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DR9002-CN 900604PROJECT MANUAL FOR CONSTRUCTION OF HILL DRIVE & CA:( T;",,',IL DRAINAGE IMPROVEMENTS FOR CITY OF COPPELL TEXAS BY DeShazo, Starek & Tang, Engineers * Planners Dallas, Texas inc. FEBRUARY, 1990 ADDENDUM NO. 1 PROOECT: DATE ISSUED: OWNER: BIDS DUE: ISSUED BY: Hill Drive and Oak Trail Drainage Impro February 27, 1990 City of Coppell 10:00 A.M., March 5, 1990, at the City of Coppell, City Hall, 255 Parkway Boulevard DeShazo, Starek & Tang, Inc. THE PROPOSED CONTRACT DRAWINGS AND/OR SPECIFICATIONS FOR THE ABOVE REFERENCED PROOECT ARE MODIFIED AS FOLLOWS: Modify the BID SCHEDULE as follows: (a) Add Item 17, "Trench Safety" (revised page P&BS-5 of 7 enclosed). (b) On page P&BS-6 of 7 revise line that reads "(Items 9-i6) ONLY" to read "(Items 9-17) ONLY" and revise line that reads "(Items i-16)" to read "(Items 1-17)." 2. Add the following paragraphs to the Supplementary Conditions: 41. PROTECTION OF LANDSCAPE AND HARDSCAPE The Contractor shall, at his own expense, replace all landscape (grass, etc.) and hardscape (gravel, etc.} damaged or displaced during construction. 42. ALTERNATE STORM SEWER ALIGNMENT An alternate alignment of the pipe along Willoway Lane is currently being considered. This alignment would require less pavement removal; therefore, the quantity of Item 12, "Remove and Replace 6-Inch Asphalt Pavement," may be decreased by any amount at the Owner's discretion without any penalty to the Owner. 43. MANHOLES All manholes will be 4 feet in diameter. The quantity of Item 14, "STORM SEWER MANHOLE," may be increased at the Owner's discretion without penalty to the Owner. 44. FINAL PAYMENT Final payment is contingent upon the approval of the Coppell City Council. ADDENDUM NO. I Page 2 of 2 45. SANITATION FACILITIES Contractor must furnish sanitation facilities for his employees at his own expense. Paragraph 21 of the Supplementary Conditions shall be revised to read as follows: 21. TESTING~ INSPECTION AND CONTROL Observation of the Contractor's work to determine compliance with the plans and specifications will include testing ofmaterials installed on the project. Testing of work performed and mate- rials furnished shall be done by a commercial laboratory approved by the Owner and EMPLOYED BY THE CONTRACTOR. The Contractor shall furnish, at his own expense, all necessary specimens for testing of the materials. Testing frequency and methods shall be as stated in the NCTCOG "Standard Specifications for Public Works Construction." 4. The Contractor shall acknowledge receipt of this addendum in the appropriate space ~n his proposal. BID SCHEDULE for Construction of HILL DRIVE & OAK TRAIL Drainage Improvements Item Estimated Unit No. quantity Unit Description and Price in Words Price Amount 14 1 Each Construct Storm Sewer Manhole, Complete in Place Dollars & Cents $ $ Per Each ....................................... 15 1 Each Furnish and Install 33-inch 45° Bend, Complete in Place Dollars & Cents $ $ Per Each 16 1 L.S. Remove and Replace Concrete Slope Protection, Complete in Place Dollars & Cents $ $ Per Lump Sum ___ 17 1 L.S. Trench Safety, ~ $ Dollars & Cents Per Lump Sum TOTAL AMOUNT BID - OAK TRAIL (ITEMS 9-17) P&BS-5 of 7 SYB CONSTRUCTION CO., INC. Certified WBE - Dallas/Fort Worth P.O. Box 13614 Arlington, TX 76094-0614 Metro (817) 261-0226 June 21, 1990 City of Coppell P.O. Box 478 Coppell, Texas 76094 RE: Change Order One Hill Drive Drainage ATTN: Larry Davis Enclosed you will find a chage order for Hill Drive Drainage project. Please sign and return one copy to S.Y.B. Construction and keep two for your files. If you have any questions, please call our office. Shirley Bennett TO S Y B .CONSTRUCTION (.'"~, INC. P.O. Box 13614 ARLINGTON, TEXAS 76094 (817) 261-0226 City of Coppell P.O, Box 478 Coppell, Texas 75019 ATTN: Larry Davis CHANGE ORDER Number One 6-21-90 Drive Drainage City of Coppell 122 , EXISTING CONTRACT NO DATE OF EXISTING CONTRACT 6-1a-9o We hereby agree to make the change (s) specified below: S.Y.B. Construction Co. to perform the work in the alley @ Hill Drive in two (2) phases. Phase I will include pavement area from eta. 3+34 to Sta. 6+40. Phase II will include the rest of the pavement area from Sta. 3+34 to eta. 1+00 @ Cherrybark Dr. We propose to complete Ph. I and move off job for approximately 14 days and then move back in and complete Ph. II. We will also want the 14 days or how ever many days we are gone to be added to our contract time. NOTE: This Change Order becomes part of and in conformance with the existing contract. WE AGREE hereby to make the change(s) specified above at this price [~ $ 1000 00 6-21-90 PREVIOUS CONTRACT AMOUNT $ 33090 35 AUTHOR D IGNATURE (CONTRACTOR) REVISED CONTRACT TOTAL $ 34090 35 ~ ACCEPTED~- The above prices and specifications of this Change Order are satisfactory and are hereby ac- cepted. Ali work to be performed under same terms and conditions as specified in original contract unless other- wise stipulated. COPPELL PUBLIC WORKS DATE: TO: VIA= FROM: June 21, 1990 Alan D. Ratliff, City Manager Steve Goram, Director of Public Works Larry Dav~struction Inspector Hill Drive Drainage A change order has been received from S.Y.B. Construction on this date proposing the Hill Drive Drainage Project be constructed into two separate sections (see attached). Staff has reviewed the request and recommends the granting of the request for the amount of $1,000 and a contract time extension of fourteen (14) days. The original amount of the contract was $33,090.35. The revised amount is $34,090.35. The change order attachment is submitted to you for final review and signature. If you have any questions, please let me know. Thank you. LD/kc Attachment cc: Steve Goram, Director of Public Works Shohre Daneshmand, Acting City Engineer Ben dela Cruz, Engineering Technician HILLDR.LD GRAMERCY INSUi~ANCE COMPANY 11111 Katy Freeway, S~i~e 100~ Houston, Texas 77079 N° 4224O1711 POWER OF ATYORNEY KNOW ALL MEN BY THESE PRESENTS: That Gramercy Insurance Company, a Corporation duly organized and existing under the laws of the State of Texas, having its principal office in Houston, Texas, pursuant to the following resolution which is now in full force and effect: "That each of the following officers: Chairman, President, Executive Vice President, any Vice President, Secretary, any Assistant Secretary, may from time to time appoint Attorneys-in-Fact, and Agents to act for and on behalf of the Company and may give any such appointee such authority as his certificate of authority and other writings obligatory in the nature of a bond, and any of said officers of the Board of Directors may at any time remove any such appointee and revoke the power and authority given him," does hereby make, constitute and appoint: YVONNE HARMON OR FAYE SUTTON its true and lawful attorney(s)oin-Fact, wRh full power and authority hereby conferred in its name, place and stead, to sign, execute, acknowledge and deliver in its behalf, and as its act and deed, as follows: All bonds except Bail Bonds and not to exceed on any single instrument · ·. ( $150, O0 0. O0 ) ........................ ONE HUNDRED FIFTY THOUSAND DOLLARS AND NO/100s . IN WITNESS WHEREOF, The Gramerey Insurance Company has caused these presents to be signed by its President, and its Corporate Seal ~) be affixed, this 21st day of December, 1988. STATE OF TEXAS ) County of Harris ) On this 21 st day of December, 1988, before me, a Notary Public of the State of Texas came Brian A. Lewis to me personally known to be the individual and officer described herein, and who executed the preceding instrument, and acknowledged the execution of the same, and being by me duly sworn, deposed and said, that he is the officer of said Company aforesaid, and that the seal affixed to the preceding instrument is the Corporate Seal of said Company, and the said Corporate Seal and signature as an officer were duly affixed and subscr/bed to the said instrument by the authority and direction of the said Corporation, and that the resolution of said Company, referred to in the preceding instrument, is now in force. IN TESTIMONY WHEREOF, 1 have hereunto set my hand, and affixed my official seal at Houston, Texas, the day and year above written. Notary Public, State of Texas My Commission Expires: 3-29-93 CERTIFICATE I, the undersigned, Secretary of Gramercy Insurance Company, a Corporation of the State of Texas, DO HEREBY CERTIFY that the foregoing and attached Power of Attorney and Certificate of Authority remains in full force and has not been revoked; and furthermore, that the Resolution of the Board of Directors, as set forth in the Certificate of Authority, are now in force. Signed and Sealed at the said Company at Houston, Texas, dated this 30 day of. lq~y ., 19 90 AOE)lm. CERTIFICATE OF INSURANCE" "" THI~ CERTIFIOATE I~ IIIUID Al A MATTER O~ INPORMATION ONLY AND CONFER~ NO R~HT~ UPON THE OERTIPIOATE HOLDEr, THIS OERTIFICATE DOE~ NOT AMEND. EXTEND OR ALTE~ ~HE 0OV~RA~E AFFORDED BY · -~ ) E:F, F'ISP:U~!AN AND 8HEERAN ~'. 0o EH]X 13675 Ar, tL 1N,~ ON, 't ~ X A8 76094-0672 ~ SYB C (~N~ t I~Ul: T I ON ~ (4~'1,,)Nm)'I(:)N, TEXAS 76094-06j4 .......................... COMPANIES AFFORDIN~I COVERAGE ~IULF t NSURANC.:E THIB i$ tO CERTIFY THAT THE POLICIEE OF INEURANOE LIITED BELOW HAVE IEEN IEEUIID TO THE INEUREO NAMED ABOVE FOR THE POLICY PERIOD INDICATED, NOTWlTHSTANDINO ANY REQUIreMeNT, TE~M OR OONDITION OF ANY OONT~ACT O~ OTHER DOCUMENT WITH ~E~PEOT TO WHICH THI~ CERTIFICATE MAY BE I~UED OR MAY PERTAIN, THE IN~URANOE AFFORO~D ~Y TH! POLIOIE~ D~SCRIB~D H~RIIN I~ 8U~ECT TO ALL THE TIERS. EXCLUSION5 AND OONDITION~ OF ~UOH POLICIll, LIMITI ~HOWN MAY HAV! BEEN REDUCED BY PAID OLAIMS, OwN ;n'E & CONTRACTOI~'E pi'lOT TC, F'P 7 6,,~'D D69 X r ';~:lJ D / I::L31~IF' CPS BA~534765~ EU,~31~991 WC5;~97383 '3-'17-8'~ '9-17-90 9-17"-89 9'- 17-.~J0 9-17-89 m SO0 9-17-90" ~00 ~ 500 (EAOH AOOIDENT) i Tm C^TE HOLOE. f.4I'L,t. D~IVE DRAINAGE IMPROVEMENT '" I-'T'T'Y I)F CC)F'PE:LL F T T',' I tf'~L. L.. ::5',':; ~..APt-4!WAY BLVD. ~ I-:OF'F'EI_L ~ 'TEXA~ 7~OI'i;J' eANOELLATION IHOULD ANY OF THI AEOV! DEEORIEED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF. THE I~UIN~I DOMffAN¥ WILL ENDEAVOR TO ~CORD 2a.8 OACORD CORPORATION ~' JE;:RY E~HEERAN ? Age, P.m. ' CERTIFICATE oF 'INSURANCE NO RIQHTE UPON TH! CERT~PICATE HOLDER, THIS CERTIFICATE ~CES NOT AI4ENI) COMPANY L~TTEA ~.El"rBn LITTER COMPANIES AFFORDING COVERAGE GULF INSURANCE LET~R INDICATED, NOYWITHBTANOINQ ANY REQUIREMENT, TERM OR OONOITION OF ANY CONTRACT OR OTHER OOOUMJNT WITH RE~eEOf-O WHtCH 'rHl~ EXCLUSIONS AND CONDITIONS OF ~UCH FOLIOlE~, LIMIT~ ~HOWN MAY HAVE BEEN REDUCED .]DB: H]L,L DRtIVE DRAINAGE IMPROVEMENT .'~FRtlFICATE ............. HOLDER ':"J"' 17- 8'9 '9'- 17 -90 9-17,-8.~ '~,'- 17 -90 9-17--89 9.~ 17-"'90 $ ~ 1 ,OOCI ~- 17-89 I CANOELLATION "' ~HOULC ANY OF THE ABOVe DE~RIEED POLICIES CC CA~¢ELLED CEFORE T ~E J I JE~F:Y SHEERAN ~ACORD CORPORATION 198~ J ~[='Y, F'ISI~URAN AND 8HEIERAN APL 1NG'ION, '~EXA9 76094-0672 CERTIFICATE oF 'iNSURANCE NO RIGHTS UPON THE CERTIFICATE HOLDER, THIS CERrlPICATE DOE~ EXTEND OR ALTER THE ~OVE~AGE AFFORDED aY THE POLIC~S COMPANIES AFFORDING COVERAGE CETTER A ecoa su~-coo~ GULF I N~URANC:E B COMPANY SYE~ C (]N~ 'I'I'~UI" T I ['tN I-,~'ll, ] N~:~'I CIN, T EX AS 76094-06J 4 Co THIS I$ ~'O CERTIFY THAT THE POLICISe OF INg0RAN~E L~T~D B~LOW HAVE ~E~N I~U~D TO TH~ )N~UH~O NA~D AgOV~ INDICATED, NO~ITHSTANOING ANY REQUIRIMENT, TERM OR OONDI~ON OF ANY CONTRACT OR OTHER DOCUMENT EXCLUSIONS AND CONDITIONS OF ~UOH POLICIES. UMiT~ SHOWN MAY HAVE B~EN REDUCED BY PAID CLAIMS. X ~':'RLJD / C:OMP OF'S uurr 500 9-17"~.8'D 9'.' 17-,~0 : s '1 ~, 000 '9- i 7-89 JEI~:RY SHEEF:AN I [ AOOltlk CERTIFICATE OF INSURANCE ~ E;Y, F'ISI~:UF:AN AND 8HEE. RAN P. O. Ei3X 1.367>~ ARL. I NG [ ON, 'tEXAS 7E,094-0~72 THIE CERTIFIQATE ~8 ISEUED AS A MATTER Of INFORMATION ONLY A.~O CONFERE NO RIGHTS U~ON THE CERTIFICATE HOLDER, THI$ OERTI~ICAT~ DC ~ NOT A~r~D EXTEND O~ ALTER THE ~OVERA~E AFFORDED aY TNB ~OLiCI;9 BELOW COMPANIES AFFORDING COVERAGE COMPANY LETTER COMPANY GULF INSURANCE COMPANY SYkt I: [')N~ r t~'Ui~.T I CIN LE'r',ra. t-'. (]. BO X 1 ;.?.,E, 1 4 ~F,'L, ~N~:.'I(TN, TEXAS 76¢)94-061~ CEllaR D LET~. E THI~ IS To CERTIFY THAT THE POCICIEI OF INSURANCE LII~TED BELOW HAVE IBEN II~UEC TO THE INIURED NAMED ABOVE FOR THE POLIC f PE ~IC.O INDICATED, NOTWITHSTANDING ANY REQUIREMENT, TERM OR ~ONOlTION OF ANY OONTRACT OR OTHER OOCUMIN~ WITH ~E~PEOT ;0 WHICH CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED IY THE ~LIOIE8 DEBCRIIED HEREIN 19 8d~ECT TO A.L THE EXCLUSIONS AND CONDITION8 ~ ~UCH POklOtEa, LIMIT~ ~HOWN MAY NAVE lIEN REDUCED BY RAID OWNE~rE & CONTRAETOR'e pilOT TCF:'P 7 6'7'*~"9 ~ Xr' I~,{JD / . OPIP*' '(]PS X C, U531;~'~'91 ~"~i A WC ,5~ 97.~.83 i OT)lEn '(~E~':F'~'HO LO F'R ......... 9-17-89 9- ~,7'~'B9 9'- 17-'~¢) t s I , OL,3' 9-17-89 9-17-90 ETATUTOIIY i 500 (~c~ AccePter) .. ,!~. JEF, EY SHEEP. AN ~ACORD CORPORATION 19~1B CERTIFICATE OF INSURAN ' ~ EY, P IS~:UF.:AN AND 8HEERAN P. 0o BOX 13672 ARL ! NC='[ ON, '! ~. X(48 7S094-0~72 C (]NSI'I?UI:. T I ON BOX 1~14 76094-0~14 b *, 1 .'9(] THIt OlRTIPIgA~ I~ lilUID Al A MA~ER OP INP~ON ~LY AND CON.RI NO R~HT~ U~N THE ~R~IFIOA~ H~DER, ~HI~.~RII~A~ ~ ~ ~, EX~ND ~ AL~R ~E ~ ~HO BY ?HI ~IGll KL~ COMPANIES AFFORDING COVERAGE ~IULF XNSURANCE 9-17-90 9-17-89 9-17-90 9-17-89 5OO )~RI~iAT! i 1, OOO 9-17-89 t ~0 ~H ACC~ 9-17--90 S ~00 '~' iHOULD ANY OF TNI AIOVI DiIOMiIED PQLIClE8 III CANCIILLID tllmORI THE IX~IRATICN DAT~ THI;RIOF, THI IllUIHdl OO&4PANY WILL ENDEAVOR TO . MAIL DAY~ WRrTIlN NOTIO~ TO THI ~IRTYFICATI HOLt~ ~ ?0 TH~ LIEPT, ~ IrA~UI~ TO MAlt SUOH HCITIOI iI"(M.L ~ NO O(ILNiATICN oR LIA~#LITY OF ANY KINO UPOi~i' THi." 0 ..~ ANY, IT1 AMiml ~R t~q'R/IiNYATIVeII. ~,: 1 'T'Y ()F r':" ]' 1 y HALL. 255 ~'A~'IKWAY £iLVD. I::C;)F'F"ELL , 'TEEXAE) 7~01'?'Y × C, IJ[313~91 ~uPI.oYm.m. uAm..n,v WC;.5297383 TWI9 I$ TO CERTIFY THAT THE Po.l¢lml oF INOURANOI LIITID IIILOW HAVI IIIN IllUlO TO THI tNIURIO NAMED AI~ FOR TH! POI.ICY PERIOD INDICATED. NOTWITHeTANDII~I ANY REQUIRIMINT, TIRM OR OONDITION OF ANY OONTRA~T OR OTHI~R. DOOUMINT WI'TH RIIPEOT TO WHICH THll (:-ERTIFICATE MAY II I~SUEO OR MAY PIRTAIN.THI INIUPIAN~I AFF(~D IY THru POLIQIE8 DI~CRfJ HIRtlN 18 8umJIOT TO ALL THi TINMt. ;XCLU~ION~ AND OONDmONI O~l ILICH POUOIII. LIMITI IHOWN MAY MAVI ~ RBOuClD I¥ ImAIC OLAIMS. Sealed proposals addressed to the Purchasing Agent, CITY OF COPPELL, Texas for HILL DRIVE AND OAK TRAIL DRAINAGE IMPROVEMENTS (Request for Proposal No. 0047) will be received at the City of Coppell City Hall, 255 Parkway Boulevard, until 10:00 a.m. March 5~ I~90~ and then publicly opened and read aloud. The instructions to Bidders~ Proposal Form, Forms of Contract, Plans, Specifications and Forms of Bid Bond~ Performance and Payment Bond~ and other contract documents may be examined after February 16, 1990 at the following: DeShazo, Starek & Tang, 330 Union Station Dallas, Texas 95202 (214)7~8-6740 Dodge Report 1111 W. Mockingbird, Dallas, Texas 75247 ~1200 Texas Contractor 2510 National Drive Garland, Texas 75041 (214)271-2693 Associated General Contractors 11111 Stemmons Freeway Dallas, Texas ?5229 (214)358-5357 Copies may be obtained at the office of DeShazo, Starek & Tang~ Inc. after February 16, 1990, for a payment of $15.00 per set. The Owner reserves the right to waive any informalities or to reject any or all bids. Each bidder shall submit two identical copies of his bid and must deposit therewith, a security in the amount, form and subject to the conditions provided in the Instructions to Bidders. PRINCIPAL ITEMS OF WORK INCLUDED IN THESE PROJECTS ARE: HILL DRIVE DRAINAGE approximately 570 S.Y. approximately 275 L.F. of 18" RCP storm sewer and OAK TRAIL DRAINAGE IMPROVEMENTS Approximately storm sewer and "Y" inlets. IMPROVEMENTS Removal and replacement of of 6" reinforced concrete alley pavement, 3 grate inlets. 850 L.F. of 33" RCP PROPOSAL TO CITY OF COPPELL FOR THE CONSTRUCTION OF HILL DRIVE AND OAK TRAIL DRAINAGE IMPROVEMENTS The undersigned, as bidder declares that the only person or parties interested in this proposal as principals are those named herein, that this proposal is made without collusion with any other person, firm or corporation; that he has carefully examined the form of contract, Notice to Contractors, Specifications and the Plans therein referred to, and has carefully examined the locations, conditions and classes of materials of the proposed work; and agrees that he will provide all the necessary labor, machinery, tools, apparatus, and other items incidental to construction, and will do all the work and furnish all the materials called for in the contract and specifications in the manner prescribed therein, and according to the requirements of the Engineer as set forth. It is understood that the following quantities of work to be done at unit prices are approximate only, and are intended principally to serve as a guide in evaluating bids. Payment for such items will be made on the basis of the actual quantity incorporated in the work. It is further agreed that the quantities of work to be done at unit prices and material to be furnished may be increased or diminished as may be necessary to complete the work fully as planned and contemplated, and that all quantities of work, whether increased or decreased, are to be performed as the unit prices set forth below except as provided far in the specifications. It is further agreed that lump-sum prices may be increased to cover additional work not shown on the plans or required by the specifications, in accordance with the provisions of the General Conditions. Similarly, they may be decreased to cover deletion of work so ordered. It is understood and agreed that the work is to be completed in full within the time designated in the Special Conditions of these Specifi- cations. P~BS-1 of ? HILL I)~IVE & ~ 11~I1_ Drainage I ~q~rovements Item Estimated Unit No. Ouantity Unit Oescrlpeion and Price in Nords Price Amount HILL ORIV~ 1 791 L.F. Sawcut Concrete Pavement O_~_e_ ................... dollars &___s_e_v_e_~Cy_-_f~J~-~_-_~__cents Per Linear Foot 570 S.Y. Remove Concrete Pavement T_e_~ .................... dollars Per Square Yard 570 S.Y. &-inch Reinforced Concrete Pavement~ Complete in Place __~Lt.~V_-_;[_OJLC .......... dollars ::::::::::::::::::::::::: Per Square Yard Each Single 6rate Inlet, Complete in Place __Q~l~-~ ......... dollars Per Each 5 I Each Double Grate Inlet, Complete in Place _.jF_D. tLCJi_e.~_rL.i~lil~dred f~fr~ollars &__J!~_ ................... cents · Per Each $__l~SO. OO____ P&BS-2 of 7 eld ~ for ~onstruction of HILL Iltl~l~ & O~K 11t/ilL Drainage Ii~roveeenis Item Estimated Unit No. Quantity Unit Description and Price in Words Price Amount & 87§ L.F. 1g-inch RCP~ incl. Trenchlng~ Embedment and Backfill~ Complete in Place __._~m~y.n.t.r~ ......... dollars &__Iw_ .................... cents Per Linear Foot Each 3&" x 3&" 60a Wye~ Complete in Place __~2~_~2~- ........ dollars &___~ ................... cents Per Each Trench Safety __~_~ ......... dollars &__D~ .................... cents Per Lump gum 1DT~L BID - HILL [}RII~E I I'r[~5 ! - 8) % 33~290,35 PULS-3 of 7 BID SCHEDUU~ for Cor~truction of HILL DRIV~ & ~ TRAIL I~ainage Item Estimated Unit No. Quantity Unit Description and Price in Words Price Amount TRAIL ?&& L.F. 33-inch RCP~ incl. Trenching, Embedment and Backfill~ Complete in Place ....................... dollars & ........................ cents Per Linear Eoot 10 30 L.F. 18-inch RCP, incl. Trenching~ Embedment and Backfill~ Complete in Place ....................... dollars & ........................ cents Per Linear Foot 11 2 Each Type "X" Inlet, Complete in Place ....................... dollars & ........................ cents Per Each 12 500 S.Y. Remove and Replace &-inch Asphalt Pavement ....................... dollars & ....................... cents $ .......... $ ........... Per Square Yard 13 130 S.Y. Remove and Replace 6-inch Reinforced Concrete Driveway ....................... dollars & ....................... cents Per Square Yard P~BS-4 of 7 BZD ~ fo~ ~truction of HILL I)RIVE & I~IRAIL Drainage Improv~nt5 Item Estimated Unit No. Quantity Unit Description and Price in Words Price Amount 14 I Each Construct Storm Sewer Manhole, Complete in Place dollars & ........................ cents $ .......... $ ........... Per Each 15 1 Each Furnish and Install 33-inch 450 Bend, Complete in Place dollars & ........................ cents $ .......... $ ........... Per Each l& I L.S. Remove and Replace Concrete Slope Protection, Complete in Place dollars & ........................ cents Per Lump Sum $ $ T~TAL A~ BID - OAK lml~IL (II'E)~ ~ - l&) P~BS-5 of '7 Item Estimated No. Quantity Unit BID SCHEI)LtE for Construction of HILL I~lV~ & O~K TRfllL Drainage Impro~a~ents Description and Price in Words Unit Price Amount ioi~L ~ BID - HILL DRIVE (Items I - 8l DNLY TOTAL ~ BID - ~ TRAIL (Itmes 9 - 16) ONLY $ 33~290.35 -0- a TI)TI BID - HILL BRIV~ & 0~( TRAIL DISCOUNT FG~m~qRBOl: BOTH PRO3ECTS (Items I - $ 33~290.35 -0- aLll~qN~TES 9A 7&O L.~. 36-inch RCP, incl. Trenchingf Embedment and gackfill~ Complete in Place ....................... dollars & ....................... cents Per Each 15A I Each F&I 36-inch 45e gend~ Complete in Place ....................... dollars & ........................~ent~ $ ....... ~__ * ........... Per Each Items 9A and 15~ may be substituted for Items 9 and 15 at the 13m~r~s dl~:rekton #ikhou% pe~al%y ~o the l]~mer. In the event of the award of a contract to the undersigned, the under- signed will furnish a performance bond and a payment bond for the full amount of the contract, to secure proper compliance with the terms and provisions of the contract~ to insure and guarantee the work until final completion and acceptance furnished in the fulfillment of the contract. The undersigned certifies that the bid prices contained in this proposal have been carefully checked and are submitted as correct and final. NOTE: Unit and lump sum prices must be shown in words and figures for each item listed in this proposal, and in the event of discrepancy the words shall control. Receipt is hereby acknowledged of the following addenda to the contract documents: Addendum No. 1 Dated Addendum No. ~ Dated Addendum No. 3 Dated Addendum No. q Dated Addendum No. 5 Dated Received Received Received Received Received Contractor Title P.O. BOx l~61fi Address Seal and Authorization (If a Corporation) Arlington, Texas 76094 City and State 817-261-0226 Telephone PM]S-? of ? STANDARD FORM OF AGREEMENT BETWEEN OWNER AND CONTRACTOR ON THE BASIS OF A STIPULATED PNICE THIS AGREEMENT is dated as of the ~th day of _ June in the year 19 90 by and between __ City of Coppell, Texas (hereinafter called OWNER) and S.Y.B. Construction Co., Inc. P.O. Box 13614 Arlington, TX 76094 (hereinafter called CONTRACTOR). OWNER and CONTRACTOR~ in consideration of the mutual covenants hereinafter set forth, agree as follows: Article 1. WORK. CONTRACTOR shall complete all Work as specified or indicated in the Contract Documents. The Work is generally described as follows: HILL DRIVE DRAINAGE IMPROVEMENTS - Removal and replacement of approximately 570 S.Y. of 6" 'reinforced concrete alley pavement~ approximately E?5 L.F. ef 18" RCP etorm sewer 3 grate inlets. and OAK TRAIL DRAINAGE mately 850 L.F. of "Y" inlets. IMPROVEMENTS - Approxi- 33" RCP storm sewer and The Pro~ect for which the Work under Documents may be the whole or only a part described as follows: the Contract is generally HILL DRIVE AND OAK TRAIL DRAINAGE IMPROVEMENTS Article E. ENGINEER. The City of Coppell shall assume all duties and responsibilities and have the rights and authority assigned to ENGINEER in the Contract Documents in connection with completion of the Work in accordance with the Contract Documents. Article 3. CONTRACT TIME. HILL DRIVE 3.1. The Work will be. substantially completed within 60 days from the date when the Contract Time commences to run as provided in paragraph ~.3 of the General Conditions, and completed and ready for final payment in accordance with paragraph 14.13 of the General Conditions within 60 days from the d~te when the' Contract Time commences to run. 1 OAK TRAIL The Work will be substantially completed within 90 days from the date when the Contract Time commences to run as provided in paragraph 2.3 of the General Conditions, and completed and ready for final payment in accordance with paragraph 14.13 of the General Conditions within 90 days from the date when the 3.2. Liquidated Damaqes. OWNER and CONTRACTOR recognize that time is of the essence of this Agreement and that OWNER will suffer financial loss if the Work is not completed within the times specified in paragraph 3.1 above~ plus any extensions thereof allowed in accordance with Article 12 of the General Conditions. They also recognize the delays, expense and difficulties involved in proving in a legal or arbitration proceeding the actual loss suffered by OWNER if the Work is not completed on time. Accordingly, instead of requiring any such proof, OWNER and CONTRACTOR agree that as liquidated damages for delay (but not as a penalty) CONTRACTOR shall pay OWNER One Hundred dollars ($ 100.00 ) for each day that expires after the time specified in paragraph 3.1 for Substantial Completion until the Work is substantially complete. After Substantial Completion if CONTRACTOR shall neglect~ refuse or fail to complete the remaining Work within the Contract Time or any proper extension thereof granted by OWNER, CONTRACTOR shall pay OWNER One hundred dollars ($ 100.00 ) for each day that expires after the time specified in paragraph 3.1 for completion and readiness for final payment. Article 4. CONTRACT PRICE. 4.1. OWNER shall pay CONTRACTOR for completion of Work in accordance with the Contract Documents current funds as follows: [here insert a lump sum~ unit prices or both, if necessary attached exhibits and list them in Article 8.] [CONTRACTOR's Bid may be attached as an exhibit to avoid lengthy retyping of unit price schedules, formulate for escalation of prices, information as to alternatives, etc.] the in Article 5. PAYMENT PROCEDURES. CONTRACTOR shall submit Applications for Payment in accordance with Article 14 of the General Conditions. Applications for Payment will be processed by ENGINEER as provided in the General Conditions. 5.1. Proqress Payments. OWNER shall make progress payments on account of the Contract Price on the basis of CONTRACTOR's Applications for Payment as recommended by ENGINEER, on or about the day of each month during construction as provided below. All progress payments will be on the basis of the progress of the Work measured by the schedule of values established in paragraph 2.9 of the General Conditions <and in the case of Unit Price Work based on the number of units completed) or, in the event there is no schedule of values, as provided in the General Requirements. 5.1.1. Prior to Substantial Completion, progress payments will be made in an amount equal to the percentage indicated below, but, in each case, less the aggregate of payments previously made and less such amounts as ENGINEER shall determine, or OWNER may withhold, in accordance with paragraph 14.? of the General Conditions. 90 % of Work completed. If work has been 50% completed as determined by ENGINEER, and if the character and progress of the Work have been satis- factory to OWNER and ENGINEER, OWNER on recom-mendation of ENGINEER, may determine that as long as the character and progress of the Work remain satis-factory to them, there will be no additional retainage on account of Work completed in which case the remaining progress payments prior to Substantial Com-pletion will be in the amount equal to 100% of the Work completed. 90 ~ of materials and equipment not incorporated in the Work (but delivered, suitably stored and accompanied by documentation satisfactory to OWNER as provided in paragraph 14.2 of the General Conditions). 5.1.2. Upon Substantial Completio.n, in an amount sufficient to increase total payments to CONTRACTOR to .90 % of the Contract Price, less such amounts as ENGINEER shall determine, or OWNER may withhold, in accordance with paragraph 14.? of the General Conditions. 5.2. Final Payment. Upon final completion and acceptance of the Work in accordance with paragraph 14.13 of the General Conditions, OWNER shall pay the remainder of the Contract Price as recommended by ENGINEER as provided in said paragraph 14.13. 3 Article 4. INTEREST. All moneys not paid when due as provided in Article of the General Conditions shall bear interest at the maximum rate allowed by law at the place of the Pro~ect. Article 7. CONTRACTOR'S REPRESENTATIONS. In order to induce OWNER to enter into this Agreement CONTRACTOR makes the following representations: ?.1. CONTRACTOR has familiarized itself with the nature and extend of the Contract Documents, Work, site, locality, and all local conditions and Laws and Regulations that in any manner may affect cost, progress, performance or furnishing of the Work. ?.2. CONTRACTOR has studied carefully all reports of explorations and tests of subsurface conditions and drawings of physical conditions which are identified in the Supplementary Conditions as provided in paragraph 4.2 of the General Conditions, and accepts the determination set forth in paragraph SC-4.2 of the Supplementary Conditions of the extent of the technical data contained in such reports and drawings upon which CONTRACTOR is entitled to reply. 9.3. CONTRACTOR has obtained and carefully studied (or assumes responsibility for obtaining and carefully studying) all such examinations, investigations, explorations, tests, reports and studies (in addition to or to supplement those referred to in paragraph ?.2 above) which pertain to the subsurface or physical conditions at or contiguous to the site or otherwise may affect the cost, progress, performance or furnishing of the Work as CONTRACTOR considers necessary for the performance or furnishing of the Work at the Contract Price, within the Contract Time and in accordance with the other terms and conditions of the Contract Documents, including specifically the provisions of paragraph A.2 of the General Conditions; and no additional examinations, investigations, explorations, tests, reports, studies or similar information or data are or will be required by CONTRACTOR for such purposes. ?.A. CONTRACTOR has reviewed and checked all information and data shown or indicated on the Contract Documents with respect to existing Underground Facilities at or contiguous to the site and assumes responsibility for the accurate location of said Underground Facilities. No additional examinations, investigations, explorations, tests, reports, studies or similar information or data in respect of said Underground facilities are or will be required by CONTRACTOR in order to perform and furnish the Work at the Contract Price, within the Contract Time and in accordance with the other terms and conditions of the Contract Documents, including specifically the provisions of paragraph 4.3 of the General Conditions. 7.5. CONTRACTOR has correlated the results of all such observations, examinations, investigations, explorations, tests, reports and studies with the terms and conditions of the Contract Documents. ?.6. CONTRACTOR has given ENGINEER written notice of ail conflicts~ errors or discrepancies that he has discovered in the Contract Documents and the written resolution thereof by ENGINEER is acceptable to CONTRACTOR. Article 8. CONTRACT DOCUMENTS. The Contract Documents which comprise the entire agreement between OWNER and CONTRACTOR concerning the Work consist of the following: 8.1. This Agreement (pages 1 to 6 ~ inclusive). 8.8. Exhibits to this Agreement (pages , inclusive). to 8.3. Performance and other Bonds, identified as exhibits B and C and consisting of pages. 8.4. Notice of Award. 8.5. General Conditions (pages 1 to 33 , inclusive). 8.6. Supplementary Conditions (pages 1 to 9 , inclusive). 8.?. Specifications bearing the title indicated on the drawinqs and consisting of divisions and pages~ as listed in table of contents thereof. 8.8. Drawings, numbered 1 sheet bearing consisting of a cover sheet and sheets through , inclusive with each the following general title: [Fill in, and, if a set of Drawings is not attached to each signed counterpart of Agreement, so indicate, in which case OWNER and CONTRACTOR should initial or otherwise appropriately identify all Drawings.] 5 - 8.9. Addenda numbers to ~ inclusive. 8.i0. CONTRACTOR's Bid (pages inclusive) marked exhibit A 1 to , [Attached Bid circumstances.] Form only in special 8.11. Documentation submitted Notice of Award (pages inclusive). by CONTRACTOR prior to to , 8.12. The following which may be delivered or issued after the Effective Date of the Agreement and are not attached hereto: All Written Amendments and other documents amending, modifying, or supplementing the Contract Documents pursuant to paragraphs 3.A and 3.5 of the General Conditions. 8.13. The documents listed in paragraphs 8.2 et seq. above are attached to this Agreement (except as expressly noted otherwise above). There are no Contract Documents other than those listed above in this Article 8. The Contract Documents may only be amended, modified or supplemented as provided in paragraphs 3.A and 3.5 of the General Conditions. Article 9. MISCELLANEOUS. 9.1. Terms used in this Agreement which are defined in Article 1 of the General Conditions will have the meanings indicated in the General Conditions. 9.2. No assignment by a party hereto of any rights under or interests in the Contract Documents will be binding on another party hereto without the written consent of the party sought to be bound; and specifically but without limitation moneys that may become due and moneys that are due may not be assigned without such consent (except to the extent that the effect of this restriction may be limited by law), and unless specifically stated to the contrary in any written consent to an assignment no assignment will release or discharge the assignor from any duty or responsibility under the Contract Documents. 9.3. OWNER and CONTRACTOR each binds itself, its partners, successors, assigns and legal representatives to the other party hereto, its partners, successors, assigns and legal representatives in respect of all covenants~ agreements and obligations contained in the Contract Documents. 6 Article 10. OTHER PROVISIONS. IN WITNESS WHEREOF, OWNER and CONTRACTOR have signed this Agreement in triplicate. One counterpart each has been delivered to OWNER, CONTRACTOR and ENGINEER. All portions of the Contract Documents have been signed or identified by OWNER and CONTRACTOR or by ENGINEER on their behalf. This Agreement will be effective on , 19 90 June 4 OWNER: CONTRACTOR: City of Coppell, Texas ECORPORATE SEAL] [CORPORATE SEAL] Attest: Attest: Address for giving notices (If OWNER is a public body, License No. attached evidence of authority to sign and resolution or other Agent for service of process: documents authorizing execution of Agreement.) (If CONTRACTOR is a corporation~ attach evidence of authority to sign.) ?ERFORMANCE BOND STATE OF TEXAS COUNTY OF Dallas KNOW ALL MEN BY THESE PRESENTS: That S.Y.B. Construction Co., Inc. of the City of Arlington County of Tarrant , and State of Texas , as principal, and Gramercy Insurance Company, Houston Texas authorized under the laws of the State of Texas to act as surety on bonds for principals, are held and firmly bound unto City of Coppell (Owner), in the penal sum of Tht{tyThreeThousandTwoHundredN±net¥&35/100--Do]lars ($ for the payment whereof, the said Principal and Surety bind themselves, and their heirs, administrators, executors, successors and assigns, jointly and severally, by these presents: WHEREAS, the Principal has entered into a certain written contract dated the 4~:h day of June with the Owner, ,19 90 , to which contract is hereby referred to and made a part hereof as fully and to the same extent as if copied at length herein. NOW, THEREFORE, THE CONDITION OF THIS OBLIGATION IS SUCH, that if the .... said Principal '~hall faithfully perform said Contract and shall in all respects duly and faithfully observe and perform all and singular the covenants, conditions and agreements in and by said . .:_.~ _i.i ..--..-.contract agreed and covenant~"~ the Principal to be observed and performed, and according to _ the true intent and meaning' Of said Contract and the Plans and Specifications hereto annexed, then this obligation shall be void; otherwise to remain in full force and effect; .. ........... - : "PROVIDED, HOWEVER, that this bond is executed pursuant to the provisions of (Article 5160 for Public Work) (Article 5472d for Private Work)* of the Revised Civil Statutes of Texas as amended and all liabilities on thi~ bond shall be determined in accordance with the provisions of said Article to the same extent as if ,t were cop~ed at length here n. Surety, for value received, stipulates and agrees that no change, extension of time, alteration or addition to the terms of the contract, or to the work performed thereunder, or the plans, speci- fications, or drawings accompanying the same, shall in anyway affect its obligation on this *Not applicable for federal work. See ~he Miller Act," 40 U.S.C. S270. PB-1 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. IN WITN~S~ WHEREOF, the said Principal and Surety have signed and sealed this instru: ment this__ , ~' _.day of(~Qz~6~ . 19 Z~(~) _. S.Y.B. Construction Co.,Inc, Principal S hi r~ ~d~/e4~ tt ~tle President Address P.O. Box 13614 Ar!ington~ Texas 76094 The name and address of the Resident Agent of Surety is: l'B-2 PAYSIENT BOND STATE OF TEXAS ] COUNTY OF_~ Del%as __. KNOW ALL MEN BY THESE PRESENTS: That S.Y.B. Construction Co..Inc. nf the City of Arlington County of Tarrant , and State of Texas , se principal, and Gramercy Insurance Company~ Houston Texas authorized under the laws of the State of Texas to act as surety on bonds for principals, are held and firmly bound unto City of Coppell (O~mer), in the penal sum of ThtrtyThreeThm,aandT~nN,,n~rodlq~,~-y x,'4q/1 n~ollars for the payment whereof, the said Principal and Surety bind themselves and their heirs, adminis- trators, executors, successors and assigns, jointly and severally, by these presents: WHEREAS, the 'Principal has entered into a certain written contract with the Owner, dated the 4th day of June , 19. 90 ,, to which contract is hereby referred to and made a part hereof as fully and to the sams extent as if copied at length herein. -~ NOW, THEREFORE, 'l'ili!i CONDITION OF 'l'~f-~ OBLIGATION I~ SUCH, that ti the . said Principal shall pay 'all claimants supplying labor and material to him or a subcontractor ~:~-:- in the prosecution of the work proi{id~d for in said contract, then, this obligation shall be void; otherwise to remain in full force and effect; PROVIDED, HOWEVER, that this bond is executed pursuant to the provisions of Article 5160 of the Revised Civil Statutes of Texas as amended and all liabilities on this bond shall be determined in accordance with the provisions of said Article to the same extent as if it were copied at length herein. Sure~y, for value received, stipulates and agrees that no change, extension of time, alteration or addition to the terms of the contract, or to the WOrk performed thereunder, or the plans,. specifications or drawings accompanying th. 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 o~ the contract, or to the work to be performed thereunder. IN WITNESS WHEREOF, merit this.~.~~ day of the said Prindpal and Surety have signed and sealed this instru. / S,Y,B, Construction Co.,Inc. Principal S{airley Y~en~fftt Title_ President Address P~I. Box 13614 Arlington, Texas 76094 The name and address of the Resident Agent of Surety is: This document has important legal consequences: consultation with an attorney is encouraged with respect to its completion or modification. STANDARD GENERAl, CONDITIONS OF THE CONSTRUCTION CONTRACT Prepared by Engineers' Joint Contract Documents Committee and Issued and Published Jointly By SOCIETY OF ~ c~c I PROFESSIONAL ENGINEERS IN PRIVATE PRACTICE A practice division of the NATIONAL SOCIETY OF PROFESSIONAL ENGINEERS AMERICAN CONSULTING ENGINEERS COUNCIL AMERICAN SOCIETY OF CIVIL ENGINEERS CONSTRUCTION SPECIFICATIONS INSTITUTE This document has been approved and endorsed by The Associated Gene~ ~ Contractors of America These General Conditions have been prepared for use with the Owner-Contractor Agreements (No. 1910-8-A-I or 1910-8-A-2, 1983 editions}. Their provisions are interrelated and a change in one may necessitate a change in the others. Comments concerning their usage are contained in the Commentary on Agreements for Engineering Services and Contract Documents, No. 1910-9, 1981 edition. For guidance in the preparation of Supplementary Conditions, see Guide to the Preparation of Supple- mentary Conditions (No. 1910-17, 1983 edition}. When bidding is involved, the Standard Form of Instructions to Bidders (No. 1910-12, 1983 edition) may be used. E/CDC No. 1910-8 (1953 Edition) 1983 National Society of Professional Engineers 1420 King Street, Alexandria. VA 22314 American Consulting Engineers Council 1015 15th Street, N.W.. Washington. D.C. 20~O5 American Society of Civil Engineers 345 East 47th Street, New York, NY 10017 Construction Specifications Institute 601 Madison St.. Alexandria. VA 22314 TABLE OF CONTENTS OF GENERAL CONDITIONS Article Number 1 2 3 Title Page DEFINITIONS ...................................................... 7 PRELIMINARY MATI'ERS ........................................ 8 CONTRACT DOCUMENTS: INTENT, AMENDING AND REUSE ............................... 9 4 AVAILABILITY OF LANDS; PHYSICAL CONDITIONS; REFERENCE POINTS .............................................. 10 5 BONDS AND INSURANCE ........................................ 11 6 CONTRACTOR'S RESPONSIBILITIES ............................ 14 18 7 OTHER WORK ..................................................... 8 OWNER'S RESPONSIBILITIES .................................... 19 9 ENGINEER'S STATUS DURING CONSTRUCTION .............. 19 10 CHANGES IN THE WORK ......................................... 21 11 CHANGE OF CONTRACT PRICE .................................. 21 12 CHANGE OF CONTRACT TIME ................................... 24 13 WARRANTY AND GUARANTEE; TESTS AND INSPECTIONS; CORRECTION, REMOVAL OR ACCEPTANCE OF DEFECTIVE WORK ........................... 24 14 PAYMENTS TO CONTRACTOR AND COMPLETION ............ 26 15 SUSPENSION OF WORK AND TERMINATION .................. 29 31 16 ARBITRATION ..................................................... 32 17 MISCELLANEOUS ................................................. 3 INDEX TO GENERAL CONDITIONS Article or Paragraph Number Acceptance of Insurance ............................. 5.13 Access to the Work .................................. 13.2 Addanda-~definition of Isee definition of Specifications) ........................................ 1 Agreement--definition of ................................ 1 All Risk Insurance ..................................... 5.6 Amendment, Written ............................. 1,3.1.1 Application for Paymant~efinition of .................. 1 Application for Payment, Final ...................... 14.12 Application for Progress Payment .................... 14.2 Application for Progress Payment--review of .... 14.4-14.7 Arbitration .......................... 16 Authorized Variation in Work ................... : ...... 9.5 4.1 Availability of Lands .................................. 1 Award, Notice of---defined ........................ ~ ..... Before Starting Construction ...................... 2.5-2.7 Bid~-definition of ................ .1 Bonds and Insurance--in general ........................ 5 Bonds--definition of ..................................... I Bonds, Delivery of ............................... 2.1, 5.1 ~5onds, performance and Other .................... 5.1-5.2 11.8 Cash Allowances ..................................... Change Order--definition of ............................. I Change Orders-~to be executed ...................... 10.4 Changes in the Work ................................... 10 Claims, Waiver of--on Final Payment ............... 14.16 Clarifications and Interpretations ...................... 9.4 Cleaning ............................................. 6.17 Completion ............................................. 14 Completion, Substantial ......................... 14.8-14.9 Conference, Preconstruction .......................... 2.8 Conflict, Error, Discrepancy--Contractor to Report ...................................... 2.5.3.3 Construction Machinery, Equipment, etc .............. 6.4 6.29 Continuing Work ..................................... - Contract Documents---amending and 3.4-3.5 supplementing .................................. Contract Documents--definition of ...................... I Contract Documents--Intent ...................... 3.1-3.3 Contract Documents--Reuse of ....................... 3.6 II Contract Price. Change of .............................. I Contract price--definition ............................... Contract Time. Change of .............................. 12 Contract Time. Commencement of .................... 2.3 I Contract Time---definition of ............................ Contractor--definition of ................................ I Contractor May Stop Work or Terminate ............. 15.5 Contractor's Continuing Obligation .................. 14.15 Contractor's Duty to Report Discrepancy in Documents . .. _... 3.- Contractor's Fee--Cost Plus ... I 1.4.5.6. I 1.5.1. 11.6-11.7 Contractor's Liability Insurance .... 5.3 Contractor's Responsibilities~in general ................ 6 Contractor's Warranty of Title ........................ 14.3 Contractors---other ................................... Contractual Liability Insurance ........................5.4 Coordinating Contractor4efinition of ................ 7.4 7.4 Coordination .......................................... Copies of Documents .................................. 2.2 Correction or Removal of Defective Work. ........... 13.1 Correction Period, One Year ........................ 13.12 Correction, Removal or Acceptance of Defective Work---in general ........................... 13.11-13.14 Cost--net decrease ................................. I 1.6.2 Cost of Work .................................... 11.4-11.5 Costs, Supplemental ................................ Day---definition of ....................................... I Defective~definition of ................................. 1 Defective Work, Acceptance of ......................13.13 Defective Work, Correction or Removal of .......... 13.11 Defective Work--in general ............... 13, 14.7, 14.1 Defective Work, Rejecting ............................. 9.6 Definitions ............................................. ~ I Delivery of Bonds ...................................... Determination for Unit Prices ........................ 9. I0 Disputes, Decisions by Engineer ................. 9.11-9.12 Documents, Copies of. 2.2 Documents, Record ............... : .................. 6.19 3.6 Documents, Reuse . ................................... Drawings--definition of ................................. 1 Easements ........................................... Effective date of Agreement---definition of ............... I Emergencies ............. .6.22 Engineer~definition of .................................. Engineer's Decisions ............................ 9.10-9.12 Engineer's~Notice Work is Acceptable ............. 14.13 Engineer's Recommendation of Paymant ...... 14.4, 14.13 Engineer's Responsibilities, Limitations Engineer's Status During Construction.~in general ...... 9 Equipment, Labor, Materials and .................. 6.3-6.6 Equivalent Materials and Equipment .................. 6.7 Explorations of physical conditions ................... 4.2 Fee, Contractor's--Costs Plus ........................ I Field Order--definition of ............................... Field Order--issued by Engineer ................ 3.5.1, 9.5 Final Application for Payment ....................... 14.12 Final Inspection ..................................... Final Payment and Acceptance ...................... 14.13 Final Payment. Recommendation of ........... 14.13-14.14 General Provisions 17.3-17.4 General Requirements---definition of .....................I General RequirementS--principal references to ................. 2.6. 4.4.6.4.6.6-6.7.6.23 17.1 Giving Notice ........................................ 13,1 Guarantee of Work--by Contractor ................... Indemnification ............................. 6.30-6.32, 7.5 Inspection. Final ..... ~ .............................. 14.11 Inspection. Tests and ................................. 13.3 Insurance, Bonds and--in general .... .. 5 Insurance. Certificates of ........................... 2.7, 5 Insurance--completed operations ...................... 5.3 Insurance, Contractor's Liability ...................... 5.3 Insurance. Contractual Liability ....................... 5.4 Insurance, Owner's Liability .......................... 5.5 Insurance, Property .............................. 5.6-5.13 Insuzance--Walvar of Rights ......................... 5.11 Intent of Contract Documents ................... 3.3,9.14 Interpretations and Clarifications ............. 9.4 Investigations of physical conditions ................... 4.2 Labor, Materials and Equipment .................. 6.3-6.5 Laws and Regulations--definition of ..................... Laws and Regalations---general ....................... 6.14 Liability Insurance--Contractor's · 5.3 Liability Insurance--Owner's ......................... 5.5 14.2 Liens--definitions of ................................ Limitations on Engineer's Respons~ilities ..................... 6.6, 9.11, 9.13-9.16 Materials and equipment--furnished by Contractor .... 6.3 Materials and equipment--not 14.2 incorporated ia Work .............................. Materials or equipment---equivalent ................... 6.7 Miscellaneous Provisions ............................... 17 Multi-ptime contracts ......... 7 Notice, Giving of ..................................... 17.1 Notice of Acceptability of Project ................... 14.13I Notice of Award---definition of .......................... Notice to Proceed--definition of ......................... I Notice to Proceed--giving of 2.3 ' "Or-Equal" Items ............. ~ ....................... 6.7 Other contractors .............. 7 Other work.. ............................................ 7 Overtime Work--prohibition of ........................ 6.3 . 1 Owner--definmon of .................................... Owner May Correct Defective Work ................. 13,14 Owner May Stop Work ............................ :. 13.10 Owner May Suspend Work, Terminate .......... 15.1-15.4 Owner's Duty to Execute Change Orders ............. 11.8 Owner's Liability Insurance ........................... 5.5 Owner's Representative--Engineer to serve as ........ 9,1 Owner's Responsibilities--in general . 8 Owner's Separate Representative at site ............... 9.3 Partial Utilization .................................. 14.10 Parlial Utilization--definition of ......................... I Partial Utilization---PropertY Insurance ............... 5.15 Patent Fees and Royalties ............................ 6.12 Paymems. Recommendation of ........... 14.4-14.7. 14.13 Payments to Contractormin general .................... 14 Payments to Contractor--when due ........... 14.4, 14.13 Payments to Contractor--withholding ................ 14.7 performance and other Bonds ..................... 5.1-5.2 permits ............... .6.13 4.2 Physical Conditions ................ . ................... Physical Conditions---Engineer's rewew ............. 4.2.4 Physical Condition~---existing structures ............. 4,2.2 Physical Conditions---explorations and reports ....... 4.2,1 Physical Conditions--possible document change ..... 4.2.,5 Physical Conditions--price and time adjustments .... 4.2.5 Physical Conditions~report of differing ............. 4.2.3 Physical Conditions--Underground Facilitiea .......... 4.3 Preconstruction Conference ........................... 2.8 Preliminary Matter~ ..... .. 2 Premises, Use of ........................ ~ ....... 6.166.18 Price, Change of Contract .............................. I 1 Price. Contract--definition of ............................ 1 . Progress Payment, Applications for ................... 14.2 Progress Payment---retalnage ......................... 14.2 Progress schedule ............... 2.6, 2.9, 6.6, 6.29, 15.2.6 Project-definition of .................................... 1 Project Representation---provision for ................. 9.3 Project Representative, Resideng--qtefinifion of .......... 1 Project, Starling the ................................... 2.4 Property Insurance ............................... 5.6-5.13 Property Insurance--Partial Utilization ............... 5.15 Property Insurance--Receipt and Application of Proceeds ................................... 5.12-5.13 Protection, Safety and ........................... 6.20-6.21 Punch list ....................... r ................... 14.11 Recommendation of Payment .................. 14.4, 14.13 Record Documents ................................... 6.19 Reference Points ...................................... 4.4 Regulations, Laws and ............................... 6.14 Rejecting Defective Work ............................. 9.6 Related Work at Site .............................. 7.1-7.3 Remedies Not Exclusive ............................. 17.4 Removal or Correction of Defective Work ........... 13.11 Resident Project Representative--definition of ........... 1 Resident Project Representative--provision for ........ 9.3 Responsibilities, Contractor's~in general ............... 6' Responsibilities, Engineer's--in general ................. 9 8 Responsibilities, Owner's.~in general .................. i~.2 Retainage ............................................ 3.5 Reuse of Documents .................................. Rights of Way ......................................... 4.1 Royalties, Patent Fees and ........................... 6.12 Safety and Protection ............................ 6.20-6.21 Samples ............................... ~ ......... ,6.~-6.28 Schedule of progress ........ 2.6, 2.8-_.9.6.6. 6.-9, 15.2.6 Schedule of Shop Drawing submissions ...................... 2.6, 2.8-2.9, 6.23, 14.1 Schedule of values ...................... 2.6,2.8-2.9, 14.1 Schedules. Finalizing .................... ;: ............ 2.9 Shop Drawings and Samples ................... [~ 6.23-6.28 Shop Drawings---definition of ...................... ~ ..... 1 Shop Drawings. use to approve substitutions .................................. 6.7.3 Site. Visits to---by Engineer ........................... 9.2 Specifications--definition of ............................. 1 Starting Construction, Before ...................... 2.5-2.8 Starting the Project .................................... 2.4 Stopping Work---by Contractor ....................... 15.5 Stopping Work-~by Owner .......................... 13.10 Subcontractor--definition of ............................. I Subcontractors---in general ....................... 6.8-6. l I Subcontracts~required provisions ............ 5.11.1, 6.1 I 11.4.3 Substantial Completion---certification of .............. 14.8 Substantial Completion~definition of .................... I Substitute or "Or-Equal" Items ....................... 6.7 Subsurface Conditions ............................. 4.2-4.3 Supplemental costs ................................. 11.4.5 Supplementary Conditions~definition of ................1 Supplementary Conditions---principal references to .. 2.2, 4.2, 5.1, 5.3, 5.6-5.8, 6.3, 6.13, 6.23, 7.4, 9.3 Supplementing Contract Documents ............... 3.4-3.5 Supplier--definition of ................................... 1 Supplier--principal references to ... 3.6, 6.5, 6.7-6.9, 6.20, 6.24,9.13,9.16, 11.8, 13.4, 14.12 Surety---consent to payment .................. 14.12, 14.14 Surety--Engineer has no duty to ..................... 9.13 Surety--notice to .......................... 10.1, 10.5, 15.2 Surety~ualification of ........................... 5.1-5.2 Suspending Work, by Owner .........................15.1 Suspension of Work and Termination--in general ....... 15 Superintendent--Contractor's ......................... 6.2 Supervision and Superintendence .................. 6.1-6.2 Taxes~Payment by Contractor ....................... 6.15 Termination--by Contractor .......................... 15,5 Termination--by Owner ......................... 15.2-15.4 Termination, Suspension of Work anti--in general ...... 15 Tests and Inspections ........................... 13.3-13.7 Time, Change of Contract .............................. 12 Time, Computation of ................................ 17.2 Time, Contract---definition of ............................ I Uncovering Work ............................... 13.8-13.9 Underground Facilities---definition of ....................I Underground Facilitics-~not shown or indicated ..... 4.3.2 Undcrground Facilities----protection of ........... 4.3.6.20 Underground Facilitics~shown or indicated ......... 4.3.1 Unit Price Work-~definition of .......................... I Unit Price Work--general ................. 11.9, 14. l, 14.5 Unit Prices ......................................... Il.3.1 Unit Prices, Determinations for ....................... 9.10 Use of Premises ................................. 6.16-.6.18 Utility owners .......................... 6.13, 6.20, 7.2-7.3 Values, Schedule of ......................... 2.6, 2.9, 14.1 Variations in Work--Authorized ............ 6.25, 6.27, 9.5 Visits to Site---by Engineer ............................ 9.2 Waiver of Claims---on Final Payment ................14.16 Waiver of Rights by insured parties ............. 5.10,6.11 Warranty and Guarantee--by Contractor ............. 13.1 Warranty of Title, Contractor's ....................... 14.3 Work, Access to ..................................... 13.2 Work---by others ........................................ 7 Work Continuing During Disputes ....................6.29 Work, Cost of ................................... 11.4-11.5 Work--definition of ..................................... 1 Work Directive Change---definition of ................... I Work Directive Change---principal . references to ............................ 3.4.3, 10.1-10.2 Work, Neglected by Contractor ..................... 13.14 Work, Stopping by Contractor ........................ 15.5 Work, Stopping by Owner ....................... 15.1-15.4 Written Amendment---definition of ...................... I Written Amendment--principal references to ..................... 3.4.1, 10.1, 11.2, 12.1 6 GENERAL CONDITIONS ARTICLE I--DEFINITIONS Wherever used in these General Conditions or in the other Contract Documents thc following terms have the meanings indicated which arc applicable to both thc singular and plural thereof: Addenda--Written or graphic instruments issued prior to the opening of Bids which clarify, correct or change the bidding documents or the Contract Documents. Agreement--The written agreement between OWNER and CONTRACTOR covering the Work to be performed; other Contract Documents are attached to the Agreement and made 'a part thereof as provided therein. Application for Payment--The form accepted by ENGI- NEER which is to be used by CONTRACTOR in requesting progress or final payments and which i~ to include such sup- porting documentation as is required by the Contract Documents. Bid--The offer or proposal of the bidder submitted on the prescribed form setting forth the prices for the Work to be performed. Bonds--Bid, performance and payment bonds and other instruments of security. Change Order--A document recommended by ENGINEER, which is signed by CONTRACTOR and OWNER and autho- rizas an addition, deletion or revision in the Work, or an adjustment in the Contract Price or the Contract Time, issued on or after the Effective Date of the Agreement. Contract Documents--The Agreement, Addenda (which per- taln to the Contract Documents), CONTRACTOR's Bid (including documentation accompanying the Bid and any post- Bid documentation submitted prior to the Notice of Award) when attached as an exhibit to the Agreement, the Bonds, these General Conditions, the Supplementary Cooditiofs; the Specifications and the Drawings as the same are more spe- cifically identified in the Ag~ement, together with all amend- ments, modifications and supplements issued pursuant to paragraphs 3.4 and 3.5 on or after the Effective Date of the Agreement. Contract Price--The moneys payable by OWNER to CON- TRACTOR under the Contract Documents as stated in the Agreement (subject to the provisions of paragraph 11.9.1 in the case of Unit Price Work). Contract Time--The number of days (computed as provided in paragraph 17.2) or the date stated in the Agreement for the completion of the Work. CONTRACTOR--The person, firm or corporation with whom OWNER has entered into the Agreement. defective--An adjective which when modifying the word Work ref&s to Work that is unsatisfactory, faulty or deficient, or does not conform to the Contract Documents, or does not meet the requirements of any inspection, reference standard. test or approval referred to in the Contract Documents, or has been damaged prior to ENGINEER's recommendation of final payment (unless responsibility for the protection thereof has been assumed by OWNER at Substantial Completion in accordance with paragraph 14.8 or 14.10). Drawings--Thc drawings which show the character and scope of the Work to be performed and which have been prepared or approved by ENGINEER and are referred to in the Con- tract Documents. Effective Date of the Agreement--The date indicated in the Agreement on which it becomes effective, but if no such date is indicated it means the date on which the Agreement is signed and delivered by the last of the two parties to sign and ' deliver. ENGINEER--The person, firm or corporation named as such in the Agreement. Field Order--A written order issued by ENGINEER which orders minor changes in the Work in accordance with para- graph 9.5 but which does not involve a change in the Contract Price or the Contract Time. General Requirements--Sectioas of Division I of the Speci- fications. Laws and Regulations; Laws or Regulations--Laws, rules, regulations, ordinances, codes and/or orders. Notice of Award--The written notice by OWNER to the apparent successful bidder stating that upon compliance by the apparent successful bidder with the conditions precedant enumerated therein, within the time specified, OWNER will sign and deliver the Agreement. Notice to Proceed--A written notice given by OWNER to CONTRACTOR (with a copy to ENGINEER) fixing the date on which the Contract Time will commence to run and on which CONTRACTOR shall start to perform CONTR3.C- TOR'S obligations under the Contract Documents. OWNER--The public body or authority, corporation, asso- ciation, firm or person with whom CONTRACTOR has ente~:l into the Agreement and for whom the Work is to be provided. Partial Utilization--Placing a portion of the Work in service for the purpose for which it is intended (or a related purpose) before reaching Substantial Completion for all the Work. Project--The total construction of which the Work to be provided under the Contract Documents may be the whole, or a part as indicated elsewhere in the Contract DocumentS. Resident Project Representative--The authorized represen- tative of ENGINEER who is assigned to the site or any part thereof. 7 Shop Drawings--All drawings, diagrams, illustrations, schedules and other data which are specifically prepared by orfor CONTRACTOR to illustrate some portion of the Work and all illustrations, brochures, standard schedules, perfor- mance charts, instructions, diagrams and other information prepared by a Supplier and submitted by CONTRACTOR to lllastrate material or equipment for some portion of the Work. Specifications--Those portions of the Contract Documents consisting of written technical descriptions of materials, equipment, construction systems, standards and workman- ship asapplied to the Work and certain administrative details applicable thereto. Subcontractor--An individual, firm or corporation having a dit~ct contract with CONTRACTOR or with any other Sub- contractor for the performance of a part of the Work at the site. Substantial Completion~Th¢ Work (or a specified part thereof) has progressed to the point where, in the opinion of ENGI- NEER as evidenced by ENGINEER's definitive certificate of Substantial Completion, it is sufficiently complete, in accordance with the Contract Documents, so that the Work (or specified part) can be utilized for the purposes for which it is intended; or if there be no such certificate issued, when final payment is due in accordance with paragraph 14.13. The terms "substantially complete" and "substantially com- pleted" as applied to any Work refer to Substantial Comple- tion thereof. Supplementary Conditions--The part of the Contract Docu- ments which mends or supplements these General Condi- tions. Supplier--A manufacturer, fabricator, supplier, distributor, materialman or vendor. Underground Facilities--Ali pipelines, conduits, ducts, cables, wires, manholes, vaults, tanks, tunnels orother such facilities or attachments, and any encasements containing such facll-. ities which have been installed under~ound to furnish any or: the following services or materials: electricity, gases, steam, liquid petroleum products, telephone or other communica- tions, {:able television, sewage and drainage removal, traffic or other control systems or water. Unit Pdce Work--Work to be paid for on the basis of unit prices. Work--The entire completed construction or thc various sep- arately identifiable paris thereof required to be furnished under the Contract Documents. Work is the result of per- forming sera'ices, furnishing labor and furnishing and incor- porating materials and equipment into the construction, all as required by the Contract Documents. Work Directive Change--A written directive to CONTRAC- TOR. issued on or after the Effective Date of the Agreement and signed by OWNER and recommended by ENGINEER, ordering an addition, deletion or revision in the Work. or responding to differing or unforeseen physical conditions under which the Work is to be performed as provided in paragraph 4.2 or 4.3 or to emergencies under paragraph 6.22. A Work Directive Change may not change the Contract Price or the Contract Time, but is evidence that the parties expect that the change directed or documented by a Work Directive Change will be incorporated in a subsequently issued Change Order following negotiations by the parties as to its effect, if any, on the Contract Price or Contract Time as provided in paragraph 10.2. Written Amendrnent--A written amendment of the Contract Documents, signed by OWNER and CONTRACTOR on or after the Effective Date oftbe Agreement and normally deal- ing with the nonenginecring or nontechnical rather than strictly Work-related aspects of the Contract Documents. ARTICLE 2--PRELIMINARY MATTERS Delivery of Bonds: 2.1. When CONTRACTOR delivers the executed Agree- ments to OWNER, CONTRACTOR shall also deliver to OWNER such Bonds as CONTRACTOR may be required to furnish in accordance with paragraph 5.1. Copies of Documents: 2.2. OWNER shall furnish to CONTRACTOR up to ten copies (unless otherwise specified in the Supplementary Con- ditions) of the Contract Documents as are reasonably nec- essary for the execution of the Work. Additional copies will be furnished, upon request, at the cost of reproduction. Commencement of Contract Time; Notice t~ Proceed: 2.3. The Contract Time will commence to run on the thirtieth day after the Effective Date of the Agreement, or, if a Notice to Proceed is given, on the day indicated in the ~qntice to ~oceed. A Notice to Proceed may be given at any time within thirty days after the Effective Date of the Agree- ment. In no event will the Contract Time commence to run liner than the seventy-fifth day after the day of Bid opening or the thirtieth day after the Effective Date of the Agreement, whichever date is earlier. Starting the Project: 2.4. CONTRACTOR shall start to perform the Work on the date when the Contract Time commences to run. but no Work shall be done at the site prior to thc date on which the Contract Time commences to run. Before Starting Construction: 2.5. Before undertaking each pan of thc Work, CON- TRACTOR shall carefully study and compare the Contract Documents and check and verify per, inch! figures shown thereon and all applicable field measurements. CONTRAC- TOR shall promptly report in writing to ENGINEER any conflict, error or discrepancy which CONTRACTOR may discover and shall obtain a written interpretation or clarifi- cation from ENGINEER before proceeding with any Work affected thereby: however. CONTRACTOR shall not be lia- ble to OWNER or ENGINEER for failure to report any conflict, error or discrepancy in the Contract Documents, unless CONTRACTOR had actual knowledge thereof or should reasonably have known thereof. 2.6. Within ten days after the Effective Date of the Agree- ment (unless otherwise specified in the General Require- ments), CONTRACTOR shall submit to ENGINEER for review: 2.6.1. an estimated progress schedule indicating the starting and completion dates of the various stages of the Work; 2.6.2. a preliminary schedule of Shop Drawing sub- missions; and 2.6.3. a preliminary schedule of values for all of the Work which will include quantities and prices of items aggregating the Contract Price and will subdivide the Work into component pa~s in sufficient detail to serve as the · basis for progress payments during construction. Such prices will include an appropriate amount ofoverhend and profit applicable to each item of Work which will be con- firmed in writing by CONTRACTOR at the time of sub- mission. 2.7. Before any Work at the site is started, CONTRAC- TOR shall deliver to OW~TER, with a copy to ENGINEER, certificates (and other evidence of insurance requested by OWNER) which CONTRACTOR is required to purchase and maintain in accordance with paragraphs 5.3 and $.4, and OWNER shall deliver to CONTRACTOR certificates (and other evidence of insurance requested by CONTRACTOR) which OWNER is required to purchase and maintain in accordance with paragraphs 5.6 and 5.7. Precenstrnction Conference: 2.8. Within twenty days after the Effective Date of the Agreement, but before CONTRACTOR starts the Work at the site, a conference attended by CONTRACTOR, ENGI- NEER and others as appropriate will be held to discuss the schedules referred to in paragraph 2.6, to discuss procedures for handling Shop Drawings and other submittals and for processing Applications for Payment. and to establish a working understanding among the parties as to the Work. Finali:ing Schedules: 2.9. At least ten days before submission of the first Appli- cation for Payment a conference attended by CONTRAC- TOR, ENGINEER and others as appropriate will be held to finalize the schedules submitted in accordance with para- graph 2.6. The finalized progress schedule will be acceptable to ENGINEER as providing an orderly progression of the Work to completion within the Contract Time. but such acceptance will neither impose on ENGINEER responsibility for the progress or scheduling of the Work nor relieve CON- TRACTOR from full responsibility therefor. The finalized schedule of Shop Drawing submissions will be acceptable to ENGINEER as providing a workable arrangement for pro- cessing the submissions. The finalized schedule of values will be acceptable to ENGINEER as to form and substance. ARTICLE 3--CONTRACT DOCUMENTS: INTENT, AMENDING, REUSE ment between OWNER and CONTRACTOR concerning the Work. The Contract Documents are complementary; what is called for by one is as binding as if called for by all. The Contract Documents will be construed in accordance with the law of the place of the Project. 3.2. It is the intent of the Contract Documents to describe a functionally complete Project (or part thereof) to be con- st/ucted in accordance with the Contract Documents. Any Work, materials or equipment that may reasonably be infer~d from the Contract Documents as being required to produce the intended result will be supplied whether or not specifically called for. When words which have a well-known technical or trade meaning are used to describe Work, materials or equipment such words shall be interpreted in accordance with that meaning. Reference to standard specifications, manuals or codes of any technical society, organization or association, or to the Laws or Regulations of any governmental authority, whether such reference be specific or by implication, shall mean the latest standard specification, manual, code or Laws or Regulations in effect at the time of opening of Bids (or, on · the Effective Date of the Agreement if there were no Bids), except as may be otherwise specifically stated. However, no provision of any referenced standard specification, manual or code (whether or not specifically incorporated by reference in the Contract Documents) shall be effective to change the duties and responsibilities of OWNER, CONTRACTOR or ENGINEER, or any of their consultants, agents or employ- ees from those set forth in the Contract Documents, nor shall it be effective to assign to ENGINEER, or any of ENGI- NEER's consultants, agents or employees, any duty or authority to supervise or direct the furnishingor performance of the Work or any duty or authority to undertake responsi- bility contrary to the provisions of paragraph 9.15 or 9.16. Clarifications and interpretations of the Contact Documents shall be issued by ENGINEER as provided in paragraph 9.4. 3.3. If, during the performance of the Work. CONTRAC- TOR finds a conflict, error or discrepancy in the Contract Documents. CONTRACTOR shall so report to ENGINEER in writing at once and before proceeding with the Work affected thereby shall obtain a written interpretation or clarification 9 from ENGINEER: however, CONTRACTOR shall not be liable to OWNER or ENGINEER for failure to report any conflict, error or discrepancy in the Contract Documents unless CONTRACTOR had actunl knowledge thereof or should reasonably have known thereof, Amending and Supplementing Contract Documents: 3.4. The Contract Documents may be amended to pro- vide for additions, deletions and revisions in the Work or to modify the terms and conditions thereof in one or more of the following ways: 3.4.1. a formal Written Amendment, 3.4.2. a Change Order (pursuant to paragraph 10.4), or 3.4.3. a Work Directive Change (pursuant to para- graph 10.1). As indicated in paragraphs 11.2 and 12.1, Contract Price and Contract Time may only be changed by a Change Order or a Written Amendment. 3.5. In addition, the rcquircments of the Contract Docu- ments may be supplemented, and minor variations and devia- tions in the Work may be authorized, in one or more of the following ways: 3.5.1. a Field Order (pursuant to paragraph 9.5), 3.5.2. ENGINEER's approval of a Shop Drawing or sample (pursuant to paragraphs 6.26 and 6.27), or 3.5.3. ENGINEER's written interpretation or clarifi- cation (pursuant to paragraph 9.4). Reuse of Documents: 3.6. Neither CONTRACTOR nor any Sabcontractor or Supplier or other porson or organization performing or fur-- nishing any of thc Work under a direct or indirect contract with OWNER shall have or acquire any title to or ownership fights in any of the Drawings, Specifications or other docu- ments (or copies of any thereot~ prepared by or bearing the seal of ENGINEER; and they shall not reuse any of them on extensions of the Project or any other project without written consent of OWNER and ENGINEER and specific written verification or adaptation by ENGINEER. ARTICLE A--AVAILABILITY OF LANDS; PHYSICAL CONDITIONS; REFERENCE POINTS A reliability of Lands: 4.1. OWNER shall furnish, as indicated in the Contract Documents. the lands upon which the Work is to be per- formed, rights-of-way and easements for access thereto, and 10 such other lands which are designated for the use of CON- TRACTOR. Easements for permanent structures or perma- nent changes in existing facilities will be obtained and paid for by OWNER. unless otherwise provided in the Contract Documents. If CONTRACTOR believes that any delay in OWNER's furnishing these lands, rights-of-way or ease- ments entities CONTRACTOR to an extension of the Con- tract Time. CONTRACTOR may make a claim therefor as provided in Article 12. CONTRACTOR shall provide for ail additional lands and access thereto that may be required for temporarY construction facilities or storage of materials and equipment. Physical Conditions: 4.2.1. Explorations and Reports: Reference is made to the Supplementary Conditions for identification of those reports of explorations and tests of subsurface conditions at the site that have been utilized by ENGINEER in prep- station of the Contract Documents. CONTRACTOR may rely upon the accuracy of the technical data contained in such reports, but not upon nontechnical data, interpreta- tions or opinions contained therein or for the completeness thereof for CONTRACTOR's purposes. Except as indi- cated in the immediately preceding sentence and in para- graph 4.2.6, CONTRACTOR shall have full responsibility with respect to subsurface conditions at thc site. 4.2.2. Existing Structures: Reference is made to the Supplementary Conditions for identification of those drawings of physical conditions in or relating to existing surface and subsurface structures (except Umterground Facilities referred to in paragraph 4.3) which are at or contiguous to the site that have been utilized by ENGI- NEER in preparation of the Contract Documents. CON- TRACTOR may rely upon the accuracy of the technical data contained in such drawings, but not for the complete- ness thereof for CONTRACTOR's purposes. Except as indicated in the immediately preceding sentence and in paragrap.h 4.2.6, CONTRACTOR shall have full respon- sibility with respect to physical conditions in or relating to such structures. 4.2.3. Report of Differing Conditions: If CONTRAC- TOR believns that: 4.2.3.1. any technical data on which CONTRAC- TOR is entitled to rely as provided in paragraphs 4.2. I and 4.2.2 is inaccurate, or 4.2.3.2. any physical condition uncovered or revealed at the site differs materially from that indi- cated, reflected or referred to in the Contract Docu- CONTRACTOR shall, promptly after becomi~ awa~e thereof and before performing any Work in c~an~ction therewith (except in an emergency as permitted by para- graph 6.22). notify OWNER and ENGINEER in writing about the inaccuracy or difference. 4.2.4. ENGINEER's Review: ENGINEER will promptly review the pertinent conditions, determine the necessity of obtaining additional explorations or tests with respect thereto and advise OWN ER in writinglwith a copy to CONTRACTORI of ENGINEER's findings and con- clusions. 4.2.5. Possible Document Change: If ENGINEER concludes that there is a material error in the Contract Documents or that because of newly discovered condi- tions a change in the Contract Documents'is required, a Work Directive Change or a Change Order will be issued as provided in Article 10 to reflect and document the consequences of the inaccuracy or difference. 4.2.6. Possible Price and Time Adjustments: In each such case, an increase or decrease in the Contract Price or au extension or shortening of the Contract Time, or any combination thereof, will be allowable to the extent that they are attributable to any such inaccuracy or difference. If OWNER and CONTRACTOR are unable to agree as to the amount or length thereof, a claim may be made therefor as provided in Articles 11 and 12. Physical Conditions--Underground Facilities: 4.3.1. Shown or Indicated: The information and data shown or indicated in the Contract Documents with respect to existing Underground Facilities at or contiguous to the site is based on information and data furnished to OWNER or ENGINEER by the owners of such Underground Facil- ities or by others. Unless it is otherwise expressly pro- vided in the Supplementary Conditions: 4.3.1.1. OWNER and ENGINEER shall not be responsible for the accuracy or completeness of any such information or data; and, 4.3.1.2. CONTRACTOR shall have full responsi- bility for reviewing and checking all such information and data, for locating all Underground Facilities shown or indicated in the Contract Documents, for coordina- tion of the Work with the owners of such Underground Facilities during construction, for the safety and pro- tection thereof as provided in paragraph 6.20 and repairing any damage thereto resulting from the Work, the cost of all of which will be considered as having been included in the Contract Price. 4.3.2. Not Shown or Indicated. If an Underground Facility is uncovered or revealed at or contiguous to the site which was not shown or indicated in the Contract Documents and which CONTRACTOR could not reason- ably have been expected to be aware of. CONTRACTOR shall, promptly after becoming aware thereof and before performing any Work affected thereby (except in an emer- gency as permitted by paragraph 6.22), identify the owner of such Under~ound Facility and give written notice thereof to that owner and to OWNER and ENGINEER. ENGI- NEER will promptly review the Underground Facility to determine the extent to which the Contract Documents should be modified to reflect and document the conse- quences of the existence of the Underground Facility. and the Contract Documents will be amended or supplemented to the extent necessary; During such time. CONTRAC- TOR shall be responsible for the safety and protection of such Underground Facility as provided in paragraph 6.20. CONTRACTOR shall be allowed an increase in the Con- tract Price or an extension of the Contract Time, or both. to the extent that they are attributable to the existence of any Underground Facility that was nbt shown or indicated in the Contract Documents and which CONTRACTOR could not reasonably have been expected to be aware of. If the parties are unable to agree as to the amount or length thereof, CONTRACTOR may make a claim therefor as provided in Articles 11 and 12. Reference Points: 4.4. OWNER shall provide engineering surveys to estab- lish reference points for construction which in ENGINEER's judgment are necessary to enable CONTRACTOR to proceed with the Work. CONTRACTOR shall be responsible for lay- ing out the Work (unless otherwise specified in the General Requirements), shall protect and preserve the established reference points and shall make no changes or relocations without the prior written approval of OWNER. CONTRAC- TOR shall report to ENGINEER whenever any reference point is lost or destroyed or requires relocation because of necessary changes in grades or locations, and shall be respon- sible for the accurate replacement or relocation of such ref- erence points by professionally qualified personnel ARTICLE 5--BONDS AND INSURANCE performance and Other Bonds: 5.1. CONTRACTOR shall furnish performance and pay- m~nt Bonds, e~ieh in an amount at least equal to the Contract Price as security for the faithful performance and payment of all CONTRACTOR's obligations under the Contract Docu- ments. These Bonds shall remain in effect at least until one year after the date when final payment becomes due, except as otherwise provided by Law or Regulation or by the Con- tract Documents. CONTRACTOR shall also furnish such other Bonds as are required by the Supplementary Condi- tions. All Bonds shall be in the forms prescribed by Law or Regulation or by the Contract Documents and be executed by such sureties as are named in the current list of "Com- panies Holding Certificates of Authority as Acceptable Sure- ties on Federal Bonds and as Acceptable Reinsuring Com- panies'' as published in Circular 570 lamended) by the Audit Staff Bureau of Accounts. U.S. Treasury Depa~mant. All Bonds signed by an agent must be accompanied by a certified copy of the authority to act. 5.2. If the surety on any Bond furnished by CONTRAC- TOR is declared a bankrupt or becomes insolvent or its fight to do business is terminated in any state where any part of 11 2 the Project is located or it ceases to meet the requirements of paragraph 5.1, CONTRACTOR shall within five days thereafter substitute another Bond and Surety, both of which must be acceptable to OWNER. Contractor's Liability Insurance: 5.3. CONTRACTOR shall purchase and maintain such comprehensive general liability and other insurance as is appropriate for the Work being performed and furnished and as will provide protection from claims set forth below which may arise out of or result from CONTRACTOR's perfor- mance and furnishing of the Work and CONTRACTOR's other obligations under the Contract Documents, whether it is to be performed or furnished by CONTRACTOR, by any Subcontractor. by anyone directly or indirectly employed by any of them to perform or furnish any of the Work, or by anyone for whose acts any of them may be liable: 5.3.1. Claims under workers' or workmen's compen- sation, disability benefits and other similar employee ben- efit acts; 5.3.2. Claims for damages because of bodily injury, occupational sickness or disease, or death of CONTRAC- TOR's employees; 5.3.3. Claims for damages because of bodily injury, sickness or disease, or death of any person other than CONTRACTOR's employees; 5.3.4. Claims for damages insured by personal injury liability coverage which are sustained (a).by any person as a result of an offense directly or indirectly related to the employment of such person by CONTRACTOR, or (b) by any other person for any other reason; 5.3.5. Claims for damages, other than to the Work itself, because of injury to or destruction of tangible prop- erty wherever located, including loss of use resulting therefrom; 5.3.6. Claims arising out of operation of Laws or Reg- ulations for damages because of bodily injury or death of any person or for damage to property; and 5.3.7. Claims for damages because of bodily injury or death of any person or property damage arising out of the ownership, maintenance or use of any motor vehicle. The insurance required by this paragraph 5.3 shall include the specific coverages and be written for not less than the limits of liability and coverages provided in the Supplemen- tary Conditions. or required by law. whichever is greater. The comprehensive general liability insurance shall include completed operations insurance. All of the policies of insur- ance so required to be purchased and maintained {ur the certificates or other evidence thereof) shall contain a provi- sion or endorsement that the coverage afforded will not be cancelled, materially changed or renewal refused until at least thirty days' prior written notice has been given to OWNER and ENGINEER by certified mail. All such insurance shall remain in effect until final payment and at all times thereafter when CONTRACTOR may be correcting, removing or replacing defective Work in accordance with paragraph 13.12, In addition. CONTRACTOR shall maintain such completed operations insurance for at least two years after final payment and furnish OWNER with evidence of continuation of such insurance at final payment and one year thereafter. Contractual Liability Insurance: 5.4. The comprebensive general liability insurance required by paragraph 5.3 will include contractual liability insurance applicable to CONTRACTOR's obligations under paragraphs 6.30 and 6.31. Owner's Liability Insurance: 5.5. OWNER shall be responsible for purchasing and maintaining OWNER's own liability insurance and, at OWNER's option, may purchase and maintain such insur- ance as will protect OWNER against claims which may arise from operations under the Contract Documents. Properly Insurance: 5.6. Unless otherwise provided in the Supplementary Conditions, OWNER shall purchase and maintain property insurance upon the Work at the site to'tbe full insurable value thereof (subject to such deductible amounts as may be pro- vided in the Supplementary Conditions or required by Laws and Regulations). This insurance shall include the interests of OWNER, CONTRACTOR, Subcontractors, ENGINEER and ENGINEER's consultants in the Work. all of whom shall be listed as insureds or additional insured parties, shall insure against the perils of fire and extended coverage and shall include "all risk" insurance for physical loss and damage including theft, vandalism and malicious mischief, collapse and water damage, and such other perils as may be provided in the Supplementary Conditions, and shall include damages. losses and expenses arising out of or resulting from any insured loss or incurred in the repair or replacement of any insured property (including but not limited to fees and charges of engineers, architects, attorneys and other professionals). If not covered under the "all Hsk" insurance or otherwise pro- vided in the Supplementary Conditions, CONTRACTOR s. hall purchase and maintain similar property insurance on pomons of the Work stored on and off the site or in transit when such portions of the Work are to be included in an Application for Payment. 5.7. 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. ENGINEER AND ENGINEER's consultants in the Work. all of whom shall be listed as insured or additional insured parties. 12 5.8. All the policies of insurance (or the certificates or other evidence thereof) required to be purchased and main- mined by OWNER in accordance with paragraphs 5.6 and 5.7 will contain a provision or endorsement that the coverage afforded will not be cancelled or materially changed or renewal refused until at least thirty days' prior written notice has been given to CONTRACTOR by certified mail and will contain waiver provisions in accordance with paragraph 5.11.2. 5.9. OWNER shall not be responsible for purchasing and maintaining any property insurance to protect the interests of CONTRACTOR, Subcontractors or others in the Work to the extent of any deductible amounts that are provided in the Supplementary Conditions. The risk of loss within the deductible amount, will be borne by CONTRACTOR, Sub- contractor or others suffering any such loss and if any of them wishes property insurance coverage within the limits of such amounts, each may purchase and maintain it at the purchas- er's own expense. $.10. If CONTRACTOR requests in writing that other special insurance be included in the property insurance pol- icy, OWNER shall, if possible, include such insurance, and the cost tbe~of will be charged to CONTRACTOR by appro- priate Change Order or Written Amendment. Prior to com- mencement of the Work a~ the site, OWNER shall in writing advise CONTRACTOR whether or not such other insurance has been procured by OWNER. Waiver of ltights: 5.11.1. OWNER and CONTRACTOR waive all rights - against each other for all losses and damages caused by any of the perils covered by the policies of insurance provided in response to paragraphs 5.6 and 5.'I and any other proper~y insurance applicable to the Work, and also waive all such rights against the Subcontractors, ENGI- NEER, ENGINEER's consultants and all other parties named as insureds in such policies for losses and damages so caused. As required by paragraph 6.1 I, each subcon- tract between CONTRACTOR and a Subcontractor ~ill contain similar waiver provisions by the Subcontractor in favor Of OWNER, CONTRACTOR. ENGINEER. ENGI- NEER's consultants and all other parties named as insureds. None of the above waivers shall extend to the rights that any of the insured parties may have to the proceeds of insurance held by OWNER as trustee or other'wise PgY' able under any policy so issued. 5.11.2. OWNER and CONTRACTOR intend that any policies provided in response to paragraphs 5.6 and 5.7 shall pro~ect all of the parties insured and provide primary coverage for all losses and damages caused by the perils covered thereby. Accordingly. all such policing shall con- tain provisions to the effect that in the event of payment of any loss or damage the insurer will have no rights of recoveR' against any of the parties named as insureds or additional insureds, and if the insurers require separate waiver forms to be signed by ENGINEER or ENGI- NEER's consuhanl OWNER will obtain the same. and if such waiver forms are required of any Subcontractoi', CONTRACTOR will obtain the same. Receipt and Application of Proceeds: 5.12. Any insured loss under the policies of insurance required by paragraphs 5.6 and 5.7 will be adjusted with OWNER and made payable to OWNER as trustee for the insureds, as their interests may appear, subject to the require- ments of any applicable mortgage clause and of paragraph 5.13. OWNER shall deposit in a separate account any money so received, and shall distribute it in accordance with such agreement as the parties in interest may reach. If no other special agreement is reached the damaged Work shall be repaired or replaced, the moneys so received applied on account thereof and the Work and the cost thereof covered by an appropriate Change Order or Written Amendment. 5.13. OWNER as trustee shall have power to adjust and settle any loss with the insurers unless one of the pa~ies in interest shall object in writing within fifteen days after the occurrence of loss to OWNER's exercise of this power, ff such objection be made, OWNER as trustee shall make set- tiement with the insurers in accordance with such agreement as the parties in interest may reach. If required in writing by any party in interest, OWNER as trustee shall, upon the occurrence of an insured loss, give bond for the proper per- formance of such duties. Acceptance of Insurance: 5.14. If OWNER has any objection to the coverage afforded by or other provisions of the insurance required to be pur- chased and maintained by CONTRACTOR in accordance with paragraphs 5.3 and 5.4 on the basis of its not complying with the Contract Documents, OWNER shall notify CON- TRACTOR in writing thereof within ten days of the date of delivery of such certificates to OWNER in accordance with paragraph 2.7. If CONTRACTOR has any objection to the coverage afforded by or other provisions of the policies of insurance required to be purchased and maintained by OWNER in accordance with paragraphs 5.6 and 5.7 on the basis of their not complying with the Contract Documents, CON- TRACTOR shall notify OWNER in writing thereof within ten days of the date of delivery of such certificates to CON- TRACTOR in accordance with paragraph 2.7. OWNER and CONTRACTOR shall each provide to the other such addi- tional information in respect of insurance provided by each as the other may reasonably request. Failure by OWNER or CONTRACTOR to give any such notice of objection within the time provided shall constitute acceptance of such insur- ance purchased bF' the other as complying with the Contract Documents. Partial Utilization~Property Insurance: 5.15. If OWNER finds it necessa~' to occupy or use a portion or portions of the Work prior to Substantial Comple- tion of all the Work. such use or occupancy may be accom- plished in accordance with paragraph 14.10: provided that no 13 such use or occupancy shall commence before the insurers providing the property insurance have acknowledged notice thereof and in writing effected the changes in coverage neces- sitated thereby. The insurers providing the property insur- ance shall consent by endorsement on the policy or policies, but the property' insurance shall not be cancelled or lapse on account of any such partial use or occupancy. ARTICLE 6--CONTRACTOR'S RESPONSIBILITIES Supervision and Superintendence: 6.1. CONTRACTOR shall supervise and direct the Work competently and efficiently, devoting such attention thereto and applying such skills and expertise as may be necessary to perform the Work in accordance with the Contract Doc- uments. CONTRACTOR shall be solely responsible for the means, methods, techniques, sequences and procedures of construction, but CONTRACTOR shall not be responsible for the negligence of others in the design or selection of a specific means, method, technique, sequence or procedure of construction which is indicated in and required by the Contract Documents. CONTRACTOR shall be responsible to see that the finished Work complies accurately with the Contract Documents. 6.2. CONTRACTOR shall keep on the Work at all times during its progress a competent resident superintendent, who shall not be replaced without written notice to OWNER and ENGINEER except under extraordinary circumstances. The superintendent will be CONTRACTOR's representative at the site and shall have authority to act on behalf of CON- TRACTOR. All communications given to the superintendent shall be as binding as if given to CONTRACTOR. Labor, Materials and Equipment: 6.3. CONTRACTOR shall provide competent, suitably qualified personnel to survey and lay out the Work and per- form construction as required by the Contract Dacuments~ CONTRACTOR shall at all times maintain good discipline and order at the site. Except irt connection with the safety or protection of persons or the Work or property at the site or adjacent thereto, and except as otherwise indicated in the Contract Documents, all Work at the site shall be performed during regular working hours, and CONTRACTOR will not permit overtime work or the performance of Work on Sat- urday. Sunday or any legal holiday without OWNER's writ- ten consent given after prior written notice to ENGINEER. 6.4. Unless otherwise specified in the General Require- ments. CONTRACTOR shall furnish and assume full respon- sibility for all materials, equipment, labor, transportation, construction equipment and machinery, tools, appliances, fuel. power, light, heat. telephone, water, sanitary facilities, temporary facilities and all other facilities and incidentals necessary for the furnishing, performance, testing, star~-up and completion of the Work. 14 6.5. All materials and equipment shall be of good quality and new. except as otherwise provided in the Contract Doc- uments. If required by ENGINEER. CONTRACTOR shall furnish satisfactory evidence lincluding reports of required tests} as to the kind and quality of materials and equipment. All materials and equipment shall be applied, installed, con- nected, erected, used. cleaned and conditioned in accordance with the instructions of the applicable Supplier except as otherwise provided in the Contract Documents; but no pro- vision of any such instructions will be effective to assign to ENGINEER, or any of ENGINEER's consultants, agents or employees, any duty or authority to supervise or direct the furnishing or performance of the Work or any duty or author- ity to undertake responsibility contrary to the provisions of paragraph 9.15 or 9.16. Adjusting Progress Schedule: 6.6. CONTRACTOR shall submit to ENGINEER for acceptance (to the extent indicated in paragraph 2.9) adjust- ments in the progress schedule to reflect the impact thereon 'of new developments; these will conform generally to the progress schedule then in effect and additionally will comply with any provisions of the General Requirements applicable thereto. Substitutes or "Or. Equal" Items: 6.7.1. Whenever materials or equipment are specified or described in the Contract Documents by using the name of a proprietary item or the name of a particular Supplier the naming of the item is intended to establish the type, function and quality required. Unless the name is followed by words indicating that no substitution is permitted, materials or equipment of other Suppliers may be accepted by ENGINEER if sufficient information is submitted by CONTRACTOR to allow ENGINEER to determine that the material or equipment proposed is equivalent or equal to thru named. The procedure for review by ENGINEER will include the following as supplemented in the General Requirements. Requests for review of substitute items of material and equipment will not be accepted by ENGI- NEER from anyone other than CONTRACTOR. If CON- TRACTOR wishes to furnish or use a substitute item of material or equipment. CONTRACTOR shall make writ- ten application to ENGINEER for acceptance thereof, certifying that the proposed substitute will perform ade- quately the functions and achieve the results called for by the general design, be similar and of equal substance to that specified and be suited to the same use as that spec- ified. The application will state that the evaluation and acceptance of the proposed substitute will not prejudice CONTRACTOR's achievement of Substantial Comple- tion on time, whether or not acceptance of the substitute for use in the Work will require a change in any of the Contract Documents for in the provisions of any other direct contract with OWNER for work on the Project} to adapt the design to the proposed substitut? and whether or not incorporation or use of the substitute in connection with the Work is subject 1o payment of any license fee or royalty. All variations of the proposed substitute from that specified will be identified in the application and available maintenance, repair and replacement service will be indi- cated. The application will also contain an itemized esti- mate of all costs that will result directly or indirectly from acceptance of such substitute, including costs of redesign and claims of other contractors affccled by the resulting change, ail of which shall be considered by ENGINEER in evaluating the proposed substitute. ENGINEER may require CONTRACTOR to furnish at CONTRACTOR's expense additional data about the proposed substitute. 6.7.2. Ifa specific means, method, technique, sequence or p~-ocedure of construction is indicated in or required by the Contract Documents, CONTRACTOR may furnish or utilize a substitute means, method, sequence, technique or procedure of construction acceptable to ENGINEER, if CONTRACTOR submits sufficient information to allow ENGINEER to determine that the substitute proposed is equivalent to that indicated or required by the Contract Documents. The procedure for review by ENGINEER will be similar to that nrovided in paragraph 6.7.1 as applied by ENGINEER and as may be supplemented in the Gen- eral Requirements. 6.7.3. ENGINEER will be allowed a reasonable time within which to evaluate each proposed substitute. ENGI- NEER will be the sole judge of acceptability, and no substitute will be ordered, installed or utilized without ENGINEER's prior written acceptance which will be evi- denced by either a Change Order or an approved Shop Drawing. OWNER may require CONTRACTOR to fur- nish at CONTRACTOR's expense a special performance guarantee or other surety with respect to any substitute. ENGINEER will record time required by ENGINEER and ENGINEER's consultants in evaluating substitutions proposed by CONTP,.ACTOR and in making changes in the Contract Documents occasioned thereby. Whether or not ENGINEER accepts a proposed substitute, CON- TRACTOR shall reimburse OWNER for the charges of ENGINEER and ENGINEER's consultants for evaluat- ing each.proposed substitute. Concerning Subcontractors, Suppliers and Others: 6.8.1. CONTRACTOR shall not employ any Subcon' tractor, Supplier or other person or organization (including those acceptable to OWNER and ENGINEER as indi- cated in paragraph 6.8.2}, whether initially or as a substi- tute, against whom OWNER or ENGINEER may have reasonable objection. CONTRACTOR shall not be required to employ any Subcontractor, Supplier or other person or organization to furnish or perform any of the Work against whom CONTRACTOR has reasonable objection. 6.8.2. If the Supplementary Conditions require the identity of certain Subcontractors, Suppliers or other per- sons or organizations liocluding those who are to furnish the principal items of materials and equipment} to be su.b- mitred to OWNER in advance of the specified date prior to the Effective Date of the Agreement for acceptance by OWNER and ENGINEER and if CONTRACTOR has submitted a list thereof in accordance with the Supple- mentary Conditions. OWNER's or ENGINEER's accept- ance (either in writing or by failing to make written objec- tion thereto by the date indicated for acceptance or objec- tion in the bidding documents or the Contract Documents) of any such Subcontractor, Supplier or other person or organization so identified may be revoked on the basis of reasonable objection after due investigation, in which case CONTRACTOR shall submit an acceptable substitute, the Contract Price will be increased by the difference in the cost occasioned by such substitution and an appropriate Change Order will be issued or Written Amendment si~ed. No acceptance by OWNER or ENGINEER of any such Subcontractor, Supplier or other person or organization shall constitute a waiver of any right of OWNER or ENGI- NEER to reject defective Work. · 6.9. CONTRACTOR shall be fully responsible to OWNER and ENGINEER for all acts and omissions of the Subcon- tractors, Suppliers and other persons and organizations per- forming or furnishing any of the Work under a direct or indirect contract with CONTRACTOR just as CONTRAC- TOR is responsible for CONTRACTOR's own acts and omis- sions. Nothing in the Comract Documents shall create any contractual relationship between OWNER or ENGINEER and any such Subcontractor, Supplier or other person or organization, nor shall it create any obligation on the part of OWNER or ENGIIqEER to pay or to see to the payment of any moneys due any such Subcontractor, Supplier or other person or organization except as may' otherwise be required by Laws and Regulations. 6.10. The divisions and sections of tbe Specifications and the identifications of any Drawings shall not control CON- TRACTOR in dividing the Work among Subcontractors or Suppliers or delineating the Work to be performed by any specific trade. 6.11. All Work performed for CONTRACTOR by a Sub- contractor will be pursuant to an appropriate agreement between CONTRACTOR and the Subcontractor which spe- cifically binds the Subcontractor to the applicable terms and conditions of the Contract Documents for the benefit of OWNER and ENGINEER and contains waiver provisions as required by paragraph 5.11. CONTRACTOR shall pay each Subcontractor a just sham of any insurance moneys received by CONTRACTOR on account of losses under pol- icies issued pursuant to paragraphs 5.6 and 5.7. Patent Fees and Royalties: 6.12. CONTRACTOR shall pay all license fees and roy- alties and assume all costs incident to the use in the perfor- mance of the Work or the incorporation in the Work of any invention, design, process, product or device which is the subject of patent rights or copyrights held by others. If a particular invention, design, process, product or device is specified in the Contract Documents for use in the perfor- mance of the Work and if to the actual knowledge of OWN ER 15 or ENG IN EER its use is subject to patent rights or copyrights ' calling for the payment of any license fee or royalty to others, the existence of such rights shall be disclosed by OWNER in the Contract Documents. CONTRACTOR shall indemnify and hold harmless OWNER and ENGINEER and anyone directly or indirectly employed by either of them from and against all claims, damages, losses and expenses (including attorneys' fees and court and arbitration costs) arising out of any infringement of patent rights or copyrights incident to the use in the performance of the Work or resulting from the incorporation in the Work of any invention, design, process, product or device not specified in the Contract Documents, and shall defend all such claims in connection with any alleged infringement of such rights. Permits: 6.13. Unless otherwise provided in the Supplementary Conditions, CONTRACTOR shall obtain and pay for all con- struction permits and licenses. OWNER shall assist CON- TRACTOR, 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. CON- TRACTOR shall pay all charges of utility owners for con- nections to the Work, and OWNER shall pay all charges of such utility owners for capital costs related thereto such as plant investment fees. Laws and Regulations: 6.14.1. CONTRACTOR shall give all notices and comply with all Laws and Regulations applicable to fur- nishing and performance of the Work. Except where oth- erwise expressly required by applicable Laws and Regu- lations, neither OWNER nor ENGINEER shall be respon- sible for monitoring CONTRACTOR's compliance with any Laws or Regulations. 6.14.2. If CONTRACTOR observes that the Specifi? cations or Drawings are at variance with any Laws or Regulations, CONTRACTOR shall give ENGINEER prompt written notice thereof, and any necessary changes will be authorized by one of the methods indicated in paragraph 3.4. If CONTRACTOR performs any Work knowing or having reason to know that it is contrary to such Laws or Regulations, and without such notice to ENGINEER, CONTRACTOR shall bear all costs arising therefrom: however, it shall not be CONTRACTOR's pri- mary responsibility to make certain that the Specifications and Drawings are in accordance with such Laws and Regulations. 6.15. CONTRACTOR shall pay all sales, consumer, use and other similar taxes required to be paid by CONTRAC- TOR in accordance with the Laws and Regulations of the place of the Project which are applicable during the perfor- mance of the Work. Use of Premises: 6.16. CONTRACTOR shall confine constrnction equip- ment, the storage of materials and equipment and the oper- ations of workers to the Project site and land and areas iden- tified in and permitted by the Contract Documents and other land and areas permitted by Laws and Regulations, rights- of-way, permits and easements, and shall not unreasonably encumber the premises with construction equipment or other materials or equipment. CONTRACTOR shall assume full responsibility for any damage to any such land or area, or to the owner or occupant thereof or of any land or areas contig- uous thereto, resulting from the performance of the Work. Should any claim be made against OWNER or ENGINEER by any such owner or occupant because of the performance of the Work, CONTRACTOR shall promptly attempt to settle with such other party by agreement or otherwise resolve the claim by arbitration or at law. CONTRACTOR shall, to the fullest extent permitted by Laws and Regulations, indemnify and hold OWNER and ENGINEER hanvJess from and ~inst all claims, damages, losses and expenses (including, but not limited to, fees of engineers, architects, attorneys and other professionals and cou~t and arbitration costs) arising directly, indirectly or consequentially out of any action, legal or equi- table, brought by any such other party against OWNER or ENGINEER to the extent based on a claim arising out of CONTRACTOR's performance of the Work. 6.17. During the progress of the Work, CONTRACTOR shall keep the premises free from accumulations of waste materials, rubbish and other debris resulting from the Work. At the completion of the Work CONTRACTOR shall remove all waste materials, rubbish and debris from and about the premises as well as all tools, appliances, constraction equip- ment and machinery, and surplus materials, and shall leave the site clean and ready for occupancy by OWNER. CON- TRACTOR shall restore to original condition all property not designated for alteration by the Contract Documents. 6.18. CONTRACTOR shall not load nor permit any part of any structure to be loaded in any manner that will endanger the structure, nor shall CONTRACTOR subject any part of the Work or adjacent property to stresses or pressures that will endanger it. Record Documents: 6.19. CONTRACTOR shall maintain in a safe place at the site one record copy of all Drawings. Specifications. Addenda. Written Amendments, Change Orders. Work Directive Changes. Field Orders and written interpretations and clarifications lissued pursuant to paragraph 9.4) in good order and annotated to show all changes made during con- strnction. These record documents together wit h all approved samples and a counterpart of all approved Shop Drawings will be available to ENGINEER for reference. Upon corn- 16 2 pletinn of thc Work, these record documents, samples and Shop Drawings will be delivered to ENGINEER for OWNER. Safcod and Protection: 6.20. CONTRACTOR shall be responsible for initiating, maintaining and supervising all safety precautions and pro- grams in connection with the Work. CONTRACTOR shall take all necessary precautions for the safety of, and shall provide the necessary protection to prevent damage, injury or lo~s to: 6.20.1. all employees on the Work and other persons and organizations who may be affected thereby; 6.20.2. aU the Work and materials and equipment to be incorporated therein, whether in storage on or off the site; and 6.20.3. other property at the site or adjacent thereto, including trees, shrubs, lawns, walks, pavements, road- '~rays, structures, utilities and Underground Facilities not designated for nemoval, relocation or replacement in the coarse of construction. CONTRACTOR shall comply with all applicable Laws and Regulations of any public body having jurisdiction for the safety of persons or property or to protect them from damage, injury or loss; and shall erect and maintain all necessary safeguards for such safety and protection. CONTRACTOR shall notify owners of adjacent property and of Underground Facilities and utility owners when prosecution of the Work may affect them, and shall cooperate with them in the pro- tection, removal, relocation and replacement of their prop- erty. All damage, injury or loss to any property referred to in paragraph 6.20.2 or 6.20.3 caused, directly or indirectly, in whole or in part, by CONTRACTOR, any Subcontractor, Supplier or any other person or organization directly or indi- rectly employed by any of them to perform or furnish 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 Drawings or Specifications or to the acts or omissions of OWNER or ENGINEER or anyone employed by either of them or anyone for whose acts either of them may be liable, and not attributable, directly or indi- rectly, in whole or in part. to the fault or negligence of CON- TRACTORI. CONTRACTOR's duties and responsibilities for the safety and protection of the Work shall continue until such time as all the Work is completed and ENGINEER has issued a notice to OWNER and CONTRACTOR in accord- ance with paragraph 14.13 that the Work is acceptable lexcopt as otherwise expressly provided in connection with Substan- tial CompletionL 6.21. CONTRACTOR shall designate a responsible rep- resentative at the site whose duty shall be the prevention of accidents. This person shall be CONTRACTOR's superin- tendent unless otherwise designated in writing by CON- TR.-~CTOR to OWNER. Emergencies: 6.22. In emergencies affecting the safety or protection of persons or the Work or property at the site or adjacent thereto, CONTRACTOR. without special instruction orauthorization from ENGINEER or OWN ER, is obligated to act to prevent threatened damage, injury or loss. CONTRACTOR shall give ENGINEER prompt written notice if CONTRACTOR believes that any significant changes in thc Work or variations from the Contract Documents have been caused thereby. If ENGI- NEER determines that a change in the Contract Documents is required because of the action taken in response to an emergency, a Work Directive Change or Change Order will be issued to document the consequences of the changes or variations. Shop Drawings and Samples: . 6.23. After checking and verifying all field measurements and after complying with applicable procedures specified in the General Requirements, CONTRACTOR shall submit to ENGINEER for review and approval in accordance with the accepted schedule of Shop Drawing submissions (see para- graph 2.9), or for other appropriate action if so indicated in the Supplementary Conditions, five copies (unless otherwise specified in the Oeneral Requirements) of all Shop Drawings, which will bear a stamp or specific written indication that CONTRACTOR has satisfied CONTRACTOR's responsi- bilities under the Contract Documents with respect to the review of the submission. All submissions will be identified as ENGINEER may require. The data shown on the Shop Drawings will be complete with respect to quantifies, dimen- sions, specified performance and design criteria, materials and similar data to enable ENGINEER to review the infor- mation as required. 6.24. CONTRACTOR shall also submit to ENGINEER for review and approval with such promptness as to cause no delay in Work, all samples required by the Contract Doc- uments. All samples will have been checked by and accom- panied by a specific written indication that CONTRACTOR has satisfied CONTRACTOR's responsibilities under the Contract Documents with respect to the review of the sub- mission and will be identified clearly as to material, Supplier, pertinent data such as catalog numbers and the use for which intended. 6.25.1. Before submission of each Shop Drawing or sample CONTRACTOR shall have determined and veri- fied all quantities, dimensions, specified performance cri- teria, installation requirements, materials, catalog num- bers and similar data with respect thereto and reviewed or coordinated each Shop Drawing or sample with other Shop Drawings and samples and with the requirements of the Work and the Contract Documents. 6.25.2. At the time of each submission. CONTRAC- TOR shall give ENGINEER specific writtennotice of each variation that the Shop Drawings or samples may have from the requirements of the Contract Documents. and, in addition, shall cause a specific notation to be made on -- 17 each Shop Drawing submitted to ENGINEER for review and approval of each such variation. 6.26. ENGINEER will review and approve with reason- able promptness Shop Drawings and samples, but ENGI- NEER's review and approval will be only for conformance with the design concept of the Project and for compliance with the information given in the Contract Documents and shall not extend to means, methods, techniques, sequences or procedures of construction (except where a specific means, method, technique, sequence or procedure of construction is indicated in or required by the Contract Documents} or to safety precautions or programs incident thereto. The review and approval of a separate item as such will not indicate approval of the assembly in which the item functions. CON- TRACTOR shall make corrections required by ENGINEER, and shall return the required number of corrected copies of Shop Drawings and submit as required new samples for review and approval. CONTRACTOR shall direct specific attention in writing to revisions other than the corrections called for by ENGINEER on previous submittals. 6.27. ENGINEER's review and approval of Shop Draw- ings or samples shall not relieve CONTRACTOR from responsibility for any variation from the requirements of the Contract Documents unless CONTRACTOR has in writing called ENGINEER's attention to each such variation at the time of submission as required by paragraph 6,25.2 and ENGINEER has given written approval of each such varia- tion by a specific written notation thereof incorporated in or accompanying the Shop Drawing or sample approval; nor will any approval by ENGINEER relieve CONTRACTOR from respons~ility for errors or omissions in the Shop Draw- ings or from responsibility for having complied with the pro- visions of paragraph 6.25.1. 6.28. Where a Shop Drawing or sample is required by thc Specifications, any related Work performed prior to ENGI- NEER's review and approval of the pertinent submission will be the sole expense and responsibility of. CONTRACTOR. Continuing tht Work: 6.29. 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 pend- ing i'esolution of any disputes or disagreements, except as permitted by paragraph 15.5 or as CONTRACTOR and OWNER may otherwise agree in writing. Indemnification: 6.30. To the fullest extent permitted by Laws and Regu- lations CONTRACTOR shall' indemnify and hold harmless OWNER and ENGINEER and their consultants, agents and employees from and against all claims, damages, losses and expenses, direct, indirect or consequential (including but not 'limited to fees and charges of engineers, architects, attorneys and other professionals and court and arbitration costs) aris- ing out of or resulting from the performance of the Work, provided that any such claim, damage, loss or expense (a) is attributable to bodily injury, sickness, disease or death, or to injury to or destruction of tangible proper~y (other than the Work itself'} including the loss of use resulting therefrom and (b) is caused in whole or in part by any negligent act or omission of CONTRACTOR. any Subcontractor. any person or organization directly or indirectly employed by any of them to perform or furnish any of the Work or anyone for whose acts any of them may be liable, regardless of whether or not it is caused in part by a party indemnified hereunder or arises by or is imposed by Law and Regulations regardless of the negligence of any such party. 6.31. In any and all claims against OWNER or ENGI- NEER or any of their consultants, agents or employees by any employee of CONTRACTOR. any Subcontractor, any person or organization directly or indirectly employed by any of them to perform or furnish any of the Work or anyone for whose acts any of them may be liable, the indemnification obligation under paragraph 6.30 shall not be limited in any way by any limitation on the amount or type of damages, compensation or benefits payable by or for CONTRACTOR or any such Subcontractor or other person or organization under workers' or workmen's compensation acts, disability benefit acts or other employee benefit acts. 6.32. The obligations of CONTRACTOR under para- graph 6.30 shall not extend to the liability of ENGINEER, ENGINEER's consultants, agents or employe~s arising out of the preparation or approval of maps, drawings, opinions, reports, surveys, Change Orders, designs or specifications. ARTICLE 7---OTHER WORK Related Work at Site: 7.1. OWNER may perform other work related to the Proj- ect at the site by OWNER's own forces, have other work performed by utility owners or let other direct conlracts therefor which shall dontain General Conditions similar to these. If the fact that such other work is to be performed svas not noted in the Contract Documents, written notice thereof will be given to CONTRACTOR prior to starting any such other work; and, if CONTRACTOR believes that such perfor- mance will involve additional expense to CONTRACTOR or requires additional time and the parties are unable to ag~-e as to the extent thereof, CONTRACTOR may make a claim therefor as provided in Articles II and 12. 7.2. CONTRACTOR shall afford each utility owner and other contractor who is a party to such a direc~ contract (or OWNER, if OWNER is performing the additional work with OWN ER's employees) proper and safe access to the site and a reasonable opportunity for the introduction and storage of materials and equipment and the execution of such work. and shall properly connect and coordinate the Work with theirs. CONTRACTOR shall do all cutting, fitting and patching of the Work that may be required to make its several paris come together properly and integrate with such oth~ work. CON- 18 TRACTOR shal~ not endanger any work of others by cutting, excavating or otherwise altering their work and will only cut or alter their work with the written consent of ENGINEER and the others whose work will be affected. The duties and responsibilities of CONTRACTOR under this paragraph are for the benefit of such utility owners and other contractors to the extent that there are comparable provisions for the benefit of CONTRACTOR in said direct contracts between OWNER and such utility owners and other contractors. 7.3. If any part of CONTRACTOR's Work depends for proper execution or results upon the work of any such other contractor or utility owner (or OWNER). CONTRACTOR shall inspect and promptly report to ENGINEER in writing any delays, defects or deficiencies in such work that render it unavailable or unsuitable for such proper execution and results. CONTRACTOR's failure so to report will constitute an acceptance of the other work as fit and proper for integra- tion with CONTRACTOR's Work except for latent or non- apparent defects and deficiencies in the other work. Coordination: 7.4. If OWNER contracts with others for the peffor- mauce of other work on the Project at the site, the person or organization who will have authority and responsibility for coordination of the activities among the various prime con- tractors will be identified in the Supplementary Conditions, and the specific matters to be covered by such authority and responsibility will be itemized, and the extent of such author- ity and responsibilities will be provided, in the Supplementary Conditions. Unless otherwise provided in the Supplementary Conditions, neither OWNER nor ENGINEER shall have any authority or responsibility in respect of such coordination. ARTICLE 8--.OV~qER'S RESPONSIBILITIES 8.1. OWNER shall issue all communications to CON- TRACTOR through ENGINEER- 8.2. In case of termination of the employment of ENGI- NEER, OWNER shall appoint an engineer against whom CONTRACTOR makes no reasonable objection, whose sta- tus under the Contract Documents shall be that of the former ENGINEER. Any dispute in connection with such appoint- ment shall be subject to arbitration. 8.3. OWNER shall furnish the data required of OWNER under the Contract Documents promptly and shall make pay- ments to CONTRACTOR promptly after they are due as provided in paragraphs 14.4 and 14.13. 8.4. OWNER's duties in respect of providing lands and easements and providing engineering surveys to establish reference points are set forth in paragraphs 4.1 and 4.4. Para- graph 4.2 refers to OWNER's identifying and making avail- able to CONTRACTOR copies of reports of explorations and tests of subsurface conditions at the site and in existing strac- lures which have been utilized by ENGINEER in preparing the Drawings and Specifications. 8.5. OWNER's responsibilities in respect of purchasing and maintaining liability and property insurance are set forth in paragraphs 5.5 through 5,8. 8.6. OWNER is obligated to execute Change Orders as ndieated in paragraph 10.4. 8.7. OWNER's responsibility in respect of certain inspections, tests and approvals is set forth in paragraph 13.4. 8.8. In connection with OWNER's right to stop Work or suspend Work, see paragraphs 13.10 and 15,1. Paragraph 15.2 deals with OWNER's right to terminate services of CON- TRACTOR under certain circumstances. ARTICLE 9~ENGINEER'S STATUS DURING CONSTRUCTION Owneds Representative: 9.1. ENGINEER will be OWNER's represantative dur- lng the construction period. The duties and responsibilities and the limitations of authority of ENGINEER as OWNER's representative during construction am set forth in the Con- tract Documents and shall not be extended without written consent of OWN ER and ENGINEER. V/s/ts ta 9.2. ENGINEER will make visits to the site at intervals appropriate to the various stages of construclion to observe the progress and quality of the executed Work and to deter- mine, in general, if the Work is proceeding in accordance with the Contract Documents. ENGINEER vall not be required to make exhaustive or continuous on-site inspections to check the quality or quantity of the Work. ENGINEER's efforts will be directed toward providing for OWNER a greater degree of confidence that the completed Work will conform to the Contract Documents. On the basis of such visits and on-site observations as an experienced and qualified design profes- sionai. ENGINEER will keep OWNER informed of the prog- ress of the Work and will endeavor to guard OWNER against defects and deficiencies in the Work. Project Represe'"'~don: 9.3. If OWNER and ENGINEER agree, ENGINEER will furnish a Resident Project Representative to assist ENGINEER in observing the performance of the Work. The duties, responsibilities and limitations of authority of any such Resident Project Representative and assistants will be as provided in the Supplemantat'y Conditions. If OWNER designates another agent to represent OWNER at the site who is not ENGINEER's agent or employee, the duties. responsibilities and limitations of authority of such other person will be as provided in the Supplementary Conditions. 19 Clarifications and Interpretations: 9.4. ENGINEER will issue with reasonable promptness such wriltan clarifications or interpretations of the require- ments of the Contract Documents (in the form of Drawings or otherwise/ as ENGINEER may determine necessary, which shall be consistent with or reasonably inferable from the overall intent of the Contract Documents. If CONTRACTOR believes that a written clarification or interpretation justifies an increase in the Contract Price or an extension of the Contract Time and the parties are unable to agree to the amount or extent thereof. CONTRACTOR may make a claim therefor as provided in Article 11 or Article 12. Authorized Variations in Work: 9.5. ENGINEER may authorize minor variations in the Work from the requirements of the Contract Documents which do not involve an adjustment in the Contract Price or the Contract Time and are consistent with the overall intent of the Contract Documents. These may be accomplished by a Field Order and will be binding on OWNER, and also on CONTRACTOR who shall perform the Work involved promptly, ff CONTRACTOR believes that a Field Order justifies an increase in the Contract Price or an extension of the Contract Time and the parties are unable to agree as to the amount or extent thereof, CONTRACTOR may make a claim therefor as provided in Article 11 or 12. Rejecting Defective Work: 9.6. ENGINEER will have authority to disapprove or reject Work which ENGINEER believes to be defective, and will also have authority to require special inspection or testing of the Work as provided in paragraph 13.9, whether or not the Work is fabricated, installed or completed. Shop Dra~ings, Change Orders and Payments: 9.7 In connection with ENGINEER's responsibility for Shop Drawings and samples, see paragraphs 6.23 through 6.28 inclusive. 9.8. In connection with ENGINEER's responsibilities as to Change Orders, see Articles 10, I I and 12. 9.9. In connection with ENGINEER's responsibilities in respect of Applications for Payment, etc., see Article 14. Determinations for Unit Prices: 9.10. ENGINEER will determine the actual quantities and classifications of Unit Price Work performed by CON- TRACTOR. ENGINEER will review with CONTRACTOR ENGINEER's preliminary determinations on such matters before rendering a written decision thereon {by recommen- dation of an Application for Payment or otherwiseL ENGI- NEER's written decisions thereon will be final and binding upon OWNER and CONTRACTOR. unless, within ten days after the date of any such decision, either OWNER or CON- TRACTOR delivers to the other party to the Agreement and to ENGINEER written notice of intention to appeal from such a decision. Decisions on Disputes: 9.11. ENGINEER will be the initial interpreter of the requirements of the Contract Documents and judge of the acceptability of the Work thereunder. Claims. disputes and other matters relating to the acceptability of the Work or the interpretation oftbe requirements of the Contract Documents pertaining to the performance and furnishing of the Work and claims under Articles 11 and 12 in respect of changes in the Contract Price or Contract Time will be refen'~d initially to ENGINEER in writing with a request for a formal decision in accordance with this paragraph, which ENGINEER will render in writing within a reasonable time. Written notice of each such claim, dispute and other matter will be delivered by the claimant to ENGINEER and the other party to th~ Agreement promptly (but in no event later than thirty days) after the occurrence of the event giving rise thereto, and written supporting data will be submitted to ENGINEER and the other party within sixty days after such occurrence unless ENGINEER allows an additional period of time to ascertain more accurate data in support of the claim. 9.12. When functioning as interpreter and judge under paragraphs 9.10 and 9.11, ENGINEER will not show par- tiality to OWNER or CONTRACTOR and will not be linble in connection with any interpretation or decision rendercxl in good faith in such capacity. The rendering of a decision by ENGINEER pursuant to p~phs 9~ 10 and 9.11 with ~4w. xt to any such claim, dispute or other matter {except any which have been waived by the making or acceptance of final pay- ment as provided in paragraph 14.16) will be a condition precedent to any exercise by OWNER or CONTRACTOR of such rights or remedies as either may otherwise have under the Contract Documents or by Laws or Regulations in respect of any such claim, dispute or other matter. Limitations on ENGINEER's Responsibilities: 9.13. Neither ENGINEER's authority to act un. der this Article 9 or elsewhere in the Contract Documents nor any decision made by ENGINEER in good faith either to exercise or not exercise such authority shall give rise to any duty or responsibility of ENGINEER to CONTRACTOR, any Sub- contractor, any Supplier. or any other person or organization performing any of the Work. or to any surety for any of them. 9.14. Whenever in the Contract Documentsthe terms"as ordered". "as directed", "as required". "as allowed", "as approved" or terms of like effect or import are used. or the adjectives "reasonable". "suitable". "acceptable". "proper" or "satisfactory" or adjectives of like effect or import are used to describe a requirement, direction, review or judgment of ENGINEER as to the Work. it is intended that such requirement, direction, review or judgmem will be solely to evaluate the Work for compliance with the Contracl Docu- ments 1unless there is a specific statement indicating other- wisel. The use of any such term or adjective shall not be 20 effective to assign to ENGINEER any duty or authority to supervise or direct the furnishing or performance of the Work or any duty or authority to undertake responsibility contrary to the provisions of paragraph 9.15 or 9.16. 9.15. ENGINEER will not be responsible for CON- TRACTOR's means, methods, techniques, sequences or pro- cedures of construction, or the safety precautions and pro- grams incident thereto, and ENGINEER will not be respon- sible for CONTRACTOR's failure to perform or furnish the Work in accordance with the Contract Documents. 9.16. ENGINEER will not be responsible for the acts or omissions of CONTRACTOR or of any Subcontractor, any Supplier, or of any other person or organization performing or furnishing any of the Work. 10.4.3. changes in the Contract Price or Contract Time which embody the substance of any written decision ren- dered by ENGINEER pursuant to paragraph 9.11; provided that, in lieu of executing any such Change Order, an appeal may be taken from any such decision in accordance with the provisions of the Contract Documents and applicable Laws and Regulations, but during any such appeal, CON- TRACTOR shall carry on the Work and adhere to the prog: tess schedule as provided in paragraph 6.29. 10.5. If notice of any change affecting the general scope of the Work or the provisions of the Contract Documents (including. but not limited to, Contract Price or Contract Time) is required by the provisions of any Bond to be given to a surety, the giving of any such notice will be CONTRAC- TOR's responsibility, and the amount of each applicable Bond - will be adjusted accordingly. ARTICLE 10---CHANGES IN THE WORK 10.1. Without invalidating the Agreement and without notice to any surety, OWNER may, at any time or from time to time, order additions, deletions or revisions in the Work; these will be authorized by a Written Amendment, a Change Order, or a Work Directive Change. Upon receipt of any such document, CONTRACTOR shall promptly proceed with the Work involved which will be performed under the applicable conditions of the Contract Documents (except as otherwise specifically provided). 10.2. If OWNER and CONTRACTOR are unable to agree as to the extent, if any, of an increase or decrease in the Contract Price or an extension or shortening of the Contract Time that should be allowed as a result of a Work Directive Change, a claim may be made therefor as provided in Article 11 or Axticle 12. 10.3. CONTRACTOR shall not be entitled to an increase in the Contract Price or an extension of the Contract Time with respect to any Work performed that is not required Fy the Contract Documents as amended, modified and supple- mented as provided in paragraphs 3.4 and 3.5, except in the case of an emergency as provided in paragraph 6.22 and except in the case of uncovering Work as provided in para- graph 13.9. 10.4. OWNER and CONTRACTOR shall execute appro- priate Change Orders {or Written Amendments} covering: 10.4.1. changes in the Work which are ordered by OWN ER pursuant to paragraph 10. I. are required because of acceptance of defective Work under paragraph 13.13 or correcting d<l~,ctive Work under paragraph 13.14. or are agreed to by the parties; 10.4.2. changes in the Contract Price or Contract Time which are agreed to by the parties: and ARTICLE 1 I--CHANGE OF CONTRACT PRICE 11.1. The Contract Price constitutes the total compen- sation (subject to authorized adjustments) payable to CON- TRACTOR for performing the Work. All duties, responsibil- ities and obligations assigned to or undertaken by CON- TRACTOR shall be at his expense without change in the Contract Price. 11.2. The Contract Price may only be changed by a Change Order or by a Written Amendment. Any claim for an increase or decrease in the ConU'act Price shall be based on written notice delivered by the party making the claim to the other party and to ENGINEER promptly (but in no event later than thirty days) after the occurrence of the event giving rise to the claim and stating the general nature of the claim. Notice of the amount of the claim with supporting data shall be delivered within sixty days after such occurrence (unless ENGINEER allows an additional period of time to ascertain more accurate data in support of the claim) and shah be accompanied by claimant's written statement that the amount claimed covers all known amounts {direct, indirect and con- sequential) to which the claimant is entitled as a result of the occurrence of said event. All claims for adjustment in the Contract Price shall be determined by ENGINEER in accor- dance with paragraph 9.11 if OWNER and CONTRACTOR cannot otherwise agree on the amount involved. No claim for an adjustment in the Contract Price will be valid if not submitted in accordance with this paragraph 11.2. 11.3. The value of any Work covered by a Change Order or of any claim for an increase or decrease in the Contract Price shall be determined in one of the following ways: 11.3.1. Where the Work involved is covered by unit prices contained in the Contract Documents. by applica- tion of unit prices to the quantities of the items involved {subject to the provisions of paragraphs Il.9.1. through 11.9.3. inclusive}. 21 t_ 11.3.2. By mutual acceptance of a lump sum (which may include an allowance for overhead and profit not necessarily in accordance with paragraph 11.6.2.1). 11.3.3. On the basis of the Cost of the Work (deter- mined as provided in paragraphs 11.4 and 11.51 plus a CONTRACTOR's Fee for overhead and profit Ideter- mined as provided in paragraphs 11.6 and 11.7). Cost of the W~rk: 11.4. The term Cost of the Work means the sum of all costs necessarily incurred and paid by CONTRACTOR in the proper performance of the Work. Except as otherwise may be agreed to in writing by OWNER, such costs shall be in amounts no higher than those prevailing in the locality of the Project, shall include only the following items and shall not include any of the costs itemized in paragraph 11.5: 11.4.1. 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. Payroll costs for employees not employed full time on the Work shall be apportioned on the basis of their time spent on the Work. Payroll costs shall include, hut not be limited to, salaries and wages plus the cost of fringe benefits which shall include social security contributions, unemployment, excise and payroll taxes, workers' or workmen's compensation, health and retirement benefits, bonuses, sick leave, vacation and hol- iday pay applicable thereto. Such employees shall include superintendents and foremen at the site. The expenses of performing Work after regular working hours, on Satur- day, Sunday or legal holidays, shall be included in the above to the extent authorized by OWNER. 11.4.2. Cost of all materials and equipment furnished and incorporated in the Work, including costs of trans- portation and storage thereof, and Suppliers' field services required in connection therewith. All cash discounts shall accrue to CONTRACTOR unless OWNER deposits funds with CONTRACTOR with which to make payments, in which ca~e the cash discounts shall accrue to OWNER. All trade discounts, rebates and refunds and all returns from sale of surplus materials and equipment shall accrue to OWNER, and CONTRACTOR shall make provisions so that they may be obtained. 11.4.3. Payments made by CONTRACTOR to the Subcontractors for Work performed by Subcontractors. If required by OWNER. CONTRACTOR shall obtain competitive bids from Subcontractors acceptable to CON- TRACTOR and shall deliver such bids to OWNER who will then determine, with the advice of ENGINEER. which bids will be accepted. If a subcontract provides that the Subcontractor is to be paid on the basis of Cost of the Work Plus a Fee. the Subcontractor's Cost of the Work shall be determined in the same manner as CONTRAC- TOWs Cost of the Work. All subcontracts shall be subject to the other provisions of thc Contract Documents insofar as applicable. I 1.4.4. Costs of special consultants (including but not limited to engineers, architects, testing laboratories, sur- veyors, attorneys and accountants) employed for services specifically related to the Work. 11.4.5. Supplemental costs including the following: 11.4.5.1. The proportion of necessary transporta- tion, travel and subsistence expenses of CONTRAC- TOWs employees incurred in discharge of duties con- nected with the Work. 11.4.5.2. Cost, including transportation and main- tenance, of all materials, supplies, equipment, machin- ery, appliances, office and temporary facilities at the site and hand tools not owned by the workers, which are consumed in the performance of the Work, and cost less market value of such items used but not consumed which remain the property of CONTRACTOR. I 1.4.5.3. Rentals of all construction equipment and machinery and the parts thereof whether rented from CONTRACTOR or others in accordance with rental agreements approved by OWNER with the advice of ENGINEER, and the costs of transportation, loading, unloading, installation, dismantling and removal thereof--all in accordance with terms of said rental agreements. The rental of any such equipment, machin- ery or parts shall cease when the use thereefis no longer necessary for the Work. 11.4.5.4. Sales, consumer, use or similar taxes related to the Work, and for which CONTRACTOR is liable, imposed by Laws and Regulations. I 1.4.5,5. Deposits lost for causes other than negli- gence of CONTRACTOR, any Subcontractor or any- one directly or indirectly employed by any of them or for whose acts any of them may be liable, and royalty payments and fees for permits and licenses. 11.4.5.6. Losses and damages (and related expenses), not compensated by insurance or otherwise, . to the Work or otherwise sustained by CONTRACTOR in connection with the performance and furnishing of the Work (except losses and damages within the deductible amounts of property insurance established by OWNER in accordance with paragraph 5.9), pro- vided they have resulted from causes o~bcr than the negligence of CONTRACTOR, any Subcontractor, or anyone directly or indirectly employed by any of them or for whose acts any of them may be liable. Such losses shall include settlements made with the written consent and approval of OWNER. No such losses, damages and expenses shall be included ia the Cost of the Work for the purpose of determining CONTRAC- TOWs Fee. If. however, any such loss or damage 22 -) requires reconstruction and CONTRACTOR is placed in charge thereof. CONTRACTOR shall be paid for services a fee proportionate to that stated in paragraph 11.6.2. 11.4.5.7. The cost of utilities, fuel and sanitary facilities at the site. 11.4.5.8. Minor expenses such as telegrams, long distance telephone calls, telephone service at the site, expressage and similar petty cash items in connection with the Work. I 1.4.5.9. Cost of premiums for additional Bonds and insurance required because of changes in the Work and premiums for property insurance coverage within the limits of the deductible amounts established by. OWNER in accordance with paragraph 5.9. 11.5. The term Cost of the Work shall not include any of the following: 11.5.1. Payroll costs and other compensation of CON- TRACTOR's officers, executives, principals (of partner- ship and sole proprietorships), general managers, engi- neers, architects, estimators, attorneys, auditors, accoun- tants, purchasing and contracting agents, expeditors, timekeepers, clerks and other personnel employed by CONTRACTOR whether at the site or in CONTRAC- TOR's principal or a branch office for general administra- tion of the Work and not spacifically included in the agreed upon schedule of job classifications referred to in para= graph 11.4.1 or specifically covered by paragraph 11.4.4~ all of which are to be considered administrative costs covered by the CONTRACTOR's Fe~. 11.5.2. Expenses of CONTRACTOR's principal aod branch offices other than CONTRACTOR's office at the site. 11.5.3. Any part of CONTRACTOR's capital expenses, including interest on CONTRACTOR'S capital employed for'the Work and charges against CONTRACTOR fo~' delinquent payfflents. 11.5.4. Cost of premiums for all Bonds and for all insurance whether or not CONTRACTOR is required by the Contract Documents to purchase and maintain the same (except for the cost of premiums covered by sub- paragraph I 1.4.5.9 above}. 11.5.5. Costs due to the negligence of CONTRAC- TOR. any Subcontractor, or anyone directly or indirectly employed by any of them or for whose acts any of them may be liable, including but not limited to. the correction of defective Work. disposal of materials or equipment wrongly supplied and making good any damage to prop- erty. 11.5.6. Other overhead or general expense costs of any kind and the costs of any item not specifically and expressly included in paragraph 11.4. CONTRACTOR's Fee: I 1.6. The CONTRACTOR's Fee allowed to CONTRAC. TOR for overhead and profit shall be determined as follows: 11.6.1. a mutually acceptable fixed fee; or if none can be agreed upon. I 1.6.2. a fee based on the following percentages of the various portions of the Cost of the Work: 11.6.2.1. for costs incurred under paragraphs 11.4.1 and I 1.4.2, the CONTRACTOR's Fee shall be fifteen percent; 11.6.2.2. for costs incurred under paragraph I 1.4.3, the CONTRACTOR's Fee shall be five percent; and if a subcontract is on the basis of Cost of the Work Plus a Fee, the maximum allowable to CONTRACTOR on account of overhead and profit of all Subcontractors shall be fifteen percent; 11.6.2.3. no fee shall be payable on the basis of costs itemized under paragraphs 11.4.4, 11.4.5 and 11.5; 11.6.2.4. the amount of credit to be allowed by CONTRACTOR to OWNER for any such change which results in a net decrease in cost will be the amount of the actual net decrease plus a deduction in CONTRAC- TOR's Fee by an amount equal to ten percent of the net decrease; and 11.6.2.5. when both additions and credits arc involved in any one change, the adjustment in CON- TRACTOR's Fee shall be computed on the basis of the net change in accordance with paragraphs 11.6.2.1 through 11.6.2.4, inclusive. 11.7. Whenever the cost of any Work is to be determined pursuant to paragraph 11.4 or 11.5, CONTRACTOR will submit in form acceptable to ENGINEER an itemized cost breakdown together with supporting data. Cash Allowances: 11.8. It is understood that CONTRACTOR has included in the Contract Price all allowances so named in the Contract Documents and shall cause the Work so covered to be done by such Subcontractors or Suppliers and for such sums within the limit of the allowances as may be acceptable to ENGI- NEER. CONTRACTOR agrees that: 11.8.1. The allowances include the cost to CON- TRACTOR (less any applicable trade discountsl of mate- rial s and equipment required by the allowances to be deliv- ered at the site. and all applicable taxes: and 11.8.2. CONTRACTOR's costs for unloading and handling on the site. labor, installation costs, overhead, profit and other expenses contemplated for the allowances have been included in the Contract Price and not in the -- 23 allowances. No demand for additional payment on account of any thereof will be valid. Prior to final payment, an appropriate Change Order will be issued as recommended by ENGINEER to reflect actual amounts due CONTRACTOR on account of Work covered by allowances, and the Contract Price shall be correspond- ingly adjusted. Unit Price Work: 11.9.1. Where the Contract Documents provide that all or part of the Work is to be Unit Pr/ce Work, initially the Contract Price will be deemed to include for all Unit Price Work an amount equal to the sum of the established unit prices for each separately identified item of Unit Price Work times the estimated quantity of each item as indi- cated in the Agreement. The estimated quantities of items of Unit Price Work are not guaranteed and are solely for the purpose of comparison of Bids and determining an initial Contract Price. Determinations of the actual quan- tities and classifications of Unit Price Work performed by CONTRACTOR will be made by ENGINEER in accor- dance with Paragraph 9.10. 11.9.2. Each unit price will be deemed to include an amount considered by CONTRACTOR to be adequate to cover CONTRACTOR's overhead and profit for each sep- arately identified item. 11.9.3. Where the quantity of any item of Unit Price Work performed by CONTRACTOR differs materially and significantly from the estimated quantity of such item indicated in the Agreement and there is no corresponding adjustment with respect to any other item of Work and if CONTRACTOR believes that CONTRACTOR has incurred additional expense as a result thereof, CON- TRACTOR may make a claim for an increase in the Con- tract Price in accordance with Article I 1 if the parties are unable to agree as to the amount of any such increase. ARTICLE 12--CHANGE OF CONTRACT TIME 12.1. The Contract Time may only be changed by a Change Order or a Written Amendment. Any claim for an extension or shortening of the Contract Time shall be based on written notice delivered by the party making the claim to the other party and to ENGINEER promptly (but in no event later than thirw days) after the occurrence of the event giving rise to the claim and stating the general nature of the claim. Notice of the extent of the claim with supporting data shall be deliv- ered within sixty days after such occurrence (unless ENGI- NEER allows an additional period of time to ascertain more accurate data in support of the claim) and shall be accom- panied by the claimant's written statement that the adjust- ment claimed is the entire adjustment to which the claimant has reason to believe it is entitled as a result of the occurrence of said event. All claims for adjustment in the Contract Time shall be determined by ENGINEER in accordance with para- graph 9. I 1 if OWN ER and CONTRACTOR cannot otherwise agree. No claim for an adjustment in the Contract Time will be valid if not submitted in accordance with the requirements of this paragraph 12.1. 12.2. The Contract Time will be extended in an amount equal to time lost due to delays beyond the control of CON- TRACTOR if a claim is made therefor as provided in para- graph 12.1. Such delays shall include, but not be limited to, acts or neglect by OWNER or others performing additional work as contemplated by Article 7, or to fires, floods, labor disputes, epidemics, abnormal weather conditions or acts of God. 12.3. All time limits stated in the Contract Documents are of the essence of the Agreement. The provisions of this Article 12 shall not exclude recovery for damages (including but not limited to fees and charges of engineers, architects, attorneys and other professionals and court and arbitration costs) for delay by either party. ARTICLE 13--W~TY AND GUARANTEE; TESTS AND INSPECTIONS; CORRECTION. REMOVAL OR ACCEPTANCE OF DEFECI-IVE WORK 13.1. CONTRACTOR warrants and guarantees to OWNER and ENGINEER that all Work will be in accor- dance with the Contract Documents and will not be defective. Prompt notice of all defects shall be given to CONTRAC- TOR. All defective Work, whether or not in place, may be rejected, corrected or accepted as provided in this Article 13. Access to Work: 13.2. ENGINEER and ENGINEER's representatives, other representatives of OWNER, testing agencies and gov- eromemal agencies with jarisdictional interests will have access to the Work at reasonable times for their observation, inspecting and testing. CONTRACTOR shall provide proper and safe coqditions for such access. Tests and Inspections: 13.3. CONTRACTOR shall give ENGINEER fimely notice of readiness of the Work for all required inspections, tests or approvals. 13.4. If Laws or Regulations of an.( public body having jurisdiction require any Work tot part thereof) to specifically be inspected, lested or approved. CONTRACTOR shall assume full responsibility therefor, pay all costs in connection therewith and furnish ENGINEER the required certificates of inspection, lesting or approval. CONTRACTOR shall also 24 be responsible for and shall pay all costs in connection with any inspection or testing required in connection with OWN- ER's or ENGINEER's acceptance of a Supplier of materials or equipment proposed to be incorporated in the Work, or of materials or equipment submitted for approval prior to CON- TRACTOR's purchase thereof for incorporation in the Work. The cost of ali inspections, tests and approvals in addition to the above which are required by the Contract Documents shall be paid by OWNER (unless otherwise specified). 13.5. All inspections, tests or approvals other than those required by Laws or Regulations of any public body having jurisdiction shall be performed by organizations acceptable to OWNER and CONTRACTOR (or by ENGINEER if so specified). 13.6. If any Work (including the work of others) that is to be inspected, tested or approved is covered without written concurrence of ENGINEER, it must, if requested by ENGI- NEER, be uncovered for observation. Such uncovering shall be at CONTRACTOR's expense unless CONTRACTOR has given ENGINEER timely notice of CONTRACTOR's inten- tion to cover the same and ENGINEER has not acted with reasonable promptness in response to such notice. 13.7. Neither observations by ENGINEER nor inspec- tions, tests or approvals by others shall relieve CONTRAC- TOR from CONTRACTOR's obligations to perform the Work in accordance with the Contract Documents. Uncovering Work: 13.8. If any Work is covered conU'ary to the written request of ENGINEER, it must, if requested by ENGINEER, be uncovered for ENGINEER's observation and replaced at CONTRACTOR's expense. 13.9. If ENGINEER considers it necessary or advisable that covered Work be observed by ENGINEER or inspected or tested by others, CONTRACTOR. at ENGINEER's request, shall uncover, expose or otherwise make available for observation, inspection or testing as ENGINEER may require, that portion of the Work in question, furnishing all necessary labor, material and equipment, If it is found that such Work is defective. CONTRACTOR shall ~ear all direct, indirect and consequential costs of such uncovering, expo- sure. observation, inspection and testing and of satisfactory reconstruction. {including but not limited to fees and charges of engineers, architects, attorneys and other professionals!. and OWNER shall be entitled to an appropriate decrease in the Contract Price. and. if the parties are unable to agree as to the amount thereof, may make a claim therefor as provided in Article II. if. however, such Work is not found to be de.[b(tive. CONTRACTOR shall be allowed an increase in the Contract Price or an extension of the Contract Time. or both. directly attributable to such uncovering, exposure. observation, inspection, testing and reconstruction: and. if thc parties are unable to agree as to the amount or extent thereof, CONTRACTOR may make a claim therefor as pro- vided in Articles I I and 12. Owner May Stop the Work: 13.10. If the Work is defective, or CONTRACTOR fails to supply sufficient skilled workers or suitable materials or equipment, or fails to furnish or perform the Work in such a way that the completed Work will conform to the Contract Documents, OWN ER may order CONTRACTOR to st, op the Work, or any portion thereof, until the cause for such ordi~r has been eliminated: however, this right of OWNER to stop the Work shall not give rise to any duty on the part Of OWNER to exercise this right for the benefit of CONTRACTOR or any other party. Correction or Removal of Defective Work: 13.11. If required by ENGINEER, CONTRACTOR shall promptly, as directed, either correct all defective Work, whether or not fabricated, installed or completed, or, if the Work has been rejected by ENGINEER, remove it from the site and replace it with nondefective Work. CONTRACTOR shall bear all direct, indirect and consequential costs of such correction or removal (including but not limited to fees and charges of engineers, architects, attorneys and other profes- sionals) made necessary thereby. One Year Correctian Periad: 13.12. If within one year aRer the date of Substantial Completion or such longer period of time as may be pre- scribed by Laws or Regulations or by the terms of any appli- cable special guarantee required by the Contract Documents or by any specific provision of the Contract Docoments, any Work is found to be defective, CONTRACTOR shall promptly. without cost to OWNER and in accordance with OWNER's written instructions, either correct such defective Work, or. if it has been rejected by OWNER, remove it from the site and replace it with nondefective Work. If CONTRACTOR does not promptly comply with the terms of such instructions, or in an emergency where delay would cause serious risk of loss or damage, OWNER may have the defective Work cor- rected or the rejected Work removed and replaced, and ail direct, indirect and consequential costs of such removal and replacement (including but not limited to fees and charges of engineers, architects, attorneys and other professionals) will be paid by CONTRACTOR. In special circumstances where a particular item of equipment is placed in continuous service before Substantial Completion of all the Work, the correction period for that item may start to run from an earlier date if so provided in the Specifications or by Written Amendment. Acceptance of Defectiw~f~'ork: 13.13. If. instead of requiring correction or removal and replacement of d<£ectire Work. OWNER (and. prior to ENGINEER's recommendation of final payment, also ENGIN EERI prefers to accepl it. OWNER may do so. CON- TRACTOR shall bear all direct, indirect and consequential 25 costs attributable to OWNER's evaluation of and determi. nation to accept such defective Work (such costs to be approved by ENGINEER as to reasonableness and to include but not be limited to fees and charges of engineers, architects, attor- neys and other professionals). If any such acceptance occurs prior to ENGINEER's recommendation of final payment, a Change Order will be issued incorporating the necessary revi- sions in the Contract Documents with respect to the Work: and OWNER shall be entitled to an appropriate decrease in the Contract Price. and. if the parties are unable tu agree as to ~he amount thereof. OWNER may make a claim therefor as provided in Article I I. If the acceptance occurs after such recommendation, an appropriate amount will be paid by CONTRACTOR to OWNER. OWNEH May Correct Defective Work: 13.14. If CONTRACTOR fails within a reasonable time after written notice of ENGINEER to proceed to correct and to correct defective Work or to remove and replace rejected Work as required by ENGINEER in accordance with para- graph 13.11, or ff CONTRACTOR fails to perform the Work in accordance with the Contract Documents, or if CON- TRACTOR fails to comply with any other provision of the Contract Documents, OWNER may, after seven days' writ- ten notice to CONTRACTOR, correct and remedy any such deficiency. In exercising the rights and remedies under this paragraph OWNER shall proceed expeditiously. To the extent necessary to complete corrective and remedial action, OWNER may exclude CONTRACTOR from all or part oftbe site, take possession of all or part of the Work, and suspend CON- TRACTOR's services related thereto, take possession of CONTRACTOR's tools, appliances, construction equipment and machinery at the site and incorporate in the Work all materials and equipment stored at the site or for which OWNER has paid CONTRACTOR but which are stored elsewhere. CONTRACTOR shall allow OWNER, OWNER's represen- tatives, agents and employees such access to the site as may be necessary to enable OWNER to exercise the rights and remedies under this paragraph. All direct, indirect and con- sequential costs of OWNER in exercising such rights and remedies will be charged against CONTRACTOR in an amount approved as to reasonableness by ENGINEER. and a Change Order will be issued incorporating the necessary revisions in the Contract Documents with respect to the Work; and OWNER shall be entitled to an appropriate decrease in the Contract Price. and. if the parties are unable to agree as to the amount thereof, OWNER may make a claim therefor as provided in Article 11. Such direct, indirect and consequen- tial costs will include but not be limited to fees and charges of engineers, architects, attorneys and other professionals. all court and arbitration costs and all costs of repair and replacement of work of others destroyed or damaged by correction, removal or replacement of CONTRACTOR's defective Work. CONTRACTOR shall not be allowed an extension of the Contract Time because of any delay in per- formance of the Work attributable to the exercise by OWN ER of OWN ER' s right s and remedies hereunder. 26 ARTICLE 14~PAYMENTS TO CONTRACTOR AND COMPLETION Schedule of Values: 14.1. The schedule of values established as provided in paragraph 2.9 will serve as the basis for progress payments and will be incorporated into a form of Application for Pay- ment acceptable to ENGINEER. Progress payments on account of Unit Price Work will be based on the number of units completed. Application for Progress Payment: 14.2. At least twenty days before each progress payment is scheduled (but not more often than once a month), CON- TRACTOR shall submit to ENGINEER for review an Appli- cation for Payment filled out and signed by CONTRACTOR covering the Work completed as of the date of the Application and accompanied by such supporting documentation as is required by the Contract Documents. If payment is requested on the basis of materials and equipment not incorporated in the Work but delivered and suitably stored at the site or at another location agreed to in writing, the Application for Payment shall also be accompanied by a bill of sale, invoice or other documentation warranting that OWNER has received the materials and equipment flee and clear of all liens, charges, security interests and encumbrances (which are hereinafter in these General Conditions referred to as "Liens") and evidence that the materials and equipment are covered by appropriate property insurance and other arrangements to protect OWNER's interest therein, all of which will be sat- isfactory to OWNER. The amount of retainage with respect to progress payments will be as stipulated in the Agreement. CONTRACTOR's Warranrg of Title: 14.3. CONTRACTOR warrants and guarantees that title to afl Work, materials and equipment covered by any Appli- cation for Payment, whether incorporated in the Project or not. will pass to OWNER no later than the time of payment free and clear of all Liens. Review of Applications for Progress Payment: 14.4. ENGINEER will, within ten days after receipt of each Application for Payment. either indicate in writing a. recommendation of payment and present the Application to OWNER, or return the Application to CONTRACTOR indi- cating in writing ENGINEER's reasons for refusing to rec- ommend payment. In the latter case, CONTRACTOR may make the necessary corrections and resubmit the Applica- tion. Ten days after presentation of the Application for Pay- ment with ENGINEER's recommendation, the amount rec- ommended will (subject to the provisions of the last sentence of paragraph 14.7) become due and when due will be paid by OWNER to CONTRACTOR. 14.5. ENGINEER's recommendation of any payment requested in an Application for Payment will constitute a representation by ENGINEER to OWNER. based on ENGI- NEER's on-site observations of the Work in progress as an experienced and qualified design professional and on ENGI- NEER's review of the Application for Payment and the accompanying data and schedules that the Work has pro- gressed to the point indicated: that, to the best of ENGI- NEER's knowledge, information and belief, the quality of the Work is in accordance with the Contract Documents (subject to an evaluation of the Work as a functioning whole prior to or upon Substantial Completion, to the results of any subsequent tests called for in the Contract Documents, to a final determination of quantities and classifications for Unit Price Work under paragraph 9.10, and to any other qualifi- cations stated in the recommendation); and that CONTRAC- TOR is entitled to payment of the amount recommended. However, by recommending any such payment ENGINEER will not thereby be deemed to have represented that exhaus- tive or continuous on-site inspections have been made to check the quality or the quantity of the Work beyond the responsibilities specifically assigned~ to ENGINEER in the Contract Documents or that there may not be other matters or issues between the parties that might entitle CONTRAC- TOR to he paid additionally by OWNER or OWNER to withhold payment to CONTRACTOR. 14.6. ENGINEER's recommendation of final payment will constitute an additional representation by ENGINEER to OWNER that the conditions precedent to CONTRAC- TOR's beingentitled to final payment as set forth in paragraph 14.13 have been fulfilled. 14.7. ENGINEER may refuse to recommend the whole or any part of any payment if, in ENGINEER's opinion, it would be incorrect to make such representations to OWNER. ENGINEER may also refuse to recommend any such pay- ment, or, besmuse of subsequently discovered evidence or the results of subsequent inspections or tests, nullify any such payment previously recommended, to such extent as may be necessary in ENGINEER's opinion to protect OWNER from loss because: 14.7.1. the Work is defective, or completed Work has been damaged requiring correction or replacement, 14.7.2. the Contract Price has been reduced by Writ- ten Amendment or Change Order, 14.7.3. OWNER has been required to correct defec- tive Work or complete Work in accordance with paragraph 13.14, or 14.7.4. of ENGINEER's actual knowledge of the occurrence of any of the events enumerated in paragraphs 15.2. I through 1.5.2.9 inclusive. OWNER may refuse to make payment of the full amount recommended by ENGINEER because claims have been made against OWNER on account of CONTRACTOR's per- formance or furnishing of the Work or Liens have been flied in connection with the Work or there are other items entitling OWNER to a set-off against the amount recommended, but OWNER must give CONTRACTOR immediate written notice (with a copy to ENGINEERI stating the reasons for such action. Subst~ntisd Completion: 14.8. When CONTRACTOR considers the entire Work ready for its intended use CONTRACTOR shall notify OWNER and ENGINEER in writing that the entire Work is substantially complete 1except for items specifically listed by CONTRACTOR as incomplete) and request that ENGI- NEER issue a certificate of Substantial Completion. Within a reasonable time thereafter, OWNER, CONTRACTOR and ENGINEER shall make an inspection of the Work to deter- mine the status of completion. If ENGINEER docs not con- sider the Work substantially complete, ENGINEER will notify CONTRACTOR in writing giving the reasons therefor. If ENGINEER considers the Work substantially complete, ENGINEER will prepare and deliver to OWNER a tentative certificate of Substantial Completion which shall fix the date of Substantial Completion. There shall be attached to the certificate a tentative list of items to be completed or cor- rected before final payment. OWNER shall have seven days after receipt of the tentative certificate during which to make written objection to ENGINEER as to any provisions of the certificate or attached list. If, afler considering such objec- tions, ENGINEER concludes that the Work is not substam tially complete, ENGINEER will within fourteen days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating th~ reasons therefor. If, after consideration of OWNER's objections, ENGINEER considers the Work substantially complete, ENGINEER will within said fourteen days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be com- pleted or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified ~ consider- ation of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGI- NEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to socuri[y, operation, safety, maintenance, heat, utilities, insurance and warranties. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER prior to ENGINEER's issuing the definitive certificate of Substantial Completion, ENGINEER's afore- said recommendation will be binding on OWNER and CON- TRACTOR until final payment. 14.9. OWNER shall have the right to exclude CON- TRACTOR from the Work after thc date of Substantial Com- pletion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list. 27 P~ial U 'alir~on: 14.10. Use by OWNER of any fialshed part of the Work. which has specifically been identified in the Contract Docs- ments, or which OWNER, ENGINEER and CONTRAC- TOR agree constitutes a separately functioning and useable part of the Work that can be used by OWNER without sig- nificant interference with CONTRACTOR's performance of the remainder of the Work. may be accomplished prior to Substantial Completion of all the Work subject to the follow- ing: 14.10.1. OWNER at any time may request CON- TRACTOR in writing to permit OWNER to use any such part oftbe Work which OWNER believes to be ready for its intended use and substantially complete. If CON- TRACTOR agrees, CONTRACTOR wLll certify to OWN ER and ENGINEER that said part of the Work is substantially complete and request ENGINEER to issue a certificate of Substantial Completion for that part of the Work. CON- TRACTOR at any time may notify OWNER and ENGI- NEER in writing that CONTRACTOR considers any such part of the Work ready for its intended use and substan- tially complete and request ENGII~EER to issue a certif- icate of Substantial Completion for that part oftbe Work. Withina reasonable time after either such request, OWNER, CONTRACTOR and ENGINEER shall make an inspec- tion of that part of the Work to determine its status of completion. If ENGINEER does not consider that part of the Work to be substantially complete, ENGINEER will notify OWNER and CONTRACTOR in writing giving the reasons therefor. If ENGINEER considers that part of the Work to be substantially complete, the provisions of para- graphs 14.8 and 14.9 will apply with respect to certification of Substantial Completion of that part of the Work and the division of responsibility in respect thereof and access thereto. 14.10.2. OWNER may at any time request CON- TRACTOR in writing to permit OWNER to take over operation of any such part of the Work although it is not substantially complete. A copy of such request will be sent to ENGINEER and within a reasonable time there- after OWNER, CONTRACTOR and ENGINEER shall make an inspection of that part of the Work to determine its status of completion and will prepare a list of the items remaining to be completed or corrected thereon before final payment. If CONTRACTOR does not object in writ- ing to OWNER and ENGINEER that such part of the Work is not ready for separate operation by OWNER, ENGINEER will finalize the list of items to be completed or corrected and will deliver such list to OWNER and CONTRACTOR together with a written recommendation as to the division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, maintenance, utilities, insur- ance, warranties and guarantees for that part of the Work which will become binding upon OWNER and CON- TRACTOR at the time when OWNER takes over such operation lunless they shall have otherwise agreed in writ- ing and so informed ENGINEER). During such operation and prior to Substantial Completion of such part of the Work. OWNER shall allow CONTRACTOR reasonable access to complete or correct items on said list and to complete other related Work. 14.[0.3. No occupancy or separate operation of part of the Work will be accomplished prior to compliance with the requirements of paragraph 5.15 in respect of property insurance. Final Inspection: 14.1 I. Upon written notice from CONTRACTOR that the entire Work or an agreed portion thereof is complete, ENGI- NEER will make a final inspection with OWNER and CON- TRACTOR and will notify CONTRACTOR in writing of all particulars in which this inspection reveals that the Work is incomplete or defective. CONTRACTOR shall immediately take such measures as are necessary to remedy such defi- ciencies. Final Application for Payment: · 14.12. After CONTRACTOR has completed alt such cor- rections to the satisfaction of ENGINEER and delivered all maintenance and operating instructions~ schedules, guaran- tees, Bonds, certificates of inspection, mar~ed-up record documents (as provided in paragraph 6.19) and other docn- ments~all as required by the Contract Documents, and after ENGINEER has indicated that the Work is acceptable (sub- ject to the provisions of paragraph 14.16), CONTRaCTOR may make application for final payment following the pro- · cedure for progress payments. The final Application for Pay- ment shall be accompanied by all documentation c~lled for in the Contract Documents, together with complete and legally effective releases or waivers (satisfactory to OWNER) of all Liens arising out of or filed in connection with the Work. In lieu thereof and as approved by OWNER, CONTRACTOR may furnish receipts or releases in full; an ~vit of CON- TRACTOR that the releases and receipts include all labor, services, material and equipment for which a Lien could be filed, and that all payrolls, material and equipment bills, and other indebtedness connected with the Work for which OWNER or OWNER's property might in any way be respon- sible, have been paid or otherwise satisfied; and consent of the surety, if any, to final payment. If any Subcontractor or Supplier fails to furnish a release or receipt in full, CON- TRACTOR may furnish a Bond or other collateral satisfac- tory to OWNER to indemnify OWNER against any Lien. 28 Final Payment and Acceptance: 14.13. If, on the 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---all as required by the Contract Documents. ENGINEER is satisfied that the Work has been completed and CONTRACTOR's other obligations under the Contract Documents have been fulgilled. ENGI- NEER will. within ten days after receipt of the final Appli- cation for Payment. indicate in writing ENGINEER's rec- ommendation of payment and present the Application to OWNER for payment. Thereupon ENGINEER will give wriUen notice to OWN ER and CONTRACTOR that the Work is acceptable subject to the provisions of paragraph 14.16. Otherwise, ENGINEER will return thc Application to CON- TRACTOR, indicating in writing the reasons for refusing to recommend final payment, in which case CONTRACTOR shall make thc necessary corrections and resubmit thc Appli- cation. Thirty days after presentation to OWNER of the Application and accompanying documentation, in appropri- ate form and substance, and with ENGINEER's recommen- dation and notice of acceptability, thc amount recommended by ENGINEER will become due and will be paid by OWNER to CONTRACTOR. 14.14. If, through no fault of CONTRACTOR, final com- pletion of the Work is significantly delayed and if ENGI- NEER so confirms, OWNER shall, upon receipt of CON- TRACTOR's final Application for Payment and recommen- dation of ENGINEER, and without terminating the Agree- ment, make payment of the balance due for that portion of the Work fully completed and accepted. If the remaining balance to be held by OWNER for Work not fully completed or corrected is less than the retainage stipulated in the Agree- ment, and if Bonds have been furnished as required in para- graph 5.1, the written consent oftha surety to the payment of the balance due for that portion of the Work fully com- pleted and accepted shall be submitted by CONTRACTOR to ENGIIqEER with the Application for such payment. Such payment shall be made under the terms and conditions gov- erning final payment, except that it shall not constitute a waiver of claims. Contractor's Continuing Obligation: 14.15. CONTRACTOR's obligation to perform and com- plete the Work in accordance with the Contract Documents shall be absolute. Neither recommendation of any progress or final payment by ENGINEER, nor the issuance ora cer- tificate of Substantial Completion, nor any payment by OWNER to CONTRACTOR under the Contract Documents, nor any use or occupancy of the Work or_ any part thereof by OWNER, nor any act of acceptance by OWNER nor any failure to do so, nor any review and approval of a Shop Drawing or sample submission, nor the issuance of a notice of acceptability by ENGINEER pursuant to paragraph 14.1~3, nor any correction of defective Work by OWNER will con- stitute an acceptance of Work not in accordance with the Contract Documents or a release of CONTRACTOR's obli- gation to perform the Work in accordance with the Contract Documents (except as provided in paragraph 14.16). Waiver of Claims: 14.16. The making and acceptance of final payment will constitute: 14.16.1. a waiver of all claims by OWNER against CONTRACTOR. except claims arising from unsettled Liens. from deJi'ctive Work appearing after final inspec- tion pursuant to paragraph 14. I I or from failure to comply with the Contract Documents or the terms of any special guarantees specified therein; however, it will not consti- tulea waiver by OWNER of any fights in respect of 29 CONTRACTOR's continuing obligations under the Con- tract Documents; and 14.16.2: a waiver of all claims by CONTRACTOR against OWN ER other than those previously made in writ- ing and still unsettled. ARTICLE 15-~SUSPENSION OF WORK AND TERMINATION Owner May Suspend Work: 15.1. OWNER may, at any time and without cause, sus- pend the Work or any portion thereof for a period of not more than ninety days by notice in writing to CONTRACTOR and ENGINEER which will fix the date on which Work will be resumed. CONTRACTOR shall resume the Work on the date so fixed. CONTRACTOR shall be allowed an increase in the Contract Price or an extension of the Contract T'ane, or both, directly attributable to any suspension if CONTRACTOR makes an approved claim therefor as provided in Articles 11 and 12. Owner May Terminate: 15.2. Upon the occurrence of any one or more of the following events: 15.2.1. if CONTRACTOR commences a voluntary case under any chapter of the Bankruptcy Code (T'~le I I, United States Code), as now or hereafter in effect, or if CON- TRACTOR takes any equivalent or similar action by 15tln~ a petition or otherwise under any other federal or state law in effect at such time relating to the [:nmlmlptcy or insolvency; 15.2,2. ff a petition is filed a~n!nst CONTRACTOR under any chapter of the Bankruptcy Code as now or hereafter in effect at the dine of filing, or ~'a petition is filed seeking any such equivalent or similar relief against CONTRACTOR under any other federal or state law in effect at the time relating to bankruptcy or insolvency; 15.2.3. if CONTRACTOR makes a general assignment for the benefit of creditors; 15.2.4. if a trustee, receiver, custodian or agent of CONTRACTOR is appointed under appiicablelaw or under contract, whose appointment or authority to take charge of property of CONTRACTOR. is for the purpose of enforcing a Lien against such property or for the purpose of general administration of such property for the benefit of CONTRACTOR's creditors; 15.2.5. if CONTRACTOR admits in writing an inabil- ity to pay its debts generally as they become due; 15.2.6. if CONTRACTOR persistently falls to perform thc Work in accordance with the Contract Documents (including, but not limited to, failure to supply sufficient skilled workers or suitable materials or equipment or failure to adhere to the progress schedule established under paragraph 2.9 as revised from time to time}; 15.2.7. if CONTRACTOR disregards Laws or Regu- lations of any public body having jurisdiction; 15.2.8. if CONTRACTOR disregards the authority of ENGINEER; or 15.2.9. if CONTRACTOR otherwise violates in any substantial way any provisions of the Contract Docu- ments; OWNER may, after giving CONTRACTOR (and the st}rety, if there be one) seven days' written notice and to the extent permitted by Laws and Regulations, terminate the services of CONTRACTOR, exclude CONTRACTOR from the site and take possession of the Work and of all CONTRACTOR's tools, appliances, construction equipment and machinery at the site and use the same to the full extent they could be used by CONTRACTOR (without liability to CONTRACTOR for trespass or conversion), incoq~orate in the Work all materials and equipment stored at the site or for which OWNER has paid CONTRACTOR but which are stored elsewhere, and finish the Work as OWNER may deem expedient. In such cas~ CONTRACTOR shall not be entitled to receive any further payment until the Work is finished. If the unpaid balance of the Contract Price exceeds the direct, indirect and consequential costs of completing the Work (including but not limited to fees and charges of engineers, architects, attor- neys and other professionals and court and arbitration costs) such excess will be paid to CONTRACTOR. If such costs exceed such unpaid balance. CONTRACTOR shall pay the difference to OWNER. Such costs incorred by OWNER will be approved as to reasonableness by ENGINEER and incor- Ix)rated in a Change Order, but when exercising any rights or remedies under this l~ragraph OWNER shall not be required to obtain the lowest price for the Work performed. 15.3. Where CONTRACTOR's services have been so terminated by OWNER, the termination will not affect any rights or remedies of OWNER against CONTRACTOR then existing or which may thereafter accrue. Any retention or payment of moneys due CONTRACTOR by OWNER will not release CONTRACTOR from liability. 15.4. Upon seven days' written notice to CONTRAC- TOR and ENGINEER. OWNER may. without cause and without prejudice to any other right or remedy, elect to aban- don the Work and terminate the Agreement. In such case. CONTRACTOR shall be paid for all Work ex~:uted and any expense sustained plus reasonable termination expenses, which will include, but not be limited to, direct, indirect and con- sequential costs (including, but not limited to, fees and charges of engineers, architects, attorneys and other professionals and court and arbitration costs}. Contractor May Stop Work or Terminate: 15.5. If, through no act or fault of CONTRACTOR, the Work is suspended for a period of more than nine~ days by OWNER or under an order of court or other public authority, or ENGINEER fails to act on any Application for Payment within thirty days after it is submitted, or OWNER fails for thirty days to pay CONTRACTOR any sum finally deter- mined to be due, then CONTRACTOR may. upon seven days' written notice to OWNER and ENGINF~I~R, terminate the Agreement and recover from OWNER payment for all Work executed and any expense sustained plus reasonable termination expenses. In addition and in lieu of terminating the Agreement, if ENGINEER has failed to act on an Appli- cation for Payment or OWNER has failed to make any pay- ment as aforesaid, CONTRACTOR may upon seven days' written notice to OWNER and ENGINEER stop the Work until payment of all amounts then due. The provisions of this paragraph shah not relieve CONTRACTOR oftbe obligations under paragraph 6.29 to carry on the Work in accordance with the progress schedule and without delay during disputes and disagreements with OWNER. FI'he remainder of this page was left blank intentionally.] 3O ARTICLE 16~ARBITRATION 16. t. All claims, disputes and other matters in question between OWNER and CONTRACTOR arising out of, or relating to the Contract Documents or the breach thereof (except for claims which have been waived by the making or acceptance of final payment as provided by paragraph 14.16) will be decided by arbitration in accordance with the Con- struction Industry Arbitration Rules of the American Arbi- tration Association then obtaining subject to the limitations of this Article 16. This agreement so to arbitrate and any other agreement or consent to arbitrate entered into in accor- dance herewith as provided in this Article 16 will be specifi- cally enforceable under the prevailing law of any court having jurisdiction. 16.2. No demand for arbitration of any claim, dispute or other matter that is requi~:d to be referred to ENGINEER initially for decision in accordance with paragraph 9.11 will be made until the earlier of(a) the date on which ENGINEER has rendered a decision or (b) the tenth day after the parties have presented their evidence to ENGINEER if a written decision has not been rendered by ENGINEER before that date. No demand for arbitration of any such claim, dispute or other matter will be made later than thirty days after the date on which ENGINEER has rendered a written decision in respect thereof in accordance with paragraph 9.11; and the failure to demand arbitration within said thirty days' period shall result in ENGINEER's decision being final and binding upon OWNER and CONTRACTOR. If ENGINEER renders a decision aRer arbitration proceedings have been initiated, such decision may be entered as evidence but w/Il not supersede the arbitration proceedings, except where the decision is acceptable to the parties concerned. No demand for arbitra- tion of any written decision of ENGINEER rendered in accordance with paragraph 9.10 will be made later than ten days ai~r the party making such demand has delivered writ- ten notice of intention to appeal as provided in paragraph 9.10. 16.3. Notice of the demand for arbitration will be filed in writing with the other party to the Agreement and with the American Arbitration Association, and a copy will be sent to ENGI N EER for information. The demand for arbitration will be made within the thirty-day or ten-day period specified in paragraph 16.2 as applicable, and in all other cases within a reasonable time after the claim, dispute or other matter in question has arisen, and in no even{ shall any such demand be made after the date when institution of legal or equitable proceedings based on such claim, dispute or other malter in question would be barred by the applicable statute of limi- tations. 16.4. No arbitration arising out of or relating to the Con- tract Documents shall include by consolidation, jo{rider or in any other manner any other person or entity (including ENGINEER, ENGINEER's agents, employees or consul- tants) who is not a party to this contract unless: 16.4. I. the inclusion of such other person or entity is necessary if complete relief is to be afforded among those who are already parties to the arbitration, 16.4.2. such other person or entity is substantially involved in a question of law or fact which is common to those who are already parties to the arbitration and which will arise in such proceedings, and 16.4.3. the written consent of the other persml or entity sought to be included and of OWNER and CONTRAC- TOR has been obtained for such inclusion, which consent shall make specific reference t6 this paragraph; but no such consent shall constitute consent to arbitration of any dispute not specifically descn'b~d in such consent or to arbitration with any pa~y not specifically identified in such consent. 16.5. The award rendered by tbe arbitrators vnll bu final, judgment may be entered upon it in any court having juris- diction thereof, and will not be subject to modification or appeal except to the extent permitted by Sections 10 and I 1 of the Federal Arbitration Act (9 U.S.C. §§I0,11). [The remainder of this page was left blank intentionally.] 31 [This page was left blank intentionally.] ARTICLE 17--MISCELLANEOUS Giving Notice: 17.1. Whenever any provision of the Contract Docu- ments requires the giving of written notice, it will be deemed to have been validly given if delivered in person to the indi- vidual or to a member of the firm or to an officer of the corporation for whom it is intended, or if delivered at or sent by registered or certified mail, postage prepaid, to the last business address known to the giver of the notice. Comp,ann'on of Time: 17.2.1. When any period of time is referred to in the Contract Documents by days, it will be computed to exclude the first and include the last day of such period. If the last day of any such period falls on a Saturday or Sunday or on a day made a legal holiday by the law of the applicable jurisdiction, such day will be omitted from the computa- tion. 17.2.2. A calandar day of twangy-four hours measurod from midnight to thc next midnight shall constitute a day. General: 17.3. Should OWNER or CONTRACTOR suffer injury or damage to person or property because of any error, omis- sion or act of the other party or of any of the other party's employees or agents or others for whose acts the other party is legally liable, claim will be made in writing to the other paxty within a reasonable time of the first observance of such injury or damage. The provisions of this paragraph 17.3 shall not be construed as a substitute for or a waiver of the pm- visions of any applicable statute of limitations or repose. 17.4. The duties and obligations imposed by these Gen- eral Conditions and the rights and remedies available here- under to the parties hereto, and, in particular but without limitation, the warranties, guarantees and obligations imposed upon CONTRACTOR by paragraphs 6.30, 13. I, 13.12, 13.14, 14.3 and 15.2 and all of the rights and remedies available to OWNER and ENGINEER thereunder, are in addition to, and axe not to be construed in any way as a limitation of, any rights and remedies available to any or all of them which are otherwise imposed or available by Laws or Regulations, by special warranty or guarantee or by other provisions of the Contract Documents, and the provisions of this paragraph will be as effective as if repeated specifically in the Contzact Documents in connection with each particular duty, obliga- tion, right and remedy to which they apply. All representa- tions, warranties and guarantees made in the Contract Doc- uments will survive final payment and termination or com- pletion of the Agreement. 33 CITY (IF COPPF1 I · TEXAS Hill Drive and Oak Trail Drainage Improvements SUPPLEMENTARY CONDITIONS OF THE AGREEMENT GENERAL The provisions of this section of the specifications govern in the event of any conflict with the "STANDARD GENERAL CONDITIONS OF THE CONSTRUCTION CONTRACT." DEFINITIONS Engineer The word "Engineer" in these contract documents and specifi- cations refers to DeShazo, Starek & Tang, Inc., Consulting Engineers, 330 Union Station, Dallas, Texas ?5202-4802, acting through its duly authorized representatives. The word "Owner" in these contract cations refers to the City of Coppell, authorized representatives. documents and specifi- acting through its duly 3. LOCATION OF THE PROJECTS Hill Drive - This project is located in the alley immediately to the west of the lots in the 100 block of Hill Drive. Oak Trail - This pro~ect site extends from the backyard of 141 Oak Trail eastward to Oak Trail, Northward along Oak Trail and eastward along Willoway Lane to a point near the intersection of Shady Dale Lane and Willoway Lane. 4. SCOPE OF WORK Hill Drive Drainaqe Improvements - As shwon on the plans and described in these contract documents and specifications, amend- ments and attachment removal and replacement of approximately 5?0 S.Y. of ~" reinforced concrete alley pavement, approximately 2?5 L.F. of 18" RCP storm sewer and 3 grate inlets. Oak Trail Drainaqe Improvements - As shown on the plans and described in these contract documents and specifications, amendments and attachments furnish and install approximately 800 1.f. of 33" RCP storm sewer and 2 type "Y" inlets with laterals. SC- Page I of · 5. TIME ALLOTTED FOR COMPLETION The time allotted for completion of the Hill Drive Pro~ect is 60 consecutive calendar days beginning on the tenth day after the date of Notice to Proceed. The time allotted for completion of consecutive calendar days beginning on date ef Notice to Proceed. the Oak Trail Pro~ect is 90 the tenth day after the COPIES OF FORMS~ PLANS AND SPECIFICATIONS Forms of Proposal, Contract and Bonds, and Plans and Specifications may be obtained from the First Floor Office of DeShazo, Starek & Tang, Inc., 400 South Houston Street, Dallas, Texas ?5202 for a payment of $15.00, non-refundable. AWARD OF CONTRACT It is the intention of the Owner to award a contract on the basis of the lowest acceptable bid submitted by a qualified bidder, as determined by the Owner. The right is reserved, as the interest of the Owner may require, to re~ect any and all bids and to waive any informality in bids received. The Owner will notify the successful bidder, in writing, within sixty (60) days after the date of receiving bids, of its acceptance of his proposal. The Contractor shall complete the execution of the required Bond and Contract within ten (10) days of such notice. ADDENDA Bidders desiring further information, or interpretation of the plans and specifications, must make request for such information to the Engineer prior to forty-eight (48) hours before the bid opening. Answers to all such requests will be given in writing to all bidders in addendum form and all addenda will be bound with and made a part of the Contract Documents. No other explanation or interpretation will be considered official or binding. Should a bidder find discrepancies in, or omissions from, the plans, specifications or contract documents, or should he be in doubt as to their meaning, he shall at once notify the Engineer in order that a written addendum may be sent to all bidders. Any addenda issued prior to twenty-four ¢24) hours of the opening of bids will be mailed or delivered to each Contractor contemplating the submission of a proposal of this work. The proposal as submitted by the Contractor will be so constructed as to include any addenda if such are issued by the Engineer prior to twenty-four (2~) hours of the opening of bids. SC - Page 2 of 9 9. LIQUIDATED DAMAGES FOR DELAY BY CONTRACTOR The Contractor agrees that for each day of delay beyond the date agreed upon for the completion of all items of work herein specified and contracted for (after due allowance for such extension of time as is provided for in the General Conditions ef Agreement), the Owner may withhold permanently from the Contractor's total com-pensation the sum of One Hundred Dollars ($100.00) per day as stipulated damages for such delay. 10. COPIES OF PLANS AND SPECIFICATIONS FURNISHED Five (5) sets of plans and specifications shall be furnished to the Contractor, at no charge, for construction purposes. If plans have been reduced to one-half size, three (3) sets of those, together with two (2) sets reproduced on the original scale, shall constitute the five (5) sets of plans furnished to the Contractor. Additional copies may be obtained at cost of reproduction upon request. 11. REFERENCE SPECIFICATIONS Where reference is made in these specifications to specifications compiled by others, such reference is made for expediency and standardization from the material supplier's point of view, and such specifications referred to are hereby made a part of these specifications. 12. TRADE NAMES AND MATERIALS No material which has been used by the Contractor for any temporary purpose whatever is to be incorporated in the permanent structure without written consent of the Engineer. Where materials or equipment are specified by a trade or brand name, it is not the intention of the Owner to discriminate against an equal product of another manufacturer, but rather to set a definite standard of quality or performance, and to establish an equal basis for this evaluation of bids. Where the words "equivalent," "proper," or "equal to" are used, they shall be understood to mean that the thing referred to shall be proper, the equivalent of, or equal to some other thing, in the opinion or ~udgment of the Engineer. Unless otherwise specified, all materials shall be the best of their respective kinds and shall be in all cases fully equal to approved samples. Notwithstanding that the words "or equal to" or other such expressions may be used in the specifications in connection with a material, manufactured article or process~ the material, article or process specifically designated shall be used, unless a substitute shall be approved in writing by the Engineer, and the Engineer shall have the right to require the use of such specifically designated material, article ar process. S~- Page 3 of 9 13. PERMITS AND RIGHTS-OF-WAY The Owner will provide rights-of-way for the purpose of construc- tion without cost to the Contractor by securing permits in areas of public dedication or by obtaining easements across privately owned property. It shall be the responsibility of the Contractor, prior to the initiation of construction on easements through private property, to inform the property owner of his intent to begin construction. Before beginning construction in areas of public dedication~ the Contractor shall inform (in writing) the agency having jurisdiction in the area forty-eight (~8) hours prior to initiation of the work. 1~. PROPERTY LINES AND MONUMENTS The Contractor shall protect all property corner markers, and when any such markers or monuments are in danger of being disturbed they shall be properly referenced and if disturbed shall be reset at the expense of the Contractor. 15. EXISTING UTILITIES AND SERVICE LINES The Contractor shall be responsible for the protection of all existing utilities or service lines crossed or exposed by his construction operations. Where existing utilities or service lines are cut, broken, or damaged, the Contractor shall replace the utilities or service lines with the same type of original construction, or better, at his own cost and expense. 16. PUBLIC UTILITIES AND OTHER PROPERTY TO BE CHANGED In case it is necessary to change or move the property of any owner or of a public utility, such property shall not be moved or interfered with until authorized by the utility company and approved by the Engineer. The right is reserved to the owner of public utilities to enter upon the limits of the project for the purpose of making such changes or repairs of their property that may be made necessary by the performance of this contract. 17. FENCE, DRAINAGE CHANNELS AND CROP DAMAGE Boundary fences or other improvements removed to permit this construction shall be replaced in the same location and left in a condition as good or better than that in which they were found. Surface drainage channels disturbed or blocked during construction shall be restored to their original condition of grade and cross section after the work of construction is completed. 18. PROJECT MAINTENANCE The Contractor shall maintain, and keep in good repair, the SIS - Page ~ of · 19. improvements covered by these plans and specifications during the life of the contract. CLEANUP Durinq Construction. The Contractor shall at all times keep the job site as free from all material, debris and rubbish as is practicable and shall remove same from any portion of the job site when it becomes objectionable or interferes with the progress of the project. Final. Upon completion of the work~ the Contractor shall remove from the site all plant, materials~ tools and equipment belonging to him and leave the site with an appearance acceptable to the Engineer and the Owner. The Contractor shall thoroughly clean all equipment and materials installed by him and shall deliver over such materials and equipment in a bright~ clean, polished and new- appearing condition. 20. GUARANTY AGAINST DEFECTIVE WORK The Contractor shall indemnify the Owner against any repairs which may become necessary to any part of the work performed under the contract, arising from defective workmanship or materials used therein, for a period of one (1) year from the date of final acceptance of the work. 21. TESTING~ INSPECTION AND CONTROL Observation of the Contractor's work to determine compliance with the plans and specifications will include testing of material installed on the project. Testing of work performed and materials furnished shall be done by a commercial laboratory employed by the owner. The Contractor shall furnish, at his own expense~ all necessary specimens for testing of the materials. If the Contractor fails to meet specified conditions by the second test, further tests to demonstrate compliance with the contract shall be at the expense of the Contractor. 22. COORDINATION WITH OTHERS In the event other contractors are doing werk in the same area simultaneously with this project~ the Contractor shall coordinate his proposed construction with that of the other contractors. 23. USE Of EXPLOSIVES Use of explosives will not be allowed on this project. SC - Page 5 of 9 24. BARRICADES~ LIGHTS AND WATCHMEN Where the work is carried on in or adjacent to any highway, streets alley er public place the Contracter shall, at his ewn cost and expenses furnish and erect barricadess fences, lights, and danger signals, shall provide such watchmen, and shall provide such other precautionary measures for the protection of persons or property and of the work as are necessary. Barricades shall be painted in a color that will be visible at night. From sunset to sunrises the Contractor shall furnish and maintain at least one light at each barricade and sufficient numbers of barricades shall be erected te keep vehicles from being driven on or into any work under construction. The Contractor shall furnish watchmen in sufficient numbers to protect the work. The Contractor will be held responsible for all damage to the werk due to failure of barricadess signs, lights and watchmen to protect it and whenever evidence is found of such damage the Contractor shall immediately remove the damaged portion and replace it at his cost and expense. The Contractor's responsibility for the maintenance of barricades, signs, and lightss and for providing watchmen shall not cease until the project is accepted by the Owner. 25. DISPOSAL OF WASTE AND SURPLUS EXCAVATION All trees, stumpss slashings, brush or other debris removed from the site as a preliminary to the construction shall be removed from the property. Any required burning and disposal permits shall be the sole responsibility of the Contractor. All excavated earth in excess of that required for backfilling shall be removed from the job site and disposed of in a satisfactory manner except in locations wheres in the judgment of the Engineer, it can be neatly spread over the adjacent area. WATER FOR CONSTRUCTION The Contractor shall make the necessary arrangements for securing and transporting all water required in the construction, including water required for mixing of concretes sprinkling, testing, flushing, flooding, or jetting. The Contractor shall provide water as required at his own expense. INSPECTION The word "Inspection" or other forms of the words as used in the contract documents for this project shall be understood as meaning an Owner's agent will observe the construction on behalf of the Owner. The agent will observe and check the construction in sufficient detail to satisfy himself that the work is proceeding SC - Page & of 9 in general accordance with the contract documents, but he will not be a guarantor of the Contractor's performance. 28. LIGHTS AND POWER The Contractor shall provide~ at his own expense, temporary lighting and power facilities required for the proper prosecution of the work. INSURANCE Before the Contractor commences work in connection with this contract, or before he allows any subcontractors to commence any work he shall purchase insurance which meets the standard require- ments of the Owner. 30. CONSTRUCTION STAKING The Owner will provide the following construction staking: a. Horizontal control as shown on the plans. b. Vertical bench mark. The Contractor shall protect all stakes. Stakes replaced due to carelessness by Contractor will be at Contractor's expense. 31. COOPERATION OF CONTRACTOR The Contractor shall have on the pro~ect at all times, as his agent, a competent Superintendent capable of reading the plans and specifi-cations and thoroughly experienced in the type of work being per-formed. The Superintendent shall have full authority to execute orders or directions and to promptly supply such materials, equipment, tools, labor and incidentals as may be required. Such superintendence shall be furnished irrespective of the amount of work contracted. The Superintendent and the Contractor shall be responsible for supervision of all work performed by the subcontractor at all times during construction. 32. CONSTRUCTION SCHEDULE Prior to starting work, the Contractor shall submit a proposed schedule for the work included herein and shall submit any ma~or revisions to this schedule as the pro~ect progresses. This schedule shall provide for completion of each section of the pro~ect within the shortest time after work starts on that section to minimize the inconveniences caused by the construction. SC- Page 7 of 9 33. EXAMINATION OF SITE OF PROJECT Prospective bidders shall make a careful examination of the site of the project, soil and water conditions to be encountered, improvements to be protected, disposal sites for surplus materials not designated to be salvaged materials, and as to method of providing ingress and egress to private properties, and methods of handling traffic during construction of the entire project. 34. QUALIFICATION OF LOW BIDDER Prior to award of the contract, the bidder shall submit such evidence as the Engineer may require to establish his financial responsibility, experience and possession of such equipment as may be needed to prosecute the work in an expeditious, safe and satisfactory manner. Should the bidder fail to produce evidence satisfactory to the Engineer on any of the foregoing points he may be disqualified and the work awarded to the next bidder so qualifying. 35. PRELIMINARY FIELD TESTS As soon as conditions permit, the Contractor shall furnish all labor~ materials, and instruments and shall make preliminary field tests of installed items. If the preliminary field test disclose any item furnished under this contract which does not comply with the requirements of the contract documents the Contractor shall, prior to acceptance tests, make all changes, adjustments and replacements required. 36. FINAL FIELD TESTS Upon completion of the work and prior to final payment, all items installed under this contract shall be subjected to acceptance tests as specified or required to prove compliance with the contract documents. The Contractor shall furnish labor, fuel, energy, water and all other materials, equipment, and instruments necessary for all acceptance tests~ at no additional cost to the Owner. 37. CONSTRUCTION IN PUBLIC ROADS No public road shall be entirely closed overnight. It shall be the responsibility of the Contractor to build and maintain all weather bypasses and detours, if necessary, and to properly light, barricade and mark all bypasses and detours that might be required on and across the roads involved in the werk included in this contract. SC - Page 38. PROTECTION OF TREES 40. The Contractor shall not remove any tree without specific written approval of the Engineer. PROTECTION OF LIVESTOCK The Contractor will make every effort to protect livestock along the limits of construction. No excavated area shall be left open overnight without adequate fencing to restrain livestock. Fences shall be repaired and replaced immediately to prevent escape of livestock. CONTRACTOR TO FURNISH COST BREAKDOWN If so required by the Engineer, the Contractor shall furnish the Engineer with a breakdown of any lump sum bid suitable for use in the preparation of progress estimates for the job. Such a breakdown shall be in sufficient detail so as to permit its use in a manner satisfactory to the Engineer. It shall not be unbalanced. Progress payments for materials on hand and equipment delivered will be based on invoice. Cost breakdown, as above described, shall be subject to approval by the Engineer. The Engineer will not approve a progress estimate for payment until a satisfactory cost breakdown of the project, has been submitted by the Contractor. S~ - Page 9 of 9