall consti- tute a waiver of any right of Owner or Engineer to reject defective Work. C. Contractor shall be fully responsible to Owner and Engineer for all acts and omissions of the Subcontractars, Suppliers, and other individuals or entitics performing or furnishing any af the Woi•k just as Contractor is responsible for Contractor's own acts and omissions. Nothing in the Contract Documents: 1. shall create for the benefit of any such Subcontractor, Supplier, or other individual or entity any contractual relationship between Owner or �ngineer and any such Subcontractor, Supplier or ather individual or entity, nor 2. shall anything in the Contract Documents create any obligation on the part of Owner or Engineer to pay or to see to the payment of any moneys due any such Subcontractar, Supplier, or other individual or entity except as may otherwise be required by La�vs and Regulations. D. Contractor shall be solely responsible for scheduling and coordii�ating the Work of.' SuUcontraclors, Suppliers, and other individuals or entities performing or furnishing any af the Work under a direct or indirect contract with Contractor. E. Contractor shall require all Subcontractors, Suppliers, and such other individuals or entities per- forming or furnishing any of the Work to communicate with Engineer through Contractor. F. The divisions and sections of the Specifica- tions and the identifications of any Drawings shall not contral Contractor in dividing tlie Work aniong Subcon- tractors or Suppliers or delineatinb the Woe-k to be performed by any specific trade. G. All V✓ork perfortned for ConYract.or by a Subcontractor or Supplier will be pursuant to an appro- priate agreement between Contractor and the Subconiractor or Supplier which specifically binds the Subcontractor or Supplier to the applicable tercns and conditions of tl�e Contract Documents (including but not limited to these General Conditions) foi• the bcnefit of Owner and Engineer, Eacl� suUcontract agreement sha]] preserve and protect ihe rights of the O�vner 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 the Subconiractor so that subcontracting rvill not prejudice the rights of the Owner and tl�e ArchitecdEngineer. Where appropriate, the Contractor shal] require each Subcontractor to enter into sitnilar agreements with Sub- suUcontractors. The contractor shall make available to each proposed Subcontractor, priar to execution of the subcontract agreement, copies of tlie Contract Documenfis to v✓hich the Subcontractor' is to be bound. Subcontractors shall similaa•ly make copies of applicable portions of such Documents available to their respective proposed Sub- Subcontractors. Whenever any such agreement is with a Subcontractor ar Supplier who is listed as an additional insured on the property insurance provided in Paragraph SA6, the agreement between the Contractor and the Subcontractor or Supplier will contain pro�isions whereby the Subcontractor or Supplier waives all rights against Owner, Coutractor, and Engineer„ and all othea- individuals or entities identified in the Supplementary Condiiions to be listed as insureds or additional insureds (and the officers, directors, partners, empIoyees, agents, cot�sultants and subcontractors of each and any of them) for all losses and damages caused by, arising out of, relating to, or resulting from any of the perils or causes of loss covered by such policies and any other property insurance applicable ta the Work. If the insurers on any such policies require separate waiver forms to be signed by any Subcontractar or Supplier, Contractor will obtain the same. H. The Contractor is solely responsible for making payments properly to the Contractor's Subcontractors on tl�e Project. During performance of the Wark, the Contractor shall comply with the following additional rules re�arding Subcontractor payments: The Contractor shall submit, beginning with the Second Application and Certificate for Payment, a Subcoirtractor Payment Report (the "Report") with each Application and Certificate for Payment, along with partial waivers oP liens far all Work included in the application for paymei�t. The Report shall show all payments made to daCe by the Contractor (plus existing retainage} to each Subcontractor involved in the Project, The Report sliall be made on a form approved and supplied by the Owner. Pay applications will not be reviewed or certified by tlie Architect to the Owiier without accompanying partial lien waivers after the first Certificate foi• payment. Witl� eacli Application for Payrnent, the Contractor shall cartify that there are no mechanics' or materialmen's Liens outstanding at the date of the Application for Payment, and that all bills due t��ith 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 thc Contractor of the construction of the project, but prior to final payment to the Cantractor, the Cont�•actor shall deliver to the Owner conditSonal releases of al] liens, wliich shall identify the remaining sums to be paid pending receipt of final payment. Tlie conditional releases of liens, upon final payment by the Owner, shall release the Owner of all liens, and of all rights ta claim any lien, from all manufacturers, material-men, and subcontractors furiiishing services ar tnaterials foi� the project, to the effect that all materials or services used on or for the project have been paid for and indicating tliat the Owner is released fram all such claims. As an alternative ta the Reporl, the Contracior may fumish Affdavits oiPaymenC Received with the Application and Certificate for Payment, which affidavits shall be executed by each Subcontractor owed naoney and paid durin� the previous progress payment period far wark or materials furnished on the Praject. R�CEIPT BY THE OWNBR OF THE REPORT OR AFFIDAVITS OF PAYMENT RECEIVED SHALL B� A CONbITION PRCCLD�NT TO PAYMEI�TT ON ANY APPLICATION. Provided that the Owner has been notified by written correspondence (a lien notice) fi�om any manufacturer, material-men, or subcontractor furnishing services ar materials i'or the project that an outstanding debt is owed, the Owner shall ensure tliat the Coilt�actor is notified of such notice within ten (10) days of receipt of such notice. The Contractoc sftall ensure that resolidtion has been achieved for each written notice filed with the Owner, and p►�ovide sufficient written documentation to the Owner that payment has been rendered, or a resolution has been achieved that is satisfactory to tlie Owner. (1) If, for any reason, the Contractor is withl7olding payment to a Subcontractor due to a dispute or other problem witli performance, the Cotitractor shall note the amount withlield and that payment is in dispute. The Owner may require tlie Contractor to document and verify the dispute or other problem in question. (2) The Owner reserves fhe right in its sole discretion, to withhold payxnent to ihe Contractor pursuant to Paragraph 14.02(b) of the General Conditions., should it appear fr•om the Reporl, statements of payment rcceived or ot:her infortnation furnished to the Owner that: (i) the Report has not been properly completed; (ii) the Contractor has knowingly pravided false information regarding payment of any Subcontractor; or (iii) the Contractor has otherwise failed to make payments properly to any Subcantractot-. (3) THE CONTRACTOR SHALL NOT HAVE ANY RiGI-iT TO MAKE A CLAIM FOR ADDITIONAL TIMB OR ADDITTONAL coMpENsa,TroN as a REsvi.�r o� THE OWNER'S OR ARCHITECT/ENGINEER'S ENFORCEMENT OF THIS su$PaRacRa�x 6.o6�x�. No PROVTSION OP THIS SUBPARAGRAPH OR ANY OF THE CONTRACT DOCUMENTS SHALL BE CONSTRUED TO CR.�AT� A CONTRACTUAL RELATIONSHIP, EXPRESS OR IMPLIED, BETWEEN ANY SUBCONTRACTOR AND E1TH�R THE OWNER OR THE ARCHITECT/ENGINEER ANI7 SHALL NOT 13E CONSTRUED TO MATCE ANY SUBCON'TRACTOR OR ANY OTH�R PERSON OR �NTITY A T��iIRD PARTY BEN�FICIARY OF THE CONTRACT 13E1'WEEN THE OWNER AND TH1E CONTRACTOR. 6.07 Patent Fees a,:d Xoyallles A. Contractor sliall pay all license fees and royalties and assume all costs incident to the use in the performance of the Work or the incorporation in t.he Work af any invention, design, process, product, or device which is the subject of paient rights ar copyrights held by others, If a parlicular invention, design, process, product, ar device is specified in t37e Contract Documents for use in the performarice of the Wark and if ta the actual knowledge of Owner or Engineer its use is subject to patent rights or copyrights calling for the payment of any ]fcense fee or royalty to others, the existence of such rights shall be disclosed by Owner in the Conh•act Documents. B. To the fullest extent permitted by Laws and Regulations, Contractor shall indemnify and hald harmless Owner and Engineer, and the officers, directors, partners, emplo}�ees, agents, consultants and subcontractors of each and any of tliem frorn and against all claims, costs, losses, and damages (including but not limited to all fees and charges of cngineers, archilects, attomeys, and other prafessionals and all couri or arbitration or odzer dispute resolution costs) arising out of or relating to any Itt{�T(81�0IriCLlY of patent r'rghts or copyrights incident to the use in the pei•formance of the Wog•k or resulting from the incorporation in the Work of any invention, design, process, product, or device not specified in the Contract Documents. 6.0$ Pernsrls A. The Arcliitect/Engineer will apply and arrange for the issuance of the City of Denton Building Permit. CJnless otherwise provided in the Supplementary Conditions, Cantr�actor shall apply for, obtain and pay for all conslruction permits and ]icenses. 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 at the time of opening of Bids, or, if there are no Bids, on the Effective Date of the Agreement. Owner shall pay all charges of utility owners %r connections for providing permanenC service to the Work. 6.09 Laws ar:d Regulnlior:s A. Contractor shall �ive all notices required by and shall comply �vith all Laws and Regulations applica- ble to tl�e performance of the Work. Eacept where otherwise expressly required by applicable Laws and Regulations, neither Owner nor Engineer shall be responsible for monitoring Contractor's compliance wilh any Laws or Regulations. II. If Contractor performs any Work knowing or having reason to know that it is contrary to Laws or Regulations, Contractar shall assume full responsibilit}�, bear all claims, costs, losses, and damages (including but not limited to all fees and charges of engineers, architects, attorneys, and other professionals arid all court or arbitration or other dispute resolution costs) arising out of or relating to such Woi•k, attributable costs oF the correction of the Work and any other Work in place that may be adversely affected by the corrective work. However, it shall not be Contractor's prinnary responsibility to make certain that the Speciitcatians 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 the Agreement if tl�ere were no Bids) having an effect on the cost ar time of performance of the Work shall be the subject of an adjustment in Contract Price or Contract Times. If Owner and Contractor are unable to agree on entitlement to or on tlie amount or extent, if any, of any such adjustment, a Claim may be made therefor as pravided in Paragraph 10.05. 6.10 Taxes The Owner qualifies for exemption fi�om state and local sales and use taxes, pursuant to the provisions of Sectio�i 151.309 of the Texas Tax Code, as amended. Therefore, the Owner shall not be liable for, or pay the Contractor's cost o% such sales and use taxes which would otherwise be payable in eonnection witli the purchase of tangible persona! property fumished and incorporated into the real properly being improved under the Cont�-act ]7ocuments or the purchase of materials, supplies and otlier tangible personal properiy, other than maci�inery or equipment and its accessories and repair and replacement parts, necessary and essential for performance of the Contract which is to be completely consumed at the job site. The Contractor shall issue an exemption certificate in lieu of the tax on such purchases. 6.11 Use of Sfte urid Otl,er Areus Tlie Contractor shal] provide the Owner and tlie Cngineer access to the Work in the preparation and and progress wherever located during the course of construction. A. Lrmitation on Use of Site and Other Areas 1. Contractor shall confine construction equip- �nent, 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 consiruction equipment or other materials or equipment. Contractor shall assumc full responsibility for any damage to any such land or area, or to the o�wner or occupant thereof, or of any adjacent land or areas resulting front the performance of the Woi•k. 2. Sl�ould any claim be made by any sucli owner or occupant because of tl�e 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 iaw. 3. To Zhe fullest extent perrnitted by Laws and Regulations, Contracfior shall indemnify and hold harmless Owner and Engineer, and the officers, directors, partners, employees, agents, consultanis and subcontractors of each and any of them frum and againsC all claims, costs, losses, and damages (including but not limited ta all fees and charges of engineers, architects, attorneys, and other professionals and all court or arbitration or other dispute resolution costs) arisin6 out of or relating to arry claim or action, Iegal or equitable, brought by any such owner or occupant against Owner, Engineer•, or any other party indemnifed hereunder to the extent caused b}� or based upon Contractor's performance of tlie Work, B. Kemoval of Debris Duri�g Performance of 1he Wor�k: During the progress of the Work Contractor shall keep tl�e Site and other arcas free from accumulaCions of waste materials, rubbisli, and other debris. Removal and disposal of such waste materials, rubbish, and other debris shall conform to applicable Laws and Regulations. The Cantractor shalf be responsible for all spoil removals, and any excess soil that will require removal, The Contractor shall coardinate removal and disposal with the Owner. C. Cleaning: Prior to Substantial Completian of tl�e Work Contractor sl�all clean the Site and the Work and make it ready for utilization by Owner. A1 the com- pletion of the Work Coniractor shall remove from the Site all tools, appliances, construction equipment and machinery, and surplus materials and shall restore to original condition all property not designated far alteration by the Contract Documents. lf the Contractor fails to clean up as provided in the Contract Documents, the Owner may clean up and the O�vner's cost of cleanrng up shall be charged to tl�e Contractor. D. Loadang Structures: Coa�tractor 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 p`•operty to stresses or pcessui•es that will endanger it. 6.12 Record Docume�ats A. Contractor sl�all maintain iai a safe place at tlae Site one record copy of all Drawings, Specifications, Addenda, Change Orders, Work Change Directives, Field Orders, and written interpretations and clarifcations in good order and annolated to show changes made during consiruction. These record documents together with aIl approved Samples and a counterpart of all approved Shop Drawings will be available to Engineer for reference. Upon completion of the Work, these record dacumenYs, Samples, and Shop Drawings will be delivei•ed to Engi- neer for Owner. 6.13 Snfery and ProPectJorf A. Co»tractor shall be solely responsible for initiating, ma9ntaining ai�d supei•vising all safety precau- tions and programs in connection with the Work. Contractor shall take al1 necessary precautions for the safety of, and shall provide the necessary protectios� to prevent damage, injury or loss to: l. all persons an the Site or who may be affected by the Woa•k; 2. all the Wark and materials and equipment to be incorporated therein, whether in storage on or off the Site; and 3, othei• properiy at the Site or adjacent thereto, including trees, shrubs, lawns, walks, pavements, roadways, structures, utilities, and Underground Facilities not designated for removal, relocation, or replacement in the course of construction. B. Contractor shall comply witi� all applicable l,aws and Regulations relating to the safety of persons or property, or to the protection of persons or properry from damage, injury, or loss; and shall erect and inaitttain all necessary safeguards for such safety and protection. Contractor shall notify owiners of adjacent property and of Underground Facilities and other utility owners when prosecutio�i of tl�e Work may affect them, and shall cooperate with them in the protection, removal, re]ocation, and replacement of their property. C. All damage, injury, or loss to ariy property referred to in Pas•agraph 6.13.A.2 or 6.13.A.3 caused, directly or indirectly, in whole or in part, by Contractor, any Subcontractor, Supplier, or an}� ather individual or entity directly or indirectly employed by any of them to perform any of the Work, or anyone for whose acts any of them may be liable, shall be remedied by Contractor (except damage or loss attributable to the fault of Draw- ings 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 indirectly, in whole or in part, to tlie fault or negli�,ence of Contractor or any Subcontractor, Supplier, or other individua] or entity directly or indirectly employed by an}� of them). D. Cantractor's duties and responsibilities for safety and for protection of the Work shal] continue until such time as all the Work is completed and Engineer has issued a notice to Owner and Contractar in accardance with Paragraph 14.07.B that the Work is acceptable (except as otl�ei•wise expressl}� provided in connectioa7 with Substantial Completion). 6.14 Safery Represe�'talfve A. Contractor shall designate a qualified and experienced safety representative at the Site whose duties and responsibilities shall be the preventian of accidents and the maintaining and supervising of safety precautions and programs. 6.15 Hazard Cornnru�ricalion Progrnrs:s A. Contractor shall be responsible for coordi- nating any exchange of material safety data sheets or ather hazard coanmunication information requia•ed to be made available to or exchanged befween or among employers at the Site in accordance with Laws or Regulations. 6.1G Ernergencies A. In emergencies affeciing the safety or protec- tioa� of persons or tlie Work or propee-ty at the Site or adjacent thereto, Contractor is obligated to act to prevent threatened damage, injury, or loss. Contractor shall give Engineer prompt written notice if Contractor believes that an}� significant changes in the Work or `�ariations from the Coiitract Documents ]�ave been caused thereby or are required as a result thereof. If Engineer and Owner detei7nines that a change in the Contract Documents is required because of the action taken b}� Contractor in d•esponse to such an emergency, a Work Change Directive or Chan�e Order will be issued. b.17 S'/:op Drawifrgs ai:d Sum,ples A. Contractor shall submit Shop Drawings and Samples to Engineer for review ai�d approval in accor- dance with the acceptable Schedule of Submittals (as required by Paragraph 2.07). �ach submittal will be identifed as Engineer may require. ]. Shop Dra�vings a. Submit number of copies specified in tlie Genera] Requirements. b. Data shown on the Shop Dra�vings will be complete with respect to quantities, dimensions, specified perfor�nance and design criteria, materials, and similar data to shaw Engineer the services, materials, and equipment Contractor praposes 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 �ngineer for review and approval in aceor- dance wrth the acceptable schedule of Shop Drawings and Sample submittals, a. Submit number of Samples specified in the Specifications. b. Clearly identify each Sample as to material, Supplier, pertiiient data such as catalog numbers, the use for which intended and other data as ]Engineer may require to ettable Engineer io review the submittal for the limited purposes required by Paragraph 6.17.D. B. Wl�ere a Shop Drawing or Sample is required by the Contract Documents or the Schedule of Submittals, any related VVork performed prior ta Engineer's review and approval of the pertinent submittal will be at the sale expense and responsibility of Contractor. C. Submiita] Procedures l. $efore submitiing each Shop Drawing or Sample, Contractor shall have detennined and verified: a. all field measurements, quantities, dimensions, specifed performance and design criteria, installation requirements, materials, catalog numbers, and similar information with respect thereto; b, the suitability of all materials witlt respect to intended use, fabrication, shippin�;, handling; storage, assembly, and installation pertaiuing to the performance of the Work; c. all information relative to Coniractor's responsibilities for means, meihods, techrliques, sequences, and.procedures of construction, and safety precautions and prograrns incident thereto; and d, shall also have reviewed and coordinated each Shop Di•awing or Sainple with atl�er SJ�op Drawings and Samples and with the requirements of the Work and the Contract Documents. 2. Each submittal shall bear a stamp or specific wrilten certification that Contractor has satisfied Contractor"s obligations under the Contract Documents with respect to Contractor's i•eview and approval of that submittal. 3. With each submittal, Contractor shall give Engineer specific written notice of any variations, thal the Shop Drawing or Sample ntay have from the requirements of the Conh•act Documents. This notice sliall be both a written communication separate from the Shap Drawing's or Sample Submittal; and, in addition, by a specific notation made on each Shop Drawing or Sample submit- ted to Engineer for review and approval of each such variation. D. Engineer's Revlew 1. Engineer will. provide timel}� review of Shop Drawings and Samples in accordance with tlie Schedule of Submittals acceptable to Engineer. Engineer's revie�v and approval will be anly to deterinine if the items covered by the submittals wi11, after installation or incorporation in the Work, confarm to the information given in the Cont:r��c•t Documents and be cc��>�tit�ie with the design can�c��t of the completed P�raject as a functianing whole as indicated by the Contract Dacu- ments. 2. Engineer's review and approval will not extend to nteans, methods, techniques, sequences, or ��•e,c�cdures of cansiEirct�r�n {�x�� where a part�e�.�lar irz�4��xti, method, techni�iz�, sequcctcu, or procedure crf �,�sn- struction is specifically and expressly called for by the Contract Documents) or to safety precautions or programs incident thereto. The review and approva] of a separate item as sucla will not indicate approval of the assembly in which the itern functions. 3. Engineer's review and approval shaU not relieve Contractor from responsibility for any variation from the requirements of the Contract Documents unless Contractor has complied witli the requirements of Paragraph 6.17.C.3 and Fngineer has given written approva] of each such variation by specific written notation thereof incorporated in or accompanying the Shop Drawing or Sample. Eiigineer's review and approval shall not relieve Contractor from responsibility for complying with the requirements of Paragraph 6.17.C,1. E. Resu6mrttal P�°ocedrrres 1. Contractor shall make corrections required by Engineer and shall return the required number of cor- rected copies of Shop Drawings and submit, as required, new Samples for review and appi•oval. Contractor shall direct specific attentio�l in writing to revisions other than the corrections called for by Engincer on previous suUmittals. 6.18 Conlrnrring t/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 Paragraph 15.04 or as Owner and Contractor may otherwise agree in writing. 6. ] 9 Corrfraclor's Ce�teral Wnrrarrry arid Guararrtee A. Contractor warrants and guarantees to Owner that all Work will be in accordance with the 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: ], abuse, modification, or i�nproper mainYenance or operation by persons other than Contractor, Sub- contractors, Suppliers, or any other individual or entity for whom Contractor is responsible; or 2. normal wear and tear under normal usage. C. Contractor's obligation to perform and complete the Work in accordance with the Contract Documents shall be absolute. None of the following will constitute an acceptance of Work that is not in accordance with the Contract Documents or a release of Contractor's obligation to perfarm the Work in accord2uice with ihe Contract Documents: ]. 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 tl�e Work or any part thereof by Owner; 5. any review and approval of a Shop Drawing or Sample submittal or tl�e issuance of a notice of acceptabil- ity by Engineer; • 6. any inspection, test, or approval by olhers; or 7. any correction of defective Work by Owner, 6.20 lrrdeirrnifrcalio�t A. To thc fullest extent perenitted by� Laws and Regulations, Contractor shall indemnify, del'end, 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, la�vsuits, judgments, fines, penalties, costs and expenses for personal i�ijury (including death), losses, and damages, or other I�arm or violations %r which recovery of damages, fines, or penalties is sought, suffered by any person or persons (including but not limited to all fecs and charges off engineers, arcliiiects, aitorneys, and other professionals and all court or arbitration or other dispute resolution costs) arising ou4 of or relating to the performance of the Work, provided that aay such claim, cost, loss, or damagc is attributable to bodily injury, sickness, disease, or death, or to injury to or destruction of tangible property (otlier than the Work itse[�, including the loss of 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 negligcnt, intentional, or strictly liable act or omission of tlic contractor, its oP�cers, agents, employees, subcontractors, or sub-contractors and respective of�cers, agents, or representatives, or any othcr persons or entities for which tl�e contractor is legalfy responsible in tl�e performance of this contract, any -_; except that the indemnity provided for in this paragraph shall noi apply to any liability resulting from thc sole negligence or fault of the owncr, its ofCcers, agents, employees or separalc contraclors, or of the architect/engineer, and in the event of joint and concurrent negligence or faull of tl�c contractor, ihc owner, and the architect/engineer, responsibility and indemnity, if any, shall be apporiioned in accordance with the larv of the State of Texas, without, however, waiving any governmental immunity available to the owner ander Texas law and without waiving any defenses of the parties under Texas law. '1Che provisions of this paragraph are solely for the benefit of thc parties hcreto and are not intended io create or grant any rights, contractual or otherwisc, to any other person or entity. B. in any and all claims against Owner oe� Engineer or any of thcir respective consultants, agents, officers, directors, partners, or cmployees by any employee (or the survivor or personal representative of such employee) of Contractor, sny Subcontractor, any Supplier, or any individual or ent.ity direcily or indirectly employcd by Any o1'thcm to perform any of the Work, or anyone for whose acts any of them may be liable, the indemnification obligation undcr Paragraph 6.20.A shall not be limited in any way by any lirnitation on the amount or type of damages, cumpensation, or beneiits payable by or for Contractor or any such Subcontracfor, Supplicr, or othea� individual or entily under workers' compen- sation acfs, disability benefit acts, or otl'cr employee benefit acts. C. lndemnificatioa► uader Paragraph 6.20 shall include, but is nat limit.ed to, liability which could result to or be created for t6e O�vner, ils of�cers, agents, or employees, or the Architect/Cngineer pursuant to Statc or Fcderal la�vs or regulalions relating to the occupational safety and health af workcrs. The Contractur specifically agrees to comply with the above-mentioned laws and regulations in tlie performAnce of the �'Vork by the Contractor aud that tl�e obligatiotrs of the Owner, its of�ce'•s, agents, and employecs, and the Architect/Engineer under the above mcntioned laws and regulations are secondary ta tl'ose of thc Contractor. D. Deleted by �ntcntion. 6.21 Delegaliort nf Professionn/ Desi�rr Services A. Contractor will not be required to provide pro%ssional 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 shall not be required to provide professional services in violation of applicable law. B. If professional design services or certifcations by a design professioiial related to systems, materials or equipment are specifically required af Contractor by the Contract Documents, Owner and Engineer will specify all performance and design criteria ihat such se�viccs must satisfy. Contractor shall cause such services or certifications to be provided by a properly licensed professional, whose signature and seal sliall appear on all drawings, calculations, specifications, certifications, Shop Drawings aud other suUmittals prepared by such professional. Shop Drawings and other submittals related to the Work designed oa� certifed by such professional, if prepared by others, shall bear such professional's written approval when submitled to Engi neer. C. Owner and Engirieer sliall be entitled lo rely upon the adequacy, accuracy and completeness of the services, certifcations or approvals performed by sucli design professionals, provided Owner and Engineer have specified to Contractor all performance and design criteria tl�at 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 for the limited purpose of checking for conformance with performance and design criteria given and the design concept expressed in the Contract Documents. Engineer's revie�v and approval of Shop Drawings and othei• submittals (except design calculations and design drawings) will he only for the purpose siated in Paragraph 6.17.D.1. E. Contractor shall not Ue responsible for the adequacy of ihe performance or design criteria required by the Contract Documents. ARTICLE 7' - OTHER WORK AT TRE � 7.ot Re�ared K�ork ar slre A. Owner may perform construction, or operations, or othcr work related to the Peoject at the Site with Owner's employees, and to award separate contracts in corinection with the other portions of tlie Project, or - other construction or operations on the Project site under Conditions of the Contract identical or substantially simila�• to these General Conditions, including those portions related to insurance and waiver of subrogation, or liave other work performed by utility owners. If such other work is not noted in the Contract Documents, then: 1. written notice thereof will be given to Contractor prior to starting any such otlier work; and 2. if Owner and Contractor are unable to agree on cntitlemcnt to or on the amount or exten� if any, of any adjustment in the Contract Price or Contract Times that should be allowed as a result of such other work, a Claim may be made therefor as provided in Paragraph 10.05. S. Contractor shall af�ord 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 reasonaUle opportunity for the introduction and storage of materials and equipment and the execution of such other work, a��d shall properly caordinate the Work with theirs. Contractor shall do all cutting, fitting, and patching of the Work that may be required to properly connect or otherwise make its seveeal parts come together and properly integi•ate rwith such other work. Contractor shall iiot endanger any work of others by cutting, excavating, or otherwise alteri»g their work and will only cut or alter their work wich the �vritten consent of Engineer and the othcrs whose work will be affected. The duties and responsibilities of Contractor uiider this Paragraph are for tlle benefit of such utility o�vners and other contractors to the extent that there are comparable provisions for the benefit of Contractor in said direct contracts between Owner and such utility owners and other contractors. C. If the proper execution or results of any part of Contractor's Work depends upon work performed by others under this Article 7, Contractor shal] inspect such other work and promptly report to Engineer in writin� any delays, defects, or deficiencies in such olher work that render it uilavai]aUle 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 Cantractor's Work except for latent defects and deficiencies in such other work. 7.02 Coorrlinalian A. If Owner intends Yo contract with others for the performance of other work on the Projcct at the Site, the following will be set forth in Supplementary Condi- tions: 1. the individual or entity who will have authority and responsibility for coordinalion of the activities among the variaus contractors will be identified; 2, the specific matters io be covered by such authority and responsibility will be itemized; and 3. the extent of such authority and responsibili- ties wiil be provided. B. Unless otherwise provided in the Supplementary Conditions, Owner shall have sole authority and responsibility for sucli coordination. 7.03 Legal RelallonsliPps A. Paragraphs 7.O1.A and 7.02 are not applicable far utilities not under the control of Owner. B. Each other direct contract of Owner under Paragraph 7.O1.A shall provide that the other contractor is liable to Owner and Contractor for the reasonable direct delay and disruption cos4s incurred by Contractor as a result of the ather contractor's actions or inactions. C. Contractor sliall 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 inact'rons. 8.O1 Camnru'zicaiiorts !o Cor'tr�rc[nr A. Except as otherwise provided in these General Conditions, Owner shall issue all communications to Canfractor through Engineer. 8.02 Replacement of E':gbreer A. In case of termination oi'the employment of Bngineer, Owner shall appoint an engineer to whom Contractor inakes no reasonable objection, whose status under 4he Contract Documents shall be that of the former Engineer. 8.03 Furnaslr Datu A. Owner shail proinptly fumish tl-►e dala required of Owner under the Contract Documents. 8.04 Pay N�he1a Due A. Owner shall rnake payments to Contractor when they are due as �rovided in Paragraphs 14.02.0 and 14.07.C. 8.05 Lnnds ar:cl EasenierTts; Reporls and Tesls A. Owner's duties in respect of providing lands and easements and providing engineering surveys ta establish reference points are set forth in Paragraphs 4.01 and 4.05. Paragraph 4.02 rerers to Owner's identifying and making available to Contractor copies of reports of ��lc�rations and tests of subsurface c��itions and ��vings of physical conditions in or relat�r�� 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 ClBar:ge Orders A. Owner is obligated to execute Change Orders as indicated ir� Paragraph ] 0.03. 8.08 Lespeclions, Tesl.s, nnd Apprnvals A. Owner's responsibility in respect to certain inspections, tests, and approvals is set forth in Yai•agraph 13.03.B. 8.09 Lirnitalions orr Owner's Respunsibililies A. The Owner shall not supervise, direct, or have control or authority over, nor be responsiUle for, Contractor's means, methods, techniques, sequences, or ��tx��€�u��c:� rafi c.c��isfr�z�ii��i�, �� tl�� s�s€ety� ��a-�.uaar��t,mz� ��a1�4 ��ca�,r�.�� in�i�ic,a�i tl�e��et��, �� i��- u��sy fe�iiva•c, �f Cnns.rr�ciar lca c��s��i� �vit}� i.�e�s �a�ci 3:r.�ula�it�z�s �.��iic�fl�l� ic, t��e �e.rfoz•��: �C il�c Wc�r�k. (��v�7cr �i�� sc�t �e r��c�a��i��` fc�r C.��tr�c�c�r"s f��lurc Ccr �r��•for��a tl�� i�'t�r� ita accordance with the Coritract Documents. 8.10 Undisclosed Hazarclor�s E�tviror:n:enta! catdiriat A. Owner's responsibility in respect to an undis- closed Hazardous Eiyvironmental Condition is set forth in Paragraph 4.06. 8.l 1 Evidertce of Fiirancial Arrangemenls A. If and to the extent Owner has agreed to furnish Contractor reasonable evidence that iinancial arrangements have been made to satisfy Owner's obligations under the Contract Documents, Owner's responsibility in respect thereof will be as set forfli in the Supplementary Conditions. . , -� F' ' � � 9.01 Owrier's RepresenPulive A. Engineer will be Owner's representative during the construction period. The duties and responsi- bilities and fhe limitations of autl�ority of Engineer as Owner's representative during construction are set forth in the Contract Documents and will not be changed without written conseni af Owner and Engrneer. 9.02 f�fsers io Srte A. Engineer will make visits to tlie Site at inter- vals appropriate to the various stages of construction as lEngineer deems necessary in order to obsea�ve as an experienced and c�ualified design professional the progress that has been made and the quality of the various aspects of Contractor's e�;ecuted Work. Based on information obtained during such visits and observations, Engineer, far tlte benefit of Owner, will determine, in general, if the Work is proceeding in accordance with the Contract Documents. Engineer will not be required to make exhaustive or cantinuous inspections an the Site ta check tl�e quality or quantity oi' the Work. �ngineer's efforts will be directed toward providing for Owner a greater dega�ee of contidence tl,at the completed Work will conform generally to thc Contract Documents. Ou tlie basis of such visits and observations, Engineer will keep Owncr informed of the progress of the Work and will endeavar to guard Owner agaiaist defective Work. B. Engineer's visits and observations are suUject to all the limitations on Engineer's authority and responsibility set forth 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 oi• be responsible for Contractor's means, methods, techniques, sequences, or procedures of construction, or the safety precaut.ions and programs incident Chere4o, or for a��y failure of Contractor to comply with Laws and Regulations applicable to the performance ofthe Work. 9.03 Prof eci Represenlallve A. If Owner and Engineer agree, Engineer will furnish a Resident Yroject Representative to assist Engineer in providing more extensive observation of the Work. The authority and responsibilities of any such Resident Project Representative and assistants will be as provided in the Supplementary Conditions, and limitations on the responsibilities thereof will be as provided in Paragraph 9.09. If Owner designates another representative or agei�t to represent Owner at tlie Site who is not Engineer's consultant, agent or employee, the respansibilities and authority and limitations thereon of such other individual or entity will be as provided in the Supplementary Conditions. 9.04 Autlrorized Varialeons in Work A. Engineer may authorize minor variations in the Work from the requirements of tlle Contract Documents which do tiot 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 ihe Contract Docu- men4s. These may be accomplished by a Field Order and will be binding on Owner and also on Contractor, wha shal] perform the Wark involved promptly. If Owner or Contractor believes that a Field Order justifies an adjustment in the Contract Price or Contract Times, or both, and the parties are unable to agree on entitlement to or on the amount or extent, if any, af any such adjustment, a Claim may be made therefor as pi•ovided in Paragraph 10.05. 9.05 Rejecta�sg Defective Work A. Engineer will have authority to reject Work which �ngineer believes to be defective, or that Engineer believes will not produce a campleted Praject that conforms to the Contract Documents or that will prejudice the integrity of the design concept of the compleled Project as a functioning whole as indicated by the Contract bocu�nents. �ngineer wi(1 also have authority ta require specia] inspection or testing of the Work as provided in Paragraph 13.04, whether oc not the Wark is fabricated, installed, oc compleied, 9.06 S`liop Drawirtgs, Clrarige Orders and Payi�:enls A. In connection wiih Engineer's authority, and limitations thereof, as to Shop Drawings and Samples, see Paragraph 6.17. B. ln connectian witl� �ngineer'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. In corinection with Engineer's authority as to Change Orders, see Articles 10, i 1, and 12. D. In connection with Engineer's authority as to Applications for Payment, see Arlicle 14. 9.Q7 Deiernrinaliuirsfor Uni! Price Work A. Engineer wiil determine th� actual quantities and classifications of Unit Price Work performed by Contractor. �ngineer will review with Contractor the Engineer's preliminary determinations on such malters 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 modifed by lEngineer to reflect chataged factual conditions or more accurate data) upon Owner and Contractor, subject to the provisions of Paragraplt 10.05. 9.08 Dec�siorgs as Reqredreme�tts of Corrlraci Docunre�rts n�rd Acceplability of Work A. Engineer will be the initial interpreter of the requirements of the Contract Documents and judge of the acceptability of the Work ther•eunder. All matters in question and other matters between Owner and Contractor ar►sing prior to the date final payment is due �•elating to the acceptability of the Woi•k, and the interpretation of tlie requirements of the Coritract Documents pertaining to the perfomiance of the Work, will be referred ini'tially to Engineer in writing within 30 days of the event giving rise to the question B. Engineer will, with reasonable promptness, render a written decision on the issue referred. If Owner or Contractor believe that any such decision entittes thein to an adjustment in the Contract Price or Contract Times or both, a Claim may be made under Parageaph 10.05. The date of Engineer's decision shall be the dafe af the event giving rise to the issues referenced for the purposes ofParagraph 10.05.Ti. C. Engineer's written decision on the issue referred will be final and binding on Owner and Contractor, subject to the provisions of Paragraph 10.05. D, Wl�en functioning as interpreter and judge under this Paragraph 9.08, Engineer will not show partiality to Owner� or Contractor and wiil not be liable in connection with any interpretation ar decision rendered in good faith in such capacity. 9.09 Lrmilulians ori Engrneer's Auf/tority and Res,postsrb�ir'la�a A. Neither Engineer's authority or respansibility under this Article 9 or under any other provision of tlie Contract Documents nor any decision made by Engineer in good faith either to exei•cise or not exercise such authority or responsibility or the undertaking, exercise, or performance of any authority or responsibility by �ngineer shall create, impose, or give r•ise to any duty in cantract, tort, or otherwise owed by Engineer to Contractor, any Subcontractor, any Supplier, any other individual or entity, or to any surety for or employee or agent of any of them. B. Cngineer 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 Gontractor to comply with Laws and Regulations applicable to the performance of the Work. Engi�ieer will not be �•espon- sible for Contractor's failure to perform the Work in aceordance with the Contract Documenls, C. Eugioeer will not be responsible for the acts or omissions of Cantractor or of any Subcontractor, any Supplier, or of any other individual or entity pei•forming any of the Work. D. Engineer's review of the final Application for Payment and accompanying documentation and a!I maintenance and operating instructions, schedules, guarantees, bonds, certificates of ii�spection, tests and approvals, and other documentation required to be delivered by Paragraph 14.07.A will only be to determine generally that their content complies with the require- ments of, and in the case of certificates of inspections, tests, and approvals that the results certified indicate compliance with the Contract Documents. E. The limitations upon authority and respor�si- bility set forlh in this Paragraph 9.U9 shall also apply to, the Resident Project Representative, if any, and assistants, if any. 1 i, ' 10.01 Aulltorized C/tanges in llte Work A. Without invalidating the ConU-act 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. iJpon receipt of any such document, Contractor shall promptiy proceed with the Work involved which wili be perfarmed under the applicable conditions of the Cantract Documents (except as otherwise specifically provided). I3. If Owner and Contractor are unable to agree an entitlement ta, or on the amount or extent, if any, of an adjustment in the Contract Price or Contract Times, or both, that should be allowed as a result of a Work Change Directive, a Claim may be made therefor as provided in Paragraph 10.05. 10.02 U�ruutler�rized C1rRnges in �1'e Work A. Contractor shall not be entitled to an increase in the Contract Price or an extension of the Conteact Times with respect to any work performed that is not required by the Contract Documer�ts as amended, modified, or supplemented as provided in Paragraph 3.04, except in the case of an emergency as provided in Paragrapl7 6.16 or in the case of uncover9ng Work as provided in Paragraph 13.04.B. 10.03 E.�ceculio�: of C/tange Orders A. Owner and Contractor shall execute appropri- ate Change Orders recommerided by Engineer covering: l. changes in the Work which are: (i) ordered by Owner pursuant to Paragraph 10.O1.A, (ii) required because of acceptance of defective Work under Paragraph ]3.08.A or Owner's correction of defecCive Work under Paragraph 13.09, or (iii) agreed to by the partics; 2. changes in the Contract Price or Contract Times which are agreed to by the part'res, includin� any undisputed sum or amount of iime for Work actually performed in accordance with a Work Change Directive; and 3. changes in the Contract Price o'• Contract Times wliich embody the substance of any written decisian rendered by �ngincer pursuant to Paragraph ]0,05; provided that, in lieu of executing any such Cliange Order, an appeal may be taken fram 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 ttre Work and adhere to the Progress Schedule as provided in Paragraph 6.18.A. ] 0.04 Nol fcalio': tn Surely A. If notice of any change affecting the general scope of the Work or the provisrons of the Contract Documents (including, but not limited to, Cantract Price or Contract Times) is required by the provisions of any bond to be given to a surety, the giving of any such notice will Ue Contractar's responsibility. The amount of each applicable bond will be adjusted to reflect the effect of any such change. 10.05 Clairrrs A. Engineer's Decision Req�4ired: All Claims, except those waived pursuant to Paragraph 14.09, shall be referred to the Eiigineer for decision. A decision by Engineer shall be required as a condition precedent to any exercise by Owner or Contractor of�any rights or remedies either may otherwise have under tl�e Contract Documents or by Laws aud Regulations in respect of such Claims. B. Notice: Written notice stating the general nature of eacli Claim, shall be delivei•ed by the claimant to Engineer and the other parly to the Contract promptly (but in aio event later than 30 days) after the start of the event giving rise Chereto. 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 the Engineer and the other party to the Contract within GO days after the start of suci� event (unless Engineer allows additioiial time for claimant to submit additiona( or more accurate data in suppoi-t of such Claim). A Claim for an adjustment in Cantract Price shall be prepared in accordance �vith the pravisions of Paragraph 12.01.13. A Claim for an adjustment in Contract Time shall be prepared in accordance with the provisions of Paragraph 12.02.8. Each Claim shall be accompanied by claimant's written statement that the adjustmeiit claimed is the entire adjustment io which the elaimant believes it is entitled as a result of said event. The opposing party shall submit any response to Engineer and the claimant within 30 days after receipt of the claimant's last submittal (unless Engineer allows additional time). C. Engineer's Aclion: Engineer will review 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 the parlies that the Engineer is unable to resolve the Claim if, in the Engineer's sale discretion, it would be inappropriate for the Engineer to do sa. For purposes of further resolution of tlie Claim, such notice shall be deemed a denial. D. In tl�e event that Engineer does not take action on a Claim within said 30 days, the Claim shall be deemed dlenied. E. Engineer's written action under Paragraph 10.O5.0 or denial pursuant to Paragraphs 10.O5.C.3 or 10.05.D will be fnal and binding upon Owner and Contractor, unless Owner or Contractor invoke the dispute resolution procedure set forth in Article 16 wilhin 30 days of sucli action or denial. P. No Claim far an adjustment in Contract Price or Contract Times will be valid if not submitted in accordance with this Paragraph 10.05. • � � � •' ' �' '`' #'' 1 I.O1 Cost of lhe Work A. Co,ses Included: The term Cost of the Work means the sum of all costs, except those excluded in Paragraph 11.O1.B, necessarily incurred and paid by ContracYor in the proper performance of die Work. When the va]ue 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, the costs to be reimbursed to Contractor will be only tliase additional or incremental eosts required because of Yfie change in the Work or because of the event giving rise to the Claim, Except as otherwise may be agreed to in weiting by Owner, such costs shall be in amounts no higher than those prevailing in the locality afthe Project, shall include only the following items, and shall noi include any of the casts itemized in Paragraph 11.01.13. 1. Payroll costs 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 e�nployees shall include, without limitation, superintendents, foremen, and other personnel employed full time at the Site. Payroll costs for employees not employed full time on tlie Work shall be appariioned on the basis of their time spent on Che Work. Payroll costs shall include, but not be limited to, salaries and wages plus the cost of fringe benefits, which shall include social security contributions, unemploymenf, excise, and payroll taxes, workers' compensation, health and retirement benefits, Uonuses, sick leave, vacation and holiday pay applicable thereta. The expenses of performing Work outside of regular warking hours, on Saturday, Sunday, or ]egal holidays, shall be included in the above ta the cxtent authorized by Owner. 2. Cost of all materials and equipment furnished and incorporated in the Work, including costs of transportation and storage chereof, and Suppliers' field services required in connection therewitl�. All cash discounts shall accrue to Contractor unless Owner deposics funds with Contractor with which to make pay- ments, in which case the cash discounts shall accrue to Owner. All trade discounts, rebates and refunds and reCurns from sale of sua•plus materials and equipment sl�all accrue to Owner, and Cantractor shall make provisions so that they may be obtained. 3. Payments made by Contractor ta Subcantractors for Work perfarmed by Subcontractors. If required by Owner, Contractor shall obtain competitive bids from subcontractors aceeptable to Owner and Contractar and shall deliver such bids to Owner, who will then determine, with the advice af Engineei•, whicli 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 Subconlractor's Cost of the Work and fee shall Ue deter�mined in the same manner as Contractor's Cost of the Work and fee as provided in this Paragraph I 1.01. 4. Costs of special consultants (including but not limited to lEngineers, architects, testing labaratories, surveyors, attarneys, and accountants) employed for services specifically related to the Work. 5. Supplemental costs including the following: a. The proportion of necessary transparfation, travel, and subsistence expenses of Contractor's employees incurred in discharge of duties connected with the Work. b. Cost, including transportation and maiiite- nance, of all materials, supplies, eq�ipment, dnachinery, appliances, afftce, and iernporary facilities at the Site, and hand tools not owned by the warkers, which are consumed in the perfor- mance 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 tlie parts th'ereof whether rented from Contractar or others in accordance wiYh rental agreements approved by Owner with the advice of Engineer, and the costs of transpoitation, loading, unloadii7g, assembly, dismantling, and removal thereof. Ail such costs shall be in accordance with the tei•ms of said rental agreements. The rental of any such equip- ment, tnachinery, or parts sha11 cease when the use ihereof 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 far whose acts a�ry of tllem may be liable, and royalty payments and fees i'or permits and licenses. f. Lasses and damages (and related expenses) caused by damage ta the Wark, not compensated by' insurance or otherwise, sustained by Contractor in connection with the peeformance af the Work (except losses and damages within the deductible amounts of property insurance established in accordance with Paragraph 5.06.D), provided sueh 3osses and damages have resulted from causes other than the negligence of Coi�tractor, any Subcontractor, or anyone directly or indirectly employed by any of them or for whase acts any of them may be liable. Such losses shal! include settlements made with the w�ritten consent and approval of O��ner. No such lasses, damages, and expenses shall be included in the Cost of the Work far the purpose of determining Contractor's fee. g. The cost of utilities, fuel, and sanitary facilities at tlie Site. h. Minar expenses sucli as telegrams, long distance telephone calls, telephone service at the Site, expresses, and similar petty cash items in connection with the Wark. i. The casts of premiutns for all bonds and insurance Contractor is required by the Contract Documents to purchase and maintain. B. Coses Excluded: The term Cost of the Vdork shall nat include any of the following items: I. Payroll costs and other compensation of Coiitractor's officers, executives, principals (of partnerships and sole propi•ietorships), general managers, safety managers, et�gineers, architects, estimators, attor- neys, auditors, accountants, purchasing and contracting age��t�, �x��a:�iil�r�s, time�.c:�.�a�:s°�, �;i�:��C�, t��c� c�tlrc�� pea��cs�s��e9 ��6a7ycd l:+y Co��°��its��, ��l�ct}xc:.i� a1 tf�� ite �a� in C�cs�qtr��uics��'� ��i�t�.i��al c�a� I�r�r�ctt e�i'tdct� f��r �,es7cr;�� administration of the Work and not specifically included in the agreed upon schedule of job classifications referred to in Paragraph J 1.O1.A.1 or specifrccally covered by Paragraph I1.O1.A.4, all of which are to be coiisidered administrative costs covered by the Contractor's fee. 2. Bxpenses of Contractor's principal and branch offices other tl�an Contractor's office af the Site. 3. Any part of Contractor's capital expenses, including interest on Contractor's capital employed for the Work and charges against Contractor for delinquent paym ents. 4. Costs due to the negligence of Contractor, any Subcontractor, or anyone directty or indirectly employed by any of them o'• for whose acts any of them inay be liable, including but not limited to, the correction of defect.ive Work, disposal of materials or equipment wrongly supplied, and making good any damage to property. 5. Other overhead or general expense costs of any kind and the costs of any item not specifically and expressly included in Paragraphs ] 1.O1.A and 11.O1.B. C. Conlraccor's Fee: When all the Work is performed on the basis of cost-plus, Contractor's fee shall be determined as set forth in the Agreement. When the value of any Work covered by a Change Order or when a Claim for an adjustment in Contract Price is determined on the basis of Cost of the Work, Contractor's fee shall be determined as set forth in Paragraph 12.O1.C. D. Documentation: Whenever thc Cast oC the Work for ariy purpose is ta be determined pursuant to Paragraphs 11.O1.A and 11.O1.B, Contractor will establish and tnaintain records thereof in accordance with generally accepted accounting practices and submit in a form acceptable to Engineer an itemized cost breakdawn together with supporting data. 11.02 Allowances A. It is understood that Contracta�• has included in the Contract Price all allowances so named in tl�e Contract Dacuments and shall cause the Work so covered to be performed for sucla suins and by such persorls or entities as may be acceptable ta Ow�ner and Enginee'-. B. Cash Allowances 1. Contractor agrees that: a. the cash allowances include the cost ta Contracior (less any applicable trade discoun4s) of materials and equipment required by the allowances to be delivered at the SiCe, and all applicable taxes; and b. Contractor's costs for unloading and handling an the Site, ]abor, installation , overliead, profit, and othei• expenses contemplated for tl�e cash allowances Jlave been included in the Contract Price and not in the allowances, and no demand for additional payment on account of any of the foregoing will be valid. C. Contingency Allowance I. Contractor agrees that a contingency allowance, if any, is for the sole use of Owner to cover unanticipated casts. 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 aUowances, and the Coritract Price shall be correspondingly adjusted. 11.03 Uni1 Price C�ork A. Where the Contract Documents provide that all or }��t of the Work is to E�� C3i�ii 1'r-i�e W'�yri�, initially the C�i7tr��ct Price will be d��,�r��t� trs ira�ls�t�� 1`cr• all Unit Price Work an amount equal to the sum of the unit price for ea�;h s�}�a�'�afc��y identified item of Unit ��ice Work time� il�e c;�t�a'��ter� quantity of each item as is3c�icated in the Agreement. B. 'I'he estimated quantities of items of Unit Price Work are nat guaranteed and are solely for the �-st��-}at��e af c�r:a�parison of i�ir�s and determining an is�it��l �'tsr�ca•�tct P�•�cc. Determi8��aii:<'�r�s af the actual quar�titi�s and classifications of Unit Yrice Work performed by Contractor will be made by Engineer subject to the provisions of Pai•a�aph 9.07. C. Each unit price will be deemed to include an amount considered by Contractor to be adequate to cover Conle-acCor's overhead and profit for each separately identified i4em. D. Owner ar Contractor may make a Claim far an adjustment in the Contract Price in accordance with Paragraph 10.05 if: 1. the quanti .ty of any item of Urrit Price Work p�;�•ic�a�ri�ec� �y �:�r�tr:sc(taa� �aif°t�rs materially and si�nifi- c��atl� f�•caazl tltc � stirt�,�iec� ys��r�tit� of sucli ztem in�(ac:ated in the Agree�nent; and 2. there is no corresponding adjustment witli respect any other item of Work; and 3. Contractor believes that Contractor is entitled ta an increase in Contract Price as a result of havir�g incu��red additiona] expense or Owner believes that Owner is entitied 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 CONTR�ACT PRICE; CHAIVGE OR CONTI2ACT TIMES � 12.01 Cliunge vf Contruct Price A. The Coiitract Price may only be changed by a written Change Order, approved by Er�gineer and issued by Owner, on a form approved by the Owner and the Owner's Attorney. Any Claim fo�• an adjustment in the Contracl Price shall be based on written notice submitted by the party making the Claim to the Engineer and the other party to the Contract in accordance witl� 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 ihe Contract Price will be determined as follaws: 1. where the Work involved is covered by unit pt•ices cantained in the Contract Documents, by applica- tion of such unit prices to the quantities of the items involved (subject to the provisions of Paragraph 11.03); OC 2. where the Work involved is not covered by unit prices contained in the Contract Documents, by a mutualiy agreed lump sum (which may include an allowance for overhead and profit not necessarily in accordance with Paragraph 12.O1.C.2); or 3. where the Work involved is nat covered by unit prices contained in the Contract Documents and agreement to a lump sum is not reached under Paragraph 12.O1.B.2, on the basis of the Cost of ihe Work (determined as provided in Paragraph 11.01) plus a Contractor's fee for overhead and profit (determined as provided in Paragraph 12.O1.C). C. Confraclor's Fee: Tl}e Contractor's iee for ovcrhead and profit shall be determined as follows: 1. a mutually acceptable fixed fee; or 2. if a fxed fee is not agreed upon, then a fee based on the following percentages of the various portions of the Cost of the Wark: a. for costs incurred under Paragraphs 11.O1.A.1 and 11.O1.A.2, lhe Caniractor's fee shall be 15 percent; b. for casts incurred under Paragraph 11.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 Woi•k 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 perfonns the Work, at whatever tier, will be paid a fee of 15 percent of the costs incurred by such Subconteactor under Paragraphs 11.O1.A.1 and 11.O1.A.2 and that any higl;er tier Subcontractor and Contractor will each be paid a fee of ftve percent of the amount paid to the next lower tier Subcontractor; • d. na fee shall be payable on the basis of costs itemized under Paragraphs 1 i.O1.A.4, 11.O1.A.5, and 11.O1.I3; e. tl�e amount of credit to be allowed by Contractor to Owner for any cliange 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 bath additions and credits are involved in any one change, the adjustment in Contractor's fee shall be computed on the basis of the net change in accordance with Paragraplis ` 12.OI.C.2.a through 12.01.C.2.e, inclusive. 12.02 Claaitge of Caitrnct Temes A. The Contract Times may only be changed by a�1��e G`�rtier. Any Clai�� for an a�j��stn�ei�[ in the Ccsrbtrf�� Tita�c:� �hall be ba�;c�I on writte�� rsr�t�ce submitted by the p<tt°ty making the C.6��s�'a to tlle �;n�ineer a�rd the other �,ar�ty to the Cont��a�t in accr�gyd�sc�ce wstl� the provisions of Paragraph ] 0.05. B. Any adjustment of the Coutract Times covered by a Change Order or any Claim for an adjustment in the Contract 'I'imes wiil be determined in accardance with the provisions of this Article 12. 12.03 Delays and Exlensions of Tiroie A. Where Contractor is prevented from completing any part of the Work W1tlllll the Contract Times due to delay beyond the control of Contractor, the Contract Times will be extended in an amount equal to the time ]ost due to such delay if a Claim is made therefor as ��°�r�°�c��:cl in Pa�-;��r�ph 12.02.A. Delays bcyca�ad the cor�ta°�I t7i' C;ontractrra• :;l�al] include, but not be iic��i�ed to, acts or neglect by Owner, acts or neglect af utility owners or other contractors performing other work as contemplat- ed by Article 7, fires, floods, epidemics, abnormal weather conditions, or acts of God, B. If Owner, Engineer, or other contractors or utility owners performing other work for Owner as contemplated by Article 7, or anyone for whom Owner is responsible, dela}�s, disrupts, or interferes with the ��;r°f't�rmance or progress of tl�c �v"€��•I,, then Contr�rt�r s��a11 be entitled to an equitabl�, t�c�a��;,tr��nt in the Cor�t�-��ct Price or die Contract Times , or both. Contractor's entitlement to an adjustment of the Contract Times is conditioned on such adjustment being essential to Conta•actor's ability to complete the Work within the Contract Times. C If Contraetor is delayed in the performattce or progress of the Work by fire, flood, epidemic, abnormal weather conditions, acts of God, acts or failiires to act of utility owners not under the control of Owner, or other causes not the fault or and beyond control of Owner and Contractor, tl�en Contractor shall be entitled ta an equitable adjustment in Contract Times, if such adjustment is essential to Contractor's abifity to complete the Work within the Contract Times. Such an adjustment shall be Contractor's sole and exclusive remedy for tlie delays deseribed in this Paragraph 12.03.C. D. Owner, Engineer and the Related Entities of each of them shall not be liable to Contractor for any daims, costs, losses, or damages (including but not Iimited to all fees and charges of Engineers, architecis, attorneys, and other professionals and all court or arbitration or otl�er dispute resolution costs) sustained by Contractor on or in connection with any other project or anticipated project. E. Contractor shall not be entitled to an adjustment in Contract Price or Contract Times for delays within the control of Contractor. Delays attributable to and within the contro] 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 THE CONTRACT DOCUMENTS, INCLUDING TII� G�NERAL CONDITIONS, NO ADJUSTMENT SIHALL BE MADE TO THE CONT�tACT SUM AND TI�E CONTItACTOR SHALL NOT BE ENTITLED TO CLAIM OR RECEIVE ANY ADD%TIONAL COMPENSATION AS A RESULT OF OR ARISING OUT OF ANY DELAY, HTNDRANCE, DISRUPTION, FORC� MAJEURE, IMPACT, OR INTERFERENCE, INTENTIONAL OR UNINTENTIONAL, FOAESEEN OR UNFC7RESEEN, WHICHI INCREASES THE T1ME TO COMPLETE THE WOfZK, INCLlJD1NG BU1' NOT LIM11'EU 'I'O ANY DELAYS CAUSED IN WHOLE OR 3N PART BY THE ACTS, OMISSIONS, FAILURES, NEGLIGCNCE, OR FA[JLT OF THF OWNER, THE ARCHITECT/ENGINEER, OR THE O'V��NER'S REPRES�NTATIVE, AN EXTENSION OF TH� CONTRACT TIME UNDER PARAGRAPH 12.02 BE1NG TH� CONTRACTOR'S SOLC REMEDY. -• � • � • ' ' " •� � �� 13.O1 Notrce af Defects A. Prompt notice of all defective Work of which Owner or Engineer has actual knowledge will be given to ContracCor. All defective Work may be rejected, corrected, or accepted as provided in this Article 13. 13.02 Access io Work A. Owmer, Engineer, their consultants and other r�;�ri��sc�tatrv�� r1r� ��.��cie�9��:I c��'` ��ua�rr, a��dr,��a��a�t t��ii�7� iali��•�t�ri�s, anc9 �,eav�r��es��al age,��i�s �v�ttr jt��is��iic?t��V irt3et�cs%� avi11 ��t�e aacc�s�• tcs li3e SiCe a��€� t��. �,V��I< at �°e��s��b3�: I i��e� 1`�i� t13�•ir- c3�s�.�°+�+4xt's��t�, inspecting, and testing. Contractar shall provide them ��;��r�:r and safe conciite�ns for s��r;l� �c��•ss and advise tl��a�� of Con�z-:��;�or's �it� safety ��•r�c�r�c��°�:; and programs so that they may comply therewith as applicable. 13.03 Tesls and Irzspecllorrs A. Contractor shall give Engineer timely notice of readiness oP ihe Work for all required inspections, tests, or approvals and shall cooperate with inspection and testing personnel to facilitate required inspections or tests. B. Ow�ner shall employ and pay for the services of an independent testing labaratory to perfomi all inspections, tests, or approvals required by the Cont�•act Documents except: 1. for inspections, tests, or approvals covered by Paragrapl�s 13.03.0 and 13.03.D below; 2, that costs incurred in cannection with tests or ir�s:w�ections coaaci�ec,i�ci pursuant to 1'�r�g�'��1� 13A4.B s��ll be paid as �a�°�vici�d in said Paragi��la 1�.Q�.C; and 3. as otherwise specifically provided in the Con- tract Documents. C. lf Laws or Regulations of any public body having jurisdiction require any Work (or part thereof} s��a�ciiic�l�}F t€a G�c is��es:l�:a�, t�si��, c�r ��rc�vs�d l�� emg�lt��c� c�s� �rfl��r �-�::I�resc��7t;�tiv� t�� s�xcl� �a�a��1i� t��c3y, �.csr�ts��c:i�sr sl��i9 ��ss��r��. fiz��l s�G��cao�;;t�'rlity fc�r ��'�°�s°��,ix��.� and obtaining such ittspectians, tests, or approvals, pay all costs in conuection therewith, and furnish Engineer the eequired certificates of inspection or approval. U. Contractor shall be respansible for arranging and obtaining and shall pay all costs in connection with any inspections, tests, or approvaLs requii-ed 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 far approval prior ta 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 ta be'inspected, tested, o�• approved is covered by Contracto�• witl�out written coucurrence of Engineer, it musi, if requested by Engineer, be uncovered for observation. F. Uncovering Work as provided in Paragraph 13.03.� shall be at Contractor's expense unless Contractor has given F,ngineet• timely notice of Contractor's intention io cover the same and Engineer has nol acted with reasonable promptness in response to such 170t1CC. 13.04 U�tcoverfng Work A. If any Work is covered contg•ary to tl�e written request af Engineer, it must, if requested by Engineer, be uncavered for Engineer's observation and replaced at Contractar's expensc. B. If Engineer considers it necessaiy or advisable that covered Work be observed by Engineer or inspected or tested by others, Contractor, at Engineer's request, shall uncover, expose, or atherwise make available for abservation, inspection, or testing as Engineer may require, that portioai of the Work in question, furnishing all necessary labor, material, and equipenent. C. If it is found that the uncovered Work is defective, Contractor shall pay all claims, costs, losses, and damages (including but not limited to all fees and cliarges of engineers, architects, attomeys, and other professionals and all court or arbitratiost or other dispute resolution costs) arising out af or relating to such ur�covering, exposure, observatian, inspection, and tesCing, and af satisfactory replacement or reconstruction (including but not limited to all casts of repair or replaceinent of work of others); anci Owner shall be entitled to an appropriate decrease in the Contract Price. lf the parties are unable to agree as to the amaunt thcreof, Owner may rnake a Ciaim tlierefor 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 reconstructioti. If tl�e parties are unable to agree as to the amount or extent thereof, Contractor may make a Claim fiherefor as provided in Paragraph 10.05. 13.05 Owrrer May .Stop !!rc Wurk A. Tf the Work is defective, or Contractor fiails 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 ta the Cantract Documents, Owner may order Contractor to stop the Work, or any poriion thereof, until the cause for such order has been eliminated; however, this right of Owner to stop tl�e Work shall not give rise to any duty on tlle parl of Owner to exercise this right for the benefit of Contractor, any Subcontractor, any Supplier, any other individual or entity, or any surety for, or employee or agent of any of them. 13.06 Correctiorr or Re'rfot�al of Defeclive Work A. Promptly after receipt of notice, Contractor shall correc[ al] defective Work, whether or not fabricated, installed, or com�leted, or, if the Work has been rejected by �,ngineer, remove it frotn the Project and s��lcsc:� it ��+a�lx �v'n�•#s that is r'trst �c�`cct`ave. C��s1t�-sz�:t�;r�° si��ll ��}� �99 cl�ia��s, �n�t�, losse43 ��€$ ��m�a�es ��tacl�tii't�; i�a�t ��c�t ii�niteti t�� s11 tc�� and cl�;��'��,c� 4�f`��ine�r-�, a�cl�ote�1�, attorQ��;}fs, and other profes�ic�E�als and all court or arbitaa,zt.i�n or othee• dispute res��l�rtion casts} arising out of or relating to sucl7 correction or removal (iiicluding but not limited to all casts of repair or replacement of work of others). B. tWhen correcting defective Work under the terms of this Paragraph 13.06 or Paragraph 13.07, Contractor shall take no action that would void or otherwise impair Owner's special warranty and guat•antee, if any, an sasd Wark. 13.07 Correcl�o�: Perind A. If within one year after the date of Substantial �:r��}�i�ti�rn (or s�€�:la �u��er p�ric�d rsf tier�� s�s i��y be ��-e�;�:� il�ec� by tii� t�rn�� c�f ��{ a��r��c:€ble s��cial ��a°��itee requireci I�y t��u C��ti��c� S:�e�cui�3�nt�� o�- l�y any specific provision c�1' t17c. Ccsr�t,j'��t i.��cuments, ��a�y Work is found to be defect��e, or if�f�e z��ir of any ti�ki��ges to the land or areas made available for Contractor's use by Owner or permitted by Laws and Regulations as contemplated in Paragraph 6.11.A is found to be defective, CoAitractor shall promptly, w�itl�out cost to Owner and in accordance with Owner's written insCructions: 1. repair such defective land or areas; or 2. coiTect such defective Work; ar 3. if the defective Work has been rejected by Owner, remove it from the Project and replace it with Work that is not defective, and 4. satisfacto'•ily correct or repair or remove and replace any darnage to other Work, to the work of others or other land or areas resulting therefrom, B. If Contractor does not promptly comply with the terms of Owner's written instructions, or in an emergency where delay would cause serious risk of loss ar damage, Owner may have the defective Work corrected or repaired ar may havc the rejected Work re- moved and replaced. All claims, costs, losses, and damages (including but nat litnited to all fees and charges of engineers, aa•chitects, attorneys, and otlaer pi•ofessianals and al] court or arbitration or other dispute resolution costs) arising out of or rel�ai"s�� to such corr�c:�zc�r� or re��asr or such remova! and re.;��€�cement (incl��d�� but ��sti limited to all costs of repair or replacement of work of others) will be paid by Contractor. C. Ir� special circumstances where a partieular item of equipment is placed in continuous service before Substantial Compietiou of all the Wock, tlie 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 t•eplaced under this Paragraph 13.07, tl�e correction periad hereunder tvith respect to such Work will be extended for an additional period of one year after such correction or remova] and replacement has been satisfactorily cotnpleted. E. Contractor's oblibations under tliis Paragraph 13.07 are in addition to any othei• obligation ar warranty. Tlie provisions of ihis Paragraph 13.07 shall not be construed as a substitute for or a waiver of the provisions of any applicable statute of limitation or repose. 13.08 Acceptance of Defectave ii�ork A. lf, instead of requii•ing carrection or removal and replacement of defective Work, Owner (and, priar to Engineer's recommendation of f nal payment, Engineer) prefers to accept it, Owner xnay do sa. Contractor shall pay al] claims, costs, losses, and damages (including but not limited to all fees and charges of engineers, architects, attorneys, and other professionals and alf court or arbitration or other dispute resolution costs) attributable to Owner's evaluation of and determination to accept such defective Work (sucli costs to be approved by Engineer as to reasot�ableness) and ihe diminis]�ed value of the Work to the extent not otl�erwise 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 neeessary revisions in the Contract Documents with respect to the Work, and Owne►• shall be entitled to an appropriate dec�•ease in the Contract Price, reflecting the diminished value of Work so accepted. Tf the parties are unable ta agree as to the amount thereof, Owner may make a Claim lherefor 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 Ow,:er May Correcl Defecl�ve N'�ork A. If Contractor fails within a reasonablc time after written notice from Engineer to correct defecCive Work or to remove and replace rejected Work as required by Engineer in accordance �n�itli Paragrapli 13.06.A, or if Contractor fails to perform the Work in accordance with the Coiitract Documents, or if Contractor fails to comply with any other provision of the Cantract Documents, Owner may, aftei• seven days written notice to Contractor, correct or remedy any such deficiency. B. In exercising the rights aiid rentedies under this Paragraph 13.09, Owner shall proceed expeditiously. In connectian with suclt carrective or remedial action, Owner may exclude Contractoi• fi•om all or parC of the Site, take possession of all or part of the Work and suspend Cantractor's serviccs related tl�ereto, take passes- s9on of Conlractor's lools, appliances, consti•uctiori equipment and machirrery at t3��, Site, and ir��°�r�a�rate in the Work all materials and eq�siq�t��cnt stored ��t �i�c Site or for which Owner has paid Ca�tractor but wl�ich are storEd elsewhere. Contractor s1�a11 allow Owner, Owner's rrs}�r°��en�atives, a�„�t��s and empi�a}+��s„ Owner's ather cF��r�tr•�ctc�rs, and L:sr��neer and �;n�ip�cer's consultants access to the Site ta enable Owner to exercise the rights and remedies under this Paragraph. C. All claims, costs, losses, and damages (includinb but not liroited to all fees and chaH•ges of engincers, architects� �stt�arneys, �a��i other professiors��l� and all caurt or s�r�l�ilr�tt�t>n or t�ti��r dispute resoludi�n costs) incurred ar sustained by Owtier in exercising tlle z°i�,tat� and remedies ��r�+�e�' this Par�zr��l� i3.�'� will be cl�a�°��d against Cont�°�c��s�, and a�;l��n�c t�+�•��r wili be issued incorporating the necessary revisions in the Cantract Documents with respect to the Work; and Owner shall be entitled to an appropriate decrease in the Contract Price. lf the parties are unable to agree as to the amount of the adjustment, Owner may make a Claim therefor as �rc�vi�J��J in Para�,f��a�ah i t).(��. 5uch claitns, costs, losses �r�� ges will i��iuc�c ��t nat be limited to all costs of repair, or replacement of work af others desh-oyed or damaged by correccion, remaval, or replacement of Cantractor's defective Work. D. Contractor shall not be allo�ved an extension of the Contract Times because of any de1ay irl the }��crrr��ance of the W+��°1� attr�t�utal�l� �u the c,x�;�eise by C?w�7�a� af Owner's ri�;l�ts �an� ru��ies 4,iaaci�:r tliis Paragraph 13.09. � . �, � .. �' • 1 � � , 14.01 Sc/redule of Values A. The Sclledule ofValues establisl�ed as provid- ed in Paragraph 2.07.A will serve as the basis for progress payments and will be iricarporated into a form of Applica- tion for Payment acceptable to Engineer and Owner. Progress payments on account of Unit Price VVork will be based on the number of units completed. 14.d2 Progress Payrnenls A. Applications for Payments 1. At least 20 days before the date established in the Agreement for each progress payment (but nofi more often than once a inonth), Contractor shail submit to Cngineer for review an Application for Payment filled oul and signed by Contractor cavering the Work completed as of the date of the Application and accampanied by such supporting documentation as is required by the Conti•act Documents. If payrnent is requested ori the basis ot' materials and equipment not incorporated in the Work but delivered and suitably stored at tlte Site oi• at anot]aer location agreed to in writing, the Applrcation for Payment shall also be accompanied by a bill of sale, invoice, or other docuntentatian wan•anting tliaf Owner has received the materials and equipment free and clear of all Liens and evidence t}iat the materials aud equipment are cavered by appropriate property insurance ar other arrangemenfs to protecC Owner's inYerest therein, all of which must be satisfactoi•y to Owner. 2. Beginning with the second Application for Payment, each Application shall include aii affidavil of Contractor stating that all previous progress payments received on account of the Work have been applied on account to discharge Contractor's legitimate obligations associated with prior Applications for Payment. 3. The amount of retainage with respect to progress payments will be as stipulated in the Agreement. Whenever the Application for Pa}�ment for Work done since the last previous Application for Payment exceeds o��e hundred do]lars ($100.00) in amouirt, 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 Architect/Engineer. The Applicatian 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 Yo wit.hhold retainage for public works contd•acts in wliich tl�e iotal contract price estimate at the time of execution is more than $400,000; however, this i-equiremeiit is typically applied by the City for all public works contracts in excess of $50,000. The Crty may require varying percentage withholding amounts; however, the City typically requires fvc percent. For retainage percentages in excess of fi7ve percent, the City must deposit the retainage into an interest-bearing account and pay tlie inYerest earned to the contractor on completion of the coa�tract. 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 tinal acceptance of the Work by the Owner. Unless otherwise required by state ]aw, the retainage percentage as specified above is based upon the ariginal Contract Sum, and will not be affected in the event the original Contract Sum is subsequeutly increased or decreased by Change Order. No progress payments shall be made on contracts rvhere performance and payment bopds are not required or furnished. In such instances, payment for the Work perfortned will be made upon final completion and acceptance by the Owner of all Work. 4. App►ications for Pay'nent may not include request for payment of amounts the Contractor does not intend to pay ta a Subcontractor because of a good faith dispute, unless the Contractor complies with Paragraph 6.06 of these General Conditions and the Contractor's Payment Bond Surety consents in writing to payment to the Contractor of tl�e funds deemed to be in dispute. 5. Unless otherwise provided in the Contract Documents, progress payments shall include payment for materials and equipment delivered and suitably stored at the Project site for subsequent incorporatian into the Work w9thin thirty (30) days after delivery to the Project site. Lf approved in advance by the Owner, payment may simila�•ly be made for materials and equipment suitably stored away from the Project site at a locatron agreed upon in writ'ras��. Payment for c��ts inc��•�:ci in �t�r��;e of materials or e�t3ipment away frrair� the 1�r��jcct sate rvil� NOT be made by Owner unless: (1) the Owner has given prior approval of such O�-SItO StOCB�TC 111 WCltlllg; (2) the materials or equipment are stared in a bonded warehouse located in Denton County and identified with the Project for wltich chey are stored, as eviderlced by warehot�se receipts and appropriate documents of title; and (3} tlle materials or equipment stared off-site will be incarporated into the Work within thirty (30) days afier delivery. STORAGE IN FACILTTIES OP THE MANUFACTUR�R OR THE CON'TRACTOR WILL NOT BE PERMITTED OR PAID FOit, UNLESS THE OWNER HAS EXPRESSLY GiVEN PRIOR APPROVAL OF SUCH STORAGE IN WRITING. The Contractor war�•ants tbat title to all Work covered by an Application for Payinent w911 pass to the Owner no later than the time af payment. The Contractor furtl�er warrants that upon submittal af an Application for Payment all Work for wl�ich Certificates for Payment have been previously issued and payments received from the Owner shall be free and clear af liens, claims, security intei'ests or encumbrances in favor of the Contractor, Subcontractors, material suppliers, or other persons or entities making a claim by reason of having provided labor, 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 %r de(ivery to the Project site shall be classified as an "early delivery." All ea2-ly delivery materials or equipment must have tlYe express written permission of the Owner to be stored on the Project site. Ifany unautharized 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 Projeci site and stored off site until required at the Project site. All cosis of labor, transporiation and storage will be included as part of the expense. If the Contractor fails or refuses to remove unauthorized early delivery materials, the Owner may cause such materials to Ue removed at the Contractor's sole expense, and amounts may be withheld from the Contractor's Application for Payment to reimburse tl�e Owner for any costs incurred in removing unautliorized early delivery materials. OWNER WiLL NOT BE RESPONSIBLE FOR THE PRUTECTION OF OR R]SK OF LOSS ON nNY EARLY DELIVERY MA; ERI�LS OR ]CQUIPMENT, NOR WILL OWNBR BE LIABLE FOR ANY PAYMENT FOR THE EARLY DELIVERY MA'1`ERIALS OR EQUIPMENT. A�sy materials or equipment classifed as early delivery will not be approved for payment as stoi-ed materials prior to thirty (30) days before the incorporation af the materials or equipment into the \�Jark, unless storage and payment at an earlier date is expressly approved in writing by the Owner. lf the Contract Sum rs equal to or less than $25,OOO.UO and performance and payment bonds are not furnrshed by the Contracior, no payment applied for will be payable under the Contract until the Work has been Finally Coonpleted and accepted. B. Review ofApplicatlorrs 1. Engineer will, within 10 days after receipt of eaclt Application for Payment, either i�idicate in writing a recommendation of payment. and present the Application to O�vner or return Cl�e Applicatian ta Contractar indicating in writing Engineer's reasons for refusing to recomtnend payment. In the latter case, Conlractor ma}� make the necessary carrectians and resubmit the Application. 2. 6n�;ifieer's recommendation of any payment requested in an Application for Payment will constitute a representation by Engineer to Owner, based on Engineer's observations on the Site af the executed Work as an experienced and qualified design prafessianal and an Engineer's review of the Application for Payment and the accompanying data and schedules, that to the besi of Engineer's knowledge, infonnation and belief: a. the Work has prag'•essed to the paint indicat- ed; b. the qualiry of the Work is generally in accor- dance 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 fnal determination of quantities and classifications for Unit Price Woi�k under Paragraph 9.07, and to any other qualifications stated in the recomwnendation); and c. the conditions precedent to Contractor's beitig entitled to such paymerit appcar to have been fulfilled in so far as it is Engineer's responsibility ta obse�ve the VVark. 3. By recommending any such payment Engineer will not thereby be deemed to have represented tliat: a, inspections made to check the qualiq� or ihe quantity of the Work as it has been performed have been exhausiive, extended to every aspecl of the Work in progress, or involved detailed inspections of the Work beyond the responsi- bilities specifically assigned to �ngineer in the Contract Documents; or b. that tliere may not be olher maCters or issues between the parties that might entitle Contractor to be paid additionally by Owner or entitle Owner to withhald payment to Contractor. 4. Neither 1Engineer's review of Contractor's Work far the purpases of recommending payments nor Engineer's reco►nmendation of any payment, including final payment, wiil impose responsibility on Engineer: a. to supervise, direct, ar control the Work, or b. for the means, methods, techniques, sequences, ar procedures of construction, or the safety precautions and pragrams incident thereto, or c. far Contractor's failure to comply �n�ith Laws and Regulations applicable to Contractor's perforniance af the Wark, 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. ta deYermine that title to any of the Work, materials, or equipment has passed to Owner free and ciear of any Liens, 5. En�;ineer may refuse ta g•ecommend the whole or any part of any payment if, in Engineer's opinion, it would be incorrect to make che representations to Owuer stated in Paragraph 14.02.R.2. F,ngineer may also refuse to recommend any such payment or, because of subse- quently discovered evidence or the results of subsequent inspections or tests, revise or revoke any such payment recamrraendation previausl}+ made, to such extent as ma}� be necessary in Engineer's opinion ta pralecfi Owner from loss because: a. the Wark is defective, or completed Work has been damaged, requiring correctian or replace- ment; b. the Contract Price has been reduced by Change Orders; c. Owner has been required to correc:t defective Wark or coanplete Work in accordarice with Paragraph 13.09; or d. Erigineer has actual knowledge of the occua•rence of any of the events enumerated in Paragraph 15.02.A. C. Pcrymeh! Becomes Due 1. Ten days after pa•esentation of the Application for Payment to �wner with Engineer's recommendacion, the amount'�ecommended will (subject to the provisioias of Paragraph 14.02.D) become due, and �vhen due wil] be paid by Owner to Contractor. D. Reducleon in Pa��ment l. Owner may refuse tu make payment of the full amount recommended by Engineer because: a. claims have been made against Owner on account of Contractar's performance or furnish- ing of the Work; b. Liens have been filed in connection with the Wark, except where Contractor has delivered a specific bond satisfactory to Owner to secure tlie satisfaction and discharge of such Liens; c. there are other items entitling Owner to set-off against the amount recommended; oi- d. Owner has actual knowledge of the occui-rence of any of the events enumerated in Paragraphs 14.02.B.5.a thz-ough 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 imtnediate vvritten notice (with a copy to Engineer) stating the reasons for such action and promptly pay Contractor any amount remaining after deduction of tlie amaunt so withheld. Owner shall promptly pay Contractor the amount so withheld, or any adjustment ll�ereto agreed to by Owner and Contractor, when Contractor carrects to Owner's satisfaction the reasons for such actian. 3. lf it is subsequently determined tliat Owner's refusal of payment was not justified, the amount wt•ongfially withheld shall be treated as an amount due as determined by Paragraph 14.02.C.1. 14.03 Contraclor's N�arraftiy of Tille A. Contractor warrants and gua[•antees that title to all Work, materials, and equipment covered by any Application for Payment, whefher incorparated in the Project or not, will pass to Owner no later than the time of payment free and clear of all Liens. 14.04 Srrbs•tanlia! Can:pletion A. When Conlrac4or considers the en[ire Work ready for its intended use Coutractor shall notify Owner and Cngineer in writing that the entire Work is substantially complete (except for items specifically listed by Contractor as incomplete) and request that Engineer issue a certificate of Substanlial Completion. B. Promptly after Contractor's notifcation, Owner, Contractor, and Engineer shall make an inspection of the Work to determine the status of completion. If Engineer does not consider the Work substantially camplete, Engineer will notify Confractor in writing giving the reasons therefor. C. If Engineer considers the Work substantially complete, Engineer will deliver to O�vner a tentative certificate of Substantial Completion which shall fix the date of Substantial Completion. There shall be attached to the certificate a tentative list of items to be completed or corrected be%re final payment. Owrier slaall have seven days afler receipt of the tentative certificate during which ta make written objection to Engineer as to any pravisions of the certificate or attached list. If, after considering sucl� objections, Engineer concludes that the VJork is not substantially complete, Engineer will within 14 days after submission of the tentative certiticate to Uwner notify Contractor in writing, stating the reasons therefor. If, after consideration of Owner's objections, Engineer considers the Work substantially connplete, �ngineer will within said ]4 days execute and deliver to Owner and Contractor a definitive certificate of Substantial Completion (with a revised tentative list of items ta be cos�rpleted or correct- ed) reflecting such changes from Yhe tentative certificate as Engineer believes justified after consideration of any objections fram Owmer. U. Ai the time of delivery of the tentative certificate of Substantial Completion, Engineer will deliver to Owner and Contractar a written recommen- dation as to division of responsibilities pending fit�al payment between Owner and Contractor with respect to security, operation, safety, and protection of thc Wark, maintenance, lieat, utiilities, insurance, and warrauties and guarantees. Unless Owner and Contractor agree otherwise in wriling and so inform Engineer in writing prior ta Engincer's issuing the defnitive certificate of Substantial Completion, Engineer's aforesaid recommendation will be binding on Owner and Contractar until final payment. �. Owner shall have the right to exclude Contractor from the Site after the date of Substantiaf Campletion subject to allowing Contractor reasonable access to complete or correct items on the tentative list. 14.05 ParlraJ Ulilizalion A. Prior to SubsCantial Completion of aI[ the Work, Owner may use or occupy any substautially completed part of the Work which lias specifically been identified in the Coniract Documents, or which Owrier, Engincer, ar�d Contractor agree constitutes a separately funetioning and usable pait of the Work that can be used by Owner for its inlended purpose witltoirt significaut interterence with Contractor's performance of the remainder of the Work, subject to the following condi- tions. 1. Owner at any time may request Cont.ractor in writing to permit Owner to use or occupy any such part of the Woa•k which Owner believes to be ready • for its intended use and substantially co�nplete. If and when Contractor agrees that such pazt of the Work is substantially complete, Contractor will certify to Owner and Engineer that such part of the Work is substantially complete and request Engineer to issue a certificate of Substantial Completio�i for that part of the Work. 2. Cantracior at any time may notify Ownei• and Erigineer in writing that Contractor considers any such part of the Work ready for its intended use and substan- tially complete and request Engineer to issue a certificate of Substantial Completion for that part of the Work. 3. Witfiin a reasonable time after either such request, Owner, Contractor, and Engineer shall make an inspection of that part of ihe Work to determine its status of completion. If Engineer does not consider that part of the Work to be substantially complete, Engineer w'tll notify Oweaer and Contractor in writing giving the reasons therefar. If Engineec considers that part of the Work ta be substantially complete, the pravisions of Paragraph 14.04 will apply with respect co 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 af the Work may occur prior to compliance with the requirements of Paragraph 5.10 regarding properiy insurance. 14.06 Fff:a! Inspecllott A. Upan written notice from Contractor that the entire Work or an agreed portian thereof is compJete, Engineer will promptly make a final inspection vvatli O�aner and Contractor and will notify Contractor in writing of all particulars in which this inspection reveals that the Work is incomplete or defective. Contr•actor shall immediately take such measures as are necessary to complete such Work or remedy such deficiencies. 14.07 Final Payrrte�ct A. Application for Payment 1. After Contractor has, in the opinion of Eng9ueer, satisfactorily completed all corrections identified during the final inspection and has delivered, in accor•datice with the Contract Documents, alI mainCenance and operating instructions, schedules, guarantees, bonds, certificates or ather evidence of insurance cerlificates of inspection, marked-up record documents (as provided in Paragraph 6.12), and other documents, Contractor may make application for final payment following the procedure for progress payments. 2. The final Application for Payment shall be accompanied (except as previously delivei-ed) by: a. al( docurnentation 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 fina] payment; c. a]ist of all Claims against Owrler that Cantractor believes are unsettled; and d. complete and legally effective releases or waivers (satisfactory to Owner) of all Lien �•ights, claims, security interests, ar encumbrances arising out of the Contract or Liens filed in connection with the Work, to lhe extent and in such form as may be designated by tl�e Owner. e. an af#idavit that payrolls, bills for materials and equipment, and other indebtedness connected with the Work for wl�ich 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 tliat 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 Conlractor 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 rled; and (ii) a(I payrolls, material and equipinent bills, and other indebtedness cannected with the Work for which Ownet• or Owner's property �night in any way be responsible have been paid or otherwise satisfied. If any Subcontractor or Supplier fails to fumish such a release or receipt in full, Contractor may furnish a bond or other collateral satisfactory to Owner to indemnify Owner against any Lien. 4. As a precondition to fnal payment hy the Owner under• this Contract, the Contractoi-'s affdavit sl�all state that the Contract.or has paid each of his subcontraciors, laborers or materialmen in full for ali labor and materials provided to him for the Work under this Contract, ln the event the Contractor lias not paid each of his subcontractors, laborers or materialmen in full, the Contractor shall sta4e in Lhe affidavit the amount owed and tl�e name of each subcontractor, laborer or materialmen to whom such payment is owed. TN ANY �VEI�!T, THE CONTRACTOR SHALL BE REQUIREI7 TO �X�CUTE THE OWNER'S STANDACZD AFFIDAVTT OF F[NAL PAYMENT AND RELEASE AS A PRECONDITION TO RECEIPT OF FINAL PAYMENT. B. Engiraeer's Review of Applrcation at�d Acceptaface 1. Tf, on tlle basis of Engineer's observation of the Work during construction and final inspection, and Engineer's review of the final Application for Payment and accompanying documentation as required by the Contract Documenis, Engineer is satisfied that tl�e Work has been completed and Contractor's other obligations under the Contract Documents have been fulfilled, Engineer will, within ten days after receipt of the final Application for Payment, iudicate in writing Engineer's recammendation of payment and present the Application for Payment to Owner for payment. At the same time Bngineer will also give written notice to Orvner and Contractor that the Work is acceptable subject to the provisions of Paragraph 14.09. Otherwise, Engineer will return the Application for Payment to Contractor, indicat- ing in writing the reasons for refusing to recommend final payment, in which case Contractor shall make the necessary corrcctions and resuUmit the Application for Payment. C. Payment Becornes Due l. Thirty days, or in accordance with the pravisions of Texas Government Code 2251 (Prompt Payment Act), after the presentation to Owner of the Application for Payment and accompanying docu- mentation, the amount recommended by Bngineer, less any suan Owner is entitled to set off against �ngineer's recommendation, includin� but not limited to liquidated damages, will become due and , will be paid b}� Owner to Contractor. 14.08 Fina! Costiplelion Delayed A. If, througli no fault of Contractor, f na] completiori of the Work is signiiicantly delayed, and if Engineer so confirms, Owner shall, upon receipt of Contractar's final Application for Payment (for Work fially completed and accepted) and recommendation of Engineer, and withaut terminating the Cantract, make payment of the balance due for that portion of the Work fully compleled and accepted. lf the remaining balance to be held by Owner for Work not fully completed or corrected is less than the reiainage sCipulated in the Agreement, and if bonds liave beeri furnished as required in Paragraph 5.01, the written cansent of the surety to the payment of the balauce due for that portion of the Wark fuJly completed and accepted shall be submitted by Contractor to �ngineer with tlae Application ror• such payment. Such payment shall be made under the terms and conditions governiug fnal payment, except that it shall not constitute a waivei• of Claims. 14.09 Waiver of Clarr'rs A. The making and acceptance of final payment �vill constitute: 1. Deleted by Intention. 2. a waivcr 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 finai payment shall operate as and shall be a camplete 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 Praject. � , . i ; ';• + 1 " ! 15.01 Owner d�ay Srrsper:d Work A. At any time and vvithout cause, Owner may s��s��x�d tl�c: Work or any 1yc��•tian thereof for a p�,r�ir�r3 of ncat �r�s�r� t1��an 90 consecu4iv� days by notice in w�•i�ia�� to Contractar and Engineer which will fix the date on whicl� Work will be resumed. Contractar shall resume the Wark ou the date so fixed. Contractor shall be granted an adjust- ment 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. ] 5.02 Owner May Tern:inale 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 Conlract Docurrrents (ineluding, but not limited to, failure to supply sufficient skilled workers or suitable materials or equipment or failure to ai3here to the Progress Schedule established under Paragraph 2.07 as adjusted from time to time pursuant to Paragraph 6.04); 2. Contractor's disregard of Laws or Regulatioiis of any public Uody having jurisdiction; 3. Coniractor's disregard of the authority of Engineer; or 4. ConYractor's violation in any substantial way of any provisions of the Contract Documents. B. If one or more of the events identifed in Paragraph 15.02.A occur, O�vner may, after givinb Caniractor (and surely ) sevcn days written noticc of its intent to terminate tlie services of Contractor: 1, exclude Contractor from the Site, and take possession of the Work and of all Contractor's tools, appliances, constructian equiprnent, and rnachinery at the Site, and use the same to the full extent they could be used by Cor�tractor (without liability ta Contractoe• for trespass or conversion), 2, incorporate in the Work all materials and equipment stored ai the Site ar for which Owner has paid Contractor but which are stored else�vhere, and complete the Work as Oevner may deem expedient. C, If Owner praceeds as provided in Paragraph 15.02.8, Contractor shall not be entitled to receive any furcher payment until the Work is completed. If the unpaid balance of the Contract Price exceeds all claims, cosfs, losses, and damages (including but not limited to all fees and char�es of engineers, architects, attorneys, and other professionals and all court or arbitration or other dispute resolution costs) sustained by O��vner 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, Cantractar shall pay the di1'ference to Owner. Sucli claims, costs, losses, ai�d damagcs incurred by Owner will be reviewed by �ngineer as to their reasonableness and, when so approved by Engineer, incorporated in a Change Order. When exercising any rights or remedies under this Paragraph Owner shall not be required to obtain tlie lowest price 1For the Work performed. D. Notwithstanding Paragraphs 15.02.13 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 such failure within no rnore than 30 days of receipt of said notice. E. Where Contractor's services have been so terminated by Ownea-, the termiriation will not affect any rights or remedies of Owner against C,ontractor then existing or which may thereafter accrue. Any retention or payment of moneys due Contractor by Owner will not release Contractoi-from liability. F. If and to the extent that Contractor has provided a performance bond under the provisions of Paragraph S,OI.A, the terminatian procedures of that boud shall supersede the provisions of Paragraphs ]5.�2.B, and 15.02.C. 15.03 Oevrrer A1ay Tc�renenule Fvr Cor:ver:fence A. Upon seven days written notiice to Contractor and Engineer, Owner may, withaut causc and witliout prejudice to any other right or remedy af Owner, terminate the Contract. In such case, Contractor shall be paid for (without duplication of any items): I. completed and acceptable Work executed in accordance with the Contract Documents prior to the ei'fective date of termination, including fair and reasonable sums fo�- overhead and profit on such Work; 2, expenses sustained prior to the effective date of termination in performing services and furnishing ]abor, materials, or equipment as required by the Contract Documents in coniiection with uncompleted Work, plus fair and reasonable surns for overhead and prafit on such expenses; 3. all claims, costs, losses, and damages (including but not linlited to a6l fees and charges of engineers, arcliitects, attos�neys, and other professianals and all court or arbitration or other dispute resolution costs) incurred in settlement of terminated contracts with Subcontractors, Suppliers, and otliers; and reasonabie expenses directly ath-ibutable to termination. B, Contractor shall not be paid on account of loss of anticipated profits or revenue or other economic loss arising out of or resulting fram such termination. 15.04 Cor:lraclor May Slap Work or Terntirrate A. If, through no act or fault af Contractor, (i) the Work is suspended for more than 9a cansecutive days by Owner or under an order of couit or other public authority, or (ii) �ngineer fails to act on any Application for Payment within 30 days afier it is submitted, or (iii) Owner fails for 30 days to pay Contc-actor any sur�t finally determined to be due, then Contractor may, upon seven days written notice to Owner and Engineer; and provided Owner or Engineer do uot remedy such suspension or failure within that time, terminate the ContracC and recover from Owner payment on the same terms as provided in Paragraph 15.03. B. In lieu of terminating the Conteact and without prejudice to any otlier right or remedy, if Engineer has failed to act on an Application for Payme�it 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 rnay, seven days after wrilten notice to Owner and Engineer, stop the Work until payment is made of all such amounts� due Contractor, including interest thereon. The provisions of this Paragraph 15.04 are not intended to preclude Contractor from makitig a Claim under Paragraph 10.05 for an adjustment in Contt�act Yrice or Contract Times or otherwise for expenses or damage directly attributable to Contractor's stopping tlie Work as permitted by this Par�agraph. ARTICLC 16 - DISPUTE RtC,SOLYITYON 16.01 Met/cods and Procedures A.Upon the occurrence of any dispute or disagreement Uetween the parties }�ereio arising out of or in connection with any term or provision of tliis Agreement, the subject matter hereof, or the interpretation or enforcement hereof (the "bispute"), the parties shall engage in inforinal, good faith discussions and attempt to resolve the Dispute. In connection il7erewith, upon caritten nolice 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 such Dispule. The designated officers shall meet as often as the parties shall deem ta be reasonably necessary. Such officers will discuss the Dispute. Yf the parties are unabie to resolve the Dispute in accordance with this Section, and in the event that either of the parties concludes in good faith that amicable resolution through continued negotiation with respecc to tlie Dispute is not reasonabIy likely, then the parties are free to pursue whatever action or rights they may have in equity or at law. s� u * 17.01 Cfvd�rg Nolrce A. Whenever any provision of the Cantract Documents requires the giving of written notice, it will be deemed to have been validly given i% l. delivered in person to the individual or to a member af the �rm or to an officer of the corporatio't for• whom it is inteuded, ar 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 Compulatlon of Tin:es A. When any period of time is referred to in the Contract Dacumei�ts by days, it will be computed to exclude tlie first and include the last day of such period. If the ]ast day of any such period falls on a Saturday or Sunday or on a day made a legal holiday by tlie lavr of the applicable jurisdiction, such day will be omitled from the computation. 17.03 Cuiaulntrve Re,rfedies A. The duties and obligations imposed by these General Conditions and the righis and remedies availaUle hereunder to the parties herelo are in addition to, and are not to be construed in any way as a limitation of, a�ly rights arid remedies available to any or all of them vvhich are otl7erwise imposed or available by Laws or Regula- tions, by special wari•anty or guarantee, or by other provisions of the Contract Documents. The provisions or this Paragraph will be as effective as if repeated specifically in the Contract Documents in connection with each particular duty, obligation, ribht, and remedy to wllich they apply. 17.04 Suri�ival of Obfrgaiions A. All representations, indemnifications, warran- ties, and guarantees made in, required by, or given in accordance with the Contract Docurnents, as well as all continuing obligations indicated in the Coniract Docu- ments, will survive final payment, completion, and acceptance of the Work or tcrmination or completian of the Contract or terminatian of the services of Contractor. 17.05 Conlrallirzg Law and Ve�irce A. This Cantract shal] be govemed by the laws and case decisions of the State of Texas, without regard to conflict of ]aw or choice of law principles of Texas or of any other state. B. This Cantracc is entered into subject to and controlled by the Charter and ordinances of the City af Denton and all applicable laws, rules, and regulations of the State of Texas and the Government af the United States o1'America. The Contractor shall, during the performance ofthe Work, comply ��ith all applicable City codes and ordinances, as amended, and all applicable State and Federal laws, rules and regulations, as amended. This Contract is deemed to be performed in Denton Caunty, Texas, and if legal action is necessary to enforce this Contract, exclusive venue shall lie in Denton County, Texas. 17.OG Hendfngs A. Arlicle and paragraph headings are inserted for cottvenieitce only and do not constitute parts of these General Conditions. 17.07 Non-Discrimination As a candition of this Contract, the Contractor covenants that he will take all necessary actions to insure that, in connection with any work under this Contract, the Contractor and its Subcontractors will nol discriminate in the treatment or employment of any individual or graups of individuals on the grounds of race, color, religion, nationa] origin, age, sex, or handicap unrelated to job performance, either directly, indirectly or througl� contractual or other arrangements. The Contractor shall also comply with all applicable requirements of the Americans witli Disabilities Act, 42 U.S.C.A. §§12101-12213, as amended. In this a�egard, the Cantractor shall keep, retain and safeguard all records relating tn his Contract or Work performed thereunder for a minimum period af three (3) years fi•om final Contract completion, with full access allowed to authorized representatives of the Owner, upon request, for purposes of evaluating camplianee �vith this and other provisions of the Contract. [ 7.08 lndependent Contractor In performing tl7e Work under this Contract, tlae relationship between the Owneo• and the Contractar is that of an independent contractor. The Conta•actar sha11 exercise independent judgment in performing the Work arid is solely respoiisible for setting working hours, scheduling or prioritizing the Work flow and determining the means and methods oi' performing the Work, subject only to the requirements of the Contract Dacuments. No term or pravision of ihis Contract sl�all be construed as making the Contractor an agent, servant, or employee of the Owner, or making the Contractor or any oi'the Contractor's employees, agents, or servants eligible for tl�e fringe benefits, such as retirement, insurance and worker's compensation, which the Owner provides to its e'nployees. i 7.09 Gifts to Public Servants (a} The Owner may terminate this Cantract immediately if the Contractor has offered, conferred, or agreed to confer any benefit on a City of Denton employee or official that the City of Denton employee or oft7cial is prohibited by law from accepting. (b) For purposes of this Article, "beneft'° me�ns anything reasonably regarded as pecuniary gain or pecuniary advantage, including benefit to any ottier person in whose welfare the beneficiary has a direct or substantial interest, but does not anclude a contribution or expenditure made and reported in accordance with law. (c) Notwithstanding any other lega] remedies, the Owner may require the Contractar to remave any employee of the Cantractor from the Praject who has violated the restrictions of this Article or any similar 5tate or Federal latv, and oUtain reimbursement for any expenditures cnade ta 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. 17.10 Right ta Audit Contractor's Records By execution of the Bu ilding Construction Services Agreement, the Contractor grants the Owner the right to audit, at the Owner's electio�a; all of the Contractor's records and billings relating to the performance of the Work under the Contract Documents. The Contractor agrees to retain its Project records for a minimum of five (5) }�eais fallowing completion of the Work. The O�vner agrees that it will exercise the right to audit anly at reasonable hours. City may review any and all of the services performed by Contractor under tliis Contract. Any ��crtt, :;csit&cr�tet�t, sati�€��it�n, or 3ciers�c made or provit4�.c� �l��a��n�; tla�. �:�asa�'�e of �:��.rla�rmancs� trPt�r�s Co�reract shall be subject ta Ciry's rights as may be disclosed by an audit under this section. 17.11 Notice af Contract Claim This Contract is subject to the provisions of the Denton City �'ode, as amenci��i, rel�tie�� to requiremem�is i"or filing a s�c�ti�e of a breach �ai'conl��T �laim against �it�. Contractor shall comply with the requirements of this ordinance as a precondition of any litigation relating to this Contract, i�t addition to all other requirements in this Contract related to claims and notice of claims. 17.I2 Successors and Assigns Tlle OWner and the Contractor respectiveiy bind themselves, their partners, successors, assigns, and legal representatives to the promises, covenants, terms, conditions, and obligations contained in the Contract Documeats. The Contractor shall not assign, transfer, or convey its interest or rights in the Contract, in pari or as a whole, without written consent of the Owner. If the Contractor attempts to make an assignment, transfer, or conveyance without the Owner's written consent, t}te Contractor shall nevertheless remain legal{}! responsible for all obligations under the Contract Documents. The Owner shall not assign aiay portian of the Coivtract Sum due ar to become duc under this Contract without the written consent of the Contractor, except where assignment is cornpelled or allowed by court order, the terms ofthe Contract Documents, or other operation of law. l7.13 Written Notice Except as otherwise provided �vithin these General Conditions, any notice, paym�nt, statement, or demand required or permitted to be given under this Contract by either party to tlie other may be effected by personal delivery in writing or by mail, postage prepaid to tl�e Project Manager or Super'rntendent of either party, or Yo an offcer, partner, or other designated representative of either party. Mailed notices shall be addressed to the parties at an address desi�nated by each party, but each party may change its address by written notice in accordance with this section. Mailed notices shall be deemed communicated as ofthree (3) days after mailing. 17.14 R'rghts and Remedies; No waiver af Rights by Owner (a) The duties and obligations imposed on the Contractor by the Contract Documents and the rights and remedies available to the Owner undea• the Contract Documents shall be in addition to, and not a limitation of, any duties, obligations, rights, and remedies otherwise imposed or made available by law. (b) No action ar failure to act by the Owner shall constitute a waiver of a right afforded the Owner under the Coniract 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. l 7.15 Interest The Owner shall not be liable for interest on any pragress ar 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, subject ta Article 14 of these General Conditions. �;;�nulc� � tt��ili�l �ris� l��ie�ce�� tf�� "� 1��'�' �€��,r�aenE' rbn�r'�zctsrr° icyn�:� t�r et�nirs�ct= il�� t�x°n�ti �r�ri c�'�c��i�sar�s ��l �s�r dl� M�t t�rc tie��fi�s�e€� �^�r'aErs��°t �E��1f �ar��il. �: � � � � �..: � �.: � 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} � � �Y�: C`� The following modifications shall be made to 1.0] A; Delete I.O1 A. 19. and insert the following: 19. �'nganeer--The word "Engineer" in these specifications shall be understood as the Owner's representative that has been authorized to act in that particular position. 'The City af Denton Senior Engineer, Mamun Yusuf, shall assist tlie Owner's during the Pre-Construction Conference, Visits to Site and Observatians of Constructian, Shop Drawit�gs and Samples, Applications for Paydnent, and coordination with other Owner's representatives. Insert the following in 1.01 A as definition nu►nber 28. Renumbei• the definitians to reflect the change (ie, "Modif.rcatian" is numUer 28; 28 is 29; etc.): 28. MODIFICATION -(a) Written Amendment; (b) Cliange Order; (c) Field Order; (d) Work Change Directive Add the fo)lawing to 1.01 A. 47. Where in tl�e Bonds and elsewhere in the contraet, the terms "Special Provisions", and "Specia] Conditions" appeai- 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 Ueing excepted". 2. A"working day" shall be a day, not including Saturdays, Sundays or any of the following holidays: New Year's Day, P��esident's Day, Memorial Day, lndependence Day, Labor llay, Thanksgiving Day and Christmas Day, in which weather or other conditions not under the control of the Contractor will permit construction of the principal units.of the woi•k fo�• a period of not less than sevan hours between 7:00 a.m. and 6:00 p.m. Delete Paragraph 2.05 A, of the General Conditioals in its entirety and insert the following in its place: A. Cont��actar's I2eview of Constructian Documents: Sefore undertaking each part of the Work, Contractor shall carefully study and compare the Cantract Documents and check and verify pertinent figures tlierein and al] app]icable field measurements. Contractor slaall promptly t•eport in writing to Engineer any conflict, eri•or, ambiguity or discrepancy which Contractor may discover and shall obtain a written interpretation ar clarification from Engineer before proceeding with any work affecled tliereby. Tn the event of a contlict 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 llis Bid." Delete Paragraph 3.01 B, of the General Conditions in its entirety and i�iseri the following in its place: � � � � � :��`[I7 C. Evidence of I+�surance: Before ariy Work at the Site is started, Contractor shal{ deliver to the Owner, with copies ta each additional insured identified in the Supplementary Conditians, certificates of insurance (and other evidence of insurance whicl� Owner or any additional insured may reasonably request) which Contractor is reqt�ired to purchase and maintain in accardance witli Article 5. Amend Paragraph 2.07 A. by adding the fallowing: Such acceptance of the contract campletian scliedu]e in no way affects fhe Conta•act Times. Add a new paragraph immediately after paragraph 2.07 of the General Conditions which is to read as follaws: 2.08 Chunge i� Conlract Time A. The Contract Times may be changed only as set farth in Article 12 of the General Conditions, and a progress schedule shall not constitute a change in the Contract Times. " Amend Paragraph 3.O1 A. by adding the following: The title and ]ieadings contained in the contract documents ai7d the subject arganization are used only to facilitate reference, and in no way define or limit the scope of intent of any af the provisions of this contract. Add to paragraph 3.0 ] b. The Contract Documents comprise tl�e entire Agreement between Owner and Contractor. The Contract Documents may be alte'•ed only by a Modification. Amend paragraph 3.03. A.3. of the General Conditions by striking out the following wards: "that Contractor s13a11 not be liable to Owner or Engineer for failure to repart any such conflict, error, ambiguity ar discrepancy unless Contractor knew or reasonably should have known thereof.'° and add the follawing: In the event of a conflict in the Drawings, Specifcations, or other portions of the Contract I7ocuments 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 iiisert the following in its place: 4.02 Exaanrr�alio�r of Plans, Specrfrcations and Sile of the Work A. Bidders are advised that the plans, specifications and ather documents listed in Paragraph 4.d2 C sllall constitute all tlie information which the Owtter shall furnish. Bidders are required, prior to submitting any proposal, to review the plans and read the specificatians, proposal, cantract 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 che accessibility of the work and all attending circumstances affecting the cost of doing the wark ar time required for its completion; and to obtain all information required io make an intelligent proposal. s�� SC-17 B. No information given by the Owner or any of�cial thereof, other than that shawn an the plans and contained in the specificatioiis, propasals and other contract documents, shall be binding upon the Owner. Bidders shall rely exclusively upon their own estimates, investigations, tests and other data which are necessary for full and complete information upon which the pg•oposal may be based. Any bidder, by submitting his bid, represents and warrants: that he has prepared his bid in accardance with the specifications, wiih full knovvledge and understanding of the terms and provisions thereof, that he has reviewed, studied and �examined the bid prior to the signing and submission of same; and that he was cognizant of the terms of his proposal, verified his calculations and found them to be correct arid ag�•ees to be bound thereby. Delete Paragraphs 4.03 and 4.04. af the Genera] Conditions in their entirety. Deleted lntentionally. Delete Paragraph 5.02 A. of the General Conditions in its entirely and insert the fallorving rn its place: 5.02 Licensed Surelies and Insue°ers A. All Bonds and insurance required by the Contract Docurnents ta be purchased and maintained by Contractor shal[ be obtained from surety oi• insurance companies that are duly licensed or authot'ized in the jurisdiction in evhich the Project is lacated to issue Bonds or insurance policies for the limits and coverages so required. Such surety and insurance companies shall aiso meet such additional requirements and qualifications as �nay be provided in tlte Supplementary Conditions. Delete Paragraph 5.03 B.: The limits of liability for the insurance required by Paraaraph 5.04 af the General Conditio�is sl�all provide as a minimum the coverage indicated in the document entitled "City of Denton Insurance IZequirements for Contractars" that follows these Supplementary Conditioi7s and not less than the amounts required by Laws and Regulations. Amend paragraplt 5.04 B.7. by changing "two years" to "three years", Delete Paragrapli 5.06 A, of tlie General Conditions in its entirety and insert the following in its place: A. Cantractor shall purchase and maintain property insurance upon the work at the site on a replacement cost basis with a limit not less than 100% of the ProjecYs replacernent value t.hereof (subject to such deductible amounts as may be provided in these Supplementary Conditions ar required by Laws and Itegulations). This limit should include "soft cast," or expenses relating to the construction project(s) over and above those costs whiclt would have been incurred if there had been no lass. These sofi costs should include, but nat be limited to, interest, additional taxes, advertising/promotional expenses, additional commissioiis, loss of rents, architects or Engineering fees. This insuraiice shall: 1. include the interests of Owner, Contractor, SubContractors, Engineer, Engineer's Consultants and any other persons or entities identified in paragraph 5.04 B.1 (SG15) of these Supplementary Conditions, each ofwhom shall have an insurable interest and sha11 be listed as an additional insured; 2. be �vritten an a Builder's Risk "all risk" or open peril or special causes of ]oss palicy form that shall ai least include insurance for physical loss 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, theft, vandalism and malicious mischief, earfhyuake, collapse, deUris removal, demolition occasioned by enforcement of Laws and Regulations, water damage, and sucl� other causes of loss as may be specifically required by the Supplementary Conditions; 3. include expenses incurred in the repair or replacement of any insur�ed property (including but nat limited to fees and charges of Engineers and architects); 4. cover materials and equipment in transit to the Project site, and materials that the Cantractor has taken possession of whether stored at the Project site; 5. allow far Partial Utilization af the Work by Owner; 6. include testing and startup; and 7. be rnaintained in effect until final payment is made unless atherwise agreed to in writing by Owner, Contractar, and Engineer with thirty days written notice to each other additional insured to whoon a certificate of insurance has been issued. The policies of insurance required to be purchased and maintained by Contractor iii accordance with this paragraph 5.06 shall camply with the requirements of paragraph 5.06 C. � � � Delete Paragraph 5.06 B. of tl�e General Conditions in its enCirety and insert the following in its place: B. Contractor shall purchase and maintain such boiler and machinery insurance or additional properLy insurance as may be requii•ed by the Supplementary Conditians or Laws and Regulations which will include the interests of Owner, Contractor, SubContractors, Enginee�•, Enginee'•'s Consultants and an}� other persons or entities identified in paragraph 5.04 B.1 (SC-15) of tliese Supplententary Conditions, each of whoxn is deemed to have an insurable interest and sha11 be listed as an insured or additiotia[ insui•ed. Amend paragraph 5.06 C by revrsing the ]ast sentence ta add the fallowing: and will contain a waiver af subrogation by the insurance company against the Owner and each additional insured. Delete Paragraph 5.06 D. of the Genera[ Conditions in its enti'•ety and insert the following in its place: D. Owner shall not be responsible far purchasing and maintaining any insurance to protect tlie interest of the Contractor, SUUCOiItI'SCi01'S, Ol' OCI7C1"S 111 ille WOH'IC, �I'he stated limits af insurance required are minimum only. Contractor shall determine the limits that are adequate. These limits may be basic policy limits or any combination of basic limits and umbrella limits. In any event, Contractor is fully responsible for all losses arising out of, resulting from or connected with operakions under this contract wbether or not said ]osses are covered by insurance. Tl�e acceptance of certiiicates or olher evidence of insurance by the Owner, Eilgineer, and/or others listed as additioual insured in Paragraph 5.04 B,1 (SC-15) that in any respect do not comply vvith the Contract i•equirements does not release the Contractor frotn compliance herewitli, � G SC-24 . �� Delete Paragraph 5.06 B. 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 Canditions in its entirety and insert the following in its place: 6.05 Substitutes and "Or Equals" A. Where equipment and praducts are specified by name, no substitutes or "or-equal" will be considered or approved unless tlie term "or-eqnal" is included in the acceptable manufacturer section of that Specification. I. If substitutes pr "or equals" are specifically pertnitted %r consideratioii by the individual Specifications, they must be submitted and wilt be reviewed and evaluated in accordance with the provisions established in General Condition paragraph 6.05 and in Division 1 ofthe Specifications. Any determination made by the Engineer is subject to the review and approval of the Owner and the Ownet•'s determination shall be final. Amend paragraph 6.05 B. by changing the reference in the last sentence fram 6.OS.A.2 to 6.OS.A. ] Amend paragraph 6.05 C. by deleting the lhii•d sentence and replacing it with the fallowing sentence: 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 or Field Order. � An�end paragraph 6.05 E. by changiiig the reference in the first sentence from 6.OS.A.2 to 6.OS.A. In additian, amend paragraph 6.05 E. by deleting the word "substitute" in all locatians and replacing it with the phrase "substitute or "or- equalS999. SC-27 f.Y�' �;3 Amend paragraph 6.06 A. by adding the followii�g to the last sentence: tinless called for in the Contract Docurnents. Add the follo�ving text at the end of 6.06 Concerning SubContr•ac[ars, Suppliers, and Others, Part G: No work may be performed by any SubContractor until the Contractor executes a subcontract with SubContractor which, as provided in this paragraph, expressly incorporates the provisions of the contract documents as binding on and app]ying 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 narne of the SubContractor, the date the subcontract was executed and the value of fihe executed subcontraci. No work may be performed by any SubContractor until the written documentation is provided following execution of the subcantract, The Contractor aiso must provide written notificatioii of any amendment or changes in any subcontract value. SC-29 � � Add a new paragraph immediately after parag�•aph 6.06 G of the General Conditions which is to read as fallo�vs: H. Owner or Engineer may fuo•nish to any such SubContractor, Supplier, or other person or arganization, to the extent practicable, information about amounts paid to Coniractor in accardance with Contractor's Application for Payment on accaunt of the particular SubCantractor's, Supplier's, other person's ar other organization's Work. Add a new paragraph immediately after paragraph 6.08 A of tlre General Conditions which is to read as fallows: In accordaiice with the Federal Water Pollutioii Control Act, 33 U.S.C. Para. 1251-1387 (1990), also known as the Clean Water Act, as amended in 1987 and codified at 40 C.P.R. Part 122, the Contractor shall be required to abtain a stormwater discharge permit foa- construction activity fi•om the United States Environmental Protection Agency (EPA). Under current regulations, construction activicies including clearing, grading and excavatian, must be permitted for storin water discharge unless the opea•ations result in the disturbance of less than fve acres total ]and areas which are not part of a larger comman plan of development. The Contractor is required to submit a Notice of Intent (NOI) for stormwaier discharges associated with industrial activity under the NPllES General Permit with EPA at least two days prror ta the date on which construction is to commence. In addition the Contractor shall prepare and i•etain on-site a Stormwater Pollution Prevention Plan in accordance with EPA requirements. Add a net� paragraph immediately after para�,raph 6.09 C. of tlae General Conditions wliicla is to read as foflows: ll. All Sidders are required to complete and submit with their Bid the Vendor Compliance to State Law form, which follows the proposal. Add tl�e fo[lowin� language at the end of the first sentence of paragraph 6.10 A. of the General Conditions: The Owner quali�ies as an exempt agency as defined by the statutes of the State of Texas. The Cantrttetor shall comply witla all statutes and rulings afthe State Comptroller. � Add ttie following sentence to paragraph 6.12 of the General Conditions: Drawings submitted upon completion of the project will be submitted by tl�e Contractor on full size set of constructSon plans. � Revise paragraph 6.13.A.3 of the General Canditsons to read as fallows: other praperty at the site ar adjacent thereto, including trees, shrubs, lawns, lawn irrigation systems,..... Add tlle Collo�vinb paragraphs to Ariicle 6.13.B of the General Condiiions: The Contractor shall comply with the provisians of the Occupational Safety and Health Act af 1970, and the standards and regulations issued thereunder and waa•rant that all work, materials, and products fumished under this contract will conforrr, to and comply with said standards and regulations tivhich are in existence on the date af this contract. The Contractor further agrecs to indema�ify and hold harmless tl�e Owner and the Engineer for all damages suffered by tlle Owner and the Engineer as a result of the Contractor's failure ta comply witl� the Act and the � �"� Standards issued tl�ereunder and for the failur� of any material and/or equipment furnished under this contract to so camply. `J'kiu Cor�t��e�or sltall also comply with all a��-tinent provisions of the "Manual of ��;i�ent Preventiun in Constru�tic�a�" is��! by the Associated General Cc�ztts°actors of America, Inc., if not in co��i`ls`ct with those of the Occupational Safety and Health Act of 1970 and shall maintain an accurate record of all cases of death, occupational disease, and injury requiring medical attention or causing loss of time from wark, arising out of and in the course of ernployment or work under the contract. T'he Contractor alane slrall be responsible for the safety, efficiency, and adequacy of his equipment and employees, and 1'or any damage which may result from their failure or their impraper construction, maintenance or operation. . . Per Texas House Bill 1569 effective as of September l, 1989, it shall be the �•esponsibility of the Contractor to provide and maintain a viable trench safety system at all times during constructian activities. The Contractor is directed to become knowledgeable and familiar with the standards as set forth by the Occupatianal Safety and Health Administratian (OSHA} for trench safety that will be in effect during the period of canstruction of the project and the contract is responsible for canforming to such regulations as prescribed by OSHA standards. A bid item far h•ench 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 reGuired because of the action taken by Coniractor in response to such an emergency, a Work Change birective or C)lange 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. Ail Shop Drawings shall be in strict compliance with the Contract Documents, The Contractar may seek a deviation by requesting a Modification. All approved Written �mendments, Change Orders, Pield Orders and/or Wa�k Change Directives shall be incorpo�•ated into the Shop Drawings. Tl�e Cantractor may submit a Shop Drawing or sample that varies from compliance �vith the Conh•act Documents providing the submittal is accompanied by a Shop Drawing Deviation Request. lf the proposed Modification is approved by the Bngineer, the submittal will be considered to be in strict compliance with the Contract Documenis and it will be reviewed in accordance with tlie Conlract Documents. If the proposed Modificatian is nat approved, the submittal will be returned to the Contractor with appropriate comments. All Shop D►�awings shall bear a duly executed statement by the Contractor as set foi-th hereinunder. ��.. ��__��.� ,�_ �]IC� SHOP DRAWING HAS BEEN REVIEWBD AND DETERMINED TO BE IN ❑ COMPLIANCE ❑ COMPLIANCE SUBJECT TO APPROVAL OF ATTACHED CHANGE ORDER/FIELD URI7ER ANll WITH THE CONTRACT DOCUMENTS AS MODIFIED BY ADDENDA, CHANGE ORDER AND F1ELD ORDER. CO%I7' CT°OR �....�, ,. BY �Y��►/ �-- – -� � � _ , � � �DATE —.�., _ a n. , w.��.__ _ � Delete Paragraph 6.17 C. 3. of the General Conditions in its enti�•ety 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 tlie submittal is accompanied by a proposed Change Order or Field Order. If the proposed Change Order or Field Order is approved by tl�e Engineer, the submitta] will be eonsidered in strict compliance with the Contract Documents. Submittals under this provision skiall bear� a duly executed statement by the 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, tl�e subenittal rvill be reviewed in accordance with the Cantract Dacuments. If the Change Order or Field Order is not appraved, ihe submittal will be returned to the Contractor with appropriate comments. Delete the fallowing from 6.1i D.3. "unless Contractor has in writing cailed Enginecr'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 variatioi� by specific w�•iiten notation thereof incorporated in or accornpanying the Shop Drawing or Sample approval" � Delete the last sentence in para�'aph 6.17 E. The following sliall be added; All resubmittals shall be in strict compliance with the Drawings, Specifications and Contract Documents, and only the changes permitted from the prior subrnittal shall be modifications or additional information addressinb specifically the Engineer's previous comments. �17 Delete the fallowing from paragraph 6.18 -"or as Owoier and Contractor may otherwise agree in writing." Add the following ]anguage at thc end of the second sentence of paragraph 6.18 of the General Coriditions: Contractar assumes and bears resPonsibility for all costs and time delays associated svith any variation from the requirements of tlie Contract Documents. � -� Delete the followin� fi•om paragraplt 6.20. —"but only to the extent caused b any Subcont,•actor, any Supplier, or any individuaf or entity directly or indirectly employed by any af them to perform any of thc Work or anyonc for whose acts at�y of the n'ay bc liablc" replace witti the following language: IS CAUSED IN WHOLE OR IN PART BY ANY NEGLiGENT ACT OR OMISSION OF CONTRACTOR, ANY SUBCONTRACTOR, ANY SUPPLIER, OR ANY 1NDIVIDUAL OR ENiITY DiRECTLY OR 1NDIRECTLY EMPLOYED BY ANY OF THEM TO PERFORM ANY OF THE WORK OR ANYONE FOR WHOSE ACTS ANY Or THCM MAY BE LIABLE, Ti�tl�(��l�fl_i__1+�;�� OF WiiETHER OR NOT CAIJSF,D IN PART YiY ANY ��:�.��;z� .olt ��w[�� oF A1v a�v��rv��a�.i� oR ENTrT� rr�i��rt��a�:r� ��.�Y��,��r�� ort WHETHER LIABILITY IS IMPOSED • UPON SUCH ��']:��°.f�'f1'�li��lM� PARTY BY LAWS AND i��(�i3i �.i X+��IS RF��tir"�Iti)��s4'� OF THE N,��i�i(=T�1�'t.��, OF ANY SUCH.1�i�1'�ft�)1t�,�,, OR ENTITY. �'� Add the follawing paragraph after Paragraph 6.21 Delegation of Professiona! Desigrr Servrces: 6.22 Perfa°mance of Wor& by the Con1r•actor Contractor Participation: Except as otherwise provided, the Contract shall perform no less than 25 percent (25%) of the work with i�is cawn o3��t�ization. The on-site p�-�r�uction of materials prc�c�t�e�:d by other than the �c��ff�ffai.tor's fo��s shall be consi�ereal as be��., subconfracted. If, duri�� the progress of wark #rca��trnder, the Contractor �-equt^�l� a reductit�� in such participation percentage and the Owner determines that it would be to the Owner's advautage, the percentage of wark required to be performed by the Contractor may be reduced; provided, written approval of such reduction is obtained by the Contractor from tl�e Owner. � � � � � �� Delete Paragraph 8.01 of the General Conditions in its entirety and inseri the following in its place: 8.01 Communicatioits ia Contractor. A. Owner will issue project communications related to the administralion of tl�e Construction contract through the Engineer. Delete Paragraph 8.02 A of the General Conditions in its entirety and insert the following in its place: A. in the case of terminatian oithe emplayment of the Engineer, Owner will notify the Contractor of their intent to appoint a different Engineer to the Project. Contractor may voice any objections with regard to the Owner's replacement Engineer within a reasonable tirne set by tlie Ows�er and Owner will take these objections (if any) into consideratian before appointing the new Engineer. Amend Paragraph 8.09 A. by adding tlae following: Any failure or neglect on tite part of Owner, ar Enginccr to enforce provisions I�erein dea3ing with superv�sd�t�, control, �r�sf��t;ti��r�, �c�l�t�g or acceptance and approval af the work sla,�ll never c��ed-�i� to relieve Contracts�� from full cr�a��ii��nce ��itl� the contract documents nor render Owner li�l�ie to Con�r�cic��• for rnoney damages, extensions of time or increased compensation of any kind. Delete paragraph 8.10 in its entirety. Delete Paragraph 9.01 ofthe General Conditions iit its entire4y and insert the follawing in its place: 9.01 Authority of Engineer A. Engineer is the Owner's representative during the conslrt�c�[�on per•ic�d. Ht�we�r�i•4 any ci�t�rmi��l:ion made by the Engineer is subject to the review and appre�val of the O��j��x� and il�� Owncs�'� e��:,I�:rminati,�s� si3��1 be final. Delete Paragraph 9.03 of the General Conditions in its entirety and insert the following in its place: 9.03 Project Representative A, i"I�� Owner ��aa� eluc�� n have a Resident Project 1��'�sentative an the Site. The Owner ��aa�w� also la�v�; an assistanf P.c�;adent Pi•��jc;ct t�e.�as��sentative on the Site CI�� will repa'-t directly to the Resicici7t Pr��.ct Representative. The duties, responsibilities and the limitations of authority of the Resident Project Representative, and designated assistants, are as fallows: 1. Resident Project Representative is the Owner's agent at the site, will act as directed by and under ihe supervisian of the Owner, at�d will confer with Owner regarding Resident Project Repr�esentative's actions. Res�dent P►-oj�.�:� lsepresc��t�tive's de;�9ira�� in mattrw�:� ��c�:�•t�ir�°ss�� to the ��-�ite Work shall in ��x��al be with eitlr�r the O��a�c:� and CJc��ractor, k��ng all }��xi�t��s ��d as r�e�.�:ssary. Resident i's�c��ct Representative's dealin�s with SubContractors shall only be through or with full knowled�e and approval of Contracto�•. Resident Project Representative shall generally communicate with Qwner witli the knowledge of and under the direction of Owner. B. Duties and Responsibilities of itesident Project Representative and designated assistants: I. Schedules: Review the progress schedule, schedule of Shop Drawing submittals and schedules of values prepared by Contractor and costsult with Owner concerning acceptability. 2. Confe�°i;r�ces ��3�i Meetin�;�: Attend meetia��,s with C��ts•ac;��ar, ��a�l� as pr�c�r.istrucia�ra� cc��r�c�ences, progress meetings, j�b cor�t�t°ences �aacl other project-rel�t:�ci meeti�r�,�„ �i�� pr�,�izis•c: and �irc:�rolate cc�S�ics c��` n�i��utes thereof. Liaison: a. Serve as Ownee�'s liaison witli Contractor, working principally through Contractor's superintendent and assist in understanding the intent of Cantract Documents; and assist Engineer in serving as Owner's liaason with Contractor when Contractor°s operations affect Owner's an-site operations. b. Assist in obtaining from Owner additional details or information, when required for proper execution of the Work. 4. Shop Drawings aud Samples: a. Itecord date of a•eceipt of Shop Drawings and Samples. b. Receive Samples wlaich ai•e furnished at the Site by Contractor, and notify Owner of availability of Samples for examination, c. Advise Owner and Contractor of the commencement of any Work requiring a Shop Drawing or Sample if the submitta] lias not been approved by Owner or Engineer. Review of Work, Rejection of Defective Work, Inspectians aaid Tests: a.. Canduct on-site observations of the Work in progress to determine if the Work is in general proceeding in accordance with the Cantract Dacuments. b. Report to Owner whenever Resident Project Representat.ive believes that any Work will not praduce a completed Project that conforens generally to the Contract Documents or will prejudice the integrity of the design concept of the completed Project as a functioning whole as indicated in the Contract Documents, or has been damaged, or does not meet the requirements of any inspection, test or approval required ta be made; and advise O,vner of Work the Resident Projeet Representative believes should be corrected or rejected or should be uncovered for observation, or requires special testing, inspeclion or approval. c. Verify tliat tests, equipment and systems siart-up and operating and maintenance training are conducted in the presence af appropriate personnel, and the Contractor maintains adequate records thereof; and observe, reco��d and report to Owner appropriate details relative to the test procedures and start-ups. d. Accompany visiting inspectors representing public or other agencies having jurisdiction over the Project, record the resuits of tlaese inspectians and report to Owner. 6. Interpretation of Contract Documents: Report to Owner when clarifications and interprelatians of the Contract Documents are needed' and transmit to Contractor clar�lfications and interpretations as issued by Owner. 7. Request far Revisions: Consider and evaluate Contractor's suggeslions for revisions to Drawings or Specifcations and report with Resident Project Representative's recommendations to Owner. Transmit to Contracior in writing decisions as issued by Owner. 8. Records: a. Maintain at tl�e job site orderly files for carrespondence, reports of job conferences, Sllop Drawings arid Samples, repraductions 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 correspondencc received from and delivered to Contractor and other Project related documents. Reports: a. Furnish to Owner periodic reporis as required of progress of the work and of Contractor's compliance with the progress schedule and schedule of Shop Drawings and Sample submitlals. b. Consult with Ovvner in advance of scheduled major tests, inspections or start of important phases of the Work. c. Draft propased Written Amendments, Change Orders and Work Change Directives, obtaining backup material from Contractor and recammend to Owner Written Amendments, Change Orders, Work Change Directives, and Field Orders. d. Repart immediately to Owner the occurrence of any accident. ] 0. Payment Requesfs: Review Applications for Payment with Contractor for compliance witlt the established procedure for their submission and forward witll recommendations to Owner, noting particularly the relationship of the payment requested to the sehedule af values, Work completed and materials and equipment at tlie Site but nat incorporated in the Work. 1 i. Certificates, Maintenance and Operation Manuals: During the course of tl7e Work, verify tl�at certiiicates, maintenance and operation manuals and otl�er data required ta be assemblcd and fur•nished by Contractor are applicable to the items actually installed and iri accordance ��ith the Contract Documents, and have this material delivered to O�vner for review and forwarding to Owner pt-ior to final payment for the Work. 12. Completion: a. Before Owiier issues a Certificate of Substantial Completian, submit to Contractor a list of abserved items requiring completion or coreection. U. 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 jurisdictian over the Work. c. Conduct a f7na] inspection in tlie carnpany of Uwner and Contractor and prepare a final list of items to be completed or corrected. d. Observe wliether al] items on final list have been completed or coe-rected and make recommendations to Owner conceming acceptance. � � C. Limitations of Authority of Resident Project Representative and designated assistanis: � 1. Shall not authorize any deviation fi�om the Contract Documents or substitution af materials ar equipment (including "or-equal" iterns), unless authorized by Owner. 2. Shall not exceed limitations of Owner's authority as set forth in Agreement or the Contract Documeuts. 3. Shall not undertake any of the responsibilities of Caniractor, SubContracior, Suppiiers, or Contractor's superintendent. 4. Shall not advise on, issue directions relative to or assutne control over auy aspect of the means, methods, techniques, sequences or procedures of construction unless such advice or directions are specifically required by tl�e Contract Documents. 5. Shall not advise on, issue directioi�s regarding or assume control over safety precautions and pragrams in connectian with tlie Work or any activities or operations of Owner or Contractor. 6. Shall not accept shop drawing or sample submittals fram anyone other than the Contractor< 7. Sliall not paa�ticipate in specialized field or laboratory tests or inspections conducted by others, except as specifically authorized by Oevner. Delete Paragra�ah 9.04 of the General Canditions in its entirety and insert the following in its place: 9.04 Authof�ized Yarialion,s irz N�ork A, Engineer may authorize mii�ar variations in the Wark from the requirements of the Contract Documents whiclx do not involve an adjustment in the Contract Price or the Contract Times and are compatible with the design con��># of the c��as��leted �'r�ject as a iur�r:t�r�rring �v��calc� �s in�icatc�d by the Lc�nir�act Doc.�.�r��r��. Tl�e:�� may be accomg�Iis}�ed by a I�i��d Orci�a°, The Co��ir��ci:�sr shall �ac��ity the �':ra�;it�cer in w�°itir��, prior tc� l�e�,inj-�ing �i��r Work addressed in a Field Order if the Contractor does not agree that the Work involved represents'ao additional cost and/or time change in the Contract Documents. Delete Paragraph 9.07 of the Genera] Conditions in its entirety and insert the following i�3 its place: 9.07 Delerminations for Unit Prrce Work A. Engineer will determine the actual quantities and classifications of Unit Price Work performed by �"sanl��cAc�r. };r��ix��i° �vili r�rs�4rv witla �r�nti��tc�r ��c i;r��irz��:r'�: ��re.li�'�ia��ary ��tc.i�rr�i��ati�rrs u�� s�.s�l� rr�aite��s �,cfc�i°e rre��icri��; �� vrit&��t tleui�iva� ili€;�-�� y �°ecaa��rnc:�tt��d�t��t c�1`<tn ��a�}lieaiacata �ct�° }'t�)tsnutat c��' s�t}�etd�fis��. i�;r'��r1t�-r�s �v�-it�s��i ��clsic�z� ti�c�°ecsn a>> s��t�j�:�;t ts� t��e ��evi�� aa�ri �f�p�rc}v�l of'tl�e. (��v�� a�� iise <)�vrr�a•'� tt�.t�r�ns��ra�ic�� hall l�e final as provided in 9.01 A. Delete Paragraph 9.08 of the General Conditions in its entirety and insei-t the follorving in its plaee: 9,08 Decrsions on Requirements of Contract DacumeszPs and Acceplabfliry of Work A. E�t�;�n�er� �vill be the initial izztcr��=ic:A' c�i'tEic; a'�,��sis'a��^•xa�s +�i ihe Contract Documents and judge cai ti�� acceptability of il�c 11'nrk tliereunder. Cl�s�cat�, cli��it�s�;,, �s�� atl��i t�a�tte-��s relatin� to the acceptability of the l'v'r��k, the quantities and classifications of Unit Price Work, tlle interpretation of the requirements af the Coneract Documents pertaining to the performance of the Work, and Claims seeking changes in thc Contract Price or Contract Times will be referred initially to Engineer in writing, in accordance with the pa�ovisions of paragraph 10.05, with a �� request for a formal decision. Engineer's formal decision thereon is subject to tl�e review and approval of the Owner and the Owner's determination sliall be final as provided in paragraph 9.OlA B. The rendering of a decision by Engineer 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 the 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 such claim, dispute, or other rnatter. Uelete Paragraph ] 0.05 of the General Conditions in its eniirety and irisert the followirig in its place: 10.05 Claim,s A. Notice: Written notice stating the genei•al nature of each C1aim, dispute, o�- other matter sllall be delivered by the claimant to Engineer promptly (but in no event later than 7 days) after the sta�t of the event giving rise thereto. Notice of the amount or extent of the Claim, dispute, or other matter with supporti�ig data shall be delivered to the Engineer within 30 days after the siart of such event (unless Engineer allows additional time for claimant ta submit additional or more accurate data in support of such Claim, dispute, or otlaer matter). A Claim for an adjustment in Cantract Price shall be prepared in accordance with the provisions of paragraph 12.O1.B. A Claim for an adjustment in Contract Time shal3 be prepared in accordance witli the provisions of paragraph 12.02.B, Each Clairn sliall be accompariied 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. 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 raritten a�ecommeridation within the time stated in paragraph 10.O5.B, a decision denyi»g the Claim in its entirety shall be deemed to have been issued 31 days after receipt of tlie last submittal ofthe claimant or the last submittal of the opposing party, if any. D. No Claim for an adjustment in Cotitract Price oc• Conts•act Times (ar Milestones) will be valid if not submilted in accordance with this paragraph 10.05. � Add the fallowing paragraph after Paragraph 10.05 Claims, Part B Nolice: C. Srebcontractor claims, Duty of Caa[raclor As provided in paragrapl� 6.06 G, the provisions of the contract documents ar-e binding on arrd appIy to SubContractors insofar as they are applicable to the work performed by the SubContractor. This especially includes, without limitation, the terms of the general conditions, and a�iy addendums or supplementary conditions modifying tlte general conditions. In regard to any claim for additional time, additional compensation, or other damages filed by a SubContractor against the Contractor, ihe Contractor agrees to thoroughly review and analyze the claini in good faith as to its merits and amount. Contractot• also agrees that it will not present or pass the claitn through to the Owner as if it were the Contrator's claim, if the claim is subject to any valid legal or equitable defenses available to either Owner or Cor�tractor 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 SuUCo�atractor claim is suUject io any valid lega] or equitable defense under the contract documents, the subcontract, or applicable statutory or case law, Contractor shall, as a condition precedent to lF�e �ling of any claim against the Ow�,er b� virtue of any derivative liability of the Owner undcr the contract documents or applicablc law, defend against the invalid �e�l:r�.t�ntractor claim in a court oY coi�r��tent jurisdicti�r�, at Coritr�ctor's sole cosl and ea��+�ir4e. Failure of Contractor to defend ��>�aLnst invalid Si��C"��'rtractor ctt�itns as required in this paragraph sliall constitute a complete aaid unequivocal waiver of any right of Contractor to seek +Y�.'il �'� � SC-57 SC-58 SC-59 reimbursement from Owner. Furtller, if the Contractor fails to provide the defense required above, Contr•actor shall be obligated to indernnify aud reimburse Owner for all expenses and costs, including but not limited to attorney's fees and expert witness costs, incurred by Owner in defending aray lawsuit based upon a SubContractor claim, in which lawsuit a valid legal or equitable defense was available under the conteact documents, the subcontract or applicab]e stafulory or case law. In Scction 10.05 Clainrs, 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 Generai 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 shal] not include any of the costs itemized in paragraph 1(.Ol B.°' and adding the following: "those paid for the Work included in the Contract Price, shall include anly the following items, and shall not include any af tlie costs itemized in paragraph 11.01 B. Contractor shall provide certifted payroll records listing personnel classifications and salaries for all individuals involved in additional Work. Salaries far those not included in the certified payroll will be considered as being eompensated under paragraph I 1.01 B:'. Amend paragraph 11.01 A.1 of the General Conditions by striking out the following rvords in the second sentence: "without limitation superintendents, foreman" and adding the following: "one foreman (unless agreed upon prior to beginning Work). Amend paragraph 11.01 A.1 af the General Cottditions by striking out the following words in the last sentence: "be included in the above" and adding the following: "not exceed i.5 times regular pay and shall be included in the above" Amend paragraph 11.O1 B.1 by adding the following ta the 1 ist of excluded personnel in the first sentence: Supe�•intendents Amend paragraph 11.01 D. by modifying the sentence to read as follows; "..... and submit in a form and at intervals acceptable to Engineer ..." Delete Paragraph 11.03 C, of the Genera] Conditio�is in its entirety and insert the following in its place: C. The unit price of an item of Unit Price Work shall be subject to reevaluation and adjuslment in accordance with paragraph 10.05 under tl�e 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 vaeiation in the quantity of that particular item of Unit Peice Work performed by the Contractor diflFers by more than twenty percent (20%) from the estimated quantity of such item indicated in the Agreement; and 2. if there is not corresponding adjustments with respect to any other 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 tlie Unit Price, either tl�e Owner or Contractar may make a claim for aei adjustment in the Contract Price in accordance with Article ] I.OI if the parties are unable to agree as to ihe efiPect ot� any such variation in the quantity of the Unit Price Work performed. Add new paragraph following 11.03 11.04 No Claims for Delays A. The Contractor agrees to make no claims for damage far delay in the performance of the Contract oc��si��i��i by any act �r ��mission tr� �ct oi'the �rvd��::�°, Engi�l�cr-, or any of the Engineer's or Uwnet�`s ��it�, and agr�es �i�x�t any such cf�i�3 shall be �raliy compeJ�saled by an e�t�nsion of time, as set forth in a Ch��r��e �r��s�r, to complete performance of the work as provided herein. Delete Paragraph 12.01 A. ofthe General Conditions in its entirety and insert the following in its place: A. The Cantr�c� Price rriay �r�fy be cltar��d L+y a Change Order or Writte�� Ar��r��iment. Any �l�im by Contractor far an adju�ta:��.nt in t��c �:'c�r�tract P�•icc: slt�li be io7 wi-iting to the En�ist�er ��ros� will be proc�:��ed in accordance with Article 10 hereof. Delete Paragraph I2.02 A, afthe General Conditions in its entirety and insert the following in its place: A. The Cantract Times (or Milestones) may only be changed by a Change Order or Written Amendment which shall be pi•ocessed in accordance with Article 1 O hereof. Amend paragraph 12.03 A. b}� deleting "abnormal weather condition." Add following: No time extension will be allowed far weather conditions. Add the following paragraph to 13.03.B of the General Conditions: 13.03.B3 for iests or inspections resulting from failure of initial iest ared inspectians. The Contractor sha[1 be responsible for payment of these tests and inspections. Add the following to 13.03 of the General Conditions: During the progress of the work, all maierials, equipment and woc•kmanship shall be subjected ta such inspections and tests as will assui•e conformance with the contract requirements. Inspections and tests as required will be performed by an independent testing laboratory approved by the Owner and paid far by the Contractor. All inspection and testing reporls sliall be furnished to the Owner and the ]Engineer as they are completed. The Contractor shall be respansible Por coordination of all testi�ig. The Owner shall have ihe right to perform additional testing by its own testing laboratory if it desires. The Contractor shall fiumish at his expense all necessary specimens and samples for sucl� additional testing. Any test results by the Owner or his representative nat meeting the specifications will require additional tests and inspections paid for by the Contractor. The Engir�eer will determine the additional testing and extra inspection required to obtain substantial conformance with the Contract. � ; , ,, ��►7 In the event materials, canstruction items or products incorporated in the work fail to satisfy the minimum requirements of the initial test, apprapriate additional tesYs shail be made as directed by tlie Owner to determine the extent of the failure and to verify tliat the corrective measures have brbught the item up to specificat'ron requirements. The cost of all testing necessary Co deterrnine the extent of tlie faiSure and the adequacy of the corrective measures shall be the responsibility of the Contractor. Tests, unless otherwise specired, shall be made in accordauce with the latest snethods of the American Socie�}� for Testing and �atuA�ials. The Conli•actor shall ��s�cseride �;t�r_.1� ��c:�lities as the Owner may require for coll�ctsg�g and farwarding �an��sles and shall not use the maf�7°i�� rey��=;er��t! by the samples until tests have been made. The Contractor shall furn'rsh adequate samples w�ithout charge. The inspectians and tesls E��: by the C.iwratr, its inspecic��°� or ��;eaats shall ordis�ao•ily be made wx��oout cost to the Contractor unless otherwise �x��c=�sly specif �ccl in the canta°��c:i docui��cr�is. The C;c��tr�actor shall %��gsh without �t��i�i�� rc�st t�i tlat; CC�r�t:�r w��ch a��t�ri�l� f�sa tc�scin� ¢�s a:��ay iae ��.s�s�a��z%1,3' ti�c.c��s��z. I�etcsii��; afEcr f�iiure tcs,��s tesi:� �h��i t,c �t lhe ��is�7;� of i�� ca��irfzc;te�r. �i�catalci t��c �.�u�°ccr�t��,a�. cat` r��ct��! r�a�t�s•�cal c�r ��;��ac.i�t �c: �a�aa°�'��cad��iy i�r�c°, t�� s��t�ition�rl ��st c�i' �tzc:is in;;�acc,tir��as �P�d t��;t� ��ulti�b� tl��:t•c;�i�t�a�� si��ll �Sc l��srr�� l�y i��c Contractor. The Owner shall judge wliat is extra inspection and shall determine the adc3itional cost thereby and payable by the Contractor. Delete Paragraph 13.04 of the General Conditions in its entirety and insert the follawing in its place: ] 3.04 Uncvvering 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 Contractar's expense. B. la� circumstances different from 13.04 A above, if �ngiueer considers it necessary or advisab[e that covered Work be ob,,ei�ve� by the l;i��,i�7c.��° or ins�ccie� t�r tested by �tlt�:�°s, Co��tr�ctor at 1:��;ineer's request, shall uncover, expose, or c�iis�r�erise ma�e ;��k��i3le for t�t�:�e��v�tion, inspe�ti��r�, or testin� as Et�t�iia�er may require, that portion of the Work in question, furnishing all necessary labor, material and equipment. If it is found that such 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 caurt or arbitration or other dispute rescaiutian co;�b} �i'°isi��; aut of or relatirig to such uncc��r�r�r��,� exposure, ok�se�-v��ii�an, inspectian, ;�r�c� testix��„ �a�d of satisf�'c.tory r��l�c;cris�:ra[ or reconstruction (including l�t�t r��rt 7imited to all �t�sti�; +af repair or repf��c€nent a�sf w�a�°k of oCliers); and Owner shall be entitled to an appropriate decrease in the Contract Price. Add the following lo paragraph ]3.07 A.: When ��c�°�,�� accept�rsc� of a�ia�stzaE�tia�l� Co�x�}�I�ted pos�i�°�r� ��#° tlae W�rrt� is ac�c�a��lished in tl7e ��arir�er indicated, the c�3�-r�°;ction ner�nc! for th�t �'cartic�� nf" the G��as�k shall c�r��r�ei�r� �� tl�c time o�" ��E.i�tantial completie<�n ��f that Work. Delete Paragraph 13.08 A. af the General Condilions in its entirety and insert the following in its place: A, Tf, instead of requiring correction or removal and replacement of defective Work, Owner (and, prior to Engineer's recommendatian of final payment, Engineer) prefers to accept it, Owner may do so. Contractor shall pay al] Claims, casts, losses, and damages (including but not limited to a(l fees and cllarges of Engineers, architects, attorneys, and other professionals and all caurt or arbitration or other dispute re5olution costs) attributable to Owner's evaluation of and determination to accept such defective Work (such costs to be approved by Engineer as to reasanableness) and the diminished value of the Wark to the extent not otherwise paid by Cantractor pursuant to this sentence. If any sucl� acceptance occurs prior to Engineer's recommendation of fnal payment, a Change Order will be issued incot•porating the necessary revisions in the Contract Documents with respect to the Work, and Owner shall be entitled to an appropriate decrease in tlie Contiract Price, reflecting ihe diminished value of Work so accepted, �. ,; * �� Delete ParagrapCt 13.09 C. of the General Conditions in its entirety and insert the following in its place: C. All Claims, costs, losses, and damages (including but not limited to all fees and charges of Engineers, architects; attonieys, and other profession�.ls and all court oY• arbitration or other dispute resolution costs) incur•red 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 incorparating the necessary revisions in the Contract Documents with respect to the Work; and Owner shall be entitled to an appropriate decrease in the Coniract Price. Such claims, costs, losses and damages will include but not be ]imited to all costs of repair, or replaceinent of work of others destroyed or damaged by correctian, removal, or replacement of Contractor's defective Work. Delcte paragraph 14.01 of the General Conditions in its entirety and replace with the fallowing paragraph: The schedule of values submitted as provided in paragraph 2.OS.B3 will serve as the basis far progress payments, subject to acceptance by En�ineer, and wil] be incorporated into a form of Application for Yayn�ent acceptable to Engineer. Progress payments on accaunt of Unit Price Wark will be based on the number of units completed. Cantractor shall submit a detailed schedule of values of tlie work to be perfvrmed on the project in conformance with Section 01310 Schedules, Reparts and Payments. Delete Paragraph 14.02 A.3. ofthe General Conditions in its entirety and insert the follawing in its place: 3. The amount of retainage with respect to progress payments will be five percent (5%) of tlte total amount of completed Work and properly stored materials on ]land, In addition to the amount retained above, the Owner may retain additional amounts as set forlh elsewliere in the Contract Documents. Amend the f rst sentence of paragraplj 14.02 C. I. to read as follows: "Thirty (30) days after presentation of the Application for Payment to Owner ...." Delete 14.02 D. 1. d, Add new paragraphs immediately after paragraph i4.02 I7.l.c. of the General Canditions which are to read as follows: d. Owner has been notified of Contr'actor's failure to make payments to SubContractors or Suppliei-s or for ]abor; e, Contractor's failure to submit up-to-date record dUcuments as required by GC-6.12; f. Contractor's failure to submit monthly progress schedule updates or revised schedules as requested by the Owner or Engineer; coettrol; g. Contractor's failure ta provide Project photographs required by Specifications; h. Unsatisfactory progress �f tl7e work not caused by conditions beyond the Cantractor's ContracYor's failure to carry out instructions of the Owner or his representative; j. Owner has a reasonable doubt that tlie contract can be completed for the balance then unpaid; � SC-74 SC-75 SC-76 k. Damage to another Contractor; Claim filed by or against Contractor or reasonable evidence indicating probable filing oF claims; or m. Owner i�as actual knowledge of the occurrence of any of the events enumerated in paragraphs 14.02.B.S.a through 14.02.B.5.] or pai•agraph 15.02.A. Add a new paragraph immediately after 14.02 D. 3. Owner may permanently withhold payment from Coniract Price far a. liquidated damages incurred by Contractior, or 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 catnpliance after corrections have been made. Delete Paragraph 14.04 ofthe General Conditians in its entirety and insertthe following in its place: 14.04 5ubstunlia! Completiai A. When Contractor cansiders the entire Work ready for its intended use Conh•actor shall notify Owner and Enginecr in writing that the entire Work is subslantially complete (except for items speciiically listed by Contractor as incomplete) and reyuest that Engineer issue a eertificate of Substantial Completion. Promptly thereafier, Owner, Contractor, and ingineer shall make an inspection of the Work to detennine the status of completion. If Engineer does not consider the Work substantially complete, Engineer will notify Conlractor in w�riting giving the reasons therefor, If Engineer considers the Work substantially complete, Enbineer wil] prepare and deliver to Owner a tentative certificate of Substantial Completion wlaich shall fix the date of Substantial Completion. There shall be attached to the certificate a tentative list of items to be campleted or corrected before fina[ payment. Owner will thereafter review the tentative certificate of Substantial Completion and make a final detei•mination as ta substantial completion which will be eommunicated to the Cantractor in writing witl}in 20 days afier receipt of the tentative cerlificate. Delete Paragraph 14.07 A.] . of the General Conditions in its entirety and insert the follawing in its place: A. Applrcafion for Payment l. After Contractor has satisfactorily completed all corrections identified during the final inspeetian and has delivered, in accordance with the Contract Documenis, all maintenance and operating instructians, 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, Contraclor may make application for final payment following the procedure for progress payments. Add the �ollowing after paragraph ] 4.07 C. In the event the Contractor fails to attai❑ Substantial Completion of the entire Project (all bid items except final clean-up) within the Contract Time, tlie Owner may withhold money permanently from the Contractor's tota] compensation a sum of $1,500 per day as liquidated damages and for added expenses including Lngineering services, SG77 SC-78 SC-79 e8c. ti� dlrs: �v�,r�i tl�� c��rir•ac.&crr i'�sils ics �ttd��7 I�isro�xl f�t�st��r��.ii�7a� of �I'�� r�t�r�; �'rcij�;e1 ��I1 I��d ii��st;) will�isti ll�e t;[1tat�'�ae:� 'I�iat�c:, tih�. L7�v[�c;r i��z1! e+,°ii11Et��lci �ric�xr�y �k�r��t4�ttc;e�fl}r i:�'t�tra ilr� C°u��t�'�€:ttsr';� ttst�l er�i��r�-�c,�s�t�an a s�jats cai` ��,5[1CY ��t' cia�� s Iir�t�i�Katuc9 c�<tt��,�� r;t� ic?z' <��1�3c��i �.��reRa�c.3 Ai��ltiasiii��; ��rt�is�c.�t'in�4ttt.icc;�;, �te. 'l`i�c. i�J�u��r �vsll �c: [�ze sca3�. j�c��„e� a5 it� ��°It�t�t�� tla�°. tu��i< �� l��ta t.t�si��6c.t�;�fl ��°itl��pa ilrc �llt�itcc3 tiyr�e. 1�s:c:�t•ciirz�J;iy, il �s a��'�cc� �tt�c� u��€��r°s��ra� tiiai ��ici <�ptrc�i�rr� $� to l�� css�.c� �� ilf� ��vt�4a�,, r�t�t <�� p€��ityr t��t �s ,� ��z•�-�ic�.�roi�irreci ��t�i a�,��:e� u��a� licg��ic�a�ur� tia�t��;s:. Ac�cio4f�a��pslly, a;�:;�sst��nt ��i° }i+��ri��t�cl ��a��t��,� �y� tl�e C�wv�a�:�' ;�1�u1('��at cc��asi.it��tc :s �v�iv�r �i`il�e t"��us��r's �.i�lit �� st�� Kss�s� �c�llect ��ci<9it%c�t�<sl c��ge�aecs a��l�ac9� C��.�r��c;r �r��}� ;�usi�in ��y �k��: ��il��a�� t3f ille {:x€�t�i��a��3�� t� perform in accordance wit.h the terms of its Contract. Delete Paragraph 14.08. of the General Conditions in its entirety aud insert tlje following in its place: 14.08 Fina! Completfon Delayed �. !�`�l�er� 5��l�si:�a�li�� crr�y�letion i��.tls�, WUi-3� ti�� :�yr�r�7f�iic�sr tl�rre;cr1 is ��itei°i�ail� ti�laycc� t��c�st�lap x�o fauli. caf`it�e �c��t�°�cic�r, ��r� tllc ]p,r��,iy��c�� so con��i7��, O��s�.c�r, �ry��s� r.e,��t's3i�:ncic�rb 4�� lm�ros�,ir�r��•, �s��i �a�+iLi��c�t te��i�7aiio�g the ��r��e�a��t, s'y.+}� r��;� ��a}fre�c��t €�f �Il or a p�rli�n of t��c, ��l�ir��;e �i�� 'us� tl�c�t ��c��1ic�� ri't��e W�A�k iuily �c��}�l�ted �n�S �sc��nt�:d, 11` the i-eJ��ini�yg L��I3nc� f�r ii�� w'c�r� t��i �'i:Mlly c��x��lctc� �s�° �:c�r��cteti is icss t1��7 tlie rct��iF�� ti��l�tc�i �� il�ti. A��crnc;s�t. ��:� iC f��nci;� h��e l.�ec:m� �ist°r�isl�eci a� i�cc�ui��,d i�� I��sa�s�rz��4z �.ti�, tl�e wdii�c�� oa��t c�f tlae surc�ty ica �7�yr��es7t r��'ih� E�<�l��r�c� cli�t� �'�r° il��t:;a�s1'Eic�� c�f�tl��: ''�'��s�k f��I]y cca'��lc:tc�l �z�ci �scc�:��ts�c� slazxll ��c: :;t�k�z��ii��c� by the ��t�ti�cior to F�n�i��e��° ��p°i��' to certi��at�c�a�� of s�a�li payment. Such ��yia��t, if a��s�cav�:d, shall be made under tl��, teflr�� and c�a�3cl�t�c�a7� �av��ning fin�! ��,ytx�cnt, uxc:e�t that it shall not �.�aK�stit�stc a ws�iw{�a° csf claims. Delete Pac�agraph 14.09. of the General Canditians in its entirety and insert the following in its place: 14.09 Waiver of Claims A. Ttie acceptance of final payment by tlie Contractor shall constitute a waiver of all ciaims by Contractor against Owner. _ Delete Paragraph ] 5.01 af the Gea�eral Conditions in its entirery and inseri the follawing in its place: 15.01 Uwne►•'s Righ! la Temporarrly Suspend Work A. Reasons for Suspension. The Owtler shall have the right hy written order to temporarily suspend the work, in whole or in part, whenever, in the judgment of the Owmer, suclt temporary suspension is required: in the interest of the Owner generally, 2. due to government or judicial controls or orders which make pea�formance of this contract temporarily impossible or illegal, 3. to caordinate the work of separate Contractors at the job site, 4. to expedite the completion of a separate contract even though thc completion of this particular contract rnay be thereby delayed, S, because of weather conditians unsuitable for performance of the work, or 6. because tlie Cantractor is proceeding cantrary to contract provisians or has failed ia correct cor�ditions considered unsafe far warkmen. �] 13. The ti�ritten order of the Owner ta the Contractor sHall state the reasans for suspending the work and the anticipated periods for such suspension. Upon receipt of the Owner's written order, the Coutractor shalf suspend the work covered by 4he order and shall take such means and precautions as may be necessary to praperly protect tl�e finished and pariially finished work, lhe unused materials and uninslalled equipment, including the providing of suitable drainage about the work and erection of temporary structures where necessary. The Contractor shall not suspend the work without written direction from the Engineer and shall proceed with the wo�•k promptly when notified by the Engineer to resume operations. C No additional compensation shal] be paid to the Concractor for such stispensian under Paragraph 15.01 A.6. above or otherwise where same is caused by the fault of the Contractor. Where sucli temporary suspensian is nol due to the fault of the Contractor, he shall be entitled to: 1. Atl equitable extensiot� of working time for the completion ofthe work, nat to exceed the delay caused by such temporary suspension, as determined by the Owner; and 2. t%�. ��ct:ual and necessa�•}x sw�ssts of ��°��a�rly protecting the finished and partially iifiis4z�ri a•v�r�-ic, unused material:� ��I uninstal6ed equ��as��c.iit duriA�� ii�e period of the ordered suspension as detennia�c�i t�}f iFtt; 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 Contractar elects to move eyuipment f'rom lhe 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 thc pravisions of Article 12 of tlie General Conditions Delete Paragraph 15.02 of the General Conditions in its entirety and insert the following in its place: ] 5.02 Covttractor Default: Owner's Riglat to Suspend Work and Annuf Coeatracl A. The work or any portiosi of lhe work under contract shall be suspended irnmediately on written arder of die Owner ciecl�a�°ing the {;c�rair�ctr�r to be in cir:i�dult. A cc��v ��f au��s notice shall be served on the Contr��.��`� surety. The ��i�r�c,t may be �srrr�a.a�l�ct by the Oavr��• for any �;e�c�� <u�� or causes, among others of wrhich ��;�i�i reference is made to thc following: 1. failure of the Contractar ta start the work within 10 days from date specified in tlie written wark order issued by the Owner to begi'� the work; 2, substantial evidence tliat the pi•agress of the �vork being made by the Contractor is insufficient to complete the wark within tl7e specified warking time; 3. failure of the Contractor ta provide sufficient and proper equipment, materials or construction forces for properly executing the work; 4. subscantial evidence that the Contractor has abandoned the work or discantinuance of the perfoc�mance of the work ar any part thereof and failure t� resume performance within a reasonable time after notice lo do so; 5. substantial evidence that the Contractar has become insolvent or Uankrupt, or otherwise f nancially unable to carry on the work; 6. deliberate failure orl the part of the Contractor ta observe any requirements of these specifications or to camply with any orders given by the Engineer as provided for in these specifications; i. failure of Ihe Contractor to promptly make goad any defects in materials or workmanship, or any defects of any nature, the correction of which has been directed in writing by the Ownei•; 8. substantial evidence of collusion for tl�e purpose of illegally pracidring a contract or perpeti•ating fraud on the Owner in the construction of work under contract; �� repeated and flagrant violations of safe working procedures; 10. tlse filing by the Contractor of litigation againsi the Owner prior to fs7a1 completion of the work. B. When tl�e work is suspended for any ofthe causes iYemized above; or for any other cause or causes, the Contractor shall discontinue the work or such part thereof as the Owrier s11a11 designate, whereupon the surety may either at its option assume the contract or that portion thereof which the Owner has ordered the Contractor to discoiatinue and perform the same ar, witl� the written consent of the Owner, sublet the same, provided, ho�vever, that the surety shall exercise its option within two weeks after the written natice to discontinue the work has been served upon the Contractor and upan the surety or its authorized agents. The surety in such event shall assume the Coutractor's place in all respects and shall be paid by the Owner for all work performed by it in accordance with the tcrms of the cantract, but in no event shall such payments exceed the contract amount, regardless of the cost to the surety to complete the ��ork. All monies remaining due the Coritractar at tlie time of his default shall thereupon become due and payable to the surety as the work progresses, subject to �ll tei°ms of the contract. In case the surety does not, �vithin the hereinabove specified time, exercise its obligation to assume the contract or that portion thereof which the Owner lias ordered the Contractor to discontinue, then the Owner shall have the power to complete by cantract or otherwise, as it tnay 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 right to take possession of or use any or al] of the materials, plant, tools, equipmeut, 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 af the ConYractar the expense af said contract far labor, materials, tools, equipment and expenses incident thereto. The expense so charged shall be deducted by the Owner out of such monies as rnay be due or may at any tirne thereafter become due the Contractar under and by virtue ofthe contract ar any part thereof. C. The Owner shal{ not be required to obtain the lowest bid for the work of coinpleting the contract, but the expenses to be deducted sliall be the accua] cost of such wark. In case such expense is less than the sum which would have been payable under the contract if the same had bee❑ completed by the Contractor, then in such case the Owner may pay tlae Contractor the difference in the cost, provided that the Contractor shall not be entitled ta any claim for damages od• for loss of anticipated profits. D. In case such expense shall exceed the amount which would have been payable under the conYract if the same had been campleted by the Contractor, tlie Contractor and his sueety 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 inspection, legal fees and liquidaled damages, When any particular part af the work is being cari•ied on by the Owner by contract or othet'wise under the provisions oi°this section, t(�e Contraetor shall eontinue tl�e remainder afthe work in canformity with the terms oC the conlracl and in such a manner as not to l�inder or interfere with the performance of workmen employed as above provided by the Owner or surery. Delete Paragraph 15.03 of the General Conditio'fs iii its entirety and insert the follawing in its place; 15.03 Tenninulia� for Conveszience of the Chvner A. The perfarn�ance of the work under this contract may be terminated by the Ovvner in whole or from time to time in part, in accordance with dlis section, whenevei• the Owner shall determine that such termination is in ihe best i�7terest of lhe Owner. Any such termination shall be effected by mailing a notice of termination to the Contractor specifyinS tl7e extent to which performance of work under the contract is terminated, and the date upon whieh such termination becomes effective. Receipt of the notice shall be deemed conclusively presumed and establislxed v,�hen the letler is placed in the United States Mail by tlie Owner. Further, it shail be deerned conclusively presumed and established that such termination is made with just cause as therein stated; and no proof in a�iy claim, deniand or suit shall be required af the Owner regarding such discretionary action. B. After receipt of a notice of termination, and except as otl�erwise directed by the En�ineer, the Cantractor shall: stop work under tl�e contract on tlie date and to the extent specified in tlie notice of termination; 2, place no fiirther 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, ifi any, directed by the Engineer: a. tlae fabricated or unfabricated parls, work in peocess, completed work, supplies and other material produced as a part of, or acquired in connection with the performanee of, the work terminated by the notice of termination; and b. the completed or partially ct�m��pleted plr��y�, drawings, info�n�K�tzca�i and c�clter p�'operty wl�ich, ifthe cantract had been completed, �v��c�ld have 1��G�� required to be iiar��7is��d to t�c. 47�vner. S. complete perfoi•mance of such part of the work as shali not have been terminated by the notice of termination; and 6. t�ik� ��'c�� action as may be i�e�:G��a�v, ar as the Engi�i�es� may di��e�t„ for the ps°rriection and preservation o1't11� ��rc��erty related to its c��r�ia��[ t�^I�ich is in the pos��:s:�ion of �1�� ontractor aaat� 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 iermination, the Contraceor may sub�nit ta the Enginee'- a list, cert'rfied as ta the quantity and quality, of any or all items of termination inventory nat previausly disposed of, exclusive of items the di��casition of w3��h has been direeted or ,:��t1��3��izcc� by the 1`�:n�,ir�eer. �ic�� late€� t�t�� 15 ��ys i�aa-eafter, the Owst�s• sUall ��c��t title to such items and �°u�T��rt�; �I�em or ei��cr ��ita a st�:a:°�ge ��r��r�ent c��vc�A°it��; the same, provided that tlie list submitted shall be subject to verii►cation by tlie Engineer upon removal of the items, or, if the iterns are stored, within 45 days from ihe date of submission of tlie list, and provided that any necessary adjustments to correct the list as submitted shall be made prior ta fnal settlement. C. Within 60 days afier notice of termination, the Contractor shall submit his termination claim to the �i;r��ita��r in the form and with the certifcation ��-z;s��il��! by t3�� E:��c;irro�er. Unless one oi° n��a;e ext��:,ions i�� r�t�iting �r�; �;r�rr�ted by the Eugineer u�on request of the ��i�tr��c�sar, m;�cit, ia� v.r��[ing within such (�C1-�3�y per�ca� or a�at��c��-i�ed extension thereo.f, any and all such claims shall be conclusively deemed waived. D. Subjeci to the provisions of Paragraph 15.03 C., the Contractar and Owner may agree upon the whoie or any part of the amount or amounts ta be paid to the Contractar by reason of the tatal or partial ternnination of work pursuant liereto, pa•ovided that such agreed amount or amounts shall never exceed the total contract price as reduced by the amount of payments otherwise made and as further reduced by the contract price of work r�at terminated. 7'he contr�c,i shall be �fi�a�°r�d�c� acc�rr3iri�ly, and the �sa�otractar shall be ��g� t�tie ��i'�;�d amount. No atnount shall be due for )�s1 or antici��,�ted ��°e�fits. N�atl�ing in Para�;r•ri�sd� 15.03 E., her��tli:i°, P��c�sir�i�ing tlie amount ta be paid to the Cantractor in the event of failure of the Contractor and the Owner ta agree upon the whole amount ta be paid to the Cantractor by reason of the terminatian of work pursuant to this section, shall be deemed ta limit, restrict or otherwise determi�ie ar affect tlie amount or amounts which may Ue 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 pravided in Paragraph 15.03 D., upou the whole amount to be paid to the Contractor by reason of the te�-minatio�i of wark pursuant to tliis section, the Owner sliall determine, on the basis of informatian available to it, tlie amount, if any, due to the Contractor by reason of the terminatio�r and shall pay to the Contractor the amounts deterrnined. No amount shall be due foi• lost or anticipated profits. F. In ard-iving at tlie amourit due the Contractor under tliis section, there shall be deducted: l, all unliquidated advance or other paytnents on account theretofore made to the Cot�tractor, applicable to the terminated portion of this cor�tract; 2. any claim �vliich the Owuer may have against the Contractor in connection with this contract; and 3. the agreed price fnr or.the praceeds of sale of any materials, supplies or other thin�s kepf by the Contractor or sold, pursuant to the provisions of this clause, and nac otherwise recovered by or c'•edited to the Owner. G. If the termination hereunder be partial prior to the settletnent of the terminated portion of this cantract, the Contractor may file with the Engineer a request in writing for an eyuitable adjushnent of the price or prices specified in the contract relating to the cantinued portion of tlae contract (the portion not terminated by the notice of termination), and such equitable adjustment as may be agreed upon shall be made in such price or prices; nothing contaiued herein, however, shall limit the right of the Owner and the Contracior to agree upon the amount or amaunts to be paid to the Contraetor for the completion of the eontinued portion af 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 ri�hts wliich the Owner may have for termination of this cani:ract under Paragraph 15.02 hereof entitled "Contractor Default; Ovvner's Right to Suspend Work and Annual Contract" or any othea• right which Owner may have far default or breach af contract by Contractor. � �� Delete Paragraph 15.04 in its entirety. � Delete Paragraph ] 6.01 of the General Conditions in its entirety. � ln paragraph 17.01 A., insert tl�e words "return receipt requested" after the �vords "certified mail" in line 6. � ln paragraph 17.02 A., remove "such day will be omitted from the computation" in line 6 and replace it with "then the last day of such period shall be the next working day." � SC-87 � Add the follawing paragraph after paragraph 17.05 A.: B. Exclusive venue for any action under this Contract shall be a court of campetent jurisdictian in Denton County, Texas. Add the following paragraph after paragraph 17.0G: 17.07 Fixed Date Conlracts A. All references and canditions for a"calendar contract" in the General Conditions shall apply for a °'Fixed Date Contract.'° Add the follor�in� paragraph ai�er paragraph 17.07: ] 7.08 No Waiver of Legal Righls A. Inspection by the Engineer; any order, measurement, quantity or certificate by the 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 pravisiorts of the contract or any power therein �� C�I] reserved to the Owner af any rigl�ts or damabes therein provided. Any waiver of any breach of contract shali not be held to be a waiver of any other or subsec}uent breach. The Owner reserves the right to correct any error that may be discovered in any estimate Yhat »iay have been'paid and to adjust the same ta meet the reyuirements of the contract documenis. The Owner reserves the right to recover by process of law sums as may be sufficient to correct any error or make good any defciency in the work resulting from such error, dishonesty or collusion Uy the Contractor or his agents and the �ngineer or liis assistants, discovered in the work after the final payment has been made. Neither fnal acceptance of the work, nor final payment shall relieve the Contractor of responsibility for faulty materials or workmanship, and the Contractor shal! promptly remedy any defects due tliereto and pay for any damage to otlier work resniting therefrom. Likewise, neither final acceptance nor final payment, nar pattial or entire use or accupancy of the work by the Owner shall constitute acceptance of work not done in accordance �vith the contract documents or relieve Contractor of liability with respect ta any expressed or implied warranties or responsibility for faulty materials or workmanship, whether same be patently or latently defective. Add the following paragraph after paragraph 17.08: ] 7.09 Equal Enaploynaent Opporlunity A. During the perfom�ance of this contract the Contractor agrees as follows: 1. Contracto'• shall nat discriminate against any employee or applicatit for employment because of race, color, religion, sex, age or national origin. The Contractor shall take affirmative actian to insure that applicants are emplo}�ed and that employees are treated during employment without regard to their race, color, sex, relibion, age or nationa] origin. Such action shall imclude, but not be limited ta, the fallowing; employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination, rates of pay or other forms of compensation; and selection foi' training, including apprent'rceship. 7'he Contractor agrees to post in conspicuous places, available to employees or applicants for emplaymer�t, notices to be provided setting farth the provisions ofthis nondiscrimination clause. 2, Contractor shall, in al] solicitations or, advertisemenis for employees placed by or on behaif of t(�e Contractar, state that all qualified applicants shall receive consideration for employment without regard to race, color, religion, sex, national origitt or age. 3. Contractor sliall send to each labor union or representative of workers with which he has a collective bargaining agreement or other contract or underst�nding a natice to be provided, advising the said labor union or workers' representatives of the Contractor's commitments under this sectio►', and shall post copies of tlie notice in conspicuous places available to employees and applicants for employment. 4. Contractar slyall include the provisions of this section in all subcontracts pertaining to the work. 5. During the course of the work, the Contractar shall sub�nit to the Engincer, 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 ofA�aticlpaled Profrls A. Contractor will not be entitled to loss of anticipated profits pursuant ta any claim under this A�;reement. Add the following paragraph afiter paragraph 17. ] 0: E 7.11 Obligaiiorr to Perform Functions �� i� A. Any failure or neglect on the part of Owner, Engineer or inspeotors to enforce provisions herein dealing with supervision, control, inspection, testing or acceptance and approval of the work sl�ali never operaie to relieve Coniractor from full compliance with the contract documents nor render Owner liable to Contractor tor money damages, extensions of time or increased compensation of any kind. .. All bonds must be submitted on Owner forms. Copies are attacl7ed. Insurai}ce Certificate must be submitted and issued with the Owner iisted as the certif cate holder. The Cancellation Policy must read as follows: "Said policy shall not be canceCled, non-renewed or materially changed without 30 days advance w�ritten natice being given to the Owner, except when the policy is being cancelled for nonpayment of premium in which case ] 0 days advance wriiten notice is required." By signing the praposal sheet, Chc representative has read and understands al! plans, specifications, general design standards involved with tliis project. Deleted by Intention, SUBCONTRACTORS �ach Uidder shall submit the names of the SubContractors and material suppliers proposed for such portions of the work as are designated in the bidding dacuments, and the names of the SubContractors proposed for the principal portions of work. The Bidder will be required to establish to tlie satisfaction of the Owner tlie reliability and responsibility of the praposed 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 ]ist. 1P the Owner objects to any SubCantractoa• on the list in writing, the Bidder may, at its option, w�ithdraw its bid withaut forfeiture of Uid security, notwithstanding anything to the contrary herein. The Bidder may submit an acceptable substitute r�ithout a chai�ge in the bid price. SubCantractors and otiher persons and organizations proposed by thc Bidder and accepted by the Owner must be used on tl�e work for which they were proposed and accepted and s}tall not be changed except with the written approval of the Owner. �t�€��tl�i �� c�t�i�� n�-is� ��i�r��cs� �1��1 �'�:? :�tt � a1,��st lcr�� r��irz �� s �ta£`a�`i�:.�tit��, �:��1x �ac��d�t�rs� dr��t��r�c°x�i, crt��o�:�rt�r<��:C, �1xt, f�,t �a�� t�t� c��stliiai��s ��t,fs��LX� i� �t�� L� ��"]N��a�t��y!C��r�c`�•�l {£a��liii��, �t�c�.��i C:��z��iK�it��t��.,�� 1�°��°�xi��y�� `c�p�c��«e�� at� i�1� ��c��i��c� cc��t�•��t �N1�1�. revail. � �" � c � � ' � a� � � �' ' ! ' �� i . � .� , • 11 ! 1 � � � Contract Term J� i:� t��cs iA�t�,�-�tics�� of the City of Denton to award a contract for constructioii of the project as described in the drawings az�d specifications. Materials and services undertaken pursuant to this RFP will be required to commence W1tI1111 fourteen (14) days of delivery of a Notice to Proceed. The services shall be accomplished per the Scope of Work as identiiied in Exhibit B. The Contract shall com,znence upon 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. �'��ci�� Only fii•m, lump sum pricing with no escalatian will be accepted for this project. l��-ic�c� .��asi��€�is Price adjustments will nat be allowed for this project unless a cl.aange 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 thai pz•ovides justi�catian for the cl�ange and suppartiiig 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 apprapriate authorizations or reject the increase� within 3tl_c�alc�x-�� €��F� after receipt of a properly submitted request. No work shall be undertaken ori a proposed change until authorized by the City of Denton in the form of a Purchase Order change and/or other docurnentatzon appropriate ta amending the contract. The request can be sent by e-mail to: ra�r��z��i�r,��i��:��t�in.�ca�� Or mail to: City of Denfon Attn: Purchasing Manager RFP # 4811 901 B Texas Street Denton, Texas 76209 Or call: City of Denton Purchasing (940) 349-7100 The City of Denton reserves the right to accept, reject, or negotiate any prapased pr•ice changes. t��t�t�� The quantities indicated on the drawings and in the Technical Specification are believed to be accurate but shall be considered only as estimates. The praject requires complete and functional construction of the substation perimeter fence in accordance with the dimensions presented on the project documents. Differences between the quantities of material required and the estiinated quantities will noi be considered as basis for a change in the price for the project. In submitting a proposal, the proposer is stating that he has reviewed ihe project drawings and specifications and understands their intent and has checked the quantities and damension and is asserting that the proposal is iniended to account for all conditions and quantities to complete the project as described in the plans and specification. Substxtutions ��il��it�ttic��;; are not permitted without the written approval of the City of Denton Purchasing llepartment. For substztutions prior to the pi•oposal deadline, tliis will be accomplished with a subznittal to ihe ArchitectJ�ngineer, and approval by the City representative, and issuance af a written addendutn, For substitutions after coniract award, this will be accomplished with a submittal request to the Architect/Engineer, and approval by the Cit� represeniative, and issuance of a writteil contract chan�;e order. �'�°�r��c.t CN�at��;c;� �}��r�� Cxcr�ttr��d Z �,r-�� The supplier shall not change specifications during the contract ierm without prior appraval. Any deviation in the specifications or change izl ihe product must be approved iz� advailce by the City of Dentan. Notice of a change shall be submitted in writing to the Project Manager wiila ihe RFP number. an the subjecC line, for review. Products found to have changed specifications without notification, and acceptance, will be rejected and must be removed from the site at the supplier's expense. Products thai have been installed shall be i•eplaced at the supplier's expense. �3s��"€`ti� ��A��k�:� The contractor agrees to indemnify and hold harmless the City from any claim involving patent right infringement or copyrights on goods supplied. Asbestos Free Materials The contractor shall provide asbestos-free matei•ials as represented Uq the Manu£acturer's "Materials Safety Data Sheets„ l��pl�t� fr� �),��;�xk �i�r;t��tc�rat�,� .��a�� C'��[�t�r-��f�f��r�ti-t� {��r��:a��n��:�,�i �;�ttit�# ��v��cr�s��i��"! Any software, researeh, reports studies, data, photographs, negatives or otheg• documents, drawings or materials prepared by coniractor in the performance of its abligations 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, ternnination, or cancellation of this contract. Contractor may, at its own expense, keep copies of all its writings far its personal files. Conti•actor shall not use, willizigly allow, or cause to have such materials used for any purpose oiher than the performance of contractor's obligations under this contract without the prior vv��itten consent of the City; provided, however, that contractor shall be allowed to use non-confidentia] materials for writing samples in pursuit of the work. The o�✓nershXp rights described herein shall include, but not be limited to, the right ta copy, publish, display, transfer, prepare derivative works, or otherwise use the works. �._.�._ €��' 1@r•s��.i� t��• �� •�f�c�.� 9n �� +�`�txi��+c� after Award �,+�ciir� 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 ali•eady on the contract, may be added. A farmal written request rnay be sent to successful Contractor to provide a pxoposal on tlae additional services and shall submit proposal ta the City as instructed. All subnnitted prices are subjecl: to negotiatian in accordance with I'exas Government Code 2254. The Ciiy may accept or reject the proposal, and may rssue a sepai•ate RFQ for the serviees requested, after rejecting some, or all, af the proposal. The services covered under ihis provision shall conform to the statement of work, speci�cations, and requirements as outlined in the request. Contract changes shall be tnade in accai•dance with Local Government Cade 252.048. Samples Respondents must make samples available in accardance with the specification and upan request by the City of Dentoia pi•ior to award with no costs ta the City. Venue This agreeme�.�t shall be gove�•ned by the law of the State of Texas and venue for its construction and enforcement shall lie in the courts of Denton County, Texas. �ilen�c �f � ��ic��tic�a��+� The apparent silence of these speci£'ications as to any detail or the apparent omission froix� if af a detailed descripl:ion concerning any point, shall be regarded as a meaning that the only best coanmercial practices are to prevail. All interpretations of these speciiicatioms shall be lrzade on the basis of this statement. l'r��fi�il�n� �'�� I��t�� In accardance with Texas Government Cade 2258, the awarded contractor shall comply with prevailing wage rates as defined by the United States Department of Labor Davis-Bacon �%Va�e Determination at l�t��;1le��r�r.��ca�. at�vl��,=1z�1�c��t�G�c,is��dar�.��t�n amd at the Wage Determinations websxte ��v.�.v�3c��c�v for Denton County, Texas (WD-2509). Notwithstandi�ng any ather provision of this Contract, the awarded contractor hereby represents and warrants that the contractor shall pay to each of iis employees a wage not less than what is currently known as the "Federal Miniznum Wage" and any increase or amendnnents ihereto. 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. Priar to any payment being made for work satisfactorily completed and accepted, contractor shall submit wage rate affidavits with its billing documents affirming that all em�loyees have been paid not less than the current "rederal Minimum Wage". �I��ci�i I'�er��ftt�� T:��c�t�i��t��t��Y��i� The awarded cantracl:or shall work with identified City staff to obtain the necessary permits for construction of the project. Contracts and Bonds Successful awarded contractor will be required to sign original caniract a.nd submit a performance and payznent bonds for 100 percenf of the total proposal submitted before work is to commence. The contractor shall assume all casts in increasing the bond limits if change orders are farmally approved. Bands sha11 be in accordance with the V.T.C.A Governtnent Code Section 2253.021, as amended. The City shall normally return the proposal bonds within ten (10) working days after the propasal due date, except for the three top ranked firrns. The three top ranked firnls wi�l be retained by the City until the required contract and bonds have been executed, aiter which they shall be returned. ' � 1, 1 1 !' '�' 1 1 �. , ��°V�� +t�k� +�,'4��1'��l:�T"�'t_",��. �2�=,(�iJi��,I�TS The Contractor shalI comply with ihe requxrements of the Davis-Bacon Wage Act and the Wage Rate Requirennents under Section 1606 of the Recover� and Reinvestment Act (the Act) and shall indemn'rfy tlie City from liability for any failure to pay wages in compliance with the Act. The contractor shall ensure that all laborers and mechanics employed in the perforinance of the project for which the assistance is provided, including those employed by subconiractors, are paid wages at rates not less than those prevailing on similar work in ihe locality as determined by the Secretary of Labor in accordance with subchapter IV of chapter 31 of title 40; United States Code (comrnonly referred to as the `Davis- Baeon Aet'). The bidder who is awarded the Contract shall pay the wage rate in effect as of the date the Contract is a«�arded. The Contractor sha11 cooperate with the City by pxoviding information in the form and frequeney requested by the Ciiy eoncerning the type of work performed, the number of hours warked, and the hourly rates paid for the various types of work performed by all workers on ihe Project. The Contractor shall allow Czty siaff to conduct on-site wage interviews and shall post informatian concerning the Act as requested by the City. All contractors and subcontractors must comply with Davis-Bacogi Wage Rates. .,�1�'h'r� lrrrr r�� r'rr�c��rii�rr�a�!'1 ��l��d cr.s �t�a! cr r�+Ctc�rble. Note: Where necessary to make the cantext of these articles applicable to this ar�vard, the term "Contractor" shall mean "Recipient" and the term "Subcontractor" shall mean "Subrecipient or Subcontractor" per the follawing deiinitions. Recipient rneans the organization, individual, or other entity that receives an award from DOE and is financially accountable for the use of any DOE funds or property provided far the performance of the project, and is legally responsible for carrying out the terms and conditions of ihe award. Subrecipienl means the legal eaitity to which a subaward is made and which is accountable to the a�ecipient for the use of the funds provided. The term may include foreign or international organizations (such as agencies of the United Nations). I1 C � (a) Defr�aitioh.—"Site of tl�e work"— (1) Means-- (i) The primary site of the work. The physical place or places �vhere the construction called for in the award will remain when work on it is connpleted; and (ii} The secondary site of the work, if any. Any other site where a signiiicant portion af the building or work is constructed, provided that such site is— (A) Located in the United States; and (B) Established specifically for the performance of the awaxd or project; (2) Except as pro�vided in paragraph (3) of this definition, includes any fabrication plants, mobile factories, batch plants, bon�ow pits, job headquarters, tool yards, etc., provided— (i) They are dedicated exclusively, or nearly so, to perforniance of the award ar project; and (ii) They are adjacent or virtually adjacent to the "primary site of the work" as defined in paragraph (a)(1)(i), or the "secondary site of the work" as defined in paragraph (a)(1)(ii) of this definition; (3) Does not include permanent home offices, branch plant establishments, fabrication plants, or tooi yards of a Contractor or subcontractor whose iocations and continuance in operation are determined wholly without regard to a particular Federal award or project. Tn addition, fabracation plants, batch plants, borrow pits, job headquarters, yards, etc., of a comiiiercial or material supplier which are established by a supplier of materials for the project befoxe openai�.g oi bids and not on the Project site, are not included in the "site of the work." Such permanent, previously established facilities are not a part of the "site of the work" even if the operations �fog• a period of time may be dedicated exclusively or nearly sa, to the perfomlance of a award. (b) (1} All ]aborers and mechanics employed or working upon the site of the work will be paid unconditionally and not less often than once a r��eek, and without subsequent deduction or z°ebate on any account (except such payroll deductions as are permitted by regulaiions issued by the Secretary of Labor under fihe Copeland Act (29 CFR Part 3)), the full amount of wages and bana fide fringe benefits (or cash equivalents thereo fl due at time of payment computed at rates �aot less than those contained in the wage determination of the Secretazy of Labor which is attached hereto and made a parl hereof, or as may be incorparated for a secondary site of the work, i°egardless of any contractual relationship which may be alleged to exist between the CO11tTaC$Oi and such laborers and mechanics. Any wage determination incorporated for a secandary siie of the work shall be effective from the first day on whicli work under the award was performed at that site and shall be incorporated without any adjustm.ent in award price or estimated cost. Labarers employed by the construction Contractor ar construction subcontractor that are transporting portions of the building or work between the secondary site of the work and the primary site of the woz°k shall be paid in accordance with the wage determination applicable to the pxirnary site ofthe work. (2) Contributions made or costs reasonably anticipated for bona fide fringe benefits under section �(b)(2) of the Davis-Bacon Act on behalf of laborers or tnechanics are considered wages paid to such labarers or mechanics, subject to the provisions of paragraph (e) of this article; also, regular cantributions made or costs incurred for more than a weekly period (but nat less aften than quarterly) ttnder plans, funds, or programs which cover the particular weekly period, are deenied ta be construetzvely made or incurred during such period. (3) Such laborers and mechanics shall be paid not Iess than ihe appropriate wage rate and fringe benefats in the wage determination for the classification of work actually perfor�xzed, without regard to skill, except as provided in the article entitled Apprentices and Txainees. Labarers or rnechanics performing work xn more than one classification may be compensated at the rate specified for each classif cation far the time actually worked therein; provided, that the employer's payroll recog•ds accurately set forth the time spent in each classification in which work is performed. (4) The wage deternnination (including any additional classifications and wage rates conformed under paragraph (c) of this article) and the Davis-Bacon poster (WH-1321) shall be posted at all tiix�es by the Contractor and its subcontractors at the site of the work in a prominent and accessible place where it can be easily seen by the workers. (c) (1) The Cantractizrg Officer shall require that aYny class of laborers or mechanics which is not listed in the wage determinaCian and which is to be exnployed under the award shall be classified in confornxance with ihe wage deterrninatian. The Contracting Officer shall apprave an additional classification and wage rate and fringe benef ts therefore anly when all the following criteria have been znet: (i) The wark to be performed by the classifzcation requested is not perforined by a classification in the wage determination. (ii} The classification is utilized in the area by the construction industry. (iii)The proposed ��age rate, including any bona fide fringe �Je11C�1tS, Uears a reasonable relationship to the wage rates coniained in the wage determination. (2) If the Contractor and the laborers and mechanics to �be employed in the classification (if known), or their representatives and the Contracting Officer agree on the classification a.nd wage rate (including the amount designated for fringe benefits, where appropriate), a report of the action taken shall be sent by the Contractin� Officer to ihe Administrator of the: Wage and Hour Division Employmeni Standards Administration U.S. Department of Labor Washin�ion, DC 20210 � The Administrator or an authorized representative will approve, modify, or disapprove every additional classification action within 30 days of receipf and so advise the Contracting Officer or will notify the Coniracting Officer within the 30-day period that additional time is necessary. (3) In the event tl�e Conta�actoi•, the laborers or mechanics to be employed in the classification, or their representatives, and the Contracting Officer do not agree on ihe proposed classification and wage rate (including the amount designated for fringe benefits, where appropriate), the Contracting Off cer shall refer the questions, including the views of all interested parties and the recommendation of the Contracting Officer, to the Administrator of the Wage and Hour Division for determination. The Administrator, or an authorized representati��e, will issue a detexmination within 30 days of receipt and so advise the Contracting Officer or will noiify the Contracting Officer within the 30-day period that additional time is necessaxy. (4) The wage rate (including fringe benefits, where appropriate) determined pursuant to subparagraphs (e)(2) and (c)(3) of this article shall be paid to all workers performing ��ork in the classification under ihis avvaxd fi�om the first day on which work is perform.ed in the classification. (d) T Whenever the minimum wage rate prescribed in the award for a class of laborers or mechanics includes a fringe benefit which is not expressed as an hourly rate, the Contractor shall either pay the benefit as stated in the wage determination or shall pay another bona fide fringe benefit or an hourly cash equivalent thereof. (e) If tbe Contractor does nat make payments ta a trustee or other tliird person, the Contractor may consider as part of the wages of an.y laborer or mechanic tlie amaunt af any costs reasonably anticipated in providing bona fide fringe benefits under a plan or program; pravided, that the Sc:cretary of Labor has faund, upon the written request of the Contractor, that the applicable standards of the Davis-Bacon Act have been met. The Secretary of Labor may require the Contractor to set aside in a separate account assets for the meeting of obligations under the plan or program. The ininimum wages to be paid laborers and mechanics under this award involved in performance of work at the project site, as determined by the Secretary of Labo1' to be prevailing for the corresponding classes of laborers and mechanics employed on p1-ojects of a character similar to the contract work in the pertinent locality, are included as an attachment to this award. Tliese wage rates are minimum rates and are not intended to represent the actual wage rates that the Contracior may have to pay. Payrolls and Basfc Records (a) Payrolls and basic records relating thereto shall be maintained by the Contractor during the course of ihe work and preserved for a period of 3 years thereafter for all laborers and mechanics working at tlae site of the work. Such records shall contain the name, address, and last 4 di�its of the social securzty num.ber of each such worker, his or her correct classificatior�, hourly rates of wages paid (including rates of cont�ributions or costs anticipated for bona fide fringe benefits or cash equivalents thereof of the types described in section 1(b) (2) (B) of the Davis-Bacon Act}, daily and weekly nurnber of hours worked, deductians made, and actual wages paid. Whenever tlie Secz'�.t<tr�f of �,ttC�tar }7�.:� �`ra�.s��ci, t't�c��r par��?,�� (��) a� the article t��-�titic�d ��i�-B�zc�c�p�, r�ci, that the �v��es of a�zy ��.�+��°��- t�r° �n��i��r�i�, in�cl�� .l�e ��Bz��€ant of any c+��;�� -��C�� a��di�:i��t.�t� in providing benefits under a plan or program described ixi section 1(b)(2)(I3) of the Davis-l3acon Act, the Contractor sha11 maintain xecords ��hich show that the commitrnent to provide such benefits is enforceaUle, that the plan or program is financially responsible, and that the plan or prograrn has been cornmtuiicated in writing to the laborers or rnechanics affected, and records which show the costs anticipated or the actual cost incurred in providing such benefits. Contraciors eniploying apprentices or trainees under approved programs shall maintain written evidence of the registration af appreniiceship programs and certification of trainee programs, the registration of the apprentices and i:rainees, aud the ratios and wage rates prescribed in the applicable programs. (b) (1) The Contractor shall submit weekly for each week in which any award work zs performed a copy of all payrolls to the Contracting Officer. The payrolls submitted shall set out accurately and cognpletely all of the information required to be mainiained under paragraph (a) of this article. This information may be submitted in any form desired. Optional Form WH-347 (Federal Stock Number 029-005-00014-1) is available for this purpose and may be purchased from the -- Superintendent of Documents U.S. Govermnent Printing Office Washington, I7C 20402 The Prime Contractor is responsible for the subinission of copies of payrolls by all subcontractors. (2) Each payroll submitted shall be accompanied by a"Statement of Compliance," signed by the Contractor or subcontractor or his or her agent who pays or supervises the payment of the persons employed under the award and shall certify — . (i) That the payroll for the payroll period contains the infomlation required to be maintained under paragraph (a) of this article and that such information is correct and complete; (ii) That each labarei• or mechanic (including each helper, apprentice, and trainee) erraployed on the award during the payroll period has been paid ihe full weekly wages earned, without rebate, either directly or indirectly, and that no deductions have been made either directly or indirectly from the full wages earned, other than permissible deductions as sei forth in tl�e Regulations, 29 CFR Part 3; and (iii)That each laborer or mechanic has been paid not less than the applicable wage rates and fringe benefits or cash equivalents for the classification of work performed, as specified in the applicable wage determination incorporated into the award. (3} The weekly submission of a pg•operly executed certification set forth on ihe reverse side of Optional Form WH-347 shall satisfy the requirement far submission of ihe "Statenient of Compliance" required by subparagraph (b)(2} of this article. (4} The falsification o:f any of the certifications in this artiele may subjeet ihe Coniractor oc subcontractor to civil or crimi��al prosecution under Section 1001 af Title 18 and Section 3729 of Title 31 of the United States Code. (c) The Contractor or subcontractor shall make the records required under paragraph (a) of this article available for inspection, copying, or tz�anscription Uy the Cantracting Officer or authorized representatives of the Contracting Officer or the Department of Labor. The Contractor or subcantractor shall pexmit the Contracting Officer ar representaiives of the Contraciing Officer or the Departnient of Labog- to interview employees during working hours on the job. If the Contractor or subcontractor fails to subn�.it required records or to make them available, the Contracting Officer may, after written notice to the Contractor, take such action as may be necessary to cause the suspension of any further payinent. Furthermore, failure to submit the required records upon request or to make such records available may be grounds for debarment aciion pursuant to 29 CFR 5.12. Withholding of Funds The Cantracting Ofiicer shall, upon his or her own. action or upon written request of an authorized representative of the Department of Labor, withhold or cause to be withheld from the Contractor under this award or any other Federal award with the same Prime Contractor, or any other federally assisted award subjeci to Davis-I3acon prevailing wage requirernents, which is held by the same Prime Coniractor, so much of the accrued payments or advances as may be considered necessary to pay laborers and mechanics, including apprentices, trainees, and helpers, employed by the Contractar or any subcontractor the full amount of wages required by the award. In the event of fa.ilure to pay any laborer or mechanic, including any apprentice, trainee, or helper, employed or working on the site of the work, all or part of the wages requxred b}� tl�e award, the Contracting Officer rnay, after written notice ta the Contractor, take such action as may be necessaiy to cause the suspension of any further payment, advance, ar guarantee of funds until such violations have ceased. Apprentices and Trainees (a) Apprentices. (] ) An apprentice will be permitted to wark at less than the predeterinined rate for the work they performed when they are employed— (i) lPursuant to and individually registered in a bona fide apprenticeship prograsn registered with the U.S. Department of Labor, �mployment and Training Administration, Ofiice of Apprenticeship and Training, Employer, and Labor Services (OATELS) or with a State Apprenticeship A�ency recognized by the OATELS; ar (ii) in the first 90 days of probatianary employment as an appreniice in such an appreiiticeship program, even though not individually registered in i:he program, if certified by the OA'rELS or a State Apprenticeship Agency (where appropriate) to be eligible for prohationaa•y einployment as an apprentice. (2) The allowable ratio of apprentices to journeymen on the job site in any craft classification shall not be greatez than the ratio pei-gnitted to the Contractor as to the entire work force under the registered pro�rani. (3) Any worker listed on a payroll at an apprentice wage rate, who is not registered or otherwise emplo�ed as stated in paragraph (a)(1) of this article, shall be paid not ]ess than the applicable wage deternnination for the classification of work actualIy performed. In addition, any apprentice performing work on the job site in excess of the raiio pennitted under the registered program shalI be paid not less than the applicable wage rate on the wage determination for the work aetually performed. (4) Where a contractor is performing consiruction an a project in a]ocality other than that in which its progrann is registered, the ratios and wage rates (expressed in percentages of the journeyman's hourly rate) specified in the Coniractor's or subcontracl:or's registered program shall be observed. Every apprentice must be paid at not less thaii the rate specified in ihe registered program for the apprentice's level of pragress, expressed as a percentage of the journeyman hourly rate specified in the applicable wage determination. (5) l�.pprentiees shall be paid fringe benefits in aceordanee with the provisions of the apprenticeship program. If the apprenticeship program does not specify fringe beneiits, apprentices must be paid tlae full amount of fringe benefits listed on the wage determination for the applicable classification. If the Administrator determines that a different practice prevails for the applicable appi•entice classification, fringes shall be paid in accordance with that determination. (6) In ihe event OAT�LS, or a State Appreiiticeship Agency recognized by OATELS, withdraws approval of an apprenticesliip program, the Contractor will no langer be permitted to utilize apprentices at less than the applicable predetermined rate for the work perfarmed until an acceptable pragram is approved. (b) T'rainees. (1) Except as provided in 29 CFR 5.16, trainees will not be permitted to work at less than the predetermined rate for the work performed unless they are ecnployed pursuant to and individuaily registered in a program which has received prior approval, evidenced by forxnal certification by the U.S. Department of Labor, Employment and Training Administration, Office of Apprenticeship Training, Employer, and Labor Services (OATELS). The ratio af trainees to journeymen on the job site shall not be greatez° than permitted under the plan approved by OATELS. (2) Cvery trainee must be paid at not less than ihe rate specified in the approved program foi• the trainee's level of progress, expressed as a percentage of ihe journeyman hourly rate specified in the applicable wage determination. Trainees shall be paid fringe benefits in accordance with the provisions of the trainee progrann. If the trainee program does not mentian fringe benefits, trainees shall be paid the full amount of fringe benefits listed in the wage determination unless the Administrator of the Wage and Hour Division determines that there is an apprenticeship program associated with the corresponding journeyman wage rate in the wage determination which provides for less than full fringe Ueneiits for apprentices. Any employee listed on the payroll at a trainee rate that is not registered and participating in a training plan appraved by the OATELS shall be paid not less than the applicable wage rate in the wage determination for the classification of work actually per%rrned. In addition, any trainee performing work on the job site in excess of the ratio permitted under the registered program sl.iall be paid not less than #he applicable wage rate in the wage determination for the work actually performed. (3) In the event OATELS wiihdraws approval of a training prograan, the Cozatractor will no longer be permitted to utilize trainees at less than the applicable predetermined rate for the work perfonned until an acceptable program is approved. (4) Equal employment opportunity. The utilization of apprentices, trainees, and journeymen under this article shall be in confornnity with the equal employment opportuuity requirements of Executive Order 11246, as amended and 29 CFR Part 30. Compliance with Copeland Act Requirecnents The Contractor shall comply with the requirernents of 29 CFR Part 3, which are hereby incorporated by reference in this award. Subcontracts (Labor Standards) (a) Definition. "Construction, alteration or repair," as used in this article means all types of work done by laborers and mechanics employed by the construciion Contractor or construction subconl:ractor on a particulax building or work at the site thereof, including without Iimitation— (1) Altering, remodeling, installation (if appropriate) on the sifie of the work of items fabricated off.-site; (2) Painting and decorating; (3) Manufacturing or furnishing of materials, articles, supplies, or equipment on the site of ihe building or work; (4) Transportation of tnaterials and supplies between the site of the work within the meaning of paragraphs (a)(1)(i) and (ii) of ihe "site of the work" as defined in the article en.titled Davis Bacon Act of this award, and a facility which is dedicated to the construction of the build'ang or work and is deemed parl of the site of the work within the meaning of pai'agraph (2) of the "site of work" definition; and (5} Transportation of portions of the building or work between a secondary site where a significant portion of the building or work is consti-ucted, vvhich is part of the "site of the work" deftnition in paragraph (a) (1) (ii) of the Davis-Bacon Act article, and the physical place or places where the building or work will remain (paragraph (a) (1) (i) of the Davis Bacon Act article, in the "site of the work" definition). (b) The Contractor or subcontractor shall insert in any subcontracts for construction, alterations and repairs within the United States the articles entitled— (1) Davis-Bacon Act; (2) Contract Work Hours and Safety Standards Act -- Overlirrze Compensation (if the article is included in this a��aa�d); (3) Apprentices and Trainees; (4) Payrolls and Basic Records; (5) Compliance ��ith Copeland Act Requirements; (6) Witl�lYolding of Funds; (7) Subcontracts (Labor Standards); (8) Contract Termination — Debarment; (9) Disputes Concerning Labor Standards; (10) Compliance with Davis-Baeon and Related Act Regulations; and (11) Certification of Eligibility. (c) The Prime Contractor shall be responsible for compliance by any subcontractor or lower tier subcontractor perfoxming construction within the United States with all the award articles cited in paragraph (b}. � , (d) (1) Within 14 days after issuance of the awaxd, the Contractor shall deliver to the Contracting Officer a completed Standard Form (SF) 1413, Statement and Acknowledgment, for each subcontract for construciion within the United States, includin� the subcontractor's signed and dated acknowledgment that the articles set forth in paa•agraph (b) of this articte have been included in the subcontract. Within 14 days after the award of any subsequently awarded subcontract the Contractor shall deliver to the Contracting Ofiicer an updated completed SF 1413 for such additional subcontract. (e) The Contractor shall insert the substance of this article, including this paragraph (e) in all subcoaitracts for constrwction within the United States. Contract Tcrmination -- Debarment A breach of the a.ward articles entitled Davis-Bacon Act, Caniract Work Hours and Safety Standards Act -- Overtime Cornpensation, Apprentices and Trainees, Payrolls and Basic Records, Compliance with Copeland Act Requiremenis, Subcontracts (Labor Standards), Compliance with Davis-I3acon and Related Act Regulations, or Certification of $ligibility may be grounds for termination of t�ie whole award or in pax-t for the Recovery Act covered work only, and for debarment as a Contractor and subcontractor as provided in 29 CFR 5.12. Compliance with Davis-Bacon and Relatcd Act Regulations All rulings and integpretations of the Davis-Bacon and Related Acts contained in 29 C]FR Parts 1, 3, and 5 are hereUy incoiporated by reference in this award. Disputes Concernxng Laboi� Standards The United States Department of Labor has set forth in 29 CFR Parts 5, 6, and 7 procedures for resolving disputes concerning labor standards requirements. Such disputes shall be resolved in �c;c:t�t°ciance with those ��-c�cedures and not the Disp�i�:� an�i o��a��1s as defined in 10 CFR 600.22. L�i��.�tes within the m�.t�i��ng of this article include ciis�i�l�:;� •��ct��c�cr� the Contractor (and any of its subcontraciors) and the contracting agency, tlxe U.S. Department of Labor, or the employees or their representatives. C.erti�cation of Eligibility (a) By entering into this award, the Contractor certifies that neither it (nor he or she) nor any person or firm. who has an interest in the Contractor's firrn is a person or frm ineligible to be awarded Government awards by virtue of section 3(a) of the Davis-Bacon Act or 29 CFR 5.12(a)(1). (b) No part of this award shall be subconixacted to any person or firm ineligibie for award of a Govemment award by virtue of section 3(a) ofthe Davis-Bacoga Act or 29 CFR 5.12(a)(1). (c) The penalty for anaking false statements is prescribed in the U.S. Criminal Code, 18 U.S.C. 100i. Approval of Wage Rates All straight time wage rates, and overtime rates based thereon, for laborers and mechanics engaged in work under this award musi be submitted for approval in writing by the head of the contracting activity or a re��c��nt�tive c�pi��s�ly c�esg��ice� f�r this purp�s�, if i�x� st�°��i��lat time wages exc�� the rates for corr�:,��r�r�diz•�� cla��s�i��itic��:� �t7��t�i��e�� in the ��lical�l� l'=��fis-Bacon Act �7iiaimum wage determination included in the award. Any amount paid by the Contractor to any laborer or inechanic in excess of the agency approved wage rate shall be at the expense of the Contractor and shall not be reimbursed by the Government. lf the Government refuses to authorize the use of tl�e overtime, the Contractor is not released from the obligation to pay employees at the required overtime raies for any overtime actually worked. BUY AMERICAN ACT-SUPPLIES (Applicable to certain Federally funded requirements) A. Definitions. As used in this paragraph — i. "Component" means an article, material, or supply incorporated directly into am end product. ii. "Cost of components" means - {1) For components purchased by the Contractor, the acquisition cost, including transportation costs to the place of incoaporation into the end product (whether or not such costs are paid to a domestic firm), and any applicable duty (whether or not a duty-free entry certificate is issued); or (2} For components manufactured by the Conts�actor, all costs associated with the naanufacture of the component, including transportation costs as described in paragraph (1) of this definition, plus allocable overhead costs, but excluding profit. Cost of components does not include any costs associated with the manufacture of the end product. iii. "Domestic end product" means- (1) An uiunanufactured end praduct mined or produced in the United States; or (2) An end product manufactured in the Un�ted States, ifthe cost of its components m:ined, produced, or manufactured in the United States exceeds 50 percent of the cost of all its components. Com.ponents of foreign origin of the same class or kind as those that the agency detertnines are noi mined, produced, or manufactured in sufficient and reasonably available commercial quantities of a satisfactory quality a.re treated as domestic. Scrap generated, collected, and prepared for processing in the United States is considered damestic. iv. "End product" means those articles, materials, and supplies to be acquired under the contract for public use. v. "Fareign end product" means an end product other than a domestic end product. vi. "United States" means the 50 States; the District of Columbia, and outlying ai•eas. B. The Buy American Act (41 U.S.C. 10a - lOd) provides a preference for domestic end products for supplies acquired for use in the United States. C. The City does not maintain a list of foreign articles that will be freated as domestic for this Contract; but will cansider far approval foz�eign articles as damestic for this product if the articles are on a list approved by another Gavernmental Agency. The Offeror shall submit documentation with their Offer demonstrating tl'at the article is on an approved Governmeiital list. D. Tlie Cantractor shall deliver oiily domesiic end producis except to the extent that it specified delivery of foreign end products in the provision of the Solicitation entitled "Buy American Act Certificate". � � � �� t �� , , ; � _ „ � - �- _ Bond Numbe�•: 106190290 PERFORMANC� BUND STATE OF TEXAS COUNTY O� DENTON § I�NOW ALL, MEN :RY'I'�SE PRESENTS: ThatArc��cr westcrn Constructioaz, [,Lc Whose address is i411 �'rt��t�r�a ��•iv�, I��'f113�'� `i'�xasi��i3��...heroinafter catled Principal, and the �.`it�c��'I��n c�n, a corporation oiganized and cxistin�; under the �avvs o�the Stato of Tcxas, and fuily authorized ta transact business in the State of Texas, as Surety, are heid and �ir,mly bou�nd tiinto the City of Denton, a municipal corporation organi�ed and exisl'ing under the laws of the State of Texas, hereina�er ca[led Ownex, ia the penal sum of TWO �IUNDRED AND SfXTY F�V� THOUSANll AND EIGHT FIUNDRED AND EIGHT�EN DOLLARS ,AND 'I'WELVE C�iN'�'S (��G��B.. ��}, in lavvful money of tl�e United States, to be paid in �enton CounEy, Texas, for the paymcnt of whiah sutx�. we11 and tr��ly to be znade, we hereby bind oursclves, our heirs,. executors, administrators, successors, and assi�s, jointly and severally, �rmly by these presex�ts. T'he amount o{'this Bond shall automaiicaliy be increased by any Change Ordex vr Supplemental Agz•eezx�ent, however, increases to this bond and the Contt�act price sl�all not exceed twenty-five (25) percent in the ag�;rc�;ate o�tha original autharization contract am�unt, in accordance with Texas Local Governnnent Code 252A48, 6ut in no event shall a Change Order or Supplemental Agreement, which reduces the Contract price, decrease the pena) stim of this Bond.. THB OBLICiATION TO PAY SAME is conditioned as follows; Whereas, ti�e Przr�cipal enteced into Contract 5684, witi� the City ofDenton as the Owner, dated thervG'� c��ft��v��nt��r.�;.,�7. 2Qt�, a co�y nFwhich is hereto attached and m.ade a part hereof, for the Constx•uction Sexvices stated within Contraat 56$4. NOW, THEREFORE, if the Pri�3cipal sh�t11 wel3, t�•uly and faithfuIly perforrn and fu]fill all of the underCakings, covenants, terms; conditions aad agceements of said Contraet in accordance with the Plans, Speci�cations and Con#ract Documents during the origir�al term thereof and any extension thereof which nnay be granted by the Owner, with or without notice to tho Surety, and during the life o1' any guaranty or warranty requi�•ed under this Contract, and shall also �nvell and ti•uly perform and fuIfil[ all the undertakin�s, covenants, terms, cond'ziions and agreennents of any and a11 duly autk�orized modiitcations o� said Contract that may hereafter be tnade, notice ofwhich modifications to tha Surety being hereby �va'sved; And, i£the Principal shall repair and/ar t•eplace all defects due to faulty materials and workznanship that appear within a period of two (2) years from the date of final completion az�d �na1 acceptance of the Work by the Owner; and, if tl�e Principa[ sha11 fully indemnify and save harrrzless the Owncr from �11 costs and damages which Owner rnay suffer by reason of failure to so perfor� k�ea•ein and shall fully roinnburso �nd repay Owner all outlay anc� expensa which the Owner may incur in zn�kin� good any defauit nr da�ciency, then this obligaiion shall be vozd; olherwise, it shall rernair� in fulE 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, 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, Speciiications, Drawings, 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 suretyship, as provided by Article 7.19-1 ofthe Insurance Code, Vernon's Annotated Civil Statutes of the State of Texas. IN WITNESS WHEKEOF, this instrument is executed in 3 deemed an original, this the 6 day of November, _ 2014 copies, each one of which shall be ATTEST: PRINCIPAL �� . �? � � Ar��.[�� W��t��wr� �'��i��ru�ctic:��..LLC BY' � � Matthew M. Walsh IV � � �. S�ECRETA �t BY: _ �"" PRESIDENT Daniel P. Walsh ��l;��_�:�l. � r • BY .M....� �,�_.� '��. � Y ....�.� � —�= ,��tir��;�'�i�eklc, Witness �I1'7��1 : � � � The Resident Agent of the Surety in Denton County, Texas for delivery of notice and service of the proce�s is: NAME: Carmen Mims STREET ADD�tESS: 1301 E. Collins Blvd., Richardson, TX 75081 (NOTE: Date of Performance Bond rnust be date of Contract. If Resident Agent is not a corporation, give a person°s name.) Bonc� Number: 1Ob190290 1'AYMENT �30ND ST.ATE OF TEXAS COUNTY OF DIaiNTON KNOW ALL MEN �3Y Tk�ESE PRT:SENT�: ThltArcher Western Construction, l(.z.c whose addi'ess is k�}11 ��`�e�z_�.a.,y.,,�„�A�v� I��vi�� `��s 7S�38Mhereinafter called Principal, and the C�'�t t�� t S��:nt�r�, a corparation or�;anized and cxisting under thc laws of the State of Texas, and fully authorized to traasact 6usin.ess in the State of Texas, as Su�-ety, ��o held and £irtzaly bound unfio the Ciiy oi Denton, a municipal corporation or�anized and existin�; under the laws oithe State of'J'exas, hereinafter calleci Ow�zer, in the penal sum of TWO HUNDRED AND SIXTY �Nk: `1'HOUSAND AND EZGH'i' HUNDRED AND EiGHTEEN DOLL.ARS AND TWF,�,VE CENTS ($��S,,�I �,�.1��, in lawful money of tk�e Unitod States, to be paid in Denton Caunty, '�'exas, for the paycnent of which surr► well a�d truly to be made, we hereby bind ourselves, our heirs, executors, adminislraCors, succcssoz�s, and assigns, jointly and scvec•ally, �rmly, by these presents. J'he amouni af'this Bond shali automatically be increased by any Change 0�•der or Supplemcntal Agre�nrzent�, howcver, increases to this bond and the Contract price shall nat exceed twenty- �ve (25) percent in the ag�regate of the ox•iginal authorization contract amount, in aacordance with Texas Local Goverx�zr�ent Cade 252.048, but in no event shall a Change Order or Supplennental Agreement, which reduces tk►� Contraat pt•ice, decreasa the pcnal sunrk of this Bond. THE OBLIGATI4N TO PAY SAME is conditioned as follows: Whereas, the .Principal onta��ed into Contract 5684, with the City of Denton as the Owner, dated the 6��"� �1� t".N:�v�a��k��x° ,t� �„�t� 1�, a copy of which is hereto attacheci arzd made a part hereof, for tk�e Construction Services stated within Cpntract 5684. NOW, THEREFORE, if the Pr3ncipal shall vvell, t�'uly and faithfully perform its dutics and rnake prorr�pt paynaent to al( persons, firnns, subcont�•actors, corporations and claimants supplying labar and/or material in the prosecution of thc Work provided �or in said Contract and any and all duly authorized �nodifications of said Contract that may hereafter be made, notica of which tnodi•Eications to the Surety being hereby expressly waived, #hen lhis ob�igation shali be,void; otherwise it shall remain in full force aud effect. PROVIDED �'�.1��.'�'HCR, that i:f any lega[ action be ��ed on this Bond, exalusive venue shall lie in Dentnn County, Texas. � t�ND PR�VID}�D FURTH.E�2., that the said Surety, for value received, hereby stipulates and agrees that no �changv, oxtension of time, �ilteration or addition to the terms of the Contract, or to the Work to be perforrned thereunder, or lo ihe Pla;ns, Specificatians, Drawzngs, etc., accotnpanying the same, shall in anywise affeat its obli�ation an this Bond, and it daes hereby waive notice of any such chan�e, extension of iitrxe, alteration or add'ztion to the ternr�s of the Contract, or to the Wo��k to be performed thereunder, oc to the �lans, Specifications; Drawings, 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 Sureiy 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 surety, as provided by Article 7.19-1 ofthe Insurance Code, Vernon's Annotated Civil Statutes of the State of Texas. IN WITNESS WF�R�OF, this instrument is executed in 3 copies, each one of which shall be deemed an original, this the 6 day of Novembe� 2014 . ATTEST: '� , � BY: .�� $ � � 3 �__.m. ��'a'�� Matthew M. Walsh IV PRINCTPAL Archer Western 4�'�n�tr�c�i��r�# LLC m� - � � ww.��. _. BY: . : � �� w PRESIDENT Daniel P. Walsh �.��: Witness SURETY: � � , , -� Travelers �"��u�� itr�c� �u�-��y �'c�mp�any _ B'Y: � � �� u�,, �� _ . ,� �_. , � � Matthew M. Walsh IV By, �°'�,�,�': �,� �F�r � , ��,7�� ,v-�r-�� c�r xerry reco�°a The Resident Agent of the Surety in Denton County, Texas for delivery oi notice and service of the process is: NAME: C.".armen Mimc STREET ADDRESS: 1301 E. Collins Blvd., Richardson, TX 750$1 (NOTE: Date of Payment Bond must be date of Contract. If Resident Agent is not a corporation, give a persan's name.) ,��u, __� _ ......................____...._.. _ 4's+A�N�M� :�'i-�f� 9��VW�R OF ATTORNEY IS INVALID � , POWER OF EITTORNEI' � Farmington Casualty Company St. Paul Mercury Insurance Company Fidelity and Guaranty Insurance Company 'li�avelers Casualty and Surety Company Fidelity and Guaranty Insurance Underwriters, Inc. Tt�avelers Casualty and Surety Company of America St. Paul Fire and Marine Insurance Company United States Fidelity and Guaranty Company St. Paul Guardian Insurance Company Attorney-In Fact No. 2254H2 Certificate No. 0 1 KNOW ALL MEN BY THESE PRESENTS: That Farmington Casualty Company, St. Paul Fire and Marine Insurance Company, St. Paul Guardian Iusurance Compiny, St. Paul Mercury Insurance Company, Travelers Casualty and Surety Company, Travelers Casualty and Surety Company of America, 1nd United States Fidelity and Guaranty Company are corporations duly organized under the laws of the State of Connecticut, that Fidelity and Guaranty Insurance Company is � corporation duly organized under the laws of the State of Iowa, and that Fidelity and Guaranty Insurance Underwriters, Inc., is a corporation duly orgauized under the ]aws of the State of Wisconsin (herein collectively called the "Companies"), and that the Companies do hereby make, constitute and appoint f3rian R. Walsh, J. William ErnsU�om, Jodi Wallacc, and Kcrry Pccora of the City of Chica ro Illinois � State nf , their true and lawful Attorney(s)-in-Fact, __— -_.......----�.� -_ _.... each in their separate capacity if more than one is named above, to sign, execute, seal and ackuowledge any and all bonds, recognizances, conditional undertakings and other writings obligatory in the nature thereof on behalf of the Companies in their business of guarinteeing the fidelity of persons, guaranteeing the performince of contr�cts 1ud executing or guaranteeing bonds and undertakings required or permitted in any actions or proceedings allowed by law. IN WI'TVI.�� 1'4`��a�#I•:CY�`„ th� i'�',at�tpanies have caused this instrument to be signed and their coiporate seals to be hereto �iffixed, this I Slh t �. C��,c �� 2014 _. day of ,, , Farmington Casualty Company Fidelity and Guaranty Insurance Company Fidelity and Guaranty Tnsurance Underwriters, Inc. St. Paul Fire and Marine Insurance Company St. Paul Guardian Insurance Company St. Paul Mercury Insurance Company 'I]�avelers Casualty and Surety Company T]�avelers Casualty and Surety Co'npany of America United States Fidelity and Guaranty Company �� NTYd�i. �'.. �, irie�k"�.,� �� i��r�q,`�� µ� iaauUq �. �s�rY�iwe�,� . � 4so�i�.. . ��7NAA��y�. ^k'�' 4. � {y w �� M1. g� Y p9V11F�• j es �l�ktik�� o� � ��io� � WC�FORATED ; � �..� ;;..,, Pc "ra`j�. 8w c�u�orr.y�.�.°�1 �. HAwrYCSRfa. '� iI G�� ia �;��.. r�� ,�''" `�y�k"re�c�r'�"y.gb .., �„ .e� 19Jr1 tr�� .. ,�ta..»f� �d�§1 Lk��r�� a� ��..�.a.z,�� . � Gi7NN, :p� �1 �� : .:r' I�. �,a� � � a:,�-,+'.«_� y's JHe, �wk��yr `Faaw�,.�w�'�� &+ F�� e .,:��.4. � �`�'�.�. State of Connecticut City of Hartford ss. �` ., i �, : � By� �� . Robert L. Raney, �+i Vice President I Slh October 2014 On this the _._ day of ._,._,_,._,. ..__ , , before me personally appe�red Robert L. Raney, who lcknowledged himself to be the Senior Vice Presideut of Farmington Casualty Company, Fidelity and Guaranty Ii�surance Company, Fidelity and Guaranty Insurance Underwriteis, Inc., St. P�iu] Fire �nd Marine Insurance Company, St. Paul Guardian Iusurance Company, St. Paul Mercury Insurance Company, Travelers Casualty and Surety Company, Travelers Casualty and Surety Company of America, and United Stltes Fidelity and Guaranty Company, and that he, as such, being authorized so to do, executed the foregoing instrument for the purposes therein contained by signing on behalf of the corporations by himself as a duly authorized officer. ��,'I'�` In Witness Whereof, I hereunto set my hand and offici�l seal, �� My Commission expires the 30th day of June, 2016. y� ,#�� ' � � �� 58440-8-12 Printed in U.S.A. .,.,. �� l. . ... � �� ` ,r� Marie C, Teu�eaul[, Notary Public WARNING: THIS POWER OF ATTORNEY IS INVALID WITHOUT THE RED BORDER This Power of Attorney is granted under and by the authority of the following resolutions adopted by the Boards of Directors of Farmington Casualty Company, Fidelity and Guaranty Insurance Company, Fidelity and Guarinty Insurance Uoderwriters, Inc., St. Paul Fire and Marine Insurance Company, St. Paul Guardian Insurance Company, St. Paul Mercury Insurance Company, Travelers Casualty aud Surety Company, Travelers Casualty and Surety Company of America, and United States Fidelity and Guaranty Company, which resolutions are now in ful] force and effect, relding 1s follows: RESOLVED, that the Chairman, the President, any Vice Chairman, any Executive Vice President, any Senior Vice President, any Vice President, any Second Vice President, the Treasurer, any Assistant Treasurer, the Corporate Secretary or any Assistant Secretary may appoint Attorneys-in-Fact and Agents to act for and on behalf of [he Company and may give such lppointee such authority as his or her certificate of authority may prescribe to sign with the Company's name and seal with the Company's seal bonds, recognizances, contracts of indemnity, and other writings obligatory in the nature of a bond, recognizance, or conditional undertaking, and any of said officers or the Board of Directors at any time may remove any such appointee and revoke the power given him or her; and it is FURTHER RESOLVED, that the Chairman, the President, any Vice Chairman, any Execu[ive Vice President, any Senior Vice President or any Vice President may delegate all or any part of the foregoing authoriry to one or more officers or employees of this Company, provided that each such delegation is in writing and a copy thereof is filed in the office of the Secretary; and it is FURTHER RESOLVED, that any bond, recognizance, contract of indemnity, oc writing obligatory in the nature of a bond, recognizance, or conditional undertaking shall be valid and binding upon the Company when (a) signed by the President, any Vice Chairman, any Executive Vice President, any Senior Vice President or any Vice President, any Second Vice President, the Treasurer, any Assistant Treasurer, the Coiporate Secretary or any Assistant Secretaz•y and duly attested and sealed with the Company's seal by a Secretary or Assistant Secretary; or (b) duly executed (under seal, if required) by one or more Attorneys-in-Fact and Agents pursuant ro the power prescribed in his or her certificate or their certificates of authority or by one or more Company officers pursuant to a written delegation of authority; and it is FURTHER RESOLVED, that the signature of each of the following officers: President, any Execu[ive Vice President, any Senior Vice President, any Vice Presiden[, any Assistant Vice President, any Secretary, any Assistant Secretary, and the seal of the Company may be affixed by facsimile to any Power of Attorney or to any certificate relating thereto appointing Resident Vice Presidents, Resident Assistant Secretaries or Attorneys-in-Fact for purposes only of executing and attesting bonds and under[akings and other writings obligatory in the nature thereof, and any such Power of Attorney or certificate bearing such facsimile signature or facsimile seal shall be valid and binding upon the Company and any such power so executed and certified by such facsimile signature and facsimile seal shall be valid and binding on the Company in the future with respect to any bond or understanding to which it is attached. I, Kevin E. Hughes, the undersigned, Assistant Secretary, of Farmington Casualty Company, Fidelity �nd Guar2nty Insurance Company, Fidelity 1nd Guaranty Insurance Underwriters, Inc., St. Paul Fire and Marine Insurance Company, St. Pau] Guardian Tnsurance Company, St. Paul Mercury Tnsurance Company, Travelers Casualty and Surety Company, Travelers Casualty and Surety Company of America, and United States Fidelity and Guaranty Company do hereby certify that the above and foregoing is a true and correct copy of the Power of Attorney executed by said Companies, which is in full force ai�d effect and has not been revoked. IN TESTIMONY WHEREOF, I have hereunto set my hand and affixed the seals of said Companies this 6,,,,, „_„_.._, day of _ N O V E Ill b 2 T' _ Zp 1 L� :�i�"� l __ . ____.. Kevin E. Hughes, Assistant �ec� ,d gsy � �,�� iY � ��' �,r y�i a� �- n'� ��'R '� 4 "'�u � . s.�xr arrp � aue �j-.�'#YA� qH:r t a... � a�+� . — �� r�.w ..'�.�'i� yV. �r � � _ a .� t�.w.� � � � �1�lil.� t�a I � � p �� ° MCORPORATED ��:- i�k ,..}.��.r� g�'iM f�.i�a mr� �. t� � ��' �sntuu � `1'� ��,, �,$�' � "�`'��' �tY'�tiFi��ttl�� . � �, '� �� t� � � � � � � � � � � �ni"i�r�wt�. � � �'ea,��r�'� � � � �� `��G,�� 1951 �� tr �� .� . � � �v � P � �a �� '� � � � w,M ,�� e wh � h� t+ „,� ts yan�s r+°f �r� �3 ''d; N aa �,� 'y� '� }ti� , � .�. ,�' .�. � To verify the authenticity of this Power of Attorney, call 1-800-421-3880 or contact us at www.travelersbond.com. Please refer to the Attorney-In-Fact number, the above-named individuals and the details of the bond to which the power is attached. WARNfN4�'r �"1-�� P'�s4'it�� {�}� A� i+;�3if'dLV 1;3 II�1VALiD i. , .... �,: � � � . i '� ` �, � . �� __ , f � � � , � '� �� , � � � . , , � . . � � � . , � , � . � . Respondenl's attention is directed lo the insurance requirements below. II is highly reconznzended thal respo��dents confer with their respec�ive insurance carriers or bi�okers to determine in advance of Proposal/Bid subrrrission the availabiliry of insurance certificc�tes and e�zdo�•semenls as prescribed aizd provided herein. If an apparenl lolv respondenl fails to com�ly strictly with lhe insurance requirements, that respondenl nzay be disqualified fi�o�n awa�d of tlie contracl. Upon contr•act crn�arci all insurance requi�^ements shall become co�ilracliral obligations, which the successful conlractor shall have a duty lv ntaintain throughoue the course of this contract. STANDARD PROV�S�ONS: WitlzouP limiting ar�y of 1/:e otlzer obligations or liahilities of tl:e Coralractor, ilie Conlraclor s/aall provide and nznintain untid tlre coniracted work lzas been completed and accepted by il�e Cily of Dentort, Owner, tlee rninirnum�insurance coverage as indicated l:ereio:afler. As soan as practicable after notr.fication of contract award, Contractor sliaCl fi./e witlt tlze Purcleasrng Depawifrten! s[rtisfaclol�y certif[caPes of insurance, conlaining tlie contract nuniLer and title of lhe prnject. Cnntract�r may, upoot �Urilten requesP lo llte Purc/tasing De,parlirtenl, ask,/�or cCarification oj any ansurance requiremen[s at arry time; ltawever, Co►ztractors are strongdy �tdvised to �nake suclt reques[s prior to proposal/bid opening, since llae insurance requirements may not be modified or waived after praposaUbid opening unless �t wriilerz excep�ion lsas been subntitied witlt tlze proposal/bid. Coniractar slPall rzot commence any work or deliver any niateria! unli! J:e or she receives noPification i/ta! t/:e coetlract lias been accepied, approved, and sigr:ed 8y tl:e Ciry nf Deirton. A!l insura�zce poLicies proposed or obe�sirzed in satlsfacrion of t/rese requirerrte►tts sliall comply wit/: the following gesteral specificalioers, and sle�/! be maiartained iee compliance witlt lleese general spec�ccalr`erns t/trouglaout t/ae �'uraeeon of t/re Coo:rract, or lorz,�er, i.f so ototed: w 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 ihe City, the insurer shall reduce or eliminate such deductibles or self-insured retentions wiih respect to the City, its officia(s, agents, employees and volunteers; or, the contractor shall procure a bozld guaranteeing payment of losses and related investigations, claim administration and defense expenses. Liability policies shall Ue endorsed lo provide the following: Name as additional insured the City of Denton, its Officials, Agenis, Employees and volunteers. w That such insurance is primary to any other insurance available to the additional insured with respect to claims covered under the policy and that this insurance applies separately to each insured against whom 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. • Cancelladion: City reguires 30 day writterr f:otice shorrld any of t/ie policies described o�t e/ie cerlificafe Ge c�rncelled or �n�tlerially cltanged before t/te eapiralio�r date. • Should any of the reyuired iiisurance Ue provided under a claims made form, Contractor shall maintain such coverage continuously throughout ihe term of this contract and, without lapse, for a period of three years beyond tlie contract expiration, such 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 lega] defense costs to be included in the genera] annual aggregale limit, the Contractor shall either double the occurrence limits or obtain Owners and Contractors Protective Liability Insurance. � Should any required insurance lapse during the contract term, requests for payments originating after such lapse shall not be processed until the City receives satisfactory evidence of reinstated coverage as required by this contract, effective as of the lapse date. If insurance is not reiiistated, City may,�at its sole option, terminate this agreement ei�ective on the date of the lapse. SPECIFIC ADDITIONAL INSURANCE REQUIREMENTS: . All insurance policies Jrroposed or obtained in saPisfnction of tlzis Contrncl sltadl additinf:ally conapfy wiPlt tlae following mar&ed specificaliaBs, and sliald be mairzluine�l in compli�nce wat/g lJlese a��'itr'ranal specaficalions 1lzrougltout tlze duration of t/te Contract, or longer, if so noted: [X] A. General Liabiliiy Insurance: Genera! Liability insurance with combined single limits of not less than ��,f��i�,��4�,(�{� shall be provided and maintained by the Contractor. The policy sliall be written on an occurrence basis either in a single policy or in a combination of underlying 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 properly damage coverage. � � Coverage B shall include personal injury. • Coverage C, medical payments, is not required. If the Comprehensive General Liability form (ISO Form GL 0002 Current Edition and ISO Porm GL 0404) is used, it shall include at least: • Bodily injury and Properly Damage Liability for premises, operations, products and completed operations, independent contractors and property damage resulting from explosion, collapse or underground (XCU) exposures. � Broad form contractual liability (preferably by endorsement) covering this contract, perso�ial injury liability and broad form property damage liability. [XJ Automobile Liability Insurance: Contractor shall provide Commercial Automobile Liability insurance with Combined Single Limits (CSL) of not less tha�n :�5{9�i,Ul�t1 either in a single policy or in a combination of basic and uinbrella or excess policies. The policy will include bodily injury and property damage liability arising out of tl�e operation, mainienance ai�d use of all automobiles and mobile equipment used in conjunction witl� this coniract, Satisfaction of the above requirement shall be in the form of a policy endorsement for: • any auto, or • all owned hired and non-owned autos. [X] Workei•s Compensation Insurancc 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 tl�e insurer shall agree to waive all rights of subrogation against the Ciiy, 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 tl�e provisions of Attachment 1 in accordance with §406.096 of the Texas Labor Code and rule 28TAC 1 10. ] 10 of the Texas Worker's Compensation Commission (TWCC). [] Ownet�'s and Contractor°s Protective Liability Insurance The Contractor shalJ 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 darnage and bodily injury which may arise in the prosecution of tlie work or Contractor's operations under this contract. Coverage shall be on an "occurrence" basis and the policy sliall be issued by the same insurance company that carries the Contractor's liabilit}� insurance. Policy limits will be at least `�5�iU7fl4)!},[�(� combined bodily injury and properly damage per occurrence with a��,t3ii{�,O�i�.�ll� aggregate. [] Fire bamage Legal Liabiliiy 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 _ e��h �c�urr�r�c� �r� a•�qraired. [ ] Profess'ronal Liability Insurance Professional liabiliTy insurance with limits not less than �1 [iili�,t}�tl.�i� per claim with respect to negligent acts, errors or omissions in connection with professional services is required under this Agreement. [ ] Builders' Risk Insurance Builders' Risk Insurance, on an All-Risk form for ] 00% of the completed value shall b� provided, Such policy shall include as "Named Insured" the City of Denton and all subcontractors as tlieir interests may appear. [ ] Commercial Crime Provides coverage for the theft or disappearance of cash or checks, robbery inside/outside t17e premises, burglary of the premises, and emplayee fidelity. The employee fidelity portion of this coverage should be written on a"blanket" basis to cover all employees, including new hires. This type insurance should be reyuired if the contractoe has access to City funds. Limits of not less than $ each occurrence are required. [� Additiona! Insurance Other insu�•ance may be required on an individual basis for extra hazardous coniracts and specific service agreements. lf such addiiional insurance is required for a specific contract, that requirement will be described in the "Specific Conditions" of the contract specifications. [X] Workers' Compensation Coverage for BuYlding or Construction Projects for Governmentai Entities A. Definitions: Certificate of coverage ("certificate")-A copy of a certificate of insurance, a certificate of authority to self-insure issued by the commission, or a coverage agreement (TWCC-81, TWCC-82, TWCC-83, or TWCC-84), showing statutoxy workers' compensation insurance coverage for the person's or entity's employees providing services on a projeci, for the duration of the project. lluration of the project - includes the time from the beginning of the work on the project until the contractor's/person's work on the pro_jeci has been completed and accepted by the govermnental entity. Pea�sons providing services on the project ("subcontractor" in §406.096) - inchides all persons or entities performing all or part of the sei-vices the contractor has undertaken to perform on the project, regardless of whether that person contracied directly with the contractor and regardless of whether that person has employees. This includes, without lirnitation, independent contractors, subcontractors, leasing cornpanies, motor carriers, owner-operators, employees of any such entity, or employees of any entity which fi�mishes persons ta provide services on the project. "Services" include, withouf 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 �pa�opeg• reporting of classification codes and payroll amounts' and filing of any overage agreements, wl�ich nieets t$e statutory requiremexits of Texas Labor Code, Section 401.011(44) for all employees of the Contractor providing services on the project, for the duration of ihe projeci. C. The Contractor must provide a certifcate of coverage to the governmental entity prior to being aWarded the contract. D. If the coverage period shown on the contractor's current certificate of coverage ends during the duration oi the project, the contractor must, prior to the end of the coverage period, f le a new certificate of coverage with the governmental entity showing that coverage has been extended. E. The coniractor shall obtain from each person providing services on a project, and pravide to the governmental entity: 1. a cerlificate of coverage, prior to that person beginning work on the project, so the �overnmental entity will have on file certificates of coverage showing coverage for all persoiis providing services on the praject; and 2. no later than seven days after receipt by the contractor, a new certiiicate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project. T. The contractor shall retain all required certificates of coverage for the duratian of the project and for one yeax 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 should ha�ve knovv�i, of any change ihat matez�ially affects the provision of coverage of any person providing services on the project. H. The conu�actor shall post on each project site a notice, in the text, form and manner prescribed by the Texas Workers' Compensation Commission, informing all persons providing services on the project that they are required to be covered, and stating how a person may verify coverage and report lack of coverage. The contractor shall contractually require each person with whonn it contracts to provide services on a project, to: 1. provide eoverage, 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 ilae project, for the duration of the project; 2, provide to the coniractor, praor to that person beginning woxk on the project, a certificate of coverage showing that coverage is being provided for all employees of the person providing services on the project, foz� 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 ihe current eertificate of coverage ends during the duration of the project; 4. obtain fratn each other person with whom it contracts, and provide to the contractor: a. a c�rtificate 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, lf ttle COV2ia�e per10C� SY�.OWIl 011 t�le CU1T0rit Cel`CI�1Cate of coverage ends during the duraiion of the project; 5. retain all required certificates of coverage on file 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 materially affects the provisioal of coverage o1� 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 whorn they are providing services. J. By signing this contract oi• providing or causing to be provided a certificate of coverage, the coniractor is representing to the governmental entity that all employees of the contractor who will provide services on the pxoject will be covered by workers' compensation coverage for the duration of the proj ect, that the coverage will be based on proper reporting of classification codes and payroll amounts, and that all coverage agreements v��ill be filed with the apprapriate insurance carrier or, in the case af a self-insured, with the commission's Division of Self-Insurance Regulatior�: Providing false or misleading information may subject the contractor to adaninistrative penalties, criminal penalties, civil penalties, or other civil actions. K. The eontractor's failure to cotniply with any of these provisions is a breach of contract by the contracior whzch entitles the governmental entity to declare the contraet void if the contractor does not remedy the breach within ten days after receipt of natice af bxeach from the governmenfial entity. `` •� . CaATE{MPr�IU�(YYYYj �,:,� ��"�� CERTlFICATE OF LIA IL�TY �INSURANCE ��2�,4 . -_ � 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. IMPORTANT: If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certi�cate holder in lieu of such endorsement(s). PRODUCEft �� . CONTAC7� l�019 Rl.S�C 52f'V1C25 central � IP7C. NAME�. Chicago IL Office (,q�C�N .Exty; CB667 283-7122 � � �q� ��, 800-363-0105 � �� 200 EdSt Rdtld0l pfi '��. E-MAIL �� Chicago I� 60601 U5A nooRess: INSURED Archer western Construction I41I Greenway Drive Irving TX 75038 u5A INSURER A: LLC INSURER B: ' INSURER C: -- _�,_._...-- INSURER D: INSURER�E: INSURER F: CERTIFICATE NUMBER: 570055826463 INSURER(S) AFFORDING COVERAGE Allied Warld Nat�anal Assurance company Arch Insurance Company � � � I�ItI£+F�3 a O z d w Y c d � 61 � O 2 TH13 18 TO CERTIFY THAT THE POLICIES OF INSURANCE LISTEd BELQW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD ' INDIGATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITIdN OF ANY GONTRACT OR OTNER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE IN3URANCE AFFdRDED BY THE PdLICIES DESCRIBED HEREIN IS SUBJEGT 70 ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF Sl1CH POLICIES. LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. Limits shown are as requested _ _ _ . 4N� �� 7ypE OF INSURANCE �� POLICY NUMBER POLiCY' EFF i�tSL � �; LIMITS I T{�, f��NSL} i�+p�. lMMIDD/VYYYI IMMIOD/YYYYIr _ � x coMMeRcia� Ge�e� �iasiurr 41PKG89u19 0/uljzol4 ab/ai�r 15� �Acw occ.uRRE�sc� Sl, 000, 000 �. cL�l�n�-MA6� I x �iOCCUR � ��`�"a`'E °"�c�v�E" _ $300,000 , u�Fn,qicFG rr , . ti � � k MEU EXP (Any ana person} ^Nry �^w_�. $25 , d00 _�. ,. ., � ONAL & ADV INJURY.�� _....�,�., , , . - -- $i,aoo,000 M � � �er�s � GEN'L AGGREGATE LIMIT�I I TtIL�3 P�R; GENERAL AGGREGA"fE $2 , 000 , OOd N " '—� PRO- ._—. ....._ � PCILICY ...'..� JECT �''... L6C � � P�ODUCTS CfJMP(OP AGG �2 s OOO s OOO � , .. , � �........��.. _. ..... ...._._.�._, O OfHER � o � � � � � � NGLE LIMIT � � �z,aao,00a B A�UTOMOBILE LIABILITY 41PKGS9OlgO$ �� 06/Ol/2014 06/Ol/2015 COMBlNED SI � .. A05 B= ANY RU"f0 S CAB89020Q8 06/Ol/2014 06 f 01/ZQ15 gODILY INdUFtY ( Per person} � Z ��ALLOWNED SCHEDULED Ma ar��v �ODILYINJURY(Peraccident) y AUT05 �� AUT6S ._._... -. _.__., .....n....._.e.ew.,.��...,,,,e...e.,_,�... � FIIRED HUiC}5 � : NON-QWNE6 PROPERiY DAMAGE �y �° AUTOS tPer ar.cident} , :, _....__�._ � I I _ � . ..__ _____ CI a� 030561�9 o�jOz/2tiia Cl6jtirj2ui5 EacNoccua�e�c� �10,U00,UU0 V UMBRELLA LIAB X �GCUFY X EXCESS LIAB f CLAIP�fiS-MAC�E � A�cr��T� $10,000,000 ... .,..._. .._ _.... �...�DED � IRETENTIUN ...,. _... .. . B 4k�(SXtwtk:t�tSCt�t�PEt�S,�TF�sN��AND ��3.VJL7:d�i�UJf�1. 06/U1j2U14,06/Ql%2015 X��TRnrrF.__. i O'fH- EfIAPS�9YEftS' LI,qBILITY � �R `f f ti' _ ANY �ROPRIETUR 1 PARTfJER 1 EXEC;UTIVE �. �� E.L. EACI-i ACCIDEf�PT $1 � oijd �� "�i-Fir hi NLr,�LL�� EXCLUDED? I N�� N/ A ... . _.w.w. .w..�...- ..., � {ry�1„ti�7��ttaiy ji� NMy G � E.L, DISEAvE-EA EMPLC7YEE � $l, o00 , oao II� y�t dP�araD� ,�i�'c�� P�.. - Il'=ar Ntl'Tl�,il'S C'F i'7R'FFj4YIt5Ny lr�b:�in� � L GISEASE-POLIGY LIMIT $1, 000, 000 _ e M��c Liab Cvg 41GPP89Q210� 06/O1/2014 06/O1/1015 Each occurrence � SI,000,000 — Excess General Liability Aggregate $2,00O,OOQ � � � DESCRIPTION OF OPERATIONS f LOCATIONS t VENICLES (ACORD 1�1, Additional Remarks Schedule, mey be attached if mare space is reqWredj �� RE: �ake Ray Roberts wTP Manways - contract Agreement No.: 5684; AwC 7ob No.: 214145. See attached. � �� m�,, _ r�'��„+ CERTIFICATE HOLDER CANCELLATION " SHOULD ANY OF 7HE ABOVE �DESCRIBED POLICIES 6E CANCELLED BEFORE THE � � EXPIRATION DATE THEREOF, NOTICE WILl. BE DELIVERED IN ACCORDANCE WITH THE .,r'tk� POLICY PROVISIONS. �''-"� ■'.�.s city of oenton water oivision aurHoarzeoaeaReseNrarave �"� 901 s Texas 5treet Dentan, TX 76209 u5A — /J %�� /� �!7 p �"" '... �JSF�L c!i e� �Gt�/CCY.O Vrilz�CLG a/ 7tO �9 01988-2014 ACORD CORPORATION. All rights reserved. ACORD 25 (2014/01) The ACORD name and logo are registered marks of ACORD "`._ �� I r r'1 �'+��'I� �-... - � r 1 1: • , � , , , � � . � � A AGENCY �� NARAED INSURED �� Aon Risk Services Central, Inc. Archer Western Construction, LLC POLICY NUMBER . .... see Certificate Number: 570055826463 � CARRIER NAiC C6DE see Cert�ficate Number: 57d055826463 eFF�criv�a�r�: .,. • ..- s THIS ADDITIONAL REMARKS FORM IS A SCHEDULE TO ACORD FORM, FORM NUMBER: ACORD 25 FORM TITLE: Certificate of Liability Insurance Continuation city of oentan, its officials, agents, employees and volunteers are an Additional znsured pertaining to General �iability and Automobile �iability with resp2ets to liability arising out of the Named znsured s operatians an the referenced proj2et. Professional services for Architects, Engineers, Consultants, etc. are exeluded. A waiver of subrogation zn favor of City af �enton, its afficials, agents, employees and valunteers is included an the workers Compensation pol�cy. This insuranee will be Primary and Non-Contributory to the General �iability and ,4utomobile �iability policies with respect to any other available insuranee to the Additianal gnsureds for the negligence of the insured on the refereneed project. The General �iability policy includes the perils af (xCu) Explosion, Collapse and underground. contractual �iability is included, subjeet to the terms, conditions, limitations and exclusions of the General �iability palicy. The ACOF2D neme and logo are registered marks off ACORD �•. , .� . . - .� .- � � � �; . . �; - . � � - . ; � � � The person(s) or organization(s) listed or described in the Schedule below have requested that they receive written notice of cancellation when this policy is cancelled by us. We will mail or deliver to the Person(s) or Organization(s) listed or described in the Schedule a copy of the written notice of cancellation that we sent to you. If possible, such copies of the notice will be mailed at least 60 days, except for cancellation for non-payment of premium which will be mailed 10 days, prior to the effective date of the cancellation, to the address or addresses of certificate holders as provided by your broker or agent. Schedule Person(s) or Organization(s) including mailing address: All certificate holders where written notice of the cancellation of this policy is required by written contract, permit or agreement with the Named Insured and whose names and addresses will be provided by the broker or agent listed in the Declarations Page of this policy for the purposes of complying with such request. This notification of cancellation of the policy is intended as a courtesy only. Our failure to provide such notification to the person(s) or organization(s) shown in the Schedule will not extend any policy cancellation date nor impact or negate any cancellation of the policy. This endorsement does not entitle the person(s) or organization(s) listed or described in the Schedule above to any benefit, rights or protection under this policy. Any provision of this endorsement that is in conflict with a statute or rule is hereby amended to conform to that statute or rule. All other terms and conditions of this policy remain unchanged. Endorsement Number: 003 Policy Number: 41WC18910901 Named Insured: THE WALSH GROUP, LTD. This endorsement is effective on the inception date of this Policy unless otherwise stated herein. Endorsement Effective Date: 06/01/2014 00 ML0087 00 11 10 Page 1 of 1 � 4 �' , � , �, �� ° ; � � ; ��' , .� . , - �� •- • • � , • ' ' � • i 1 ' • ! � •; The person(s) or organization(s) listed or described in the Schedule below have requested that they receive written notice of cancellation when this policy is cancelled by us. We will mail or deliver to the Person(s) or Organization(s) listed or described in the Schedule a copy of the written notice of cancellation that we sent to you. If possible, such copies of the notice will be mailed at least 60 days, except for cancellation for non-payment of premium which will be mailed 10 days, prior to the effective date of the cancellation, to the address or addresses of certificate holders as provided by your broker or agent. Schedule Person(s) or Organization(s) including mailing address; All certificate holders where written notice of the cancellation of this policy is required by written contract, permit or agreement with the Named Insured and whose names and addresses will be provided by the broker or agent listed in the Declarations Page of this policy for the purposes of complying with such request. This notification of cancellation of the policy is intended as a courtesy only. Our failure to provide such notification to the person(s) or organization(s) shown in the Schedule will not extend any policy cancellation date nor impact or negate any cancellation of the policy. This endorsement does not entitle the person(s) or organization(s) listed or described in the Schedule above to any benefit, rights or protection under this policy. Any provision of this endorsement that is in conflict with a statute or rule is hereby amended to conform to that statute or rule. All other terms and conditions of this policy remain unchanged. Endorsement Number: 003 Policy Number: 41wCz8910901 Named Insured: THE WALSH GROUP, LTD. This endorsement is effective on the inception date of this Policy unless otherwise stated herein: Endorsement Effective Date: 06/Ol/2014 00 ML0087 00 11 10 Page 1 of 1 ndorsement o,e 17 This endorsement, ei#ectiue: June 1, 2014 (at 12:D1 �4.M. prevailing fime at the address stated in Item 1. (b) of the D�clarations} �orms a pa� of Po�icy No.: o�a�-6�4� Issued to: The Walsh Group, Ltd �y: Allied World National Assurance Company � ......... � ' ! � ..., . ! `. � .... � ......... I��r�.�rkr�� or {��_°�;�r��rtic�n�_��_ 1�1ai�i�� Act€�ress — _ _..._. (dn �le E�'it17 �rrukec-} �� i}�e co p�ny� sh�ll �r�ail t�r�ttet7 notice of cancellatior� nat tc:ss tlian si�t�� (C�Q) da�'s �Ur ten (�0) days itt The �v�nt an�' premit�m Ts z�nt paicl ��h�r� �lu�] i� advr�nc� of the c�ncellatior� d�te statin� ttt� re�ssan for cancetlatiot7 tc� th� p�rson(s) c�r c�rganizatit>n{s) listed in t]�e �chedute a�iov�. A «°�►t�er� nc�tice c�f such canc�llatic)n sh�[f �e,7��ailz.ci ot�ly� t�her� a vaiid addr�ss in provided. T°17� �o�'pa€'y sh�il also n1ail v�°ritten Ilatice of ca�'cellatrort rtnt l�ss thact si�t�� (6t�) d�i}�s [or t�t� (IO) da��s Gn tlt� e�'ent ai�t� przntiullt is n+�t paid when �iue] in adv��n�e of tl�� caitcell�ti«n da#�. st�ting th� reasan far Cancellation tc� a71 e�rtsticat�: i�olde'-s `��1�ere 1�'rittei� Si0i6C� c7f t1�e ��c�ltation �f ti,is p�licg� is rec�Eaire�i by° ��ritten cc�ntact, perntit ar a�re�mer�t �vit}z tl�� iJai77zd [nsur°erl �nd G��lios� riames and ad�ir�sses �ril] t�e prc�vic��d t�� Che t�rc��er or ��r1t lisi�d on tl�e I7eclarations �t this poli�y for t1�G pui-�ose oi' cnn�pl}'ir�g �vitPi suc11 r�c�uest. i°h� broker or a��i�t i�ztls�,�r�>°ide tl�� a�tp�an�� tvith �L,cI7 nat7l�s and addresses at l�.ast tl�irty (30) r�a}�s prior tcr r�iz�n `��ritte'z notice c�f c:��Tlceilation is requirerl. i17e so��pan� is ,�ot r�spo�isibl� far a�� del�}�s in the notice c�f c�cncLllation t« any certific.ate hotc�er i,7 tl7e �v�izt t17� I�r�ker ar �ge�1t f�ils to �rc�vidL the r�ecess�rtF it7f«rr�te�tic�n rvitlyin the r�qurred tir��. r'� ��riit�n notic� of sucli catic�ilatic�il shall be t�it3iled or�1�• �vhen a a��iid adciress in �rn�ric�ed. � . . +� +� . . .. , � I i*i R r �, � i�rilr�nr�a�' r, �� -F �.- � � WGManuL F��ge 1 c�f 1 BUSINESS OVERVIEW QUESTIONNA.XRE 1•. Co�tractorName : Archer Western Construction, LLC 2. Address {Principle Place ofBusiness: 1411 Greenway Drive Irving, TX 75038 3, Does your company have an established physical presence in the State of Texas, or the City of Denton? Yes, Archer Western has had an established physical presence in Texas for over 20 years. 4. Tax Payer ID#: 27-0887868 5. Email Address of Primary contact: Travis Vick - tvick@walshgroup.com 6. Website Addxess: www.walshgroup.com 7. Telephone: 972-457-6500 8. Fax; 972-457-8501 9. Other Locations: 17 offices - nationwide; 1- Oslo, Norway; 1- Canada 10. Ozganization Ciass: Parinerslup ��1�� Partnership Corporation Association 11. Date Established September 3, 2009 12. �'ortnerBusinessNaixie: Archer Western Contractors, Ltd. 13. Da�e of Dissolution: Not dissolved; The Walsh Group added this entity to help in the transition of family ownership to the Fourth generation of Walsh's. 14. Subsidiary of : The Walsh Group of Companies 15. Historically Underutilized Busi.ness: Yes or No No Daniel P. Walsh - President; Matthew Walsh - Corporaie Secretary; Tim Gerken - 16. Principals and Officers: CFO; Don Gillis - President of Heavy Civil Group; David Casey - COO; Scott Smiley - Texas Business Group Leader; Jeff Polak - Program Manager Please deta3l responsibilities with the name of each principal or officer. 17. Key Personnel and Resporosibilities: Travis Vick, Project Manager; Matthew Dueling - Superintendent; Please detail responsibilities with the x�ame of each key personnel. � Coordination and Correspondence prior to work beginning - Travis �/ick Coordination and Correspondence once work begins - Matthew Dueling 18. Niunber of Personnel by Discipline: N/A Discipline Number of Staff # Registered ] 9. Services Provided by Firm: See attached 2 Year history Project Lisi Please provide a detai(ed listing of all servi:ces that youx corapany provzdes. Please detail your prior experience working on sixnilax projects with Texas govemmental entities. Please detail your sirnilar services procrided over tlie past two (2) years. Detai� documented proo£ of at least three (3) proj ects izx the past two (2) years. Please detail these sex-vices, uzcluding, the natuxe of the services provided, and the scope of the �ciivities, the arganizations foz which the services were provzded, tb.e dates oiFthe projects, and the documented beneitt to the gov�:r��`�� entity. 20. Has your com.pany filed or been nam;ed in aaay litigation involving your company and the Ov�nier on a contract withi.n the last five years under your current companp name or eny �st��• co�� nz�snc� i� �� z°nvitl� t��ils of t��c issues, and resolxrtir�n i1` �v�il�l�le. It��lude 1��.its �v��'t`� C��r��z-'vv�s i:��c�l°v�d. ��as Business Grou� ia�as ��# �rk�c� rsor been named in any I.it6�ation involving our company and the Owner within the �a��t 5 ��r�. 21. Please provide at least (3) ttu•ee references (p��r��ra�C,� rr��anzcipalities) and contract ainounts. Include project description, cantacl: naxnes, position, and organization name and telephone. number for each refereilce listed. See attachment �. See attached 2 Year History Project List 22. Have you ever defaulted on or failed to coxxiplete a contxact under your cuzrent compauy name or axiy otlier company nanie? If so, where and why7 Give name and telephone number of Owner. No 23. Have you ever had a contract teiminated by the Owner? If so, where and why? Give name and telephone number (s) of Ovv�ier (s). No 24. I�as your company it�lplemented an Eniployee Health and Safeiy Prograar� complitiant with 29 CFR 1910 "General Industry Stand�ards" and/or 29 CFR 1926 "General Construetion Standards" as they apply to your Company's customary activities? Yes �x�t��ii��=��'e�.��_lx��r�a1�i��{�,#�le��sx�;l�,��?��'cr�°��:�� drrc i�l��c,,_�'l�Il�&�l�a��l��,c��?,.., f�� i�v�i--1 �:�� ::�r��rd��e-1 ��C� 25. Please indicate the total number of proj ects your Firm has undea-taken withui the last five years? Within the last 5 years, our Texas Business Group has undertaken 142 water infrastructure projects. 26. insurance Infoilnation a. Name of Insuaance Carriei b.. Agent Name c. Address of Agency d. CiiylStaie e. Phone Number f. Exnail address of Agent Travelers Casualty and Surety Company Jodi Wallace One Tower Square Hartford, C7 860-277-0111 j mwal lace@aew-i nsu ran ce.com 27. List all subcontractors whom respondent estimates will fulfill 15% or more of the contract: None at this time 28_ 12esident/Non-Resident Bidder Determinaiion: Texas Government Code Section 2252,002: Non-xesident bidders,' Texas law prohibits cities and other govemmental uniis from awarding contracts to a non-resident �irm unless the amount of such a bid is lower than the lowest bid by a Texas resident by the amount the Texas resident vvould be required to underbid in tJ�e non-resident bidders' state. In order to make this d�t�:�da�a��i ion, please provide the r�a�ie, �c�c3�•��s an�. ��r�� ziu�nt�c�° of: Archer Western a. Proposing firms p�inciple place ofbusiness: �I�� r�en�vay Drive Irving, TX 75038 �i2-� �7-��€�� The Walsh Group b. Company's majority owner principle place of business: 929 West �i�ar��s St Chicago, IL 60607 312-563 a4fl(l The Walsh Group c, Ultimate Parent Company's principle place of business: 929 West Adams St Chicago, IL 60607 312-563-5400 a._ �_.. ..�. _ �, .._. � �' °�.'�'"S' - �31',.` �. ,. `w,t . �c. .. . City of Denton Purchasing 901-B Texas St. Denton, TX 76209 Phone: {940) 349-7100 Fax: (940) 349-7302 wt�,v,��rrlc��ae?urc.la�s3+t_:,� �.c�r��. Substitute W-9 Form The IRS requires all vendors to complete a W-9 Form. The informatlon on this fo�m must be fllled out, signed and submitted by a vendor representative. All information must be completed before a purchase order or payment will be issued. Name as shown on your income tax return: ArrherWestemConslnlCtion,iLC Tax ID/Socfal Security#: 2�-0ee7ese Under penalties of perjury, I certify that: 1. The number shown on this form is my comect taxtaxpayer identification number (or I am waiting for a number to be issued to me), and 2. I am not subject to backup withhold'[ng because (a) I am exempt from backup witholding, or (b) I have not been notified by the Intemal Revenue Service (IRS) that I am subject to backup withholding as a resuli of failure fio report all interest or dividends, or (c) the IRS has notified me that I am no longer subject to backup withliolding, and 3. I am a US citizen or other U.S. person-for fededral tax purposes as defined at the bottom of t�is page*. Autho�ized �I��t�t�r�._�`��r� ``" Printed Name; _ �� R ��f' Pdlr�ilN� �cJre��: Company Name: �t�hezlNes9em Grsn�4�c�litrra, k..lC Coniact Name: 7ert1 Keckler Address: 1411 Greenwav Ddve Irving. TX 75038 ��r�ck ttp�ro�ri�ta �x 1'c�� i�der�l t�x c1��Gf��tl�att �r� _�e�r�c[ � .�. �.-..mm.m�._...�. Individual/ � Sole � Corporation � Partnershlp Proprietor Must deslgnete C or S � C � Exempt � S auslness Type : Type of Organizatlon: EmaiL• Ek�e,�rk�r�w�t�d�gr�ua�s r,�n Website: wvr�v.walshgroup.com Phone Number. 972�57-e500 Fax Number: 972�57�501 Limited p�er 0 Llability ❑ Please s ecl CorporaQon P �' Real Estate Equlpmenl Royaltles (A-2) ❑ RenleNLease (A1) ❑ RentallLease (A-9) ❑ � MedlcallHeelth Cere Servlces Only (A- Merchandise- Merchandise & ❑ 7) ❑ Goods Only (A-7) �X] Services (A-7} ❑ �el FImVAttorney (A-C1 _- —._. ._._._ .a.�.._ .�._.� Consulta�UProf Proceeds irom Fees (A-7) Resl Estate Purcheses (S) .��.., �. .-�.. . �,.�.e._ ..�.. _....... .. -- Minoriry �-� �wned 0 Female Owned C1 Non Proflt ❑ Historlcally Underutlllzed Business "Definition of a U.S. Person-For Federal Tax purposes, you are considered a U.S. person If you are: (a) an individual who Is a U.S. citizen or U.S. resident (b} a partnership, corporation, company, or association created or organized in ihe United States or under the laws of the United States (c) an estate (other than a foreign estate), or (d) a domestic trust (as deFlned in Regulations Section 301.7701-7). COD Page 1 9l23/2014 �'�nr�csr ir��rsrrnafiar� �Is�t Re�uired fc�r �a� F�m� �tc�n3t ,��idra�� tif C�ii€��rt� °�ra�rs ,�la�stc�, Company Name: �r r : �ste�aa C�n��+str �a��n. �c � _, Contact Name: Terri Keckler Address: 14f1 C�r�e�w��+��iVr; E�+Ir�� TX '75(i3�1 Email: tkeckler@walshgrnup.com Phone Number: 972-457-8500 Fax Number, �7a-4 sx-��pi Pre�,�+��t� andlor ��wl��s Irat�r+��t�d i� I�id�ii COB95�#7C�c��}fl ��'fs1YC�S �GH !r�(t��rn�ti�tn m�"t�tu��t� ABA RauGng#; �7i�t3�4i3i� __n.�� Conlact Name : J�n f�r�k�ier�! Bank Account# �2��a7 Bank 1Jame : The Private Bank ACH Email : 1�s��l�I�ar��s��r•c�s� ACH Email : ��5�� Phone Number. 312•5641324 Fax Number. I(we) authorize the City of Denton to deposlt payments Into the checking account Ilsted. The authority remalns in effect untll the CHy of Denton has received written notlflcatlon from me of LortnlnaYan i� time ta atlow reasonable apportunity to act on It, or untfl the Clfy of De�ton has sent me wrltten notice of terminatio� of the agreement. � Vendor Signature �i��'�C=��—� Print Name�tte , Terri E��kl�rd�r� Business �r��p i4�ura�ant Uate , �}c�}c �r%� ��t1A _ �._ .,�., _ Far Internal Use Only ❑ New Vendo� . ❑ Vendor Change Vendor Number �� -�.- ❑ Refund Requesting Department: Deparfment Representative (pritti�d N��ac} Date: Purchasing Signature: Date: �.__ ,�v_—.._ � .� COD Page 2 9/2312011 �.,,.., �. �,� CONFLICT OF INTEREST QUESTIQNNAIRE . FORM CIQ For tf��[�tsx or tat��.a'�+�rs�tsa t�crit�� t�t�siie�s� wtt� 1p�;�1 �over��s€�eat �� et�t�ty ..__ � �_�w � �,,.., � --� This questionnaire reflects changes made to the law by H.I3.1491, 80ih Leg., Regular Sess'ton. OFFIC� US� ONT.'Y .�.__ .. _— _ ' This questionnaire is being filed in accordance with chapter I76 of the Local Govemment Code by a person natc Rc�ev�a who has a Uusiness relationship as defined by Section 176.001(1-a) with a local govemmental entity and the person meets xequirements under Section ]76.006(a), By ]aw ihis questionnaire mqst be filed with the records administrator of the local government entity not later ' tJ�an ihe 7th business day after the date the person becomes aware of !'acts that require the statement to be filed. See Section 176.006, Local Government Code. • A person commits an offense if Ihe person ]aaowingly vialates Secdon 176.006, Loca] Crovemment Code. An €��'fer��e u�r.�l�� Ctaas section is a��ss � s��d��e:rux�sr. __ _ _ _ -- �- �a — � x Name of person who has a business relationship with local governmental entity. Archer Wesfern Construction, LLC .. _.....�.. _._�..�� .��._�..�n.�.a_. -.,.__,..�._ _-- --- x� Check this box i£you arc rling an upda4e to a previausly �led questiounairc. (The law requires Yhal you file tui updeted compleled questionnaire with ihe appropriate filing authority aoi leter tl�an 4he 7�' basiness dey nfter the datc thc originel�y filed questionneirc bccomcs incoasplcte or ineccumte.) ,.s. ., __ �.._..___.. - --- .av _ _ �._ _.. �, �Name of ]ocal govcrnmcnt officer with whom filcr hes en e,mployment or business rclaYionship. t�lc�n� ��_�J�T�Name of Offieer 7his section, (item 3 induding subparts A, B, C& D), must be completed for each ofHcer with whom ihe filer has an employment or other business relationship as defined by Sectlon 176.001(1-a), Local Government Code. Attach additional pages to thls Form CIQ as necessary. A. Is the local government o�cer named in 4his secUon recefving or likely to recelVe taxable Income, ather than inves4mant income, from fhe filer of the questionnaire? � Yes � No B. Is the fller of the questionnafre recefving or likely to receive taxable income, other than investment income, from or at the dlrection of the local government oificer named in this section AND lhe iaxable income is not received from the local governmental entiiy? 0 Yes � No C. Is the filer of thls questionnaire errrployed by a co�poration or other business entity with respect to vahlch the local government officer serves as an officer or director, or holds an ownershlp of 10 percent or more7 � Yes � No D. Describe each affiliafion or business relationship. ...._,,._ — _ _— __._____.-----__. _ __._ �... ..�„_. . � ---_.__.._�— wu _ 4 _�� . ._.._.,_ 1 �1�d1 � �� _..�_.�, a�1 F':.:. �sl��t�s��"I�Cr"C _..�e Signature of person s��aira� business with the governmen4al.entity Date