HomeMy WebLinkAboutTETRA TECH FOR CONSTRUCTION MANAGER AT RISK PHASE 1 SERVICES FOR VARIOUS PORJECTS FT GORODNRevision Date
April 2010
FT. GORDON
CONSTRUCTION MANAGEMENT AT RISK AGREEMENT
PRECONSTRUCTION SERVICES
TABLE OF CONTENTS
1 .0 DEFINITIONS ................................................................................................. ............................... 3
2.0 TERM ............................................................................................................... ...............................
5
3.0 SCOPE OF SERVICES ............................................................................... ...............................
5
3.1 General .......................................................................................................... ..............................5
3.2 Detailed Scope of Services .......................................................................... ...............................
6
4.0 RELATIONSHIP OF THE PARTIES ............................................................. ...............................
6
4.1 General .......................................................................................................... ..............................6
4.2 Construction Manager ( CM) ............................................................................ ...............................
6
5.0 PAYMENT ........................................................................................................ ..............................7
5.1 General .......................................................................................................... ..............................7
5.2 Reimbursement of Expenses ........................................................................ ............................... 7
5.3 Payment. ................................................................... ..............................7
6.0 RISK MANAGEMENT ................................................................................... ............................... 9
6.1 Insurance ...................................................................................................... ............................... 9
6.1.1 Commercial General Liability Insurance ........................................_... ............................... 9
6.1.2 Business Automobile Liability ............................................................ ............................... 9
6.1.3 Worker's Compensation .................................................................... ...............................
10
6.1.4 Valuable Papers Insurance ................................................. ............................... .........
10
6.1.5 Professional Liability Insurance ........................................................ ...............................
10
6.1.6 Claims Made Form and Deductibles ................................................. ...............................
10
6.1.7 Additional Insured And Primary Insurance Provisions ..................... ...............................
10
6.1.8 Evidence of Insurance ...........................
6.1.9 Insurance Conditions ......................................................................... ...............................
11
6.1.10 Subcontractors ....................................... ............................... ..............11
6.2 Responsibility for Claims and Liability ............................. .............................11
7.0 NOTICES ....................................................................................................... ...............................
12
8.0 TERMINATION ............................................................................................ ...............................
12
9.0 MISCELLANEOUS ......................................................................................... .............................12
9.1 Compliance With Law ............................................................................... ...............................
12
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9.1.1 General Requirement ......................................................................... ............................... 12
9.1.2 Licenses and Similar Authorizations ................................................ ............................... 13
9.1.3 Taxes ................................................................................................. ............................... 13
9.1.4 Americans with Disabilities Act ....................................................... ............................... 13
9.2 Governing Law and Venue ........................................................................ ............................... 13
9.3 Successors and Assigns .............................................................................. ............................... 13
9.4 Meaning of Words ..................................................................................... ............................... 13
9.5 Rights and Remedies .................................................................................. ............................... 14
9.6 CM Registration ......................................................................................... ............................... 14
9.7 Time Computations .................................................................................... ............................... 14
9.8 Records Retention ...................................................................................... ............................... 14
9.9 Third —Party Agreements, Beneficiaries ..................................................... ............................... 14
9.10 Audit .......................................................................................................... ............................... 14
9.11 No Agency Created ......................... ............................... ........... ...........................'I.. ......... 15 -
9.12 Assignment and Subcontracting ...................................................... ............................... .... 15
9.13 Amendments .............................................................................................. ............................... 15
9.14 Executory Agreement ................................................................................ ............................... 15
9.15 Remedies Cumulative ................................................................................ ............................... 15
9.16 Captions ..................................................................................................... ............................... 15
9.17 Invalidity of Particular Provisions ............................................................. ............................... 15
9.18 No Waiver .................................................................................................. ............................... 15
9.19 Intellectual Property ................................................................................... ............................... 16
9.20 Integration ..................................................................... ............................... 16
9.21 Conflict of Interest ..................................................................................... ............................... 16
9.22 Interest of Public Officials ............................................................................ ............................'16
9.23 Employment of Owner's Personnel ........................................................... ............................... 16
9.24 Employment ...................................................... ............................... ... 16
....... ...............................
9.25 Equal Employment Opportunity ............................................................... ............................... 17
9.26 Drug Free Workplace ................................................................................. ............................... 17
9.27 Anti - Kickback Clause ..................................................._............................ ............................... 17
9.28 Verbal Agreement or Conversation . ............................... .. 17
9.29 Personnel ...................................................................................................... .............................17
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THIS PRECONSTRUCTION AGREEMENT (herein referenced as "Agreement "), is made and
entered into this day of , (the "Effective Date ") by and between
Augusta, Georgia ( "OWNER "), and Tetra Tech, Inc., ( "CM or Tetra Tech "), hereinafter
sometimes referred to as "Parties.
WHEREAS, the OWNER has selected the CM as its Construction Manager and CM has
agreed to provide construction management services with respect to the Ft. Gordon ( "Project ");
and
WHEREAS, the OWNER has need for certain preconstruction services with respect to the
Project while the Parties continue to work toward negotiating and finalizing the Guaranteed
Maximum Price ( "GMP ") Agreement as set forth in the Request for Proposals for the Project;
NOW, THEREFORE,
The Parties agree as follows:
1.0 DEFINITIONS
Capitalized words shall have the meaning set forth below:
Agreement — This written instrument between OWNER and CM covering the Work to be
performed.
Application for Payment -The form accepted by OWNER which is to be used by CM in
requesting progress or final payments and which is to include such supporting documentation as
reasonably required by OWNER.
AUD - The Augusta Utilities Department acting for and on behalf of the OWNER.
Bid — The offer or proposal of the bidder submitted on the prescribed form setting forth the
price(s) for the Work to be performed
Bonds — Bid, performance and payment bonds and other instruments of security furnished by CM
and its Surety in accordance with the Contract Documents.
CM— Construction Manager, Tetra Tech Inc..,
Change Order — A document signed b CM and OWNER that authorizes an addition deletion
g g Y � ,
or revision in the Work, or an adjustment in the Contract Price or the Contract Time, issued after
the Effective Date of the Agreement.
Contract Documents — The Agreement and all Drawings, Specifications, addenda, amendments,
other contract modifications, or other documentation incorporated into any of them.
Contract Price — The moneys payable by OWNER to CM as stated in the Agreement.
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Contract Time — The number of days or the date stated in the Agreement for the completion of
the Work.
Day — Either a working day or calendar day as specified in the bid documents. If a calendar day
falls on a legal holiday, that day will be omitted from the computation. Legal Holidays include:
New Year's Day, Martin Luther King Day, Memorial Day, 4th of July, Labor Day, Veterans Day,
Thanksgiving Day and the following Friday, and Christmas Day.
Defective — An adjective which, when modifying the word "Work ", refers to Work that is
unsatisfactory, faulty, deficient, does not conform to the Contract Documents, or does not meet
the requirements of any inspection, reference standard, test or approval required by the Contract
Documents, or which has been damaged prior to OWNERS recommendation of final payment,
unless responsibility for the protection thereof has been previously assumed by OWNER upon
Substantial Completion.
Engineer - The Engineer of record on a Project.
Drawings — The drawings which show the character and scope of the Work to be performed and
which have been prepared by ENGINEER and are referred to in the Contract 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 by
the Mayor of Augusta, Georgia and the CM is notified that the Agreement is signed:
General Requirements — Refers to Division I of the Specifications.
Guaranteed Maximum Price ( "GMP') — GIMP means the total sum of the Cost of Work including
the Fixed Fee, the Fixed Amount for Specified General Conditions work, and any applicable
Georgia State Sales Tax.
Laws or Regulations — Laws, rules, regulations, ordinances, codes and/or orders of governmental
instrumentalities having jurisdiction over the Project.
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 precedent enumerated
therein, within the time specified, OWNER will sign and deliver the Agreement.
Notice to Proceed — A written notice given by OWNER to CM fixing the date on which the
Contract Time will commence to run and on which CM shall start to perform its obligations
under the Contract Documents.
OWNER — Augusta, Georgia
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Project — Various Work at Ft. Gordon
Project Area — The area within the specified Contract Limits as defined on the Drawings and
Contract Documents where the improvements contemplated herein are to be constructed in whole
or in part under this Agreement.
Program Management Team (PMT) — duly authorized representatives from the OWNER, the
Engineer, and the CM.
Resident Project Representative — The authorized representative of OWNER who is assigned to
the site or any part thereof.
Specifications Those portions of the Contract Documents consisting of written technical
descriptions of materials, equipment, construction systems, standards and workmanship as
applied to the Work and certain administrative details applicable thereto.
Subcontractor — An individual, firm or corporation having a direct contract with CM for the
performance of a part of the Work.
Supplier - A manufacturer, fabricator, supplier, distributor, materialman or vendor furnishing
materials, equipment or supplies to be incorporated into the Work.
Amendment - A written amendment of the Contract Documents, signed by OWNER and CM on
or after the Effective Date of the Agreement.
2.0 TERM
This Agreement shall commence as of the effective date of this Agreement and shall continue
through the earlier of the execution of a contract for Construction Phase Scope of Work as
described in Attachment 1 — Ft. Gordon Preconstruction Phase Scope of Work (the "Work ") for
the Project OR 90 DAYS FROM DATE OF EXECUTION OF THIS Agreement, whichever
comes first. CM's obligations pursuant to Section 6.2 Indemnification shall survive and continue
after the completion of this Agreement.
3.0 SCOPE OF SERVICES
I
3.1 General
The CM shall provide the services described in Attachment 1, which is incorporated herein by
reference to this Agreement, in a competent and professional manner. The CM shall cooperate
with the OWNER and Program Management Team for the final planning, design, and
procurement for construction of the Project to provide for the design and construction planning
within a reasonable time. The OWNER or OWNER's Representative shall direct the CM.
During this preconstruction period, the CM's Project Director will oversee the services the CM
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provides to ensure development of, functional and constructible project within the expected
budget in accordance with the Contract Documents.
3.2 Detailed Scope of Services
The CM shall perform the services as detailed in Attachment 1 — Ft. Gordon Preconstruction
Phase Scope of Work (the "Work ") which is incorporated herein by reference.
4.0 RELATIONSHIP OF THE PARTIES
4.1 General
The CM accepts the relationship of trust and confidence established by this Agreement and
covenants with the OWNER to cooperate with the PMT through every phase of the work and
utilize the CM's best skill, efforts and judgment in furthering the interests of the OWNER; to
furnish efficient business administration and supervision; to use best efforts to furnish at all times
an adequate supply of staff; and to perform the work in accordance with the Contract Documents
and consistent with the interests of the OWNER. The CM recognizes that the OWNER has
separate agreements with the ENGINEER for the design of the Project, among others, to provide
certain construction administration services necessary to ensure that the construction conforms to
the Drawings and Specifications The CM further recognizes that in order for the Project to be
completed on time and within the GMP, the CM and the PMT need to cooperate closely on a
regular basis to revise plans, drawings, specifications, materials, methods, estimates and budgets
as necessary to meet the OWNER's financial, time, and operating constraints.
Professional Standards
The CM shall cooperate fully with all municipalities, local government officials, utility
companies, and other consultants as directed by the OWNER. The OWNER and CM agree to
work together with all other parties on the basis of trust, good faith and fair dealing, and shall
take actions reasonably necessary to enable each other to perform this Agreement in a timely, -
efficient and economical manner. The parties agree to cooperate in a manner consistent with
good design and construction practice and will exercise the degree of skill and diligence normally
employed by competent professional construction management firms practicing under similar
conditions.
4.2 Construction Manager (CM).
A. The CM shall be an independent contractor and shall be responsible for all
obligations arising from its services under this Agreement relating to federal income
tax, FICA taxes and contributions, and all other employer taxes and contributions,
including, but not limited to, industrial insurance (Workers' Compensation). The
CM agrees to indemnify, defend and hold Augusta harmless from any claims, valid or
otherwise, made to Augusta, because of these obligations.
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B. All employees of the CM, while engaged in the performance of the Work, shall be
considered employees of only the CM and not employees of Augusta. The CM shall
be solely liable for any and all claims that arise under the Worker's Compensation
Act on behalf of said employees and for all claims made by a third party as a
consequence of any negligent act or omission on the part of the CM's employees
while so engaged on any of the Work
C. CM shall comply with all applicable provisions of the Fair Labor Standards Act and
other legislation affecting its employees and the rules and regulations issued'
thereunder insofar as applicable to its employees and shall at all times save Augusta,
Georgia free, clear and harmless from all actions, claims, demands and expenses
arising out of said act, and rules and regulations in connection therewith.
D. CM assumes full responsibility for the payment of all payroll taxes, use, sales,
income, or other form of taxes (such as state and, city business and occupation taxes),
fees, licenses, excises or payments required by any city, federal or state legislation
which are required for the performance of Work pursuant to the Agreement.
5.0 PAYMENT
5.1 General
Amounts paid or sought for preconstruction services rendered under this Agreement will not be
included in either the Fixed Fee or the dollar amount for Specified General Conditions Work.
Pursuant to this Agreement, the CM will be paid monthly for its preconstruction services based
on actual time (at the rates to be negotiated and set forth in Exhibit A to this Agreement) and
expenses (without markup), up to the negotiated maximum amount of this Agreement. "CM shall
bear any amount that exceeds the agreed not -to- exceed amount. Payment of the Contract Price
shall be full compensation for Work performed or services rendered, including, but not limited
to, all labor, materials, supplies, equipment and incidentals necessary to perform CM's duties
under this Agreement.
5.2 Reimbursement of Expenses
CM may receive payment as reimbursement for Eligible Expenses actually incurred. "Eligible
Expenses" means those types and amounts of expenses as are approved for reimbursement by the
OWNER in writing prior to the expense being incurred. Expenses may not be reimbursed unless
prior written approval was obtained from the OWNER. In its sole discretion, the OWNER may
approve reimbursement of Expenses incurred prior to approval by the OWNER, but the OWNER
has no obligation to do so.
5.3 Payment.
The CM may submit to the OWNER a monthly invoice, in a form acceptable to the OWNER and
accompanied by all support documentation requested by the OWNER, for payment for the
services, which were completed during the billing period. The OWNER shall review for
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approval said invoices. The OWNER shall have the right to reject payment of any invoice or part
thereof if not properly supported. The OWNER shall pay within 30 days from receipt each such
invoice or portion thereof as approved, provided that the approval or payment of any such
invoice shall not be considered as acceptance of Work performed or of receipt of acceptance by
the OWNER of the service covered by such invoice.
Each invoice shall be accompanied by a progress report describing the Work accomplished for
each phase and any issues or factors, which may inhibit execution of the Work. The CM shall
also submit an accurate updated project schedule including an itemized description of the
percentage of total Work completed for each task or phase invoiced during the billing period.
Compensation for CM services shall be invoices based on the sum of all actual costs incurred in
the performance of the work, including all direct, payroll, overhead and profit cost in an amount
not -to- exceed the compensation set forth in the terms of the Agreement. All invoices submitted
by the CM shall be detailed to reflect incurred expenses, labor hours and costs by authorized
Task.
Invoices shall be submitted to'.
Augusta Utilities
Attn.: Clifford A. Goins
360 Bay Street, Suite 180
Augusta, Georgia 30901
Invoices under this Agreement shall clearly display the following information, (subcontractors'
invoices shall also include this information) and such other information as may reasonably be
required by the OWNER:
INVOICE DATE and NUMBER
The OWNER's Project Manager (Please do not put PM's name in the address portion of the
invoice)
Project title: Ft. Gordon CM @Risk Preconstruction Services
Period covered by the invoice
Employee's name and classification
Employee's all - inclusive hourly rate and # of hours worked
Total labor costs
Itemization of Eligible Expenses
Subcontractors' payments (if any)
Updated Task/Subtask Summary with Actual Hours and Actual Costs
Overtime may be performed at the discretion of the CM, but the premium time portion of the
overtime will not be billed to AUGUSTA unless the CM has received prior approval from the
owner or its representative.
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6.0 RISK MANAGEMENT
6.1 Insurance
The CM shall, at all times that this Agreement is in effect, cause to be maintained in force and
effect an insurance policy(s) that will insure and indemnify OWNER and, ENGINEER against
damages resulting from injuries occurring to persons or property which occur as a result of any
negligent act, or omission of the CM in performance of the work during the term of this
Agreement. The CM shall file with the PMT and OWNER, evidence of a policy or policies of
insurance as enumerated below:
61.1 Commercial General Liability Insurance
A policy of Commercial General Liability Insurance, written on an insurance industry standard
occurrence form: or equivalent, including all the usual coverages known as:
- Premises /Operations Liability
- Products /Completed Operations
- Personal /Advertising Injury, to include
- Contractual Liability
- Stop Gap/Employers Contingent Liability
- Explosion, Collapse and Underground
- Fire Legal Liability
- Designated Construction Projects
Such policy (ies) must provide the following limits:
BodilyIInjury and Property Damage -
$ 2,000,000 General Aggregate
$ 2,000,000 Products & Completed Operations Aggregate
$ 1;000,000 Personal & Advertising Injury
$ 1,000,000 Each Occurrence
$ 500,000 Fire Damage
Stop Gap/ Employers Liability
$ 1,000,000 Each Accident
$ 1,000,000 Disease- Policy Limit
$ 1,000,000 Disease - Each Employee
6 1.2 Business Automobile Liability
CM shall obtain a policy of Business Automobile Liability, including coverage for owned, non -
owned, leased or hired vehicles written on an insurance industry standard form or equivalent, and
as specified by Insurance Services Office Symbol 1 (any auto). If "pollutants" as defined in
exclusion 11 of the commercial auto policy are to be transported, endorsement CA9948 & MCS
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90 are required. Such policy (ies) must provide a limit for Bodily Injury and Property Damage of
$ 1,000,000 per accident
61.3 Worker's Compensation
As respects Workers' Compensation insurance in the State of Georgia, the CM shall secure its
liability for industrial injury to its employees, program participants & volunteers in accordance
with the provisions the applicable codes of Georgia. If the CM is qualified as a self- insurer, CM
shall so certify by a letter signed by a corporate officer indicating that it is a qualified self-
Insured, and setting forth the limits of any policy of excess insurance covering its employees
program participants or volunteers; or any similar coverage required.
The CM hereby assumes all risk of damage to its property, or injury to its officers, directors,
agents, CM's, or, invitees, in or about the Project from any cause, and hereby waives all claims
against The OWNER except to the extent caused by OWNER's negligence or willful
misconduct.
6 1.4 Valuable Papers Insurance
The CM shall secure valuable papers insurance in an amount sufficient to assure the restoration
of any plans, drawings, field notes, or other similar data relating to the work covered by the
Project.
61.5 Professional Liability Insurance
The CM shall secure professional liability insurance in an amount of One Million ($1,000,000)
Dollars.
61.6 Claims Made Form and Deductibles
If any such policy (ies) above is written on a claims made form, the retroactive date shall be prior'
to or coincident with the effective date of this Agreement. The policy shall state that coverage is
Claims made, and state the retroactive date. Claims made form coverage shall be maintained by
the CM for a minimum of three years following the expiration or earlier termination of this
Agreement, and the CM shall annually provide Augusta with proof of renewal. If renewal of the
claims made form of coverage becomes unavailable, or economically prohibitive, the CM shall
purchase an extended reporting period ( "tail ") or execute another form of guarantee acceptable to
Augusta to assure financial responsibility for liability for services performed.
The cost of any claim payments falling within the deductible or self - insured retention amount
shall be the responsibility of the CM.
61.7 Additional Insured And Primary Insurance Provisions
Insurance provided pursuant to sections 6. 1.1 and 6.1.2, shall be endorsed to include Augusta, the
ENGINEER, and their officers, any elected officials, employees, agents and volunteers as
additional insured, and shall not be reduced or canceled without thirty (30) days prior written
notice to Augusta, except for ten (10) days prior written notice in the event of cancellation for
nonpayment of premium. In addition, CM's insurance shall be primary but only to the extent of
CM'S negligence; any other insurance maintained by Augusta, and the ENGINEER shall be
excess and not contributing insurance with the CM's insurance.
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61.8 Evidence of Insurance
The following documents must be provided as evidence of insurance coverage:
A A copy of the policy's declarations pages, showing the Insuring Company, Named
Insured, policy number, policy effective dates, limits of liability and the Schedule of
Forms and Endorsements.
B. A copy of the endorsement designating Augusta, and the ENGINEER as an
Additional Insured but only to the extent of CM'S negligence (excluding Professional
Liability Insurance), showing the policy number, and signed by an authorized
representative of the insurance company.
C. A copy of the "Endorsements Form List" to the policy or policies showing
endorsements issued on the policy, and including any company - specific or
manuscript endorsements.
D. A, copy of an endorsement stating that the coverages provided by this policy to
Augusta or any other designated insured shall not be terminated, reduced or otherwise
materially changed without providing at least thirty (30) days prior written notice to
Augusta.
61.9 Insurance Conditions
The insurance certificates evidencing coverage, including endorsements and subsequent renewals
shall be subject to approval by Augusta's Risk Manager as to company form and coverage. The
insurance company shall be:
A. Rated A- VII or higher in the A. M. Best's Key Rating Guide.
B. Licensed to do business in the State of Georgia.
6.1.10 Subcontractors
The CM shall obtain from each Sub- contractor, evidence of insurance meeting all the
requirements of sections 6. 1.1 and 6.1.2.
6.2 Responsibility for Claims and Liability. The CM shall be responsible for any and all
damages to properties or persons caused by its employees, subcontractors, or agents, and shall
hold harmless Augusta, and the ENGINEER, their officers, agents and employees from all suits,
claims, actions or damages of any nature whatsoever to the extent found to be resulting from the
CM, its subcontracts, or agents in the negligent performance or non - performance of work under
this Agreement. These indemnities shall not be limited by reason of the listing of any insurance
coverage.
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7.0 NOTICES
A. Notices to Augusta shall be sent to the following address:
Augusta Utilities
Attn: Clifford A. Goins
360 Bay Street, Suite 180
Augusta, GA 30901
B. Notices to the CM shall be sent to the following address:
Tetra Tech, Inc.
Attn: Michael R. Rothberg
360 Bay Street, Suite 435
Augusta, GA 30901
8.0 TERMINATION
Augusta may terminate this Agreement at any time by sending written notice of termination to
CM ( "Notice "). The Notice shall specify a termination date ( "Termination Date ") at least ten
(10) business days after the date the Notice is issued. The Notice shall be effective ( "Notice
Date ") upon the earlier of either actual receipt by CM (whether by fax, mail, delivery or other
method reasonably calculated to be received by CM in a reasonably prompt manner) or three
calendar days after issuance of the Notice. Upon the Notice Date, CM shall immediately
commence to end the Work in a reasonable and orderly manner. The CM shall be paid or
reimbursed for: (a) all hours worked and Eligible Expenses incurred up to the Notice Date, less
all payments previously made; and (b) those hours worked and Eligible Expenses incurred after
the Notice Date, but prior to the Termination Date, that were reasonably necessary to terminate
the Work in an orderly manner. The Notice shall be sent by the United States Mail to CM's
address provided herein, postage prepaid, certified or registered mail, return receipt requested,
Termination pursuant to this section does not waive, release or forego any legal remedy for any
violation, breach or non - performance of any of the provision of this Agreement.
9.0 MISCELLANEOUS
9.1 Compliance With Law
9.1.1 General Requirement
The CM, at its sole cost and expense, shall perform and comply with all applicable laws of the
United States and the State of Georgia; the Charter, Municipal Code, and ordinances of Augusta;
rules, regulations, orders, and directives of their administrative agencies and their officers; and
any and all conditions, terms and requirements of any federal, state or other grant that wholly or
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partially funds CM's work hereunder, including but not limited to the Open Records laws and the
requirements for local, minority and women owned businesses.
9.1.2 Licenses and Similar Authorizations
Prior to performing any work pursuant to this Agreement, the CM shall secure and maintain in full
force and effect at its own expense during the term of this Agreement all required licenses,
permits, and similar legal authorizations required for performance of CM'S Work, and comply
with all related requirements, including, but not limited to, any State of Georgia business
licenses, Department of Revenue account and/or unified business identifier number as required ,
and an Augusta business license.
9.1.3 Taxes
The CM shall pay, before delinquency, all taxes, levies, and assessments arising from its
activities and undertakings under this Agreement; taxes levied on its property, equipment and
improvements; and taxes on the CM's interest in this Agreement and any leasehold interest
deemed to have been created.
9.1.4 Americans with Disabilities Act
The CM shall comply with all applicable provisions of the Americans with Disabilities Act of
1990 (ADA) in performing its obligations under this Agreement. In particular, if the CM is
providing services, programs, or activities to Augusta employees or members of the public as
part of this Agreement, the CM shall not deny participation or the benefits of such services,
programs, or activities to people with disabilities on the basis of such disability. _Failure to
comply with the provisions of the ADA shall be a material breach of, and grounds for the
immediate termination of, this Agreement.
9.2 Governing Law and Venue
The laws of the State of Georgia shall govern the Agreement and the rights of the parties herein.
Venue shall only be appropriate for Augusta, Georgia in the Superior Court of Richmond
County, Georgia.
9.3 Successors and Assigns
OWNER and CM respectively bind themselves, their partners, successors, assigns, and legal
representatives to the other Party hereto and to partners, successors, assigns, and legal
representatives of such other Party in respect to covenants, agreements, and obligations contained
in this Agreement. Neither Party shall assign the Work without written consent of the other,
except that CM may assign the Work for security purposes, to a bank or lending institution
authorized to do business in the State of Georgia. If either Party attempts to make such an
assignment without such consent, that party shall nevertheless remain legally responsible for all
obligations set forth in this Agreement.
9.4 Meaning of Words
Unless otherwise stated in the Agreement, and Contract Documents, words which have well -
known technical or construction industry meanings are used in the Agreement and Contract
Documents in accordance with such recognized meanings. Reference to standard specifications,
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manuals, or codes of any technical society, organization, or association, or to the code of any
governmental authority, whether such reference be specific or by implication, shall be to the
latest standard specification, manual, or code in effect on the date for submission of bids, except
as may be otherwise specifically stated. Wherever in the Drawings and Specifications an article,
device, or piece of equipment is referred to in the singular manner, such reference shall apply to
as many such articles as are shown on the drawings, or required to complete the installation.
9.5 Rights and Remedies
No action or failure to act by OWNER shall constitute a waiver of a right or duty afforded them
under this Agreement, nor shall such action or failure to act constitute approval of an
acquiescence in a breach therein, except as may be specifically agreed in writing.
9.6 CM Registration
CM shall be registered or licensed as required by the laws of the State of Georgia.
9.7 Time Computations
When computing any period of time, the day of the event from which the period of time begins
shall not be counted. The last day is counted unless it falls on a weekend or legal holiday, in
which event the period runs until the end of the next day that is not a weekend or holiday. When
the period of time allowed is less than 7 days, intermediate Saturdays, Sundays, and legal
holidays are excluded from the computation. A calendar day of twenty -four hours measured
from midnight to the next midnight shall constitute a day.
9.8 Records Retention
The wage, payroll, and cost records of CM, and its Subcontractors, and all records subject to
audit in accordance with section 9. 10, shall be retained for a period of not less than two (2) years
after the date of Completion or final payment whichever first occurs.
9.9 Third —Party Agreements, Beneficiaries
This Agreement shall not be construed to create a contractual relationship of any kind between:
between any parties other than the CM and OWNER and no third party beneficiaries shall be
recognized by this Agreement.
9.10 Audit
The CM shall permit Augusta and/or any other governmental agency that is involved in the
funding of the project (hereinafter referred to as "Agency "), including up to two (2) years after
the final payment has been made under this Agreement, to inspect and audit at any and all
reasonable times in Richmond County, Georgia, or at such other reasonable location as the
Agency selects, all pertinent books and records of the CM and any subcontractors or other person
or entity that has performed work in connection with or related to the CM's services under this
Agreement to verify, among other things, that the compensation or other consideration provided
to the CM has been appropriate, and that the contracted -for services were actually provided; and
shall supply Augusta with, or shall permit the Agency to make, a copy of any directly pertinent
books and records and any portion thereof, upon the Agency's request. However audit rights
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Revision Date
April 2010
shall not extend to lump sums, unit rates or costs expressed as a percentage of other costs. The
CM shall ensure that such inspection, audit and copying right of the Agency is a condition of any
subcontract, agreement or other arrangement under which any other person or entity is permitted
to perform work in connection with or related to the CM's services under this Agreement.
9.11 No Agency Created
The CM is not granted any express or implied right or authority to assume or create any
obligation or responsibility on behalf of or in the name of Augusta or to bind Augusta in any
manner or thing whatsoever.
9.12 Assignment and Subcontracting
CM shall not sublet or assign any of the Work without the express, prior written consent of
Augusta. The CM shall be responsible for ensuring that all subcontractors comply with the
obligations and requirements of this Agreement.
9.13 Amendments
No modification or amendment of the provisions hereof shall be effective unless in writing and
signed by authorized representatives of the Parties. The Parties expressly reserve the right to
modify this Agreement, from time to time, by mutual agreement.
9.14 Executory Agreement
This Agreement shall not be valid until .signed by both Parties.
9.15 Remedies Cumulative
Rights under this Agreement are cumulative; the failure to exercise on any occasion any right
shall not operate to forfeit such right on another occasion. The use of one remedy shall not be
taken to exclude or waive the right to use another.
9.16 Captions
The titles of sections are for convenience only and do not define or limit the contents.
9.17 Invalidity of Particular Provisions
A judicial determination that any term, provision, condition, or other portion of this Agreement,
or its application, is inoperative, invalid, or unenforceable shall not affect the remaining terms,
provisions, conditions, or other portions of this Agreement, nor shall such a determination affect
the application of such term, provision, condition, or portion to persons or in circumstances other
than those directly involved in the determination in which it is held to be inoperative, invalid, or
unenforceable, and as to such other persons or in such other circumstances it shall continue -in
full force and effect.
9.18 No Waiver
No waiver of full performance by either party shall be construed, or operate, as a waiver of any
subsequent default or breach of any of the terms, covenants or conditions of this Agreement. The
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Page 15 of 19
Revision Date
Aptil 2010
payment of compensation to the CM shall not be deemed a waiver of any right or the acceptance
of defective performance.
9.19 Intellectual Property
Reports, drawings, plans, specifications and any other intangible property created in furtherance
of the Work are property of Augusta for all purposes, whether the project for which they are
made is executed or not, and may be used by Augusta for any purpose, provided however that
any use other than for the Project shall be at Augusta's sole discretion and liability. Unless
otherwise expressly agreed in writing, all intellectual property rights in such documents or
intangible property created pursuant to this Agreement belong to Augusta. CM retains any
intellectual property rights in documents and intangible property created by CM prior to the
Effective Date or not created by CM for performance of this Agreement.
9.20 Integration
This Agreement represents the entire and integrated agreement between the Parties and
supersedes prior negotiations, representation or agreements, either written or oral. � The Parties
recognizes that this Agreement is intended to be integrated with the final GC /CM construction'
contract that will be executed at the completion of GMP negotiations.
9.21 Conflict of Interest
The CM agrees that it presently has no interest and shall acquire no interest, direct or indirect,
that would conflict in any manner or degree with the performance of its services hereunder. The
CM further agrees that, in the performance of the Agreement, no person having such interest
shall be employed.
9.22 Interest of Public Officials
No member, officer, or employee of the OWNER during his tenure or for one year thereafter,
shall have any. interest, direct or indirect, in this Agreement or the proceeds thereof.
9.23 Employment of Owner's Personnel
The CM shall not employ any person or persons in the employ of the OWNER for any work
required by the terms of the Agreement, without the written permission of the OWNER except as
may otherwise be provided for herein.
9.24 EmployInent
The CM warrants that it has not employed or retained any company or person, other than a bona
fide employee working solely for the CM, to solicit or secure this Agreement and that it has not
paid or agreed to pay any company or person, other than a bona fide employee working solely for
the CM, any fee, commission, percentage, brokerage fee, gifts, or any other consideration,
contingent upon or resulting from the award or making of this Agreement. For breach or
violation of this warranty, Augusta shall have the right to annul this Agreement without liability
or, in its discretion, to deduct from the Contract Price or consideration or otherwise recover, the
full amount of such fee, commission, percentage, brokerage fee, gift, or contingent fee.
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Revision Date
April 2010
9.25 Eaual Emnlovment Onnortunit
During the performance of this Agreement, the CM agrees as follows: (1) the CM will not
discriminate against any employee or applicant for employment because of race, creed, color, sex
or national origin; (2) the CM will, in all solicitations or advertisements for employees placed by
qualified applicants, receive consideration for employment without regard to race, creed, color,
sex or national origin; (3) the CM will cause the foregoing provisions to be inserted in all
subcontracts for any work covered by the Agreement so that such provision will be binding upon
each subcontractor, provided that the foregoing provision shall not apply to contracts or
subcontracts for standard commercial supplies of raw materials.
9.26 Drue Free Workplace
CM shall be responsible for insuring that its employees shall not be involved in any
manner with the unlawful manufacture, distribution, dispensation, possession, sale or use
of a controlled substance in the workplace. For purposes of the policy, "workplace" is
defined as Augusta owned or leased property, vehicles, and project or client site. Any
violation of the prohibitions may result in discipline and/or immediate discharge.
CM shall notify the appropriate federal agencies of an employee who has a criminal drug
statute conviction for workplace violation.
CM may require drug or alcohol testing of employees when contractually or legally
obligated, or when good business practices would dictate.
9.27 Anti- Kickback Clause
Salaries of employees performing work under this Agreement shall be paid unconditionally and
not less often than once a month without deduction or rebate on any account except only such
payroll deductions as are mandatory by law. The CM hereby promises to comply with all
applicable "Anti- kickback" laws, and shall insert appropriate provisions in all subcontracts
covering work under this Agreement.
9.28 Verbal Agreement or Conversation
No verbal agreement or conversation with any officer, agent, or employee of Augusta, either
before, during, or after the execution of this Agreement, shall affect or modify any of the terms or
obligations herein contained, nor shall such verbal agreement or conversation entitle the CM to
any additional payment whatsoever under the terms for this Agreement. All changes to this
Agreement shall be in writing and appended hereto as prescribed in 9.13 above.
9.29 Personnel
The CM represents that it has secured or will secure, at its own expense, all personnel necessary
to complete this Agreement; none of whom shall be employees of, or have any contractual
relationship with, Augusta. All of the services required hereunder will be performed by the CM
under its supervision, and all personnel engaged in the work shall be qualified and shall be
authorized or permitted under law to perform such services.
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Page 17 of 19
Revision Date
April 2010
All key professional personnel, including subcontractors, engaged in performing services for the
CM under this agreement are indicated in personnel listing attached hereto as Attachment 2 —
Listing of Key Personnel and incorporate herein by reference. No changes or substitution shall
be permitted in the CM'S Key Personnel without the prior written approval of Augusta or its
designee, which approval shall not be unreasonably withheld.
The CM shall employ only persons duly registered in the appropriate category in responsible
charge of supervision and construction of the work. The CM shall endorse all reports, contract
plans, and survey data. Such endorsements shall be made by a person duly registered in the
appropriate category of Professional Engineering, being in the full employ of the CM and
responsible for the work prescribed by this Agreement.
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Page 18 of 19
Revision Date
April 2010
IN WITNESS WHEREOF, Augusta and CM have executed this Agreement as of the date first
above written.
CM-* Please fill in the spaces and sign in the box
appropriate for your business entity.
AUGUSTA
GEORGIA
By:
A GO , David S. C enhaver,
k4 1tv Mayor
Date: 6 �3 0 4
ATTEST:
Lena J. Bonner, Clerk of
Commissi ��
Date: /' ��JUM
APPROVED AS TO FORM:
Andrew G. MacKenzie, City
Attorney
Date:
Corporation
Tetra Tech, Inc.
a Delaware Cor
B iw
Typed/Printed Nam
Itss U LA(
Date:
1 4 - 44 `
GC -19
Page 19 of 19
Attachment 1
Preconstruction Phase Services Scope of Work:
General: This Scope of Work includes preconstruction phase services (Phase I) and
development of contracts and subcontracts in support of the establishing of the GMP for the
project and commencing construction activities. The following presents a general description of
the tasks to be performed for the Preconstruction Phase of the project. It is understood that these
tasks and subtasks may not require the same level of effort as initially estimated herein, and
some may require more or less effort than initially estimated herein. Therefore, it is not intended
that the Project Director (CM) is limited to the estimate of hours for a single task or subtask.
Hours may be adjusted depending on the level of effort required for the individual Tasks and
subtasks. However, the total cost will not exceed the "Not to Exceed" Amount for
preconstruction services as described in the Agreement.
Construction Phase Services (Phase II) will be further developed and defined in an Amendment
to the Agreement to be developed during Phase 1. A Contract amendment will be submitted and,
approved for the commencement of Phase II.
Task 1 Project Management:
Task 1.1— Project Management Supervision:
Tetra Tech shall designate a Project Director for this project. Construction Management
responsibilities include preliminary investigations, the preparation of fee proposal and schedule,
negotiation of fee, monitoring of labor utilization, maintenance of schedule and budget,
assignment and supervision of staff and all its subcontractors, value engineering, constructability
review, preparation of construction cost estimates, regulatory meetings, quality control, bidding
and construction of the project, and coordination with the Augusta Utility Department's (AUD)
Program Management Team (PMT) in a timely and professional manner (including submittal of
monthly project progress meeting minutes and other deliverables). The CM shall be fully
responsible for the performance of the team, including subcontractors, for this Work.
Task 1.2 —Project Management and QA/QC Plans:
The project QA/QC Manager shall prepare a Project Quality Management plan. The Quality
Plan will include quality assurance and control requirements. The project QA/QC Manager shall
be charged the responsibility of the Plan's implementation and documentation of current QA/QC
activities. An update on all QA/QC activities shall be reported in Monthly Status Reports. All
work performed by the CM Team shall be in accordance with the QA/QC Plan.
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The project CM shall prepare a Project Management Plan (PMP) for the project. The PMP will
address project implementation approach, staffing, organization, project record keeping,
document control, quality control, and quality assurance responsibilities. The PMP establishes
responsibilities and authorities, administrative procedures and policies, and lines of
communication throughout the project. The PMP will be coordinated with the PMI's procedures
to prepare a condensed, project - specific plan. The PMP will include information on or will
reference sub -plans for other related items such as the Quality Plan, Local Small Business
Opportunity Program Management plan, Procurement Plan, Document control Plan, Safety Plans
and other required items. The Local Small Business Opportunity Program compliance plan will
provide a method for recording and tracking local business participation on the project including
amounts contracted, earned and paid, as well as the number and distribution of local business
firms participating. The PMP will be cross - referenced with the specifications of the contract
documents to ensure that no conflicts exist.
Deliverable: Tetra Tech shall develop and deliver to the PMT appropriate copies of a Project
Management Plan, Quality Plan, and Project Manual.
Task 1.3 — Project Accounting and Controls:
Tetra Tech shall maintain on regular basis project costs and document control system for project
cost accountin g, tracking, reporting. and re ortin . These procedures will be established consistent with
PMT fiscal requirements. ,In particular, thorough documentation including progress payments
and Contract Amendments will be compiled to enable the AUD to successfully pass audit by any
agency.
Tetra Tech and PMT staff shall work together to review cost and control methods and assess
current practices, and shall use that "information to customize cost- tracking elements of the
project control system. Tetra Tech shall use a CPM schedule system that is linked to and
supports the schedule of values pay items, in support of payment applications. Through its link to
the master schedule, the cost accounting system can forecast cost at completion and cost
remaining at any point in the project.
Deliverable: Tetra Tech shall develop and maintain a Records Tracking System and provide
monthly billings for services performed to the OWNER. Tetra Tech will provide Monthly Status
reports from authorization to proceed with Construction Phase through the time of completion of
Construction Phase.
Task 1.4 — Project Information Website
Tetra Tech shall develop a public information website regarding this project by July 31, 2010
and timely update said site. This site will be made available to the general public and will
display information regarding the project such as contact telephone information for emergencies,
general schedule information, progress updates, notices of traffic and road closures, utility
outages, and other information that may be of general interest.
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Deliverable: Tetra Tech shall develop a Project Website with a responsibility and contact
matrix. This Website will be updated monthly beginning with Notice to Proceed of Construction
Phase through time of completion of Construction Phase.
Task 2: Project Meetings
Task 2.1— Bi- monthly Progress Meetings
Tetra Tech shall conduct bi- monthly progress meetings with the PMT's staff throughout the pre -
construction phase. The CM shall update PMT staff on work in progress, inform the PMT of
problems or delays as they are encountered, and receive input from PMT staff on a continuing
basis throughout the course of work on the Project. The CM and key members of the Project
team, as appropriate for the work to be discussed, shall attend the progress review meetings.
At each bi- monthly meeting, the CM shall provide the PMT with a Project Status Report. This
Report shall include, but not necessarily be` limited to; the following:
• Activities accomplished in the previous period
• Problems and present concerns encountered in the Project
• Planned actions for the next period
• Updated Project schedule.
The CM shall prepare and submit a meeting summary for each progress review meeting to the
PMT within five (5) business days of the meeting.
Deliverable: For each bi- monthly meeting, Tetra Tech shall create and distribute to the PMT a
Meeting Summary documenting discussions and agreed to direction.
Task 3 Document Review
Task 3.1- Initial Review
Project Director shall review and comment upon the Construction Documents that have been
developed by the ENGINEER. The scope of that review shall include reviewing those various
documents for constructability. Project Director acknowledges that at the time the Guaranteed
Maximum Price (GMP) is established, Project Director shall have fully reviewed AUD record
documents.
Document Review will include review of the available contract documents (plan &
specifications) for constructability and bid - ability. Any discrepancies shall be annotated and
immediately communicated to the PMT and the ENGINEER. The review shall identify items in
the contract documents that may be difficult to construct, and find ambiguities or contradictions
in the documents that might generate requests for clarification or lead to change orders. The
review shall also identify additional value -added and cost - saving opportunities to save cost and
3 Ft Gordon CM@ Risk
time. The Project Director shall also focus on the construction sequencing for keeping any
operating facilities and/or infrastructure in full regulatory compliance.
The Project Director shall call to the PMT's and the ENGINEER's attention any apparent defects
in the design, drawings and specifications or other documents. Within 15 calendar days of
signing this Agreement, the Project Director shall complete a constructability review.
Deliverable: Tetra Tech shall provide a report with the findings and recommendations
following the initial review. This report will be distributed to the PMT.
Task 3.2 — Coordination of Redesign and Final Review of Plans
The Project Director shall critique the existing design relative to constructability, cost and
schedule. During the remaining design effort; the Construction . Manager's suggestions will be
reviewed for inclusion into the final design. The Project Director shall coordinate with the
ENGINEER for the completion of the final design drawings. The Project Director shall
complete a final review of all plans and specifications as 'a quality assurance check for all
changes.
Deliverable: Tetra Tech will provide the services and level of effort indicated in the task
description to 'coordinate the review.
Task 4 Cost Estimating and Validation
Task 4.1- Initial Cost Estimate
The Project Director shall prepare a detailed -level opinion of probable construction cost for the
Project consistent with best industry standards. The methodology and format for presentation of
the opinion of probable cost shall be as agreed upon and approved by the PMT costs shall be
broken down into quantity takeoffs, unit costs, and all mark -ups applied. The Project Director
shall review unit costs of previous estimates by the PMT and/or the ENGINEER, and shall take
into consideration factors such as local construction market factors, and other information such
as quotes from AUD's consultants and other suppliers. An appropriate contingency, developed
in consultation with the PMT, shall be applied.
Deliverable: Tetra Tech shall develop an Initial Cost Estimate with takeoff quantities, unit
pricing, and initial subcontract pricing. Tetra Tech shall distribute copies of the estimate to the
PMT for review and comment.
Task 5 Master Schedule Development
The construction schedule must reflect and fully support the process considerations. This project
schedule will be dictated by operational considerations. Detailed construction sequencing must
be understood and integrated into the construction planning.
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The Project Director shall prepare and manage a schedule of values for each trade contractor and
ensure that it is reasonable for the work involved such that the PMT will have accurate cash flow
forecasts and the Project Director will have regular progress payments to meet expenses. The
Schedule will be cost loaded by the Project Director to aid in Cash flow projections. Cost
information shall be updated as information becomes available as part of the development of the
GMP.
The Project Director shall prepare a Project schedule for presentation to the PMT. The schedule
shall be prepared using Primavera Project Schedule (P3e /c), and shall be updated monthly as part
of the Monthly Project Status Report anticipated in Construction Phase. The Schedule shall
include all major tasks as well as major milestones for the remainder of Project design and
construction.
The Schedule shall:
• Be developed using P3e /c in a format agreed upon by the PMT;
• Follow the WBS developed by the CM and reviewed by the PMT;
• Be fully linked in order to provide the critical path;
• Include in detail all efforts required by the CM to prepare the GMP including review
times and major milestones;
• Be maintained current;
• Be base -lined at the establishment of the GMP and progress shall be compared to that
baseline.
As the work progresses in Construction Phase, the Project Director shall provide more details to
all of the phases of the Project Schedule. The Schedule shall include sufficient detail of the final
design and construction phases and identify and include all significant efforts that are required to
complete the Project on time as defined by the baseline schedule.
The CM shall provide an electronic P3e /c file of the current schedule status with the Monthly
Status Reports. The CM shall keep the Project Schedule current and update it weekly.
Deliverables: Tetra Tech shall provide the following items related to this task:
• Develop a critical path schedule for the Project in P3e /c that is all inclusive of the Project
from notice to proceed to completion of construction.
• Provide Monthly Critical Path Schedule Electronic Files
Provide monthly updated and status of critical path schedule files in P3. Continually
update schedule and status a minimum weekly.
• Provide Critical Path Schedule logic Diagrams and Distribute to the PMT for review.
• Provide a comprehensive and detailed critical path schedule based on all of the
information obtained during the process of developing the GMP.
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Task 6 Partnering
The Project Director shall prepare the partnering concept and conduct partnering sessions with
the PMT. The Phase I scope includes an allowance that will cover the preparation and facilitating
of the initial Partnering meeting. Upon establishing the GMP, an amendment will be submitted
for consideration of additional partnering sessions over the remaining project duration.
Deliverable: Tetra Tech shall provide partnering concept over the duration of Phase I and
Phase 11 of the project.
Task 7 Bidders Interest and Market Stimulation
The Construction Manager, with input from the PMT, shall prepare a list of all potential bidders
for the project work. This task also includes the prequalification of bidders for various Trade
Subcontracts. The CM will concentrate on participation of local businesses and firms able to
perform the work. The Project Director will implement a bidder's interest campaign to stimulate
market interest in the project and conduct conferences and workshops with qualified contractors.
Bidders will be appropriately advised of the nature and availability of the work. Each bidder will
be required to ascertain the nature and character of the project conditions, and to work around
conflicts by planning ahead of construction activity. Close scrutiny will be given to the financial
strength, experience, proposed staffing and litigation history.
As detailed in the Local Small Business Opportunity Program Plan the Project Director shall
attract, solicit, develop, and track the success of local business firms interested in the Project.
Tetra Tech' outreach efforts to promote participation by local owned businesses for
subcontracting on the project shall include the following:
• Contacts with Augusta's Local Small Business Opportunity Program officer Guide and
encourage major subcontractors on the projects to include a target goal of 35% Local
Small Business Opportunity Program content within the execution of their scope of work.
• Outreach to the business community in coordination with PMT. This includes soliciting
local enterprises identified by PMT, DOT, the City of Augusta and other certifying
agencies.
• Host a local business procurement conference specific to the opportunities to bid on this
job.
• Notify listed local firms of upcoming opportunities to bid on subcontracts through
various media including working with trade publications, newspapers, and other
organizations.
• Post bidding documents at local and regional plan offices and trade organizations.
Deliverable: Tetra Tech shall create a Meeting Summary summarizing the discussions from
meetings with Augusta's Local Small Business Opportunity Program officer and /or Chamber,
list of local firms contacted, procurement conference / event, and copies of posted bid
documents. These meeting summaries shall be distributed to the PMT for review.
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Task 8 Permitting
The CM shall provide technical support and documentation required for the PMT to complete the
regulatory permit applications for the Project. The PMT and the ENGINEER shall obtain the
regulatory permits. The Project Director shall attend up to five (5) meetings with PMT staff and
other regulatory agencies at the federal, state and local levels as necessary and as requested by
the PMT.
All building permits and licenses necessary for the prosecution of the Work shall be procured
and paid for by Project Director during the construction phase of the project unless specified
otherwise. Costs for Permit fees will be included in the costs of the GMP and memorialized in an
amendment to the Contract. If Project Director performs any Work without obtaining, or
contrary to, such permits or licenses, Project Director shall bear all costs arising there from.
Project Director shall pay all governmental charges and inspection fees necessary for the
prosecution of the Work.
Deliverable: Tetra Tech shall procure permits, attend up to 5 meetings, and provide- 7 up to 100
hours of technical support for permit applications.
Task 9 Preparation of Contract and Subcontract Documents
General: The Project Director shall prepare an initial procurement plan including prequalification
requirements and subcontracting strategy for review and acceptance by the PMT. This initial
strategy, including its basis and assumptions, will be reviewed and revised as appropriate to
formulate a final subcontracting strategy. The procurement requirements and procedures
consistent with the final subcontracting strategy will be incorporated to develop a project
procurement plan.
Task 9.1— Prepare Contract Documents
The Project Director shall prepare contract documents for the Construction Management
Agreement (CMA) to be used as the form of agreement for the execution of the Project work.
The CMA will be submitted to and approved by the PMT prior to the establishing of the GMP
and commencement of the construction phase of the work.
Deliverable: Tetra Tech will develop and distribute to the PMT as required, a Final Construction
Management Agreement.
Task 9.2 — Bid Packages
The Project Director shall develop the bid packages by work scopes as identified in the final
subcontracting strategy. The bidders will be selected from the pool of qualified bidders
identified through a pre- qualification process. The bidding procedures will be detailed in a
7 Ft Gordon CM@ Risk
Procurement Plan. Some of the considerations for the bidding process will include the
following:
• Develop the bidding process and schedule for each procurement.
• Standardize items that may occur in several places within a work scope or across the
work scopes (including bid specifications, general requirements, etc)
• Use of internet for cost and time savings during procurement
• Insure total scope coverage without redundancy
Deliverable: Tetra Tech shall develop biddable subcontract packages for all elements of the
work.
Task 10 Pre -bid Conferences
The Project Director shall arrange for and conduct up to six (6) pre -bid conferences with
prospective bidders; using a standardized agenda, supplemented with project specific items that
address project administration claims avoidance, damages for delay, existing site conditions,
planf operational constraints, and other issues to ensure comprehensive and responsive bids:
Deliverable: Tetra Tech shall prepare Meeting Summaries documenting discussions and
responses to bidder's inquiries at the conferences and distribute these summaries to the PMT.
Task 11 Bidding Services and Evaluations
The Project Director shall administer the bid and award process for all work. Any inquiries will
be appropriately addressed and tracked to ensure all are responded to:
The evaluation and award of bids to contractors /service provides may include the following:
• Price /Cost Analysis: A comparative bid analysis will be developed by comparing
major price or cost elements among the bidders. The evaluator may also
highlight any of the price or cost items that may be irregular or inappropriate
based on cost analysis or comparison with similar items or historical experience.
The result of the evaluation should be a determination of the best value price
offer, the competitive range, and whether or not there is a need for discussion
with one or more offerors in the competitive range. The evaluation will also
include potential price impact on known quantity uncertainties.
• Technical Evaluation: The technical evaluation will focus on each bidder's
technical competency to perform the work and establishing the technical
distinctions between the proposals, if any, based on the presentation in the offer.
This will include safety, quality, schedule, experience, innovations, resources,
etc.
• Discussions /Negotiations: Discussions and/or negotiations may be required to
clarify price, scope, approach, schedule, etc.
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• Best & Final Offers (BAFOs) and Rebids: BAFOs and rebids may be required if
in the interest of the project, such as rescoping to meet the budget.
Discussions /negotiations may be used in place of BAFOs /rebids.
Deliverable: Tetra Tech shall develop a Bid Evaluation Report and recommendations for
award. Tetra Tech shall distribute the report to the PMT for review.
Task 12 Develop GMP and Finalize CMA
Within 14 days of completion of the bidding and negotiating process for all the work packages,
the Project Director shall prepare a summary of project costs including all direct and indirect
costs for the Project Director during the Construction Phase and shall submit to the PMT the
GMP along with all supporting forms as included in the Amendment No. 1 to the Agreement for
PMT's review and approval.
12.1 BASIS OF GUARANTEED MAXIMUM PRICE
The Project Director shall include with the Guaranteed Maximum Price proposal a written
statement of its basis, which shall include:
1. A list of the Drawings and . Specifications, including all addenda thereto and the
Conditions of the Contract, which were used in preparation of the Guaranteed Maximum
Price proposal.
2. A list of allowances and a statement of theirbasis.
3. A list of the clarifications and assumptions made by the Project Director in the
preparation of the Guaranteed Maximum Price proposal to supplement the information
contained in the Drawings and Specifications.
4. The proposed Guaranteed Maximum Price, including a statement of the estimated cost
organized by trade categories, allowances, contingency, and other items and the fee °that
comprise the Guaranteed Maximum Price.
5. The Date of Substantial Completion of each project upon which the proposed
Guaranteed Maximum Price is based, and a schedule of the Construction Documents
issuance dates upon which the date of Substantial Completion of each project is based.
12.2 The Project Director shall meet with the Owner and PMT to review the Guaranteed
Maximum Price proposal and the written statement of its basis. In the event that the Owner or
PMT discovers any inconsistencies or inaccuracies in the information presented, they shall
promptly notify the Construction Manager, who shall make appropriate adjustments to the
Guaranteed Maximum Price proposal, its basis or both.
12.3 Unless the Owner accepts the Guaranteed Maximum. Price proposal in writing on or before
the date specified in the proposal for such acceptance, and so notifies the Construction Manager,
in writing, the Guaranteed Maximum Price proposal shall not be effective without written
acceptance by the Construction Manager.
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12.4 Prior to the Owner's acceptance of the Construction Manager's Guaranteed Maximum Price
proposal and issuance of a Notice to Proceed, the Project Director shall not incur any cost to be
reimbursed as part of the cost of the work, except as the Owner may specifically authorize in
writing.
12.5 Upon acceptance by the Owner of the Guaranteed Maximum Price proposal, the Guaranteed
Maximum Price and its basis shall be set forth in Amendment No. 1 to this Agreement. The
Guaranteed Maximum Price shall be subject to additions and deductions by changes to the work
as provided in the Contract Documents; the date of Substantial Completion shall likewise be
subject to adjustment in accordance with the Contract Documents.
12.6 The Owner shall authorize and cause the ENGINEER to revise the Drawings and
Specifications to the extent necessary to reflect the agreed -upon assumptions and clarifications
contained in Amendment No. I. Such revised Drawings and Specifications shall be furnished to
the Project Director in accordance with schedules agreed to by the Owner, Engineer and
Construction Manager. The Project Director shall promptly notify the PMT and Owner' if such
revised Drawings and Specifications are inconsistent with the agreed upon assumptions and
clarifications.
12.7 The Guaranteed Maximum Price shall include In the Cost of the work only those taxes
which are enacted at the time the Guaranteed Maximum Price is established.
Deliverable: Tetra Tech shall develop a Final GMP and a signed CMA in order to commence
the Construction Phase of the work.
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