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Home My WebLink AboutPhase 1 - Lake Olmstead Connector Augusta Richmond GA DOCUMENT NAME: -:P I-+AS~ j, - LA kG 0Lf'Y)S,6n--~ ~C) N Nee TOfL DOCUMENT TYPE: ~() NT (CAe- T~ YEAR: t C{qq BOX NUMBER: '1 FILE NUMBER: Il.{ J 5' '-I NUMBER OF PAGES: I] I I I I I I I I I I I I I I I I I I . t~*)Y)$4 PHASE I - LAKE OLMSTEAD CONNECTOR BID / CONTRACT DOCUMENTS Bid Item No. 99-023 GADOT Project No. STP-OOOE(96) GADOT P.L No. 271120 :.': i._. ','. " -'.' . .r. ~)~~? .~. - ," '., PEDESTRIAN & BICYCLE TRAIL ~ ;," "." . .". " .,',.. . .' ." " '.. Prepared for: Augusta-Richmond County Commission and Georgia Department of Transportation Prepared by: w. R. Toole Engineers, Inc. 349 Greene Street Augusta, Georgia 30901 (706) 722-4114 I I I I I I I I I I I I I I I I I I I INDEX FOR CONTRACT DOCUMENTS Iitk Invitation for Bids Infotmation for Bidders Federal-Aid Contractual Requirements · Article I - Responsibility for Claims & Liability · Article II - Insurance · Article ill - Maintenance of Contract Cost Records · Article IV - Subletting, Assignment or Transfer · Exhibit D - FHW A 1273 · Buy America & Convict Produced Materials · Debarment Instructions & Certificate · Equal Employment Opportunity · Examination of Plans and Specifications · Civil Rights Act of 1964 · Drug-Free Workplace · Disadvantaged Business Enterprises (DBE) · DBE Goals Form & Instructions · "Criteria for Acceptability" · "DBE Participation Report" and Instructions · Standard Federal Equal Opportunity Construction Contract Specifications (Executive Order 11246) (43 FR 14895) Proposal Bid Bond Agreement Performance Bond Payment Bond General Conditions Supplemental Conditions I I I I ADDENDUM NO.3, February 9, 1999 PROJECT: Augusta Canal Multi-Use Pedestrian & BikeTrail Phase I - Lake Olmstead Connector 99-023 STP-000E(96) 271120 Wednesday, February 17, 1999,3:00 p.m. BID ITEM No.: GADOT Project No.: GA DOT P.I. No.: BID DUE: I FROM: W. R. Toole Engineers, Inc. 349 Greene Street Augusta, Georgia 3090 I (706) 722-4114 I I I TO: Blair Construction Mabus Brothers Mabus Construction L.J., Inc. Scott Bridge Company Augusta Builders Exchange F. W. Dodge Brenda Peleaz This Addendum forms a part of the Contract Documents and modifies the original Bidding Documents as noted below. Acknowledge receipt of this Addendum in the space provided on the Bid Form. Failure to do so may subject Bidder to disqualification. I This Addendum consists of I page. I I Please make the following change to the Invitation for Bids and Information for Bidders CHANGE Bid Date from Wednesday, February 17,1999, at 3:00 p.m. to THURSDAY, FEBRUARY 25, 1999, at 3:00 p.m. I I I I I END OF ADDENDUM I I - . !! I I I I I I I I I I I I I I ADDENDUM NO.2, February 2, 1999 PROJECf: Augusta Canal Multi-Use Pedestrian & BikeTrail Phase I - Lake Olmstead Connector 99-023 STP-000E(96) 271120 Wednesday, February 17, 1999,3:00 p.rn. BID ITEM No.: GADOT Project No.: GA DOT P.I. No.: BID DUE: FROM: W. R. Toole Engineers, Inc. 349 Greene Street Augusta, Georgia 30901 (706) 722-4114 TO: Blair Construction Mabus Brothers Mabus Construction L.J., Inc. Scott Bridge Company Augusta Builders Exchange F. W. Dodge Brenda Peleaz This Addendum forms a part of the Contract Documents and modifies the original Bidding Documents as noted below. Acknowledge receipt of this Addendum in the space provided on the Bid Form. Failure to do so may subject Bidder to disqualification. This Addendum consists of I page. Please make the following change to the General Notes found on the Plan & Profile sheet of the Augusta Canal Bikeway Bridge @ Bulkhead Gate plans, Sheet I of 3: 1. BRIDGE SHALL BE CONSTRUCTED IN ACCORDANCE WITH THE DEPARTMENT OF TRANSPORTATION, STATE OF GEORGIA, STANDARD SPECIFICATIONS FOR CONSTRUCTION OF ROADS AND BRIDGES. 1993 EDITION AND STANDARD SPECIFICA TIONS FOR HIGHWAY BRIDGES. AASHTO, 1996. MODIFY to read as follows: 1. BRIDGE SHALL BE CONSTRUCTED IN ACCORDANCE WITH THE STANDARD SPECIFICA TIONS FOR HIGHWAY BRIDGES. AASHTO, 1996. i I I I I END OF ADDENDUM I I ADDENDUM NO.1, January 22, 1999 I PROJECT: Augusta Canal Multi-Use Pedestrian & BikeTrail Phase I - Lake Olmstead Connector 99-023 STP-000E(96) 271120 Tuesday, February 2, 1999,3:00 p.m. I BID ITEM No.: GADOT Project No.: GA DOT P.I. No.: BID DUE: I FROM: w. R. Toole Engineers, Inc. 349 Greene Street Augusta, Georgia 30901 (706) 722-4114 I I TO: Blair Construction Mabus Brothers Mabus Construction L.J., Inc. Scott Bridge Company I This Addendum forms a part of the Contract Documents and modifies the original Bidding Documents as noted below. Acknowledge receipt of this Addendum in the space provided on the Bid Form. Failure to do so may subject Bidder to disqualification. I This Addendum consists of 1 page. I I Please make the following change to the Invitation for Bids and Information for Bidders CHANGE Bid Date from Tuesday, February 2,1999, at 3:00 p.m. to WEDNESDAY, FEBRUARY 17, 1999, at 3:00 p.m. I I I I END OF ADDENDUM I I I I I I. I I I I I I I Ie I I I I I I I I. I 6' -< =;: -. ..,. Co _. III Q = c;> ., I I I I I I I I I I I I I I I INVITATION FOR BIDS SEALED BIDS for the construction of a multi-use trail from Milledge Road to the Augusta Canal and the pedestrianlbicyle bridge decking system on existing bridge piers across the Augusta Canal, hereinafter referred to by project name as: Bid Item No.: 99-023 GADOT Project No.: STP-000E(96) GA DOT P.I. No.: 271120 Augusta Canal Multi-Use Pedestrian & Bike Trail Phase I - Lake Olmstead Connector Contract Time: 07/10/99 DBE: 0.0 will be received at this office until 3:00 p.rn.. February 2. 1999. Bids will be received by: The Augusta-Richmond Commission hereinafter referred to as the OWNER at the offices of: Geri A. Sams The Augusta-Richmond Purchasing Department 530 Greene Street - Room 605 Augusta, Georgia 30911 At which time all bids will be publicly opened and read in the presence of those interested. All work shall be in accordance with the contract documents as provided by the Augusta-Richmond County Director of Public Works, hereinafter referred to as the Engineer. Copies of the Contract Documents may be examined during regular business hours at the offices of: W. R. Toole Engineers, Inc. 349 Greene Street Augusta, Georgia 30901 Augusta-Richmond Public Works & Engineering 530 Greene Street, Room 701 Augusta, Georgia 30911 F.W. Dodge Division Plan Room 360 Bay Street Augusta, Georgia 30901 The Augusta Builders Exchange 304 14th Street Augusta, GA 30901 I Copies may be obtained at the office of the Purchasing Director upon payment of $50.00 (NON- RETURNABLE) for each set. j I Bids shall be addressed to Augusta-Richmond County Commission, c/o Purchasing Direttor, Municipal Building, Augusta, GA 30911, marking the envelope "Bid for Augusta Canal MUlti1Use Pedestrian/Bikeway - Phase I-Lake Olmstead Connector, Bid Item No. 99-023". I I I I I I I I I I I I I I I I I I I A 10% Bid Bond is required to be submitted in a separate envelope so marked along with the bidder's qualifications; a 100% Performance Bond and a 100% Payment Bond will be required for award. Payment will be made to the Contractor each calendar month based on the estimated work complete in place as prescribed by the standard specifications. Retainage as prescribed by the standard specifications will be withheld. Final payment of amounts withheld will not be made until the engineer has certified that the work has been satisfactorily completed and accepted. The OWNER reserves the right to reject any or all bids and to waive technicalities and informalities. Please mark Bid Item Number on the outside of the envelope. It is the wish of the Owner that minority business be given the opportunity to bid on the various parts of the work. This desire on the part of the Owner is not intended to restrict or limit competitive bidding or to increase the cost of the work. The Owner supports a healthy free market system that seeks to include responsible businesses and provide ample opportunity for business growth and development No bid may be withdrawn from a period of sixty (60) days after the date and time set for the receipt of bids. GERI A. SAMS, Purchasing Director Publish: Augusta Chronicle Augusta Focus January 12, 1999; January 20, 1999, January 25, 1999 January 14, 1999 I I I I I I I I I I I I I I I I. INFORMATION FOR BIDDERS Bids will be received by the Augusta-Richmond County Commission (herein called the "OWNER"), at the office of the Purchasing Department until 3:00 p.m.. February 2, 1999 and then at said office publicly opened and read aloud. All bidders submitting bids must be pre-qualified with the Georgia Department of Transportation. Each bid must be submitted in a sealed envelope, addressed to the Augusta-Richmond County Commission, Municipal Building, Augusta, Georgia 30911. Each sealed envelope containing a bid must be plainly marked on the outside as bid for Augusta Canal Multi-Use Pedestrian/Bikeway - Phase I-Lake Omstead Connector Bid Item #99-023 and the envelope should bear on the outside the name of the bidder, his address and his license number, if applicable. If forwarded by mail, the sealed envelope containing the bid must be enclosed in another envelope addressed to the Augusta- Richmond County Commission, c/o Purchasing Department, Room 605, Municipal Building, Augusta, Georgia 30911. All bids must be made on the required bid form. All blank spaces for bid prices must be filled in, in ink or typewritten, and the bid form must be fully completed and executed when submitted. Only one copy of the bid form is required. The OWNER may waive any informalities or minor defects or reject any and all bids. Any bid may be withdrawn prior to the above scheduled time for the opening of bids or authorized postponement thereof. Any bid received after the time and date specified shall not be considered. No bidder may withdraw a bid within 60 days after the actual date of the opening thereof. Should there be reasons why the contract cannot be awarded within the specified period, the time may be extended by mutual agreement between the OWNER and the bidder. Disadvantanged Business Enterprise (DBE) participation goal is 0 % of the total project cost. If the contractor submits with DBE furns, the DBEs must be certified with the Georgia Department of Transportation's EEO Office. DBE information and forms are located on pages --.2B.....to -4L of this document. BIDDERS MUST IDENTIFY CERTIFIED DBEs PROPOSED FOR THIS PROJECT ON THE "DBE GOALS FORM, PAGE---2L OF THIS DOCUMENT. Contractors shall comply and shall require its subcontractors to comply with all applicable requirements of the Americans with Disabilities Act of 1990 (ADA), 42 U.S.C. 12101 ~. and 49 U.S.c. 322; Section 504 of the Rehabilitation Act of 1973, as amended, 29 U.S.C. 791; and regulations and amendments thereto. Bidders must satisfy themselves of the accuracy of the estimated quantities in the Bid Schedul~ by examination of the site and a review of the drawings and specifications including addenda. After pids have been submitted, the bidder shall not assert that there was a misunderstanding concerning the quantities of work or of the nature of the work to be done. I I I I I I I I I I I I I I I I The Contract Documents contain the provisions required for the construction of the project. Information obtained from an officer, agent or employee of the OWNER or any other person shall not affect the risks or obligations assumed by the Contractor or relieve him from fulfilling any of the conditions of the Contract. Each bid must be accompanied by a bid bond payable to the OWNER for ten percent of the total amount of the bid. As soon as the bid prices have been compared, the OWNER will return the bonds of all except the three lowest responsible bidders. When the Agreement is executed the bonds of the remaining unsuccessful bidders will be returned. The bid bond of the successful bidder will be retained until the payment and performance bond have been executed and approved, after which it will be returned. A certified check may be used in lieu of a bid bond. A performance bond and a payment bond, each in the amount of 100 percent of the contract price, with a corporate surety approved by the OWNER, will be required for the faithful performance of the contract. Attorneys-in-fact who sign bid bonds or payment bonds and performance bonds must file with each bond a certified and effective dated copy of their power of attorney. The party to whom the contract is awarded will be required to execute the Agreement and obtain the performance bond and payment bond within ten calendar days from the date when notice of award is delivered to the bidder. The notice of award shall be accomplished by the necessary Agreement and bond forms. In case of failure of the bidder to execute the Agreement the OWNER may at his option, consider the bidder in default, in which case, the bid bond accompanying the proposal shall become the property of the OWNER. The OWNER within ten days of receipt of acceptable performance bond, payment bond and Agreement signed by the party to whom the Agreement was awarded, shall sign the Agreement and return to such party an executed duplicate of the Agreement. Should the OWNER not execute the Agreement within such period, the bidder may, by written notice, withdraw his signed Agreement. Such notice of withdrawal shall be effective upon receipt of the notice by the OWNER. The notice to proceed shall be issued within ten days of the execution of the Agreement by the OWNER. Should there be reasons why the notice to proceed cannot be issued within such period, the time may be extended by mutual agreement between the OWNER and Contractor. If the notice to proceed has not been issued within the ten day period or within the period mutually agreed upon, the Contractor may terminate the Agreement without further liability on the part of either party. . - - The OWNER may make such investigations as he deems necessary to determine the ability of the bidder to perform the work and the bidder shall furnish to the OWNER all such information and data for this purpose as the OWNER may request. The OWNER reserves the right to reject any bid if the evidence submitted by or investigation of such bidder fails to satisfy the OWNER that such bidder is properly qualified to carry out the obligations of the Agreement and complete the work contemplated herein. I I I I I I I I I I I I I I I I I A conditional or qualified bid will not be accepted. A ward will be made as a whole to one bidder. All applicable laws, ordinances and rules and regulations of all authorities having jurisdiction over the construction of the project shall apply to the contract throughout. Contractors or lower tier contractors shall abide by the terms and conditions governing the Uniform Administrative Requirements for Grants and Cooperative Agreements to State and Local Governments, 49 CFR Part 18. Each bidder is responsible for inspecting the site and for reading and being thoroughly familiar with the Contract Documents. The failure or omission of any bidder to do any of the foregoing shall in no way relieve any bidder from any obligation in respect to his bid. The low bidder must supply the names and addresses of major material suppliers and subcontractors when requested to do so by the OWNER. Inspection trips for prospective bidders will be conducted by the OWNER if requested in writing by the bidder. Such request shall be directed to Director of Augusta-Richmond County Public Works by the bidder. The Engineer is Augusta-Richmond County Director of Public Works. WORK STOPPAGE: In the event of the discovery of significant archaeological remains, construction shall be stopped and the CONTRACTOR shall notify the OWNER, who shall notify the Georgia Department of Natural Resources of the discovery. In this context, to be "significant", such remains would have to be able to provide important and non-redundant information that could not be obtained from other sources. The CONTRACTOR shall notify the OWNER, who shall notify the Georgia Department of Natural Resources of the discovery of intact cultural features such as, but not limited to, foundations and wells. The construction shall remain stopped until the Georgia Department of Natural Resources has completed their evaluation of the remains. CONFLICT OF INTEREST: By signing and submitting this Agreement, I hereby certify that employees of this company or employees of any company supplying material or subcontracting to do work on this Agreement will not engage in business ventures with employees of the OWNER nor shall they provide gifts, gratuities, favors, entertainment, loans or other items of value to employees of the OWNER. I I Also, by signing and submitting this Agreement, I hereby certify that I will notify the OWNf:R through its Engineer of any business ventures entered into between employees of this company: or employees of any company supplying material or subcontracting to do work on this Agreement with a family member of the OWNER's employees. . . I I FEDERAL-AID CONTRACTURAL REQUIREMENTS ARTICLE I RESPONSmILITY FOR CLAIMS AND LIABILITY I I The OWNER shall be responsible for any and all damages to property or persons and shall indemnify and save harmless the GEORGIA DEPARTMENT OF TRANSPORTATION, its officers, agents and employees from all suits, claims, actions or damages of any nature whatsoever resulting from the negligence of the OWNER in the performance of work under this Agreement. I It is understood by the OWNER that claims, damages, losses and expenses may include monetary claims made by the construction contractor for the PROJECT, and its related facilities, that are a result of the OWNER's negligence or improper representation in the plans. I The OWNER shall require that the provisions of this Article are included in all contracts and subcontracts. These indemnities shall not be limited by reason of any insurance coverage held by the OWNER or the OWNER's contractors or subcontractors. I ARTICLE II INSURANCE I Prior to beginning work, the OWNER shall obtain and where applicable cause its contractors and subcontractors to obtain and furnish certificates to the GEORGIA DEPARTMENT OF TRANSPORTATION for the following minimum amounts of insurance: I 1. Workman's Compensation Insurance in accordance with the laws of the State of Georgia. I 2. Public Liability Insurance in an amount of not less than on hundred thousand dollars ($ 100.000) for injuries, including those resulting in death to anyone person, and in an amount of not less than three hundred thousand dollars ($ 300.000) on account of anyone occurrence. I 3. Property Damage Insurance in an amount of not less than fifty thousand dollars ($.2Q..QQQ) for damages on account of any occurrence, with an aggregate limit of one hundred thousand dollars ($100.000). I I I 4. 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. Insurance shall be maintained in full force and effect during the life of the Agreement and until fmal completion of the PROJECT. I ARTICLE III NUUNTENANCEOFCONTRACTCOSTRECORDS The OWNER shall maintain all books, documents, papers, accounting records and other evidence pertaining to cosis incurred on the PROJECT and used in support of its proposal and shall make such material available at all II reasonable times during the period of the Agreement and for three years from the date of fmal payment under this Agreement, for inspection by the GEORGIA DEPARTMENT OF TRANSPORTATION, and any reviewing I agencies, and copies thereof shall be furnished upon request. The OWNER agrees that the provisions of this Article shall be included in any contracts it may make with any subcontractor, assignee or transferee. I I I An audit of the Agreement shall be provided by the OWNER. The audit may be conducted by an independent I accountant or accounting fIrm in accordance with audit requirements, 49 CFR 18.26 and OMB Circular 128 or any revision or supplement thereto. Program costs shall be documented within the OMB Circular 128 audit. Final audit of the PROJECf,shall be submitted in a timely manner, reported in each of the OWNER's fiscal year audit or audits for the period of the Agreement. I I I I I I I I I I I I I I I I I I ARTICLE IV SUBLETTING, ASSIGNMENT OR TRANSFER It is understood by the parties to this Agreement that the work of the OWNER is considered personal by the GEORGIA DEPARTMENT OF TRANSPORTATION. The OWNER agrees not to assign, sublet or transfer any or all of its interest in this Agreement without prior written approval of the GEORGIA DEPARTMENT OF TRANSPORTATION. The GEORGIA DEPARTMENT OF TRANSPORTATION reserves the right to review all subcontracts prepared in connection with the Agreement, and the OWNER agrees that it shall submit to the GEORGIA DEPARTMENT OF TRANSPORTATION any proposed subcontract documents together with subcontractor cost estimates for review and written concurrence of the GEORGIA DEPARTMENT OF TRANSPORTATION in advance of their execution. All subcontracts in the amount of $1 0,000.00 or more shall include the provisions set forth in this Agreement. . - - . I I I I I I I I I I I I I I I I I I I FHWA-1273 Electronic version -- March 10. 1994 REQUIRED CONTRACT PROVISIONS FEDERAL-AID CONSTRUCTION CONTRACTS Page I. GENERAL ............................................................................................. 0-1 II. NONDiSCRIMINATION.................................................................................. D-2 III. NONSEGREGATED FACILITIES. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. D-4 IV. PAYMENT OF PREDETERMINED MINIMUM WAGE. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. . . . . . . . . . . . . D-4 V. STATEMENTS AND PAYROLLS .......................................................................... D-? VI. RECORD OF MATERIALS, SUPPLIES, AND LABOR ......................................................... D-8 VII. SUBLETTING OR ASSIGNING THE CONTRACT . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. D-8 VIII. SAFETY: ACCIDENT PREVENTION . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. D-9 IX. FALSE STATEMENTS CONCERNING HIGHWAY PROJECTS. ......... . ........ ..... ...... .. .......... .... .. .. D-9 X. IMPLEMENTATION OF CLEAN AIR ACT AND FEDERAL WATER POLLUTION CONTROL ACT. . . . . . . . . . . . . . . . . . . . . .. D-9 XI. CERTIFICATION REGARDING DEBARMENT, SUSPENSION, INELIGIBILITY AND VOLUNTARY EXCLUSION.. ....... D-10 XII. CERTIFICATION REGARDING USE OF CONTRACT FUNDS FOR LOBBYING .................................. D-12 ATTACHMENTS A. Employment Preference for Appalachian Contracts (included in Appalachian contracts only). . . . . . . . . . . . . . . . . . . . . . . . . . D-13 I. GENERAL 1. These contract provisions shall apply to all work performed on the contract by the contractor's own organization and with the assistance of workers under the contractor's immediate superintendence and to all work performed on the contract by piecework, station work, or by subcontract. 2. Except as otherwise provided for in each section, the contractor shall insert in each subcontract all of the stipulations contained in these Required Contract Provisions, and further require their inclusion in any lower tier subcontract or purchase order that may in turn be made. The Required Contract Provisions shall not be incorporated by reference in any case. The prime contractor shall be responsible for compliance by any subcontractor or lower tier subcontractor with these Required Contract Provisions. 3. A breach of any of the stipulations contained in these R~uired Contract Provisions shall be sufficient grounds for termination of the contract. 4. A breach of the following clauses of the Required Contract Provisions may al~ be grounds for debarment as provided in 29 CFR 5.12: Section I, paragr;:jph 2; Section IV, praragfap!is1,2,~,4, and?; Section V, paragraph~ i1an~ 2li through2g. 5. Disputes arising !O,ut (Hthe,la~gr!il;l.ndards pr$lIisions O~:$ectjClnIV(el(c,ePt p;aragraph 5) and Section V of these Required Contract Provisions shall not be.~ll9ject(OI~~iQener~ disputes cl;it~~k of this1confract.. . Such disputes shall be resolved in accordance with the procedures of the U.S. Dep~ehtof14bor (DOL},~seHbrlf:Hn29 CIRRSi 6, and? Disputes within the meaning of this clause include OlSputes between the contractor (or any of its subcontractors) and the contracting agency, the DOL, or the contractor's employees or their representatives. 6. Selection of Labor: During the performance of this contract, the contractor shall not: D-1 I I I I I I I I I I I I I I I I I I - a discriminate against labor from any other State, possession, or territory of the United States (except for employment preference for Appalachian contracts, when applicable, as specified in Attachment A), or b. employ convict labor for any purpose within the limits of the project unless it is labor performed by convicts who are on parole, supervised release, or probation. II. NONDISCRIMINATION (Applicable to all Federal-aid construction contracts and to all related subcontracts of $10,000 or more.) 1. Equal Employment Opportunity: Equal employment opportunity (EEO) requirements not to discriminate and to take affirmative action to assure equal opportunity as set forth under laws, executive orders, rules, regulations (28 CFR 35,29 CFR 1630 and 41 CFR 60) and orders of the Secretary of Labor as modified by the provisions prescribed herein, and imposed pursuant to 23 U.S.C. 140 shall constitute the EEO and specific affirmative action standards for the contractor's project activities under this contract. The Equal Opportunity Construction Contract Specifications set forth under 41 CFR 60-4.3 and the provisions of the American Disabilities Act of 1990 (42 U.S.C. 12101 ~~.) set forth under 28 CFR 35 and 29 CFR 1630 are incorporated by reference in this contract. In the execution of this contract, the contractor agrees to comply with the following minimum specific requirement activities of EEO: a The contractor will work with the State highway agency (SHA) and the Federal Government in carrying out EEO obligations and in their review of hislher activities under the contract. b. The contractor will accept as his operating policy the following statement: "It is the policy of this Company to assure that applicants are employed, and that employees are treated during employment, without regard to their race, religion, sex, color, national origin, age or disability. Such action shall include: employment, upgrading, demotion, or transfer; recruitment or recruitment advertising; layoff or termination; rates of payor other forms of compensation; and selection for training, including apprenticeship, preapprenticeship, and/or on-the-job training." 2. EEO Officer: The contractor will designate and make known to the SHA contracting officers an EEO Officer who will have the responsibility for and must be capable of effectively administering and promoting an active contractor program of EEO and who must be assigned adequate authority and responsibility to do so. 3. Dissemination of Policy: All members of the contractor's staff who are authorized to hire, supervise, promote, and discharge employees, or who recommend such action, or who are substantially involved in such action, will be made fully cognizant of, and will implement, the contractor.s EEO policy and contractual responsibilities to provide EEO in each grade and classification of employment. To ensure that the above agreement will be met, the following actions will be taken as a minimum: a. Periodic meetings of supervisory and personnel office employees will be conducted before the start of work and then not less often than once every six months, at which time the contractor's EEO policy and its implementation will be reviewed and explained. The meetings will be conducted by the EEO Officer. b. NI new supervisory or personnel office employees will be given a thorough indoctrination by the EEO Officer, covering all major aspects of the contractor's EEO obligations within thirty days following their reporting for duty with the contractor. c. All personnel who are engaged in direct recruitment for the project will be instructed by the EEO Officer in the contractor's procedures for locating and hiring minority group employees. d. Notices and posters setting forth the contractor's EEO policy will be placed in areas readily accessible to employees, applicants for employment and potential employees. e. The contractor's gEO policy and the procedures to implement such policy will be brought to the attention of employees by means of meetings,employee handbooks,. or other appropriate me~s. 4. Recfl!iitment: i. i i fcir.etnpl9y~,.l/1e . WI' will include io all advertisements for employees the notation: "An Equal Opporh.JnitY'lfu,pIoyer!~'i' . ". ..' .:."ments..villbe pla"n publ.ications having a large circulation among minority groups in the area from whict1theproj~WQr'kforceiw9'l!l:rd oOr'mall:ii~ der!v.~, :.. .. Ii;>,' .... " .. . .................. ..! .a 1l1eCOr'llr~r~l~i~:~~~u!d~d.~y;~i ~J:'p~!~~$~i']J~,!1 ~gr~rne1t,. co.ncl~ct system~tic an~ direct recruitment throu.g~ pub!ic and pnvateemproyeertef~HaI: '. ...."II~etytoyJelp~q~lfi~'m!o.prlfYgtouP appll~amts.ro meet thiS reqUirement, the contractor Will Identify sources of potential min~rity9ro~Jiie'Vployees, 'arc! bS~bJJ~hwith sO.l::hidehtilied. sources procedures whereby minority group applicants may be referred to the confraot()rfoF~mp'qymer?tconsIder~ii?o. ,,:.. : ,--;' ;; .',',;'" , ' , b. In the event.the.contraclorNis:aValidbar9aininga~~errientprovicliIil9for exclusive hiring hall referrals, he is expected to observe the provisions of that agreement to the extent that the system permits the contractor's compliance with EEO contract provisions, (The DOL has held that where implementation of such agreements have the effect of discriminating against minorities or women, or obligates the contractor to do the same, such implementation violates Executive Order 11246, as amended.) 0-2 I I c. The contractor will encourage his preSent employees to refer minority group applicants for employment. Information and procedures with regard to referring minority group applicants will be discussed with employees. I 5. Personnel Actions: Wages, working conditions, and employee benefits shall be established and administered, and personnel actions of every type, including hiring, upgrading, promotion, transfer, demotion, layoff, and termination, shall be taken without regard to race, color, religion, sex, national origin, age or disability. The following procedures shall be followed: a The contractor will conduct periodic inspections of project sites to insure that working conditions and employee facilities do not indicate discriminatory treatment of project site personnel. I b. The contractor will periodically evaluate the spread of wages paid within each classification to determine any evidence of discriminatory wage practices. I c. TIle contractor will periodically review selected personnel actions in depth to determine whether there is evidence of discrimination. Where evidence is found, the contractor will promptly take corrective action. If the review indicates that the discrimination may extend beyond the actions reviewed, such corrective action shall include all affected persons. I d. The contractor will promptly investigate all complaints of alleged discrimination made to the contractor in connection with his obligations under this contract, will attempt to resolve such complaints, and will take appropriate corrective action within a reasonable time. If the investigation indicates that the discrimination may affect persons other than the complainant, such corrective action shall indude such other persons. Upon completion of each investigation, the contractor will inform every complainant of all of his avenues of appeal. I 6. Training and Promotion: a The contractor will assist in locating, qualifying, and increasing the skills of minority group and women employees, and applicants for employment. I b. Consistent with the contractor's work force requirements and as permissible under Federal and State regulations, the contractor shall make full use of training programs, Le., apprenticeship, and on-the-job training programs for the geographical area of contract performance. Where feasible, 25 percent of apprentices or trainees in each occupation shall be in their first year of apprenticeship or training. In the event a special provision for training is provided under this contract, this subparagraph will be superseded as indicated in the special provision. I c. The contractor will advise employees and applicants for employment of available training programs and entrance requirements for each. I d. The contractor will periodically review the training and promotion potential of minority group and women employees and will encourage eligible employees to apply for such training and promotion. I 7. Unions: If the contractor relies in whole or in part upon unions as a source of employees, the contractor will use hislher best efforts to obtain the cooperation of such unions to increase opportunities for minority groups and women within the unions, and to effect referrals by such unions of minority and female employees. Actions by the contractor either directly or through a contractor's association acting as agent will indude the procedures set forth below: I a. The contractor will use best efforts to develop, in cooperation with the unions, joint training programs aimed toward qualifying more minority group members and women for membership in the unions and increasing the skills of minority group employees and women so that they may qualify for higher paying employment. I I: '--'---'1 b. The contractor will use best efforts to incorporate an EEO clause into each union agreement to the end that such union will be contractually bol.ln,d to refer applicants without r~ard t9thl'lir r~ceiCOlori r~ligion, sex, national origin, age or disability. ~*fIA:dp~n informsti9P aSl()Ib~lte(ertaripracti~sian9policies of the labor union except that to the extent such ,'rU$ivE@9~Session of,the lalxitu!iliori and such labor union refuses to furnish such information to the contractor, ,tlityt6ih~SHAand'shall setforthwhat efforlShave been made to obtain such information. I ,: '.:, ;':.' .;' ;'. I tJabletopr~~ldEllbec:dntractorjwithaJeasonableflow of minority and women referrals within the timb ~ai~irisagr~erne'ntjmeccl[lJractorwHl>itrrough independent recruitment efforts, fill the employmerh :;r,r~!~, ~x"nllti9 ' , ,', "oUjis~bility; making ~" e~rts to.obtain qualified and/or qualifia~lr (i'ThEl' OOLlilas held'sflall benoiexcuse that the umon With which the contractor has a collecbve i~xClu~iYe rElferra! fair~9io reler minority employees.) In the event the union referral practice prevenfu '" ns pursuilhtto Sx~tiveOrder 11246, asamanded, and these special provisions, such contractdr i'l ';;!, "i" ',:(:" , ." . I f"S"'''''~'' .."",,, P'" "".:' ""M"'"""1"'1 ' 'd'L" 'I"'"fE" I The tr t hall td' .. t 8. Selectiono( 1:I,:,l:~C!?lrr,~!~rsJrocur~'P~nt OLi~tier,a,,$ian.~~~ ~ao ' qu p~ent: co~ ac or s no IScrl~lna e.or the grounds ofr~ceicolor.'1ellglon. sex, nati9nalongl!);age or dISability lAthe selection and retention of subcontractors, Including procurement of materials and leases of equipment. I I . I I I a. The contractor shall notify all potential subcontractors and suppliers of hislher EEO obligations under this contract. 0-3 - - I I I I I I I I I I I I I I I I I I . - - b. Disadvantaged business enterprises (DBE), as defined in 49 CFR 23, shall have equal opportunity to compete for and perform subcontracts which the contractor enters into pursuant to this contract. The contractor will use his best efforts to solicit bids from and to utilize DBE subcontractors or subcontractors with meaningful minority group and female representation among their employees. Contractors shall obtain lists of DBE construction firms from SHA personnel. c. The contractor will use his best efforts to ensure subcontractor compliance with their EEO obligations. 9. Records and Reports: The contractor shall keep such records as necessary to document compliance with the EEO requirements. Such records shall be retained for a period of three years following completion of the contract work and shall be available at reasonable times and places for inspection by authorized representatives of the SHA and the FHWA. a. The records kept by the contractor shall document the following: (1) The number of minority and non-minority group members and women employed in each work dassification on the project; (2) The progress and efforts being made in cooperation with unions, when applicable, to increase employment opportunities for minorities and women; and (3) The progress and efforts being made in locating, hiring, training, qualifying, and upgrading minority and female employees; (4) The progress and efforts being made in securing the services of DBE subcontractors or subcontractors with meaningful minority and female representation among their employees. b. The contractors will submit an annual report to the SHA each July for the duration of the project, indicating the number of minority, women, and non-minority group employees currently engaged in each work dassification required by the contract work. This information is to be reported on Form FHWA-1391. If on-the-job training is being required by special provision, the contractor will be required to collect and report training data. III. NONSEGREGATED FAClUTlES (Applicable to all Federal-aid construction contracts and to all related subcontracts of $10,000 or more.) a. By submission of this bid, the execution of this contract or subcontract, or the consummation of this material supply agreement or purchase order, as appropriate, the bidder, Federal-aid construction contractor, subcontractor, material supplier, or vendor, as appropriate, certifies that the firm does not maintain or provide for its employees any segregated facilities at any of its establishments, and that the firm does not permit its employees to perform their services at any location, under its control, where segregated facilities are maintained. The firm agrees that a breach of this certification is a violation of the EEO provisions of this contract. The firm further certifies that no employee will be denied access to adequate facilities on the basis of sex or disability. b. As used in this certification, the term "segregated facilities" means any waiting rooms, work areas, restrooms and washrooms, restaurants and other eating areas, timeclocks, locker rooms, and other storage or dressing areas, parking lots, drinking fountains, recreation or entertainment areas, transportation, and housing facilities provided for employees which are segregated by explicit directive, or are, in fact, segregated on the basis of race, color, religion, national origin, age or disability, because of habit, local custom, or otherwise. The only exception will be for the disabled when the demands for accessibility override (e.g. disabled parking). c. The contractor agrees that it has obtained or will obtain identical certification from proposed subcontractors or material suppliers prior to award of subcontracts or consummation of material supply agreements of $10,000 or more and that it will retain such certifications in its files. IV. PAYMENT OF PREDETERMINED MINIMUM WAGE (Applicable to all Federal-aid construction contracts eXceeding $2,000 and to all related subcontracts, except for projects located on roadways classified as local roads or rural minor collectors, which are exempt.) 1. General: aAJI ~ic$;l:!nd,la\i(lr",ri$ ;~oyed onvorking. ;,1.1\ thEl sileoftIW work will be paid unconditionally and not less often than once a week and withouts\:(l:1seQctio!,\:Qr ( : te oii' llccouht[ex ....pl such payroll deductions as are permitted by regulations (29 CFR 3) issuedbyll:lSsl:!6re' L d OndE3r . pet . ,$' ,aY6c)] the full amounts of wages and bona fide fringe benefifu (or cash equivalentsi tliElreQ.f)cll.IEi;~t;~!:ne()fpaYm~r)f .,. 1x)rrip~ted at wage rates not less than those contained in thb wage determinationoftlie $e9re~ryof Labq'r'i(herei" lRallon") which IS attached hereto and made a part hereof. regardless of anY9()ntril.cW~lt~)ia~9PSfui~ whi~h; may . . .... . ... ' en th~ contractor or its subcontractors and such laborer~ and mechanics. The wagedelEifriiiQation (i/:icluoing'at1 ifionat 'datfons and wage rates conformed under paragraph 2 of thi~ Section IV and the DOL poster (WH-1321) or Form FHWA-1495) shall be posted at all times by the contractor and its subcontractors Jt the site of the work in a prominent and accessible place where it can be easily seen by the workers. For the purpose of this Section, contributions made or costs reasonably anticipated for bona fide fringe benefits under Section 1(b)(2) of the Davis-Bacon Act (40 U.S.C. 276a) 011 behalf of laborers or mechanics are considered wages paid to such laborers or mechanics, subject to the provisions of Section D-4 I I I I I I I I I I I I I I I I I I . . - IV, paragraph 3b, hereof. Also, for the purpose of this Section, regular contributions made or costs incurred for more than a weekly period (but not less' often than quarterly) under plans, funds, or programs, which cover the particular weekly period, are deemed to be constructively made or incurred during such weekly period. Such laborers and mechanics shall be paid the appropriate wage rate and fringe benefits on the wage determination for the classification of work actually performed, without regard to skill, except as provided in paragraphs 4 and 5 of this Section IV. b. Laborers or mechanics performing work in more than one classification may be compensated at the rate specified for each classification for the time actually worked therein, provided, that the employer's payroll records accurately set forth the time spent in each classification in which work is performed. c. All rulings and interpretations of the Davis-Bacon Act and related acts contained in 29 CFR 1, 3, and 5 are herein incorporated by reference in this contract. 2. Classification: a. The SHA contracting officer shall require that any class of laborers or mechanics employed under the contract, which is not listed in the wage determination, shall be classified in conformance with the wage determination. b. The contracting officer shall approve an additional classification, wage rate and fringe benefits only when the following criteria have been met: (1) the work to be performed by the additional classification requested is not performed by a classification in the wage determination; (2) the additional classification is utilized in the area by the construction industry; (3) the proposed wage rate, including any bona fide fringe benefits, bears a reasonable relationship to the wage rates contained in the wage determination; and (4) with respect to helpers, when such a classification prevails in the area in which the work is performed. c. If the contractor or subcontractors, as appropriate, the laborers and mechanics (if known) to be employed in the additional classification or their representatives, and the contracting officer agree on the classification and wage rate (including the amount designated for fringe benefits where appropriate), a report of the action taken shall be sent by the contracting officer to the DOL, Administrator of the Wage and Hour Division, Employment Standards Administration, Washington, D.C. 20210. The Wage and Hour Administrator, or an authorized representative, will approve, modify, or disapprove every additional classification action within 30 days of receipt and so advise the contracting officer or will notify the contracting officer within the 30-day period that additional time is necessary. d. In the event the contractor or subcontractors, as appropriate, the laborers or mechanics to be employed in the additional classification or their representatives, and the contracting officer do not agree on the proposed classification and wage rate (including the amount designated for fringe benefits, where appropriate), the contracting officer shall refer the questions, including the views of all interested parties and the recommendation of the contracting officer, to the Wage and Hour Administrator for determination. Said Adminis- trator, or an authorized representative, will issue a determination within 30 days of receipt and so advise the contracting officer or will notify the contracting officer within the 30-day period that additional time is necessary e. The wage rate (including fringe benefits where appropriate) determined pursuant to paragraph 2c or 2d of this Section IV shall be paid to all workers performing work in the additional classification from the first day on which work is performed in the classification. 3. Payment of Fringe Beneflts: a . Whenaver~Rliniri1urnjW~e rate prss'ciibeci.inth,e 'corib:actfora. 91$ of laborers or mechanics includes a fringe benefit which is not el$pressed fl$: :j.!@f\()Qtlyrate, the contractor or$~?cantractors, ~'l:jppropriate, shall either pay the benefit as stated in the wage determination ors~al'!F>ayar\otherbona fide fringe benElfitCiran h6urly case equivalent thereof. I .... : : -. : ...':' '; ".' _ " : - -:: . .. ":' ": : .:- ~ :':. :; I :" ': .. . .: ,'" . - . - , I b. 'If the as a paqolthe under a planar standard$ 01 lIw assats f()rthe m~e: dl~~actor, as ~~roptialEl, ~qt"lake~y~eri\S to a trustee.or oth~r third .~rson, he/~he ~ay consid+r IlatlQr.er Or mechaniC the ntofflnY~ls rE!<iSQrw.bly antiCIpated In prOViding bona fide fnnge benefi/S iCf~,that the s~retarY " ,,' ..6ph<\sf6U~d)uponthe written request of the contractor, that the applicable ,h~e' been ni!~t.' Tfi9'S~rel.ary! of LaObr may require the contractor to set aside in a separate accoul,t <p~~'und~r thElI pl!'J.h tit pri),grami 4. ApprenticEl~ a~~ "~~Ir,)Q~~K~rogramsi:lf theu.S;POl) and He'~~rs: a. Apprentices: (1) Apprentices will be permitted to wolk at less the predetermined rate for the work they performed when they are employ~d pursuant to and individually registered in a bona fide apprenticeship program registered with the DOL, Employment and Trainil)g Administration, Bureau of Apprenticeship and Training, or with a State apprenticeship agency recognized by the Bureau, or if a person is employed in hislher first 90 days of probationary employment as an apprentice in such an apprenticeship program, who is not individually 0-5 I I registered in the program, but who has been certified by the Bureau of Apprenticeship and Training or a State apprenticeship agency (where appropriate) to be eligible for probationary employment as an apprentice. I (2) The allowable ratio of apprentices to journeyman-level employees on the job site in any craft classification shall not be greater than the ratio permitted to the contractor as to the entire work force under the registered program. Any employee listed on a payroll at an apprentice wage rate, who is not registered or otherwise employed as stated above, shall be paid not less than the applicable wage rate listed in the wage determination for the classification of work actually performed. In addition, any apprentice performing work on the job site in excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate on the wage determi- nation for the work actually performed. Where a contractor or subcontractor is performing construction on a project in a locality other than that in which its program is registered, the ratios and wage rates (expressed in percentages of the joumeyman-Ievel hourly rate) specified in the contractor's or subcontractor's registered program shall be observed. I I (3) Every apprentice must be paid at not less than the rate specified in the registered program for the apprentice's level of progress, expressed as a percentage of the journeyman-level hourly rate specified in the applicable wage determination. Apprentices shall be paid fringe benefits in accordance with the provisions of the apprenticeship program. If the apprenticeship program does not specify fringe benefits, apprentices must be paid the full amount of fringe benefits listed on the wage determination for the applicable classification. If the Administrator for the Wage and Hour Division determines that a different practice prevails for the applicable apprentice classification, fringes shall be paid in accordance with that determination. I (4) In the event the Bureau of Apprenticeship and Training, or a State apprenticeship agency recognized by the Bureau, withdraws approval of an apprenticeship program, the contractor or subcontractor will no longer be permitted to utilize apprentices at less than the applicable predetermined rate for the comparable work performed by regular employees until an acceptable program is approved. I b. Trainees: I (1) Except as provided in 29 CFR 5.16, trainees will not be permitted to work at less than the predetermined rate for the work performed unless they are employed pursuant to and individually registered in a program which has received prior approval, evidenced by formal certification by the DOL, Employment and Training Administration. I (2) The ratio of trainees to journeyman-level employees on the job site shall not be greater than permitted under the plan approved by the Employment and Training Administration. Any employee listed on the payroll at a trainee rate who is not registered and participating in a training plan approved by the Employment and Training Administration shall be paid not less than the applicable wage rate on the wage determination for the classification of work actually performed. In addition, any trainee performing work on the job site in excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate on the wage determination for the work actually performed. I (3) Every trainee must be paid at not less than the rate specified in the approved program for hislher level of progress, expressed as a percentage of the journeyman-level hourly rate specified in the applicable wage determination. Trainees shall be paid fringe benefits in accordance with the provisions of the trainee program. If the trainee program does not mention fringe benefits, trainees shall be paid the full amount of fringe benefits listed on the wage determination unless the Administrator of the Wage and Hour Division determines that there is an apprenticeship program associated with the corresponding journeyman-level wage rate on the wage determination which provides for less than full fringe benefits for apprentices, in which case such trainees shall receive the same fringe benefits as apprentices. I I (4) In the event the Employment and Training Administration withdraws approval of a training program, the contractor or subcontractor will no longer be permitted to utilize trainees at less than the applicable predetermined rate for the work performed until an acceptable program is approved. I c. Helpers: I Helpers will be permitted to work ona project if the helper classification is specified and defined on the applicable wage determination or is approved pursuant to the conformance procedure set forth in Section IV.2. Any worker listed on a payroll at a helper wage rate, who is 1'l0tahE!lPE1rund~aJ!l apprOVed definition, !jh;aJ1 be p~d not less than the applicable wage rate on the wage determination 1 for the c1assificatiOriof \'(oJk'actlflally perfonined. ; I .' ,.... :.1 5. Apprentlee!'lllnd*,";rain~.,~,;(i>,n)grams of:!the U,S.Qpn: I Appre!"lticesW)dttwrf ~i,iilgl:Jn~er~Pt~hti TransportCltiOriasPf9"i-n~6m91. .' '.' .." c(mn~ctio'rtiwilliF paragraph 4 of this Se~ti~rt jX1.' · .'~'i~~aight ,ime~ourly w by the particular programs. Th~~tio.of apprentioes and particular program. ' , ;:U:1~~kHl trairin:g . programs which have been certified by the Secretary of 'ai~:h19PWaYCOristrl!ctionprogramsare not subject to the requirements of tElS fbrapPr~ri~cGsandtrainees under such programs will be established loesS toJoumeyliien shall not be greater than permitted by the terms of the I I 6. Withholding: I - The SHA shall upon its own action or upon written request of an authorized representative of the DOL withhold, or cause to be withheld, from the contractor or subcontractor under this contract or any other Federal contract with the same prime contractor, or any other Federally-assisted contract subject to Davis-Bacon prevailing wage requirements which is held by the same prime contractor, as much of the accrued payments or advances as may be considered necessary to pay laborers and mechanics, including apprentices, trainees, and ii - - - D-6 I I helpers, employed by the contractor or any subcontractor the full amount of wages required by the contract. In the. event of failure to pay any laborer or mechanic, including any apprentice, trainee, or helper, employed or working on the site of the work, all or part of the wages required by the contract, the SHA contracting officer may, after written notice to the contractor, take such action as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds until such violations have ceased. I 7. Overtime Requirements: I No contractor or subcontractor contracting for any part of the contract work which may require or involve the employment of laborers, mechanics, watchmen, or guards (including apprentices, trainees, and helpers described in paragraphs 4 and 5 above) shall require or permit any laborer, mechanic, watchman, or guard in any workweek in which he/she is employed on such work, to work in excess of 40 hours in such workweek unless such laborer, mechanic, watchman, or guard receives compensation at a rate not less than one-and- one-half times hislher basic rate of pay for all hours worked in excess of 40 hours in such workweek. I 8. Violation: I Liability for Unpaid Wages; Liquidated Damages: In the event of any violation of the clause set forth in paragraph 7 above, the contractor and any subcontractor responsible thereof shall be liable to the affected employee for hislher unpaid wages. In addition, such contractor and subcontractor shall be liable to the United States (in the case of work done under contract for the District of Columbia or a territory, to such District or to such territory) for liquidated damages. Such liquidated damages shall be computed with respect to each individual laborer, mechanic, watchman, or guard employed in violation of the dause set forth in paragraph 7, in the sum of $10 for each calendar day on which such employee was required or permitted to work in excess of the standard work week of 40 hours without payment of the overtime wages required by the clause set forth in paragraph 7. I 9. Withholding for Unpaid Wages and Uquldated Damages: I The SHA shall upon its own action or upon written request of any authorized representative of the DOL withhold, or cause to be withheld, from any monies payable on account of work performed by the contractor or subcontractor under any such contract or any other Federal contract with the same prime contractor, or any other Federally-assisted contract subject to the Contract Work Hours and Safety Standards Act, which is held by the same prime contractor, such sums as may be determined to be necessary to satisfy any liabilities of such contractor or subcontractor for unpaid wages and liquidated damages as provided in the clause set forth in paragraph 8 above. I V. STATEMENTS AND PAYROLLS I (Applicable to all Federal-aid construction contracts exceeding $2,000 and to all related subcontracts, except for projects located on roadways classified as local roads or rural collectors, which are exempt.) I 1. Compliance with Copeland Regulations (29 CFR 3): The contractor shall comply with the Copeland Regulations of the Secretary of Labor which are herein incorporated by reference. 2. Payrolls and Payroll Records: I a. Payrolls and basic records relating thereto shall be maintained by the contractor and each subcontractor during the course of the work and preserved for a period of 3 years from the date of completion of the contract for all laborers, mechanics, apprentices, trainees, watchmen, helpers, and guards working at the site of the work. I b. The payroll records shall contain the name, social security number, and address of each such employee; his or her correct classification; hourly rates of wages paid (including rates of contributions or costs anticipated for bona fide fringe benefits or cash equivalent thereof the types described in Section 1(b)(2)(8) olthe Davis Bacon Act); daily and weekly number of hours worked; deductions made; and actual wages paid. In addition, for Appalachian contrac~,the payroll records shall contain a notation indicating whether the employee does, or does not, normally reside in the labor arEla as definijQ in Attachme!'1t A, paragraph 1. Whenever the Secretary of Labor, pursuant to Section IV, paragraph 3b, has found that the wages of any '.liboreror mechanic include the amount of any costs reasonably anticipated in providing benefits under a plan or program described in Section 1 (b)(2)(B)of the Davis Bacon Act, the contractor and each subcontractor shall maintain records which show that the .commitmentto provide such benefits is enforceable, that the plan or program is financially responsible, that ~ 'plan or progr~has been communicated in wri~ng, tothela.borerS or mechanics affected, and show the cost anticipated or the acfual cosLir\cvrred inprovicfil;l9 benefits. C<?ntract()l:s or subcontractors employing apprentices or trainees under approved programs shall ma.intain writlenevldence of.the registration of appr;Elnticesand trainees,and ratios and wage rates prescribed in the applicable programs. I c. Each C9I1~liC~nJ~rlshal[:~rnish'eacr\Vee~ iri Wh1cb any contract work is performed, to the SHA resident engineer a payroll of wages ! ~~ "plo,y~~s @lIifl!Jdin.. . ..Iil/.i,~, trllil'1~~,. ~nQ ,}'lelpers, described in Section I V, paragraphs 4 and 5, and watchmen andlguai~'>>:,()rkdJ)l~F')Rt!i, "tQQ If!l:IY~e1J~ri~). Thelayroll s~b~jtted s~a11 set out accur~tely and completely all of ~e I .. .... . qpl~eP (011)13' mllJd em ,_~rkpti2bof thiS Section V. This Information may be submitted in any form desired. Optional Form WH-347 is available lor this purpose and may be purchased from the Superintendent of Documents (Federal stock number 029-005-0014-1 ), U.S. Government Printing Office, Washington, D. C. 20402. The prime contractor is responsible for the submission of copies of payrolls by all subcontractors. I I I I I I 0-7 I I I I I I I I I I I I I I I I I I d. Each payroll submitted shall be accompanied by a "Statement of Compliance," signed by the contractor or subcontractor or hislher agent who pays or supervises the payment of the persons employed under the contract and shall certify the following: (1) that the payroll for the payroll period contains the information required to be maintained under paragraph 2b of this Section V and that such information is correct and complete; (2) that such laborer or mechanic (induding each helper, apprentice, and trainee) employed on the contract during the payroll period has been paid the full weekly wages earned, without rebate, either directly or indirectly, and that no deductions have been made either directly or indirectly from the full wages earned, other than permissible deductions as set forth in the Regulations, 29 CFR 3; (3) that each laborer or mechanic has been paid not less that the applicable wage rate and fringe benefits or cash equivalent for the classification of worked performed, as specified in the applicable wage determination incorporated into the contract. e. The weekly submission of a properly executed certification set forth on the reverse side of Optional Form WH-347 shall satisfy the requirement for submission of the "Statement of Compliance" required by paragraph 2d of this Section V. f. The falsification of any of the above certifications may subject the contractor to civil or criminal prosecution under 18 U.S.C. 1001 and 31 U.S.C. 231. g. The contractor or subcontractor shall make the records required under paragraph 2b of this Section V available for inspection, copying, or transcription by authorized representatives of the SHA, the FHWA, or the DOL, and shall permit such representatives to interview employees during working hours on the job. If the contractor or subcontractor fails to submit the required records or to make them available, the SHA, the FHWA, the DOL, or all may, after written notice tothe contractor, sponsor, applicant, or owner, take such actions as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds. Furthermore, failure to submit the required records upon request or to make such records available may be grounds for debarment action pursuant to 29 CFR 5.12. VI. RECORD OF MATERIALS, SUPPLIES, AND LABOR 1. On all Federal-aid contracts on the National Highway System, except those which provide solely for the installation of protective devices at railroad grade crossings, those which are constructed on a force account or direct labor basis, highway beautification contracts, and contracts for which the total final construction cost for roadway and bridge is less than $1,000,000 (23 CFR 635) the contractor shall: a. Become familiar with the list of specific materials and supplies contained in Form FHWA-47, "Statement of Materials and Labor Used by Contractor of Highway Construction Involving Federal Funds," prior to the commencement of work under this contract. b. Maintain a record of the total cost of all materials and supplies purchased for and incorporated in the work, and also of the quantities of those specific materials and supplies listed on Form FHWA-47, and in the units shown on Form FHWA-47. c. Furnish, upon the completion of the contract, to the SHA resident engineer on Form FHWA-47 together with the data required in paragraph 1 b relative to materials and supplies, a final labor summary of all contract work indicating the total hours worked and the total amount earned. 2. At the prime contractor's option, either a single report covering all contract work or separate reports for the contractor and for each subcontract shall be submitted. VII. SUBLETTING OR ASSIGNING THE CONTRACT 1. The contractor shall perform with its own organization contract work amounting to not less than 30 percent (or a greater percentage if specified elsewhere in the contract) of the total original contract price, exduding any specialty items designated by the State. Specialty items may be performed by subcontract and the amount of any such specialty items performed may be deducted from the total original contract price before computing the amount of work required to be performed by the contractor's own organization (23 CFR 635). a. "Its own, organization" shall be construed to include only workers employed and paid directly by the prime contractor and equipment owned or rented by the prime contractor, with or without operators. Such term does not indude employees or equipment of a subcontractor, assignee, or agent of the prime contractor. b. "Specialty llems"shallbeconstrued to,be limited to work that r~quires highly specialized knowledge, abilities, or equipment not ordinarily available in th13typeQI cClntracting organizationSiqualified and ~xpected to bid on the contract as a whole and in general are to be limited to minorlcomponentsofthe averalICiontract.., I' "; '::.,:,:'..,:. , : "_ _ ,::i 2. The contract fUTtpuntYPfiln Whiph therequiremanl$$l!tfqrlhin par<!graph 1 of Section VII is computed indudes the cost of material and manufacturedpr~u$ts Wh.'lcharelo 'be pyfchased(lrproducM by the contractor under the contract provisions. , j" -, . ',,'. ' -, . ~,:," -" :: -:';: _: : 3. The contractbr shallfUri\1(!,11 (a.) acomPElII3n:tsuperiotel1d~nt or supervisor who is employed by the firm, has full authority to direct performance of the work in accordance with the contract requirements, and is in charge of all construction operations (regardless of who performs the work) and (b) such other of its own organizational resources (supervision, management, and engineering services) as the SHA contracting officer determines is necessary to assure the performance of the contract. 0-8 I I I I I I I I I I I I I I - I I I I I 4. No portion of the contract shall be sublet, assigned or otherwise disposed of except with the written consent of the SHA contracting officer, or authorized representative, and such consent when given shall not be construed to relieve the contractor of any responsibility for the fulfillment of the contract. Written consent will be given only after the SHA has assured that each subcontract is evidenced in writing and that it contains all pertinent provisions and requirements of the prime contract. VIII. SAFETY: ACCIDENT PREVENTION 1. In the performance of this contract the contractor shall comply with all applicable Federal, State, and local laws governing safety, health, and sanitation (23 CFR 635). The contractor shall provide all safeguards, safety devices and protective equipment and take any other needed actions as it determines, or as the SHA contracting officer may determine, to be reasonably necessary to protect the life and health of employees on the job and the safety of the public and to protect property in connection with the performance of the work covered by the contract. 2. It is a condition of this contract, and shall be made a condition of each subcontract, which the contractor enters into pursuant to this contrac~ that the contractor and any subcontractor shall not permit any employee, in performance of the contract, to work in surroundings or under conditions which are unsanitary, hazardous or dangerous to hislher health or safety, as determined under construction safety and health standards (29 CFR 1926) promulgated by the Secretary of Labor, in accordance with Section 107 of the Contract Work Hours and Safety Standards Act (40 U.S.C. 333). 3. Pursuant 10 29 CFR 1926.3, it is a condition of this contract that the Secretary of Labor or authorized representative thereof, shall have right of entry to any site of contract performance to inspect or investigate the matter of compliance with the construction safety and health standards and to carry out the duties of the Secretary under Section 10701 the Contract Work Hours and Safety Standards Act (40 U.S.C. 333). IX. FALSE STATEMENTS CONCERNING HIGHWAY PROJECTS In order to assure high quality and durable construction in conformity with approved plans and specifications and a high degree of reliability on statements and representations made by engineers, contractors, suppliers, and workers on Federal-aid highway projects, it is essential that all persons concerned with the project perform their functions as carefully, thoroughly, and honestly as possible. Willful falsification, distortion, or misrepresentation with respect to any facts related to the project is a violation of Federal law. To prevent any misunderstanding regarding the seriousness of these and similar acts, the following notice shall be posted on each Federal-aid highway project (23 CFR 635) in one or more places where it is readily available to all persons concemed with the project: NOTICE TO ALL PERSONNEL ENGAGED ON FEDERAL-AID HIGHWAY PROJECTS 18 U.S.C. 1020 reads as follows: 'Whoever, being an officer, agent, or employee of the United States, or of any State or Territory, or whoever, whether a person, association, firm, or corporation, knowingly makes any false statement, false representation, or false report as to the character, quality, quantity, or cost of the material used or to be used, or the quantity or quality of the work performed or to be performed, or the cost thereof in connection with the submission of plans, maps, specifications, contracts, or costs of construction on any highway or related project submitted for approval to the Secretary of Transportation; or Whoever knowingly makes any false statement, false representation, false report or false claim with respect to the character, quality, quantity, or cost of any work performed or to be performed, or materials furnished or to be furnished, in connection with the construction of any highway or related project approved by the Secretary of Transportation; or Whoever knowingly makes any false statement or false representation as to material fact in any statement, certificate, or report submitted pursuant to provisions of the Federal-aid Roads Act approved July 1, 1916, (39 Stat. 355), as amended and supplemented; Shalf be fined not more that $10,000 or imprisoned not more than 5 years or both.' X. IMPLEMENTATION OF CLEAN AIR ACT AND FEDERAL WATER POLLUTION CONTROL ACT (Applicable to all Federal-aid construction contracts and to all related subcontracts of $100,000 or more.) By submission of this bId or the execution of this contract,br subcontract, as appropriate, the bidder, Federal-aid construction contractor, or subcontractor,as appropri,ate, will be deemed to have stipulated as follows: 1. That any facilny 1hatis or wm, be utilized jnth~perforll'lance of this contract, unless such contract is exempt under the Clean Air Act, as amended (42 U.S.(). .~~57~,~i,ias ~end~ by Put;l,4. 91-604), and under the Federal Water Pollution Control Act, as amended (33 U.S.C. 1251 et~"'aSiJ.ineoo~'I1Puq.L 92.~OO)j Execullve.Ord~r 117~,andregulations in implementation thereof (40 CFR 15) is not listed, on th;dateofsol'lll'atl:'~'Nclidj on the U,S. Envlro-rhnental Pr6tec~on Agency (EPA) Ust of Violating Facilities pursuant to 40 CFR 15.20. . 2. Thatlhe firm agrees to comply 'and remain in complia'n2e with 'all the rEiquirements of Section 114 of the Clean Air Act and Section 308 of the Federal Waler Pollution Control Act and all regulations and guidelines listed thereunder. 3. That the firm shall promptly notify the SHA of the receipt of any communication from the Director, Office of Federal Activities, EPA, indiCClting that 'a facility that is or will be utilized for the contract is under considemtion to be listed on the EPA Ust of Violating Facilities. 0-9 I I 4. That the firm agrees to include or cause to be included the requirements of paragraph 1 through 4 of this Section X in every nonexempt subcontract, and further agrees to take such action as the government may direct as a means of enforcing such requirements. I XI. CERTIFICATION REGARDING DEBARMENT, SUSPENSION,INEUGIBIUTY AND VOLUNTARY EXCLUSION 1. Instructions for Certification. Primary Covered Transactions: (Applicable to all Federal-aid contracts - 49 CFR 29) I a. By signing and submitting this proposal, the prospective primary participant is providing the certification set out below. I b. The inability of a person to provide the certification set out below will not necessarily result in denial of 'participation in this covered transaction. The prospective participant shall submit an explanation of why it cannot provide the certification set out below. The certification or explanation will be considered in connection with the department or agency's determination whether to enter into this transaction. However, failure of the prospective primary participant to furnish a certification or an explanation shall disqualify such a person from participation in this transaction. I c. The certification in this clause is a material representation of fact upon which reliance was placed when the deparbnent or agency determined to enter into this transaction. If it is later determined that the prospective primary participant knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the department or agency may terminate this transaction for cause of default. I d. The prospective primary participant shall provide immediate written notice to the deparbnent or agency to whom this proposal is submitted if any time the prospective primary participant learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. I e. The terms "covered transaction," "debarred," "suspended," 'ineligible," "lower tier covered transaction," 'participant," "person," "primary covered transaction," 'principal," "proposal," and "voluntarily excluded," as used in this clause, have the meanings set out in the Definitions and Coverage sections of rules implementing Executive Order 12549. You may contact the deparbnent or agency to which this proposal is submitted for assistance in obtaining a copy of those regulations. I f. The prospective primary participant agrees by submitting this proposal that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the department or agency entering into this transaction. I I g. The prospective primary participant further agrees by submitting this proposal that it will include the clause tiUed 'Certification Regarding Debarmen~ Suspension, Ineligibility and Voluntary Exclusion-Lower Tier Covered Transaction," provided by the deparbnent or agency entering into this covered transaction, without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions. I h. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its principals. Each participant may, but is not required to, check the non procurement portion of the 'Usts of Parties Excluded From Federal Procurement or Nonprocurement Programs' (Nonprocurement List) which is compiled by the General Services Administration. I i. Nothing contained in the foregoinQ shall be con~.trued to require. e~tablishment of a system of records in order to render in good faith the certification required by this clause. ThElknoWledg~ and information of participant is not required to exceed that which is normally possessed by a pfudantperson,n the ordinarycourse'ofib!.lsiness dealing~. j. Exceptf~~ o~a~~ed'\.fn~'pCJf~9tl:lpl1iJ:OflheWiinSft~bti<>ns. If a participant in a covered transaction knowingly enters into a Ja.Yer ~ ~;r , .~a,c~09,~t~:aiper~p,llwho is,~H~~~d~,de~rfediineligible, or voluntarily excluded fro~ participation in ~is transaction, In a~9ltiontoother remedies available to thej:!Elderal Government, the department or agency may terminate thiS transaction for cauSeordef<lult. I I .. :.... t] I Certlficatlo:n'Flegar'alngD!!barment, Svspensloh,lneJlglblllty a(1d'Voluntary Exclusion-Primary Covered Transactions 1. The prospedtiv~'prlihi'lrypaf'llbipan~ certifies to the :best of its knowle<jgeand belief, that it and its principals: <:1.-.: ,,--\I'~>"l:~' -',: - ii: :i'- -. ~ --- 'C- ',_':".-':,':', _':' .: : a. Are not' pr9senW dei;)arred, suspe~dad, prQP9Sedfor debarh'l~nt,declared ineligible, or voluntarily excluded from cover d transactions by any Federal dapartmentor agency;: . ... I b. Have not within a 3-year period preceding this proposal been convicted of or had a civil judgement rendered against them for commission of fraud or a criminal offense in connection with obtaining, attempting to obtain, or performing a public (Federal, State or local) I I I 0-10 I I 1 I. I I I I I 1 I I I I 1 I I I I transaction or contract under a public transaction: violation of Federal or State antitrust statutes or commission of embezzlement, theft, forgery, bribery, falsification or destruction of records, making false slatements, or receiving stolen property; c. Are not presently indicted for or otherwise criminally or civilly charged by a governmental entity (Federal, State or local) with commission of any of the offenses enumerated in paragraph 1 b of this certification; and d. Have not within a 3-year period preceding this application/proposal had one or more public transactions (Federal, State or local) terminated for cause or default. 2. Where the prospective primary participant is unable to certify to any of the statements in this certification, such prospective participant shall attach an explanation to this proposal. 2. Instructions for Certification - Lower Tier Covered Transactions: (Applicable to all subcontracts, purchase orders and other lower tier transactions of $25,000 or more - 49 CFR 29) a. By signing and submitting this proposal, the prospective lower tier is providing the certification set out below. b. The certification in this clause is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the prospective lower tier participant knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the department, or agency with which this transaction originated may pursue available remedies, including suspension and/or debarment. c. The prospective lower tier participant shall provide immediate written notice to the person to which this proposal is submitted if at any time the prospective lower tier participant learns that its certification was erroneous by reason of changed circumstances. d. The terms "covered transaction," "debarred," "suspended," "ineligible," "primary covered transaction," "participant," "person," "principal," "proposal," and "voluntarily excluded," as used in this clause, have the meanings set out in the Definitions and Coverage sections of rules implementing Executive Order 12549. You may contact the person to which this proposal is submitted for assistance in obtaining a copy of those regulations. e. The prospective lower tier participant agrees by submitting this proposal that, should the proposed covered transaction be entered into, it shall not knowingly enter into any lower tier covered transaction with a person who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction, unless authorized by the department or agency with which this transaction originated. f. The prospective lower tier participant further agrees by submitting this proposal that it will include this clause titled "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion-lower Tier Covered Transaction," without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions. g. A participant in a covered transaction may rely upon a certification of a prospective participant in a lower tier covered transaction that is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its principals. Each participant may, but is not required to, check the Nonprocurement List. h. Nothing contained in the foregoing shall be construed to require establishment of a system of records in order to render in good faith the certification required by this clause. The knowledge and information of participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. i. Except for transactions authorized under paragraph e .of these instructions, if a participant in a covered transaction knowingly enters into a lower tier covered transaction with a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction, in addition.to other remedies available to the Federal Government, the department or agency with which this transaction originated may pursue available remedies, inclUding sus~nsion and/or debarment. +,.:. *. I. ,i.,' T:" -,,::~::. _:.>1_.'; ,,' _ ":.:'" _' , __,::! Certlficatlon~e:gaf~Iri:!:J:b.lf!!i~trnent, Suspenslon.lil~llglbllllyandVC)lontaryExcluslon..Lower Tier Covered Transactions: ,',' ':::,:,::J::., :,:::<,:~,;':::_,':;' ::'., . ::1,:" '. .: ,:',;" ' " : . "d,.: ,:' 1. The prospectiJe tq-wer" tier par;tjQjpant certi[li:ls, by s).JQ.lTlisSio~ o/this proPl'~, that neither it nor its principals is presently debarred, suspended, propose<;! iordebarl11ent, declar~!:j lmeligil;lJe,or volufi\laritye~cluded from participation in this transaction by any Fedeial department or ag!3ncy",:. . . . . i. . I 2. Where the prospe6tivelow~r tier partiCIpant iSUI'l!ablelo:certiiyto.any o.f the statements in this certification, such prospectiVe participant shall attach an explanation to this proposal. I 0-11 I I XII. CERTIFICATION REGARDING USE OF CONTRACT FUNDS FOR LOBBYING I (Applicable to all Federal-aid construction contracts and to all related subcontracts which exceed $100,000 - 49 CFR 20) 1. The prospective participant certifies, by signing and submitting this bid or proposal, to the best of his or her knowledge and belief, that: I a No Federal appropriated funds have been paid or will be paid, by or on behalf of the undersigned, to any person for influencing or attempting to influence an officer or employee of any Federal agency; a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with the awarding of any Federal contract, the making of any Federal grant, the making of any Federal loan, the entering iilto of any cooperative agreement, and the extension, continuation, renewal, amendment, or modification of any Federal contract, grant, loan, or cooperative agreement. I b. If any funds other than Federal appropriated funds have been paid or will be paid to any person for influencing or attempting to influence an officer or employee of any Federal agency, a Member of Congress, an officer or employee of Congress, or an employee of a Member of Congress in connection with this Federal contract, grant, loan, or cooperative agreement, the undersigned shall complete and submit Standard Form-LLL, "Disclosure Form to Report Lobbying," in accordance with its instructions. I 2. This certification is a material representation of fact upon which reliance was placed when this transaction was made or entered into. Submission of this certification is a prerequisite for making or entering into this transaction imposed by 31 U.S.C. 1352. Any person who fails to file the required certification shall be subject to a civil penalty of not less than $10,000 and not more than $100,000 for each such failure. I I 3. The prospective participant also agrees by submitting his or her bid or proposal that he or she shall require that the language of this certification be included in all lower tier subcontracts, which exceed $100,000 and that all such recipients shall certify and disclose accordingly. I I I I I I I I I I I 0-12 I I ATTACHMENT A - EMPLOYMENT PREFERENCE FOR APPALACHIAN CONTRACTS (Applicable to Appalachian contracts only.) I 1. During the performance of this contract, the contractor undertaking to do work which is, or reasonably may be, done as on-site work, shall give preference to qualified persons who regularly reside in the labor area as designated by the DOL wherein the contract work is situated, or the subregion, or the Appalachian counties of the State wherein the contract work is situated, except: a. To the extent that qualified persons regularly residing in the area are not available. I b. For the reasonable needs of the contractor to employ supervisory or specially experienced personnel necessary to assure an efficient execution of the contract work. I c. For the obligation of the contractor to offer employment to present or former employees as the result of a lawful collective bargaining contract, provided that the number of nonresident persons employed under this subparagraph 1c shall not exceed 20 percent of the total number of employees employed by the contractor on the contract work, except as provided in subparagraph 4 below. I 2. The contractor shall place a job order with the State Employment Service indicating (a) the classifications of the laborers, mechanics and other employees required to perform the contract work, (b) the number of employees required in each classification, (c) the date on which he estimates such employees will be required, and (d) any other pertinent information required by the State Employment Service to complete the job order form. The job order may be placed with the State Employment Service in writing or by telephone. If during the course of the contract work, the information submitted by the contractor in the original job order is substantially modified, he shall promptly notify the State Employment Service. I I 3. The contractor shall give full consideration to all qualified job applicants referred to him by the State Employment Service. The contractor is not required to grant employment to any job applicants who, in his opinion, are not qualified to perform the classification of work required. I 4. If, within 1 week following the placing of a job order by the contractor with the State Employment Service, the State Employment Service is unable to refer any qualified job applicants to the contractor, or less than the number requested, the State Employment Service WIll forward a certificate to the contractor indicating the unavailability of applicants. Such certificate shall be made a part of the contractor's permanent project records. Upon receipt of this certificate, the contractor may employ persons who do not normally reside in the labor area to fill positions covered by the certificate, notwithstanding the provisions of subparagraph 1c above. I 5. The contractor shall include the provisions of Sections 1 through 4 of this Attachment A in every subcontract for work which is, or reasonably may be, done as on-site work. I I I I I I I I I D-13 I I I I I I I I I I I I I I I I I I REQUIRED CONTRACT PROVISIONS FOR FEDERAL-AID CONTRACTS BUY AMERICA January 7, 1994 Revised: December 17,1987 Revised: February 22, 1988 Revised: March 25, 1992 Revised: June 9, 1995 First Use 1993 Specifications: October 22, 1993 All manufacturing processes for steel and iron materials and steel and iron coatings permanently incorporated into this project must Occur in the United States of America. However, pig iron and processed, pelletized, or reduced iron ore used in the production of these products may be manufactured outside the United States. This requirement, however, does not prevent a minimal use of foreign materials and coatings, provided the cost of materials and coatings used does not exceed one-tenth of one percent (0.1 percent) of the total contract cost or $2,500.00, whichever is greater. NOTE: Coatings include: epoxy coating, galvanizing, painting and any other coating that protects or enhances the value of the material. .. .. .. .. .. .. .. ~ .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. .. . .. .. .. .. .. .. .. .. CONVICT PRODUCED MATERIALS March 25,1992 Revised: September 6, 1993 First Use 1993 Specifications: October 22, 1993 Materials produced by convict labor after July 1, 1991, may not be used for Federal-Aid highway construction projects unless it meets the follOwing criteria: 1. The materials must be produced by convicts who are on parole, supervised release or probation from a prison; or, 2. If produced in a qualified prison facility, the amount of such materials produced in any 12-month period in such facility for such construction during the 12-month period ending July 1, 1987. A qualified prison is defined as one produciI:1g convict made materials prior to July 1, 1987. . !! I I I I I I I I I I I I I I I I I I I INSTRUCTIONS FOR CERTIFICATE REGARDING DEBARMENT, SUSPENSION, INELIGIBILITY and VOLUNTARY EXCLUSION --- LOWER TIER COVERED TRANSACTIONS This certificate applies to subcontractors, material suppliers, vendors and other lower tier participants. 1. By signing and submitting this proposal, the prospective lower tier participant is providing the certification set out herein. 2. The certification is a material representation of fact upon which reliance was placed when this transaction was entered into. If it is later determined that the prospective lower tier participant knowingly rendered an erroneous certification, in addition to other remedies available to the Federal Government, the Department or Agency with which this transaction originated may pursue available remedies, including suspension and/or debarment. 3. The prospective lower tier participant shall provide immediate written notice to the person to which the proposal is submitted if at any time the prospective lower tier participant learns that its certification was erroneous when submitted or has become erroneous by reason of changed circumstances. 4. The terms "covered transaction", "debarred", "suspended", "ineligible", "lower tier covered transaction", "participant", "person", "primary covered transaction", "principal", "proposal", and "voluntary excluded", as used in these instructions and the certification, have the meanings set out in the Definitions and Coverage sections of the rules implementing Executive Order 12549 . You may contact the person to which this proposal is submitted for assistance in obtaining a copy of those regulations. 5. The prospective lower tier participant agrees by submitting this proposal/contract that should the proposed covered transaction be entered into, it shall not knowingly enter into a lower tier covered transaction with a person/firm who is debarred, suspended, declared ineligible, or voluntarily excluded from participation in this covered transaction unless authorized by the Department or agency with which this transaction originated. 6. The prospective lower tier participant further agrees by submitting this proposal/contract that it will include the clause title "Certification Regarding Debarment, Suspension, Ineligibility and Voluntary Exclusion --- Lower Tier Covered Transaction", without modification, in all lower tier covered transactions and in all solicitations for lower tier covered transactions. 7. A participant in a covered transaction may rely upon a certification of a prospective participant in lower tier covered transaction that is not debarred, suspended, ineligible, or voluntarily excluded from the covered transaction, unless it knows that the certification is erroneous. A participant may decide the method and frequency by which it determines the eligibility of its principals. Each participant may, but is not required to, check the Nonprocurement List. 8. Nothing contained in the foregoing shall be construed to require establishment lof I a system of records in order to render in good faith the certification required by this clause. The knowledge and information of a participant is not required to exceed that which is normally possessed by a prudent person in the ordinary course of business dealings. 9. Except for transactions authorized under paragraph 5 of these instructions, if tlie participant in a covered transaction knowingly enters into a lower tier covered transaction wit~ a person who is suspended, debarred, ineligible, or voluntarily excluded from participation in this transaction in addition to other remedies available to the Federal Government, the department or agency may pursue available remedies, including suspension and/or debarment. I I I I I I I I I I I I I I I I I I I LOWER TIER CONTRACTOR CERTIFICATION REGARDING DEBARMENT, SUSPENSION, AND OTHER RESPONSIBILITY MATTERS I hereby certify that I am the tive of the COl."''''''fiolA I s(... attached instructions and that to representatives: Vie-I!:: -?lZC.....IO~T and duly authorized representa- L.- r , hie. , whose address is , and I certify that I have read and understand the the best of my knowledge and belief the firm and its (a) Are not presently debarred, suspended, proposed for debarment, declared ineligible or voluntarily excluded from covered transactions by the Georgia Department of Transportation and by any Federal department or agency; (b) I acknowledge that this certification is provided pursuant to Executive Order 12549 and 49 9FR Part 29 and that this firm agrees to abide by the rules and conditions set forth therein for any misrepresentation that would render this certification erroneous, including termination of this Agreement and other remedies available to the Georgia Department of Transportation and Federal Government. (c) I further acknowledge that this certificate is to be furnished to the Georgia Department of Transportation, in connection with the Prime Contractor Agreement involving the participation of Federal Highway Funds, and is subject to applicable State and Federal laws, both criminal and civil. , ~. .,~ ~ ,. t ,..... ~'~d sig~ture ~ . '{SE~L) , - --. '. ~ ;::- -- ~,~~' Date I I I I I I I I I I I I I I I I I I I CERTIFICATION REGARDING EaUAL EMPLOYMENT OPPORTUNITY I further certify that I have .......-- J have not ~, participated in a previous contract or subcontract subject to the equal opportunity clause, as required by Executive Orders 10923, 11114, or 11246, and that I have -L, or have not _, filed with the Joint Reporting Committee, the director of the Office of Federal Contract Compliance, a Federal Government contracting or administering agency, or the former President's Committee on Equal Employment Opportunity, all reports due under the applicable filing requirements. I understand that if I have participated in a previous contract or subcontract subject to the Executive Orders above and have not filed the required reports that 41 CFR 60-1.7(b)(1) prevents the award of this contract unless I submit a report governing the delinquent period or such other period specified by the Federal Highway Administration or by the Director, Office of Federal Contract Compliance, U.S. Department of Labor. Bidder's IRS No. ~ 7 - 0 ?> ~ 4-q ? ~ Reports and notifications required under 41 CFR 60-4 including reporting sub-contract awards in excess of $10,000.00 should be addressed to: Ms. Carol Gaudin Assistant Regional Administrator Office of Federal Contract Compliance Programs 1375 Peachtree Street, NE, Room 678 Atlanta, Georgia 30367 " ~/,t!. {<f1 Signa/!:Il~ ,- Date I I I I I I I I I I I I I I I I I I EXAMINATION OF PLANS AND SPECIFICATIONS I hereby certify that I have carefully examined the plans for this project and the "Standard Specifications", 1993 Edition, "Supplemental Specifications Book", current edition, and the Supplemental Specifications and Special Provisions included in and made a part of this Proposal, and have also personally examined the site of the work. On the basis of the said specifications and plans, I propose to furnish all necessary machinery, tools, apparatus and other means of construction, and do all the work and furnish all the materials in the manner specified. I understand the quantities mentioned are approximate only and are subject to either increase or decrease and hereby propose to perform any increased or decreased quantities of work or extra work on the basis provided for in the Specifications. I also hereby agree that Augusta-Richmond County would suffer damages in a sum equal to at least the amount of the enclosed Proposal Guaranty, in the event my Proposal should be accepted and a Contract tendered me thereunder and I should refuse to execute same and furnish bond as herein required, in consideration of which damage, and in order to prevent same, which is, necessarily, incomputable and irreparable, I hereby agree that, in the event of such failure on my part to execute said Contract and furnish said bond within fifteen (15) days after the date of the letter transmitting the Contract to me, the amount of said Proposal Guaranty shall be and is hereby, forfeited to Augusta-Richmond County as liquidated damages as the result of such failure on my part. I further propose to execute the contract agreement described in the Specifications as soon as the work is awarded to me, and to begin and complete the work within the time limit provided. I also propose to furnish a Contract Bond, approved by Augusta-Richmond County, as required by the laws of the State of Georgia. This bond shall not only serve to guarantee the completion of the work on my part, but also to guarantee the excellence of both workmanship and materials until the work is finally accepted, as well as to fully comply with all the laws of the State of Georgia. '~/ ~ '/ / ~ 3;'&/~' . Date Signature ~ t..~ - - t - . '- -- 1 'I ,.' .-;: ;::-4 ,~ ..;;:"" ,,,,~ ,,<' I I I I I I I I I I I I I I I I I I I NOTICE TO CONTRACTORS COMPLIANCE WITH TITLE VI OF THE CIVIL RIGHTS ACT OF 1964 FOR FEDERAL-AID CONTRACTS During the performance of this Contract, the CONTRACTOR, for itself, its assi,gnees and successors in interest (hereinafter referred to as the "CONTRACTOR"), agrees as follows: (1) Compliance with Requlations: The CONTRACTOR will comply with the Regulations of the Department of Transportation relative to nondiscrimination in Federally assisted programs of the Department of Transportation (Title 49, Code of Federal Regulations, Part 21, hereinafter referred to as the Regulations [also 49 CFR Part 27]), which are herein incorporated by reference and made a part of this contract. (2)Nondiscrimination: The CONTRACTOR, with regard to the work performed by it after award and prior to completion of the contract work, will not discriminate on the grounds of race, color, national origin, or sex in the selection and retention of subcontractors including procurement of materials and leases of equipment. The CONTRACTOR will not participate either directly or indirectly in the discrimination prohibited by Section 21.5 of the Regulations, including employment practices when the contract covers a program, set forth in Appendix B of the Regulations. In addition, the CONTRACTOR will not participate either directly or indirectly in the discrimination prohibited by 23 CFR 71 0.405(b). (3)Solicitations for Subcontracts. Includinq Procurement of Materials and Equipment: In all solicitations, either by competitive bidding or negotiations made by the CONTRACTOR for work to be performed under a subcontract, including procurement of materials or equipment, each potential subcontractor or supplier shall be notified by the CONTRACTOR of the CONTRACTOR's obligations under this contract and the Regulations relative to nondiscrimination on the grounds of race, color, national origin or sex. (4)lnformation and Reports: The CONTRACTOR will provide all information and reports required by the Regulations, or orders and instructions issued pursuant thereto, and will permit access to its books, records, accounts, other sources of information, and its facilities as may be determined by the SPONSOR, State Department of Transportation or the Federal Highway Administration to be pertinent to ascertain compliance with such Regulations, orders and instructions. Where any information required of the CONTRACTOR is in the exclusive possession of another who fails or refuses to furnish this information, the CONTRACTOR shall so certify to the SPONSOR, State Department of Transportation, or the Federal Highway Administration as appropriate, and shall set forth what efforts it has made to obtain this information. : (5)Sanctions for Noncompliance: In the event of the CONTRACTOR's noncompliance lith the nondiscrimination provisions of this contract, the SPONSOR shall impose such contract sanctions as it or the State Department of Transportation or Federal Highway Administration may d~termine to be appropriate, including, but not limited to: : (a)withholding of payments to the CONTRACTOR under the contract until the CONTRACTOR complies, and/or I I I I I I I I I I I I I I I I I I I - (b)cancellation, termination or suspension of this contract, in whole or in part. (6)lncorporation of Provisions: The CONTRACTOR will include the provisions of paragraphs (1) through (6) in every subcontract, including procurement of materials and leases of equipment, unless exempt by the Regulations, order, or instructions issued pursuant thereto. The CONTRACTOR will take such action with respect to any subcontract or procurement as the SPONSOR, State Department of Transportation or the Federal Highway Administration may direct as a means of enforcing such provisions including sanctions for noncompliance. Provided, however, that in the event the CONTRACTOR becomes involved in, or is threatened with, litigation with a subcontractor or supplier as a result of such direction, the CONTRACTOR may request the SPONSOR to enter into such litigation to protect the interests of the SPONSOR. In addition, the CONTRACTOR may request the State or the United States to enter into such litigation to protect the interests of the State or the United States, respectively. I I I I I I I I I I I I I I I I I I I CERTIFICATION OF CONTRACTOR DRUG-FREE WORKPLACE I hereby certify that I am a principle and duly authorized representative of address is Cot..u .."Go/A. . So c- that: l- - r . /..,(. . whose . and it is also certified (1 ) The provisions of Section 50-24-1 through 50-24-6 of the Official Code of Georgia Annotated, relating to the "Drug-Free Workplace Act" have been complied with in full; and {2} A drug-free workplace will be provided for the CONTRACTOR's employees during the performance of the contract; and {3} Each subcontractor hired by the CONTRACTOR shall be required to ensure that the subcontractor's employees are provided a drug-free workplace. The CONTRACTOR shall secure from that subcontractor the following written certification: "As part of the subcontracting agreement with the CONTRACTOR, <the subcontractor> certifies to the CONTRACTOR that a drug-free workplace will be provided for the subcontractor's. employees during the performance of this contract pursuant to paragraph (7) of subsection (b) of the Official Code of Georgia Annotated Section 50-24-3"; and (4) It is certified that the undersigned will not engage in unlawful manufacture, sale, distribution, dispensation, possession, or use of a controlled substance or marijuana during the performance of the contract. Date 3/1'r.I/"'" ~'L~ Signature I I I I. I I I I I I I I I I I I I I Firat Use: March 23, 1990 DBE GOALS VENDoRID: zc..r'Z..QO BIDDER'S COMPANY NAME: L--j . INc... PROJECT NO. & COUNTY: STP-{')QoEi (elf€.) 1 ell.~N1.,,,IO LET NO: LET DATE: roTALBID:-.J 2.07./00.6>0 THE REQUIRED DBE GOAL ON THIS CONTRACT IS: 00/. I PROPOSE TO UTILIZE THE FOLLOWING DBE'S: LIST OF DBE PARTICIPANTS VENDOR NUMBER DBE NAME! ADDRESS (CITY, STATE) TYPE OF WORK -WORK . -- CODE AMOUNT , I I TOTAL ClJ (J Q I I PLEASE NOTE: Only 60 % of the participation ofa DBE Supplier who does not manufacture or install ! the product will be counted toward the goal. See back of this page for further instructionsi I .For Departmental use only. Do not 611 in Vendor numbers nor work codes. - I I I I I I I I I I I I I I I I I I . . INSTRUCTIONS FOR LIST OF DBE PARTICIPANTS If a DBE Goal is indicated, you must propose to achieve a goal that is equal to or greater than the percentage required. If no Goal is indicated you may propose your own goal. The DBE firms to be utilized as counting toward the proposed goal must be listed on this form, along with their addresses, type of work and amount to be paid to the minority firms. DBE firms to be utilized as subcontractors, material haulers, or suppliers should be included on this form.. The amount entered will not necessarily be the contract amount, but must be the amount that will be paid to the DBE firm. In the case of a DBE supplier, the amount paid and 60% of that amount should both be entered, and only the 60% figure should be added to the total. This may be shown as follows: Vendor Namel Type of Work *Work Amount No. Address (City, State Code ABC Oil Company Supply Diesel Fuel $80,000.00 Atlanta, GA (60% = $48,000.00) Please Note: For 60% of the amount paid to a DBE supplier to be eligible to count toward fulfilling the DBE Goal, the supplier must be a "regular dealer" in the product involved, and not just a broker. "Regular dealers" would normally sell the product to several customers and would usually have an inventory on hand. *For Departmental use only, Do not fill in Work Codes. I I I I I I I I I I I I I I I I I I I REVISED: January 31, 1996 FIRST USE: June 20, 1996 DEPARnmNT OF TRANSPORTATION STATE OF GEORGIA DISADVANTAGED BUSINESS ENTERPRISE PROORAM CRITERIA FOR ACCEPTABn..ITY The pUrpose of this special provision is to establish criteria for acceptability of DBE firms for work performed on this contract. The intent is to ensure that all participation counted toward fulfillment of the DBE goals is (1) real and substantial, (2) actually performed by viable, independent minority or woman-owned firms, and (3) in accordance with the spirit of the applicable laws and regulations. No participation will be counted toward fulfillment of the DBE goal if: 1. The DBE firm leases, rents, or utilizes substantial amounts of equipment which is either owned or leased by the prime contractor or any firm affiliated with the prime contractor. 2. A substantial number of the employees of the DBE firm are persons who have been employees of the prime contractor and who are temporarily employed by the DBE to perform work on the DBE's subcontract. 3. The DBE owner or owners does not actively participate in the day-to-day management and operation of the firm. This will apply even if the firm is 100% DBE owned. 4. The DBE firm does not itself perform the work but subcontracts a substantial portion to a non-DBE firm. 5. The DBE firm does not perform a commercially useful function consistent with the industry practice of similar non-DBE firms. 6. The DBE Supplier does not meet the criteria established by 49 CFR 23.47 regarding DBE credit for purchase of materials from a regular deale~. The Department may conduct a review of each prime contractor and certified DBE firm to determine compliance with the above criteria. The contractor shall furnish a copy of the subcontract entered into with the DBE along with the Request for Approval of the subcontract. Failure to furnish a copy of the subcontract agreement may disallow the subcontract amount from counting toward the DBE goal. -1- I I I I. I I I I I I I I I I I I I I PURPOSE (A) On Federal-Aid Projects, the purpose of this prov~s~on is to implement Section l003(b) of the Intermodal Surface Transportation Efficiency Act (ISTEA) of 1991 (Pub.L.102-240) or subsequent Federal Legislation so that, except to the extent the Secretary determines otherwise, not less than ten percent of the funds authorized by the Act for the programs in this provision is expended with small business concerns owned and controlled by socially and economically disadvantaged individuals. (B) The ten percent level of participation for disadvantaged businesses established by Section 1003(b) will be achieved if the Department, under the prOgrams covered by this provision, sets and meets overall disadvantaged business goals of at least ten percent. (C) On State-Aid projects, the purpose of this provision is to implement the pOlicy of the State Transportation Board. DEE earnings and commitments for Federal-Aid and State~Aid projects shall be separate and distinct and cannot be transferred or combined in any manner. GOAL FOR PARTICIPATION: If a percentage goal for DEE participation in this contract is set forth elsewhere in this proposal, the Contractor shall enter in the appropriate blanks both the percentage goal and the dollar amount of DEE participation proposed for this contract. The Contractor must make every effort to achieve the goal set by the Department. However, if the Contractor cannot find sufficient DEE participants to meet the goal established by the Department, the Department may consider for award a proposal with less participation than the established goal if: 1. The bidder can demonstrate that no greater participation could be obtained. 2. The participation proposed by the low bidder is not substantially less than the participation proposed by the other bidders on the same contract. The Department reserves the right to reject and disqualify any proposal if the bidder has failed to list bona fide DBE participants with sufficient participation to achieve at least the established goal. Conditional award of the contract may be made with the Notice-to-Proceed withheld, if deemed warranted by the Department until any lack of DEE participation problems are resolved. If no percentage goal is set forth in the proposal, the contractor MAY ENTER A PROPOSED PERCENTAGE GOAL. In this situation, any goal accomplished will not be considered mandatory but will be counted as additional DEE furnished. To be eligible for award of this contract, the bidder must enter on -List -2- . ;;; I I I I I I I I I I I I I I I I I I. I of DBE Participants. , elsewhere in the proposal, the fOllowing information with respect to each DBE Subcontractor or DBE Participant the bidder proposes to use to achieve the DBE goal proposed by the bidder: 1. The name of each DBE Subcontractor or DBE Participant who will either perfor.m work or supply materials on this contract. 2. A description of the work to be perfor.med or material supplied by each DBE Participant. 3 . The dollar amount to be paid to each DBE Subcontractor or DBE Participant. Failure by a bidder to furnish the above information as a part of this proposal will subject the bid to disqualification. Award of a contract by the Department to a Prime Contractor who has listed DBE participants with the bid may not constitute final approval by the Department of the listed DBE. The Department reserves the right to approve or disapprove a Disadvantaged firm after a review of the Disadvantaged firm's proposed participation. Payment .to the Contractor under the contract may be withheld until final approval of the listed DBEs is granted by the Department. If the Contractor desires to substitute a DBE in lieu of those listed in the proposal, a letter of concurrence shall be required from the listed DBE prior to approval of the substitution, unless this requirement is waived by the Department. The Contractor shall, at a minimum, seek DBEs in the same geographic area in which Subcontractors are generally sought. If the Contractor cannot meet the goals using DBEs from this geographic area, the Contractor, as part of its efforts to meet the goals, shall expand its search to a reasonable wider geographic area. Agreements between bidder and a DBE in which DBE promises not to provide Subcontracting quotations to other bidders are prohibited. DEFINITION: For the purposes of this provision, the following definitions will apply: · Affirmative Action. means taking specific steps to eliminate discrimination and its effect, to ensure nondiscriminatory results and practices in the future, and to involve minority business enterprises fully in this contract. .Compliance. means the condition existing when a Contractor has met and implemented the requirements of this provision. .Act. means the Interrnodal Surface Transportation Efficiency Act (ISTEAl of 1991 (Pub.L.102-240). .Disadvan~aged Business. means a small business concern (1) which is at least 51 percent owned by one or more socially and economically disadvantaged individuals, or, in the case of any publicly owned -3- I I I I I I I I I I I I I I I I business, at least 51 percent of the stock of which is owned by one or more socially and economically disadvantaged individuals; and (2) whose management and daily business operations are controlled by one or more of the socially and economically disadvantaged individuals who own it. .Small Business Concern. means a small business as defined pursuant to Section 3 of the Small Business Act and relevant regulations promulgated pursuant thereto. .Socially and Economically DisadVaptaged Individuals. means those individuals who are citizens of the United States (or lawfully admitted permanent residents) and who are Females, Black Americans, Hispanic Americans, Native Americans, Asian-Pacific Americans, or Asian-Indian Americans and any other minorities or individuals' found to be disadvantaged by the Small Business Administration pursuant to Section Sea) of the Small Business Act. The Department shall make a rebuttable presumption that individuals in the following groups are socially and economically disadvantaged. The Department also may determine, on a case by case basis, that individuals who are not a member of one of the following groups are socially and economically disadvantaged: 1. .Black Americans., which includes persons having 'origins in any of the Black racial groups in Africa. 2. .Hispanic Americans., which culture are rooted in South Republic, Puerto Rico, or Portugal. includes persons whose ancestry and or Central America, Cuba, Dominican the Iberian Peninsula, including 3. · Native Americans., which includes persons who are Indians, Eskimos, Aleuts, or Native Hawaiian. 4. .Asian-Pacific Americans., which includes persons whose origins are from Japan, China, Taiwan, Korea, Vietnam, Laos, Cambodia, the Philippines, Samoa, Guam, the u.S. Trust Territories of the Pacific, and the Northern Marianas. 5. .Asian-Indian Americans., which includes persons whose origins are from India, Pakistan and Bangladesh. 6. Or, other lawfully admitted permanent female residents. WBE COMPANIES CAN BE USED TO SATISFY A DBE GOAL DBE goals can be satisfied with the participation of WBE companies, provided the WBE company is certified by the Department as a WBE firm. Since the federal definition uf DBE now includes woman as a presumptive category, WBE firms, properly certified, can be utilized to satisfy DBE goals. If you are not certain of the status of a particular DBE company, please call the EEO Office in Atlanta at 404-656-5323. DISCRIMINATION PROHIBITED: No person shall be excluded from -4- I I I I I I I I I I I I I I I I I I. I participation in, denied the benefits of, or otheIWise discriminated against in connection with the award and performance of this contract on the grounds of race, color, national origin, or sex. GENERAL REQUIREMENTS: 1. Policy: It is the policy of the Department of Transportation that Disadvantaged Business Enterprises as defined in 49 CFR Part 23 shall have the maximum opportunity to participate in the performance of its contracts. . 2. DiSadvantaged Obligation: The contractor agrees to ensure that Disadvantaged Business Enterprises as defined in 49 CFR Part 23 have the maximum opportunity to participate in the performance of this contract and any subcontracts. In this regard, the Contractor shall take all necessary and reasonable steps in accordance with 49 CFR Part 23 to ensure that Disadvantaged Business Enterprises have the maximum opportunity to compete for and perform contracts. The contractor shall not discriminate on the basis of race, color, national origin, or sex in the performance of this contract. 3. Failure to Achieve Requirements: Periodic reviews shall be made by the Department to determine extent of compliance with the requirements set forth in this provision. If the Contractor is found to be in noncompliance, it shall constitute a breach of contract and further payments for any work performed may be withheld until corrective action is taken. If corrective action is not taken, it may result in termination of this contract. DBE PROCEDURES: The Contractor shall develop techniques to facilitate DBE participation in Subcontracting activities. These techniques include: 1. Arranging solicitations, time for the presentation of quotes, quantities, specifications, and delivery schedules so as to facilitate the participation of DBEs. 2. Providing assistance to DBEs in overcoming barriers such as the lnability to obtain bonding, financing, or technical assistance. DEE DIRECTORY: The Department shall have available a directory or source list to facilitate identifying DBEs with capabilities relevant to general contracting requirements and to particular solicitations. The Department shall make the directory available to bidders and proposers in their efforts to meet the DBE requirements. It shall include firms which the Department and/or the Small Business Administration have certified to be eligible DBEs in accordance with 49 CFR Part 23. ~ CERTIFICATION OF DBEs: To ensure that the DBE Program benefits only firms owned and controlled by Disadvantaged Individuals, the Department shall certify the eligibility of DBEs and joint ventures involving DBEs that are named by bidders. SUBSTITUTION OF DBEs: The Contractor shall make a reasonable effort to replace a DBE Subcontractor that is unable to perform for any reason with -5- I. I I I I I I I I I I I I I I I I I I another DBE. The Department shall approve all substitutions of Subcontractors in order to ensure that the substitute firms are eligible DBEs. COUNTING DBE PARTICIPATION TOWARD MEETING DBE GOALS: DBE participation shall be counted toward meeting DBE goals on this contract as follows: 1. Once a firm is determined to be an eligible DBE by the Department, the total dollar value of the work performed by the DBE is counted toward the applicable DBE goals; (Following award of the contract, if a DBE is decertified as a DBE for any reason, the Contractor shall make a reasonable effort to repiace a decertified DBE.) 2. The Contractor may count tQward its DBE goals a portion of the total dollar value of a subcontract with a joint venture eligible under the standards of this provision equal to the percentage of the ownership and controls of the DBE partner in the joint venture. ~ 3. A) The Contractor may count toward its DBE goals only expenditures to DBEs that perform a commercially useful function in the work of a contract. A DBE is considered to perfo~ a commercially useful function when it is responsible for execution of a distinct element of the work of a contract and carrying out its responsibilities by actually performing, managing, and supervising the work involved. To determine whether a DBE is perfoming a commercially useful function, the Contractor shall evaluate the amount of work subcontracted, industry practices, and other relevant factors. B) Consistent with normal industry practices, a DBE contractor or subcontractor may be allowed to enter into further subcontracts. If a DBE Contractor subcontracts a significantly greater portion of the work of the cOntract than would be expected on the basis of normal industry practices, the DBE shall be presumed not to be performing a commercially useful function. The DBE may present evidence to rebut this presumption to the Department. The Department's decision on the rebuttal of this presumption is subJect to review by the U. S. DOT. Normally, however, a DBE contractor or subcontractor will not be allowed, for DBE credit, to further sublet work unless such work is to be performed by another approved DBE. C) For DBE truck hauling to count for DBE credit, the hauling must be done using the DBE's trucks or trucks owned by other disadvantaged individuals. Only as a last resort will hauling by trucks owned by non-disadvantaged individuals be allowed and then upon evidence being furnished to the Department that trucks owned by diSadvantaged individuals are not available. The Department may determine that only the hauling done by trucks owned by disadvantaged individuals will count as DBE credit. At least once a week the contractor shall furnish a hauling plan of truckers to be utilized that week. D) For the furnish of quarried materials, i.e.; graded aggregate bases, etc. to count for DBE credit, the material must be -6- I I I I I I I I I I I I I I I I I I I invoiced directly to the DBE contractor, the material must be hauled by DBE haulers and the material must be placed in its final position by the DBE contractor using its own or acceptably leased equipment with its own personnel. If any of the above conditions are not met, only that portion of the haul which was acceptably hauled by DBE haulers and that portion of the spreading which was actually accomplished by the DBE contractor will be counted for DBE credit (there will be no partial credit for furnishing of the material). E) For furnish of structural components to count for DBE credit, the materials must be directly invoiced to the DBE contractor, the DBE contractor must schedule delivery of the material and the DBE contractor ml,lst actually place the structural components in their final position utilizing their own or acceptably leased equipment. F) For furnish of the items referenced in paragraphs D) & E) above, or any other items to count for DBE credit, joint checks to the DBE and the supplier/manufacturer will not be acceptable. 4. The Contractor may count toward its DBE goals a percentage of the expenditures for materials and supplies obtained from DBE suppliers and manufacturers, provided that the DBEs assume the actual and contractual responsibility for the provision of the materials and supplies as specified below. A. The Contractor may count its entire expenditure to a DBE manufacturer (i. e. , a supplier that actually produces goods from raw materials or substantially alters them before resale) . B. The Contractor may count 60% of its expenditures to DBE regular dealer suppliers that are not manufacturers, provided that the DBE supplier performs a commercially useful function in the supply process, and is established as a regular dealer of the material being furnished and is engaged in selling the material to the public. For purposes of this sections, a regular dealer is a firm that owns, operates, or maintains a store, warehouse, or other establishment in which materials or supplies required for the performance of the contract are bought, kept in stock, and regularly sold to the public in the usual course of business. To be a regular dealer, the firm must engage in, as its principal business, and in its own name, the purchase and sale of the products in question. A regular dealer in such bulk items as steel, cement, rip rap, and petroleum products need not keep such products in stock, if it owns or operates distribution equipment. Brokers and packagers shall not be regarded as manufacturers or regular dealers within the meaning of this section. 5. No participation will be counted that is not in compliance with Special Provision entitled .Criteria for Acceptability. which is a part of this contract or with any provisions included in 49 CFR Part 23. -7- I I I I I I I I I I I I I I I I I - 6. If the contract amount overruns, the contractor will not be required to increase the dollar amount of DBE participation. If the contract amount underruns, the contractor will not be allowed to underrun the dollar amount of DBE participation except when the DBE subcontracted items themselves underrun. REPORTS: The Contractor shall submit a -DBE Participation Report- on this contract quarterly which shall include the following: 1. The name of each DBE participating in the contract. 2. ~ description of the work to be performed, materials, supplies, and services provided by each DBE. 3. The dollar value of each DBE subcontract or supply agreement. 4. The earnings to date of each DBE participating in the contract. 5. Whether each DBE is a supplier, subcontractor, owner/operator, or other. 6. The report shall be updated by the Prime Contractor whenever the approved DBE has performed a portion of the work that has been designated for the contract. Copies of this report should be transmitted promptly to the Engineer. Failure to submit the report within 30 calendar days following the end of the quarter may cause payment to the contractor to be withheld. The final report should also be signed by the DBE Contractor. 7. In addition to the aforementioned report, the Prime Contractor shall notify the Project Engineer at least 24 hours prior to the time the DBE conunences working on the project. The DBE must furnish supervision of the DBE portion of the work, and the person responsible for this supervision must report to the Project Engineer when they begin work on the project. They must also inform the project engineer when their forces will be doing work on the project. CERTIFICATION OF THE ELIGIBILITY OF DISADvANTAGED BUSINESS ENTERPRISES: 1. To ensure that only DBEs which are owned and controlled in both form and substance by one or more Disadvantaged Individuals, the Department shall use Schedule A and a questionnaire to certify firms who wish to participate as DBEs under this contract. 2. Except as provided in paragraph 3/ each business, including the DBE partner in a joint venture, wishing to participate as a DBE under this contract shall complete and submit Schedule A and a questionnaire. Each entity wishing to participate as a joint venture DBE under this contract shall, in addition, complete and submit Schedule B. The schedule(s) shall be signed and notarized by the authorized representative of the business entity. A business seeking certification as a DBE shall submit the required schedules with its bid or proposal for transmission to the -8- I - . I I I I I I I I I I I I I I I I I I Department. 3. A business seeking to participate as a DEE need not submit Schedule A or B if the potential DEE Contractor has been determined by the Small Business Administration to be owned and controlled by socially and economically disadvantaged individuals under Section 8(a) of the Small Business Act, as amended. However, a limitation as contained in Section 1003 (b) (2) of the ISTEA Act and 49 CFR 23.62 as amended is placed on firms in order to be considered eligible. ELIGIBILrrY STANDARDS: 1. The fOllowing standards shall be used by the Department in determining whether a firm is owned and controlled by one or more Disadvantaged Individuals. and shall, therefore, be eligible to be certified as a DBE. Businesses aggrieved by the determination may appeal in accordance with procedures set forth in the Department's appeal process an~ in 49 CFR Part 23. A. Bona fide Disadvantaged group membership shall be established on the basis of the individual's claim that he or she is a member of a disadvantaged group and is so regarded by that particular disadvantaged corrununity. However, the Department is not required to accept this claim if it determines the claim to be invalid. B. An eligible Disadvantaged Business Enterprise shall be an independent business. The ownership and control by Disadvantaged Individuals shall be real, substantial, and continuing and shall go beyond the pro forma ownership of the firm as reflected in its ownership documents. The Disadvantaged Individuals shall enjoy the customary incidents of ownership and shall share in the risks and profits corrunensurate with their ownership interests, as demonstrated by an examination of the substance rather than form of arrangements. Recognition of the business as a separate entity for tax or corporate purposes is not necessarily sufficient for recognition as a DEE. In determining whether a potential DEE is an independent business, the Department shall consider all relevant factors, including the date the business was established, the adequacy of its resources for the work of the contract, and the degree to which financial, equipment leasing, and other relationships with nondisadvantaged firms vary from industry practice. C. The Disadvantaged owners shall also possess the power to direct or cause the direction of the management and policies of the firm and to make the day-to-day as well as major decisions on matters of management, policy and operations. The firm shall not be subject to any formal or informal restrictions which limit the customary discretion of the Disadvantaged owners. There shall be no restrictions through, for example, bylaw provisions, partnership agreements, or charter requirements for cumulative voting rights or otherwise that prevent the Disadvantaged owners, without the cooperation or vote of any -9- I I I I I I I I I I I I I I I I I I owner who is not a disadvantaged individual. D. If the owners of the firm who are not Disadvantaged are disproportionately responsible for the operation of the firm, then the firm is not controlled by Disadvantaged Individuals and shall not be considered a DBE. Where the actual. management of the firm is contracted out to individuals other than the owner, those persons who have the ultimate power to hire and fire the managers can, for the purposes of this part, be considered as controlling the business. E. All securities which constitute ownership and/or control of a corporation for purposes of establishing it as a DBE shall be held directly by Disadvantaged Individuals. No securities held in trust, or by any guardian for a minor, shall be considered as held by Disadvantaged Individuals in determining the ownership or control of a corporation. F. The contributions of capital or expertise by the Disadvantaged owners to acquire their interests in the firm shall be real and substantial. Examples of insufficient contributions include a promise to contribute capital, a note payable ..to the firm or its owners who are not socially and economically disadvantaged, or the mere participation as an employee, rather than as a manager. 2. In addition to the above standards, the Department shall give special consideration to the fOllowing circumstances in determining eligibility: A. Newly formed firms and firms whose ownership and/or control has Changes since the date of the advertisement of the contract are closely scrutinized to determine the reasons for the timing of the formation of or change in the firm. B. A previous and/or continuing employer-employee relationship between or among present owners is carefully reviewed to ensure that the employee-owner has management responsibilities and capabilities discussed in this section. c. A relationship between a DBE and a business which is not a DBE which has an interest in the DBE is carefully reviewed to determine if the interest of the non-DBE conflicts with the ownership and control requirements of this provision. 3. A joint venture is eligible if the DBE partner of the joint venture meets the standards of an eligible DBE set forth above and the DBE partner is responsible for a clearly defined portion of the work to be performed and shares in the ownership, control, management responsibilities, risks, and profits of the joint venture. 4. A business wishing to be certified as a DBE or joint venture DBE by the Department shall cooperate with the Department in supplying additional information which may be requested in order to make a determination. -10- - . I I I I I I I I I I I I I I I I I 5. Once certified, a DBE shall update its submission annually by submitting a new Schedule A or certifying that the Schedule A on file is still accurate. Any time there is a change in ownership or control of the firm, the DBE shall submit a new Schedule A. 6. Except as provided in 49 CFR Part 23, the denial of a certification by the Department or U.S. DOT shall be final for that contract and other contracts being let by the Department at the time of the denial of certification. DBEs and joint ventures denied certification may correct deficiencies in their ownership and co~trol and apply for certification only f~r future contracts. 7. 'J;'he Department shall safeguard from disclosure to unauthorized persons information that rea~onably may be regarded as confidential business information, consistent with Federal, State, and local law. APPEALS OF DENIALS OF CERTIFICATION AS A DBE AND COMPLAINTS: 1. APPEALS: Appeals of Denials of Certification as a DBE may be filed with the Department or, if this contract is financed in whole or in part wi th Federal funds, wi th the U . S . DOT in accordance. wi th Section 23.55 of 49 CFR Part 23. 2. COMPLAINTS: Complaints pursuant to the requirements of this provision may be filed with the Department or, if this contract is financed in whole or in part with Federal funds, with u.S. DOT in accordance with Section 23.73 of 49 CFR Part 23. -11- . . I I I I I I I I I I I I I I I I I I I c=:: o F- e; ~ F- ;z; o e; o F- CI2 ;Z; o l=l F- e;) ~ c=:: F- CI2 :z; l=l aU.) ""'co eSo fI)_ :E U - e .~ c 5 0 .c U ~ ~ "'O+:: ~"E .g ~ .r;; .s Q) - ~:.a Q) Q) ~ t; "'" 0 ~ c: - c: Q)"- - Q)'::: c..~ 5 Q) o "'" U= Cii "~ ::l 5 5 "'" .... oeS CJ en tU ._ .:::..c c: .... 0.... U"- Q) a a.g .i: fI) 0.0 Q).... ..c Q) .... .... ft ..- ~:-: o tU o~ tIJ co o .... U e .... .... c: o 0 t) u e 0 - .... c:+:: Oe.... u 0 Q) Q) ..coo .... "'" "E tU tU..c ~ u 0.5 .... - .... :.a ~ o c: t; '00 Q) c: > 0 "Qj 0 u..c o .... 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[-. u ~ Z o u '#. tIJ tIJ :I:: :I: [-. [-. s: tIJ[-. ..... ....::J< o [-.0 tIJ -tIJ ~ E-o~ tIJ tIJ ..;; ;; ~~ gJ Oz z ~ tIJ ...... ~tIJ tIJ 00 co c:l ~oo 00 <C < .. ~:I:>: :I::> ~E-oco [-.c:l :E~~ ~~ ~~&j ~&j <::>....::J ::J....::J =-.uE-o u[-. ~OUOOe.;Cl QCltIJtIJClQ2tIJ ~ooazooE-oZ o:E~QS:~Q ~E-ol:l.ooE--Cloo tIJ ....::J E-- ~ tIJ E-o < Cl I o E-o 00 o ~ ~ < tIJ tIJ a::l o ....::J ~ o E-o E-o ~ ~::,~ ::;EUtIJE-o tIJO....::J< E-oOa::l....::J ~o:s~ oo~-z tIJg<o >0>00 Ol:l.<~ c:ll:l.ootIJ <::>-l:l. tIJOOOE-o :I::O~~ E-oz.....~ E-o<t.Ll~ <E-o....::J~ ~uEi:< >~zft E::OOO ~Uga~ tIJOzz UZOO . ><f::~tIJ a::ltIJ.........~ gJ::>e::frl- ~~ffi~~ _!:!a~~< 0:: b < i= 5 u 00 ~ < ~ o t.Ll 6 - 00 ~ :> l:l = I I I I I I I I I I I I I I I I I STANDARD FEDERAL EQUAL OPPORTUNITY CONSTRUCTION CONTRACT SPECIFICATIONS (EXECUTIVE ORDER 11246) (43 FR.14895) 1. AB used in these specifications: a. "Covered area" means the geographical area described in the solicitation from which this contract resulted; . b. "Director" means Director, Office of Federal Contract Compliance Programs, United States Department of Labor, or any person to .whom the Director delegates authority; c. "Employer Identification Number" means the Federal Social Security number used on the Employer's Quarterly Federal Tax Return, U. S. Treasury Departmen~ Form 941. d. "MinoritY' includes: (i) Black (all persons having origins in any of the Black. African racial groups not of Hispanic origin); (ii) Hispanic (all persons of Mexican, Puerto Rican, Cuban, Central or South American or other Spanish Culture or origin, regardless ofrace); (iii) Asian and Pacific Islander (all persons having origins in any of the original peoples of the Far East, Southeast Asia, the Indian Subcontinent, or the Pacific Islands); and (iv) American Indian or Alaskan Native (all persons having origins in any of the original peoples of North America and maintaining identifiable tribal affiliations through membership and parti~pation or community identification). 2. Whenever the Contractor, or any Subcontractor at any tier, subcontracts a portion of the work involving any COnstruction trade, it shall physically include in each subcontract in excess of $10,000 the provisions of these specifications and the Notice which contains the applicable goals for minority and female participation and which is set forth in the solicitations from which this contract resulted. 3. If the Contractor is participating (pursuant to 41 CFR 60-4.5) in a Hometown Plan approved by the U. S. Department of Labor in the covered area either individually or through an association, its affirmative action obligations on all work in the Plan area (including goals and timetables) shall be in accordance with that Plan for those trades which have unions participating in the Plan. Contractors must be able to demonstrate their participation in and compliance with the provisions of any such Hometown Plan. Each Contractor or Subcontractor participating in an approved Plan is individually required to comply with its obligations under the EEO clause, and to make a good faith effort to achieve each goal under the Plan in each trade in which it has employees. The overall good faith performance by other Contractors or Subcontractors toward a goal in an approved Plan does not excuse any covered Contractor's or Subcontractor's failure to take good faith efforts to achieve the Plan goals and timetables. 4. The Contractor shall implement the specific affirmative action standards provided in paragraphs 7a through p of these specifications. The goals set forth in the solicitation from which this contract resulted are expressed as percentages of the total hours of employment and training of minority and female utilization the Contractor should reasonably be able to achieve in each construction trade in which it has employees in the covered area. The Contractor is expected to make substantially uniform progress toward its goals in each craft during the period specified. . 5. Neither the provisions of any collective bargaining agreement, nor the failure by a union with whom the Contractor has a collective bargaining agreement, to refer either minorities or women shall - - I I I I I I I I I I I I I I I I I I excuse the Contractor's obligations under these specifications, Executive Order 11246, or the regulations promulgated pursuant thereto. 6. In order for the nonworking training hours of apprentices and trainees to be counted in meeting the goals, such apprentices and trainees must be employed by the Contractor during the training period, and the Contractor must have made a commitment to employ the apprentices and trainees at the completion of their training, subject to. the availability of employment opportunities. Trainees must be trained pursuant to training programs approved by the U. S. Department of Labor. 7. The Contnu;tor shall take specific affinnative actions to ensure equal employment opportunity. The evaluation of the Contractor's compliance with these specifications shall be based upon its effort to achieve maximum results from its actions. The Contractor shall document these efforts fully, and shall implement affirmative action steps at least as extensive as the following: a. Ensure and maintain a working environment free of harassment, intimidation, and coercion at an sites, and in all facilities at which the Contractor's employees are assigned to work. The Contractor, where possible, will assign two or more women to each construction project. The Contractor shall specifically ensure that all foremen, superintendents, and other on-site supervisory personnel are aware of and carry out the Contractor's obligation to maintain such a working environment, with specific attention to minority or female individuals working at such sites or in such facilities. b. Establish and maintain a current list of minority and female recruitment sources, provide written notification to minority and female recruitment sources and to community organizations when the Contractor or .its unions have employment opportunities available, and maintain a record of the organization's responses. c. Maintain a current file of the names, addresses and telephone numbers of each minority and female off-the-street applicant and minority or female referral from a union, a recruitment source or community organization and of what action was taken with respect to each such individual. If such individual was sent to the union hiring hall for referral and was not referred back to the Contractor by the union or, if referred, not employed by the Contractor, this shall be documented in the file with the reason therefor, along with whatever additional actions the Contractor may have taken. . d. Provide immediate written notification to the Director when the union or unions with which the Contractor has a collective bargaining agreement has not referred to the Contractor a minority person or woman sent by the Contractor, or when the Contractor has other information that the union referral process has impeded the Contractor's efforts to meet its obligations. e. Develop on-the-job training opportunities and/or participate in training programs for the area which expressly include minority and women, including upgrading programs and apprenticeship and trainee programs relevant to the Contractor's employment needs, especially those programs funded or approved by the Department of Labor. The Contractor shall provide notice of these programs to the sources compiled under 7b above. f. Disseminate the Contractor's EEO policy by providing the notice of the policy to unions and training programs and requesting their cooperation in assisting the Contractor in meeting its EEO obligations; by including it in any policy manual and collective bargaining agreement; by publicizing it in the company newspaper, annual report, etc.; by specific review of the policy with all management personnel and with all minority and female employees at least once a year; and by posting the company EEO policy on bUlletin boards accessible to all employees at each location where construction work is performed. - I I I I g. Review, at least annually, the company's EEO policy and affirmative action obligations under these specifications with all employees having any responsibility for hiring, assignment, layoff, termination or other employment decisions including specific review of these items with onsite supervisory personnel such as Superintendents, General Foremen, etc., prior to the initiation of constrUction work at any job site. A written record shall be made and maintained identifying the time and place of these meetings, persons attending, subject matter discussed, and disposition of the subject matter. I I I I I I I h. Disseminate the Contractor's EEO policy externally by including it in any advertising in the news media, specifically including minority and female news media, and providing written notification to and discussing the Contractor's EEO policy with other Contractors and Subcontractors with whom the Contractor does or anticipates doing business. i. Direct its recruitment efforts, both oral and written, to minority, female and community organizations, to schools with minority and female students and to minority and female recruitment and training organizations serving the Contractor's area and employment needs. Not later than one month prior to the date for the acceptance of applications for apprenticeship or other training by any recruitment source, the Contractor shall send written notification to organizations such as the above, describing the openings, screening procedures, and test to be used in the selection process. j. Encourage present minority and female employees to recruit other minority persons and women and, where reasonable, provide after school, summer and vacation employment to minority and female youth both on the site and in other areas of a Contractor's workforce. k. Validate all tests and other selection requirements where there is an obligation to do so under 41 CFR Part 60-3. I 1. Conduct, at least annually, an inventory and evaluation of all minority and female personnel for promotional opportunities and encourage these employees to seek or to prepare for, through appropriate training, etc., such opportunities. I I I I I m. Ensure that seniority practices, job classifications, work assignments and other personnel practices, do not have a discriminatory effect by continually monitoring all personnel and employment related activities to ensure that the EEO policy and the Contractor's obligations under these specifications are being carried out. n. Ensure that all facilities and company activities are nonsegregated except that separate or single-user toilet and necessary changing facilities shall be provided to assure privacy between the sexes. o. Document and maintain a record of all solicitations of offers for subcontracts from minority and female construction contractors and suppliers, including circulation of solicitations to minority and female contractor associations and other business associations. p. Conduct a review, at least annually of all supervisors' adherence to and performance under the Contractor's EEO policies and affirmative action obligations. I 8. Contractors are encouraged to participate in voluntary associations which assist in fulfilling one or more of their affirmative action obligations (7a through p). The efforts of a contractor association, joint contractor-union, contractor-community, or other similar group of which the contractor is a member and participant, may be asserted as fulfilling anyone or more of its obligations under 7a through p of these Specifications provided that the contractor actively participates in the group, makes every effort to assure that the group has a positive impact on the employment of minorities and women in the industry, ensures that the concrete benefits of the program are reflected in the Contractor's minority and female workforce participation, makes a good faith effort to meet its I I I I I I I I I I I I I I I I I I I . individual goals and timetables, and can provide access to documentation which demonstrates the effectiveness of actions taken on behalf of the Contractor. The obligation to comply, however, is the Contractor's and failure of such a group to fulfill an obligation shall not be a defense for the Contractor's noncompliance. 9. A single goal for minorities and a separate single goal for women have been established. The Contractor, however, is required to provide equal. employment opportunity and to take affirmative action for all minority groups, both male and female, and all women, both minority and non- minority. Consequently, the Contractor may be in violation of the Executive Order if a particular group ~ employed in a substantially disparate manner (for example, even though the Contractor has achieved its goals for women generally, the Contractor may be in violation of the Executive Order if a specific minority group of women is underutiIized). 10. . The Contractor shall not use the goals and timetables or affirmative action standards to discriminate against any person because ofrace, color, religion, sex, or national origin. 11. The Contractor shall not enter into any subcontract with any person or firm debarred from Government contracts pursuant to Executive Order 11246. 12. The Contractor shall carry out such sanctions and penalties for violation of these specifications and of the Equal Opportunity Clause, including suspension, termination and cancellation of existing subcontracts as may be imposed or ordered pursuant to Executive Order 11246, as amended, and its implementing regulations, by the Office of Federal Contract Compliance Programs. Any contractor who fails to carry out such sanctions and penalties shall be in violation of these specifications and Executive Order 11246, as amended. 13. The Contr~ctor, in fulfilling its obligations under these specifications, shall implement specific affirmative action steps, at least as extensive as those standards prescribed in paragraph 7 of these specifications, so as to achieve maximum results from its efforts to ensure equal employment opportunity. lfthe Contractor fails to comply with the requirements of the Executive Order, the implementing regulations, or these specifications, the Director shall proceed in accordance with 41 CFR 60-4.8. 14. The Contractor shall designate a responsible official to monitor all employment related activity to ensure that the company EEO policy is being carried out, to submit reports relating to the provisions hereof as may be required by the Government and to keep records. Records shall at least include for each employee the name, address, telephone numbers, construction trade, union affiliation if any, employee identification number when assigned, social security number, race, sex, status (e.g., mechanic, apprentice, trainee, helper, or laborer), dates of changes in status, hours worked per week in the indicated trade, rate of pay, and locations at which the work was performed. Records shall be maintained in an easily understandable and retrievable form; however, to the degree that existing records satisfy this requirement, contractors shall not be required to maintain separate records. 15. Nothing herein provided shall be construed as a limitation upon the application of other laws which establish different standards of compliance or upon the application of requirements for the hiring oflocal or other area residents (e.g., those under the Public Works Employment Act of 1977 and the Community Development Block Grant Program). I I I I I I I I I I I I I I I I I I II '. NOTICE OF REQUIREMENT FOR AFFIRMATIVE ACTION TO ENSURE EQUAl EMPLOYMENT OPPORTUNITY (EXECUTIVE ORDER 11246) (43 FR 14895) 1. The Offeror's or Bidder's attention is called to the "Equal OPPOrtunity Clause" and the "Standard Federal Equal Employment Opportunity Construction Contract Specification" set forth "herein. . 2. The goals for minority and female participation, expressed in percentage terms for the Contractor's aggregate workforce in each trade on all construction work in the covered area, are as follows: GOALS FOR FEMALE PARTICIPATION; APPENDIX A (43 FR 19473) The follOwing goal for female utilization shall be included in all Federal and federally assisted construction contracts and subcontracts in 8%CeSS of $10,000.00. The goal is applicable to the contractor's aggregate on-site construction workforce whether or not part of that workforce is performing work on a Federal or federally-assisted construction contract or subcontract. This goal for female participation applies nationwide. The goal for female participation is 6.9%. GOAlS FOR MINORITY PARTICIPATION (Excerpted from Federal Register I Volume 45, No. 194 I October 3, 1"980 I Notices) Appendix B-80 Until further notice, the following goals for minority utilization in each construction craft; and trade shall be included in all Federal or federally assisted construction contracts and subcontracts in excess of $10,000.00 to be performed in the respective geographical areas. The goals are applicable to each nonexempt contractor's total onsite construction workforce, regardless of whether or not part of that workforce is performing work on a Federal, federally assisted or nonfederally related project, contract or subcontract. . Construction contractors which are participating in an approved Hometown Plan (see 41 CFR 60-4.5) are required to comply with the goals of the Hometown Plan with regard to construction work they perform in the area covered by the Hometown Plan. With regard to all their other covered construction work, such contractors are required to comply with the .applicable SMSA or EA goal contained in this appendix B-80. Economic Areas Goal 0035 Augusta. GA: SMSA Counties: 0600 Augusta, GA--SC ........... . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 27.2% GA Columbia; GA Richmond; se Aiken Non SMSA Counties . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 32.8% GA Burke; GA Emanuel; GA Glascock; GA Jefferson; GA Jenkins; GA Lincoln; GA McDuffie; GA Taliaferro; GA Warren; GA Wilkes; SC Allendale; SC Bamberg; SC Barnwell; se Edgefield; SC McCormick I I I I. I I' I I I.... I I I I I I I I I I 0036 Atlanta, GA: 0620 Atlanta, GA ............................................................ 21.2% GA Butts; GA Cherokee; GA Clayton; GA Cobb; GA Dekalb; GA Douglas; GA Fayette; GA Forsyth; GA Fulton; GA Gwinnett; GA Henry; GA Newton; GA Paulding; GA RockdaIe; GA Walton Non SMSA Counties . . . . . . . . . . . . . . . . . . . . . . . . . : . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 19.5% GA Banks; GA BarroW; GA BartoW; GA Carroll; GA Clarke; GA Coweta; GA Dawson; GA li;lbert; GA Fannin; GA Floyd; GA Franklin; GA Gilmer; GA Gordon; GA Greene; GA Habersham; GA Hall; GA Haralson; GA Hart; GA Heard; GA Jackson; GA Jasper; GA Lamar; GA Lumpkin; GA Madison;.GA Morgan; GA Oconee; GA Oglethorpe: GA Pickens; GA Pike: GA Polk; GA Rabun; GA Spalding; GA Stephens; GA Towns; GA Union; GA Upson; GA White 0037 Columbus, GA: SMSA Counties: 1800 Columbus, GA-AL .......................................... . . . . . . . . . .. 29.8% AL Russell: GA Chattahoochee; GA Columhus Non SMSA Counties. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ... . . . . . . . . . . . .. 31.6% AL Chambers; Ai:. Lee; GA Harris; GA Marion; GA Meriwether; GA Quitman; GA Schley; GA Stewart; GA Talbot; GA Troup; GA Webster 038 Macon, GA:' SMSA Counties: 4680 Macon, GA ............................................................ 27.5% GA Bibb; GA Houston; GA Jones; GA Twiggs Non SMSA Counties: ............................................................ 31.7% GA Baldwin; GA Bleckley; GA Crawford; GA Crisp; GA Dodge; GA Dooly; GA Hancock; GA Johnson; GA Laurens; GA Macon; GA Monroe; GA Peach; GA Pulaski; GA Putnam; GA Taylor; GA Telfair; GA Treutlen; GA Washington; GA Wheeler; GA WilcoX; GA Wilkinson 039 Savannah, GA: SMSA Counties: 7520 Savannah, GA ......................................................... 30.6% GA Bryan; GA Chatham; GA Eftingham Non SMSA Counties. . . . . . . . . . . . . . . . . . . . ~ . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . .. 29.6% . GA Appling; GA At.lrinson; GA Bacon; GA Bulloch; GA Candler; GA Coffee; GA Evans; GA Jeff Davis; GA Liberty; GA Long; GA McIntosh; GA Montgomery; GA Screvens; GA . Tattwill; GA Toombs; GA Wayne; se Beaufort; se Hampton; se Jasper 040 Albany, GA: SMSA Counties: 0120 Albany, GA ............................................................ 32.1'1, GA Dougherty; GA Lee Non SMSA Counties. . . . . . . . . . . . . . . . . . . . . . . . . . . . . . . ... . . . . . . . . . . . . . . . . . . . . . . . . . . .. 31.1'1, GA Baker; GA Ben Hill; GA Berrien; GA Brooks; GA Calhoun; GA Clay; Ga Clinch; GA Colquitt; GA Cook; GA Decatur; GA Early; GA Echols; GA Grady; GA Irwin; GA .' Lanier; GA Lowndes: GA Miller; GA Mitchell; GA Randolph; GA Seminole; GA Terrell; GA Thomas; GA Tift; GA Turner; GA Worth I I I I I I I I I I I I I I I I I I I INSTRUCTIONS FOR FILING MONTHLY EMPLOYMENT UTILIZATION REPORT (CC-257) The Monthly UliIIzatIon Report Is to be COl11lIeted by 8lICf1 sWljed contractor (belCh prime and sub) and signed by a responsible official of the CCJCI1)any:The reports 81'8 to be filed by the 5th day of 8lICf1 month during !he term of the contract. and thev shall Include the total WOI'Ic-hocn for each ~M classification In each trade k1!he covenld anNI foe !he monthly naportIng period. The prfme contractor shaI submit a RIpOrt for Its aggl'8(l8te WllI1c force. AI nJpOIts IhaI be lubmltted to the OFCCP otrlc:e In your 8AI8. (AddItI0naI copies of thls form rnsy be obtained from the U.S. Oepertment of Labor, ~ Standards AdmInistratIon, OFca:>>'s ol'lice for your anNI.) Ms. Mary Fagan Phone (404) 347....707 AIIanta AnIa OInJc:tor 1375 Peachtree Street NE Room 872 AIlanta, GA 30367 FedenII Funding Aqency U.S. Government agency funding pnljec:t (In whole or In part). If more than one agency, 1st all. Any ~ whIc:h has a consUucIIon contnIc:t with the U.S. Government or a contract funded k1 whole or In part with FedenII foods. Includes BIaclcs, Hspanlcs, Amer1can Indians, Alaskan NatIves. and Asian and Pacific Islander&-boCh men and women. Contractor Minortty 1. Covered Al8a GeographIc 81'88 identified In NotIce NqUIred under 41 CFR 60-4.2. Federal SocIal Securtty Nurmer used on E"1lfoyer's Cuatterty FedenII Tax Return (U.S. Treasury Oepertment Fonn 941). See ContnIct NotffIcaIlon. 2. ~ec'. identification Number 3. CUrrent Goals (M1nonty & Female) 4, RepextIng Period Monthly, or as dlnlc:ted by OFCCP, beginning with the etredfve date of Ihe contract. 5. ComtnJc:tlon Trade Only those construction crafts which contractor en1lIoys In Ihe covered area. 6. Worlc-Hours of EITllIoyment (a-e) 8. The total number of male HOURS and !he total number of femsIe HOURS WOl1ted by en"()loyees In each classification. b.-4I. The total nurrber of male HOURS and Ihe total number of female HOURS WOl1ted by each specified group of n1nority en"()loyees In each classlllcatlon. The level of ~hment or status of Ihe WOl1ter In !he trade (Journey Worlcer, Appnlntlc:e, Trainee) The pen:entaoe of total mInortty WOl1t-hocn of II 'Mlf1c-hocn (the Im1 of coIurms 6b. 6c, 6d, and 68 divided by coIurm 68; just one l\gur9 for 88d1 construction trade). For each trade the nurriler reported In Sa. F dIyIded by the 1001 of the nurrbers naported In Sa. M and F. Total NUMBER of male and total ~ of fem&Ie ~ees WlX1dng In each classification of each trade In Ihe contractor's aggregate 'Mlf1c force durtng reporting period. Total NUMBER of male rrinority ~lI8I and total NUMBER of fem6Ie rrinortty en"()loyees working In each cIassffic:atIon In 8lICf1 trade In the conCrac:tor's aggregate WOl1t force during reporting period. Public Burden Statement Classification 7. MInorIty Percentage 8. Female Percentaoe 9. Total Nurrber of EnllIoyees 10. Total NunW of MInorIy En1lloyees We _nIB I1at It will take an average of 60 minutes per response to compIeCs IhIs collection of information, including time for I'8YIewIng instruction, searching existing data sources, gathering and maintaining the data needed, and completing and nMewIng the collection of Infcrmallan.lfyou have 8I'rf OCl,.,...ntB ~ I1eee estimates or any other aspect of this collection of Informallon, including suggestions b'r8CU:lng this tuden, send them to Ihe 0fI\ce oflRM Policy, U.S. Oepartment of Labor, Room N1301, 200 Conslftutlon Avenue, N.W. Washington, D.C. 20210; and to the 0fI\ce of Management and Budget, Paperwor1c Reduction Project (1215-0163), Washington, D.C. 20503. DO NOT SEND THE COMPLETED SURVEY TO EITHER OF THESE OFFICES I I I. I I I I I I I I I I I I I I I. I~ .!~ v NS .. .. I: i · "'l 31 c:Jd l: j .r 'a s .. i ... N & II) a: c: oS! fti ~ 5 ... c: ~ >. o C. J) ~ .s:: 8 ~ Ie-[ ... I ..I lQ- ~ ~~ z! JI I ~i ]31 a d .!151 .. .. 'I( JjJl a -' ... ! ., .; II I. ~ II I.. i"Z I a Iii i I ... as"l ;: :it JIJ :II .J J 1 ~ 6 s . 1! ... .. ~ ~ ~. 8 flj!~ ~ ~ ~ t! t 'I it .. 18 '& '& 0_': ~ ~ ~ ..... h ~ u I I I I I I I I I I I I. I I I I I I I PROPOSAL for PHASE I - LAKE OLMSTEAD CONNECTOR The Augusta-Richmond County Commission Municipal Building Augusta, Georgia 30911 Gentlemen: The undersigned, as bidder, herein referred to a singular and masculine, declares as follows: 1. The only parties interested in the proposal as principals are named herein; 2. He has carefully examined and fully understands the Contract Documents 3. He understands that information relative to existing structures and underground utilities as furnished to him on the drawings, the Contract Documents or by the Augusta-Richmond County Public Works Department, carries no guarantee expressed or implied, as to its completeness or accuracy and he has made due allowances therefore; 4. He has made a personal examination of the site of the proposed work and has satisfied himself as to the actual conditions and requirements of the work; and hereby proposes and agrees that, if the Proposal is accepted he will contract with the Augusta- Richmond County Commission-Council, to furnish all machinery, tools, apparatus and other means of construction and to do all work and furnish materials called for in accordance with the requirements of the Director of the Augusta-Richmond County Public Works Department and the true intent of the Contract Documents and that he will take in full payment for each item of work, thereof, the unit or lump sum price applicable to that item as stated in the schedule below. (NOTE: Bidders must bid on each item.) I I I I I I I I I I I I I I I I I I I PROPOSAL Phase I - "Lake Olmstead Connector For the Augusta Canal Multi-Use Trail DESCRIPTION UNIT QUAN UNIT COST TOTAL COST Clearing & Grubbing LS 1 $7,000.00 $7,000.00 Grading Complete LS 1 $9,500.00 $9,500.00 Selected Material for Shldr Constr, 6 SY 165 $8.00 $1,320.00 in Ave Thk, Incl MatI Gr Agg Base Crs, 6 inch, Incl MatI SY 300 $10.00 $3,000.00 Recycled 2 in Asph Conc E, GPl or SY 285 $12.00 $3,420.00 2, Incl Bitum Mati Conc Valley Gutter, 6 in SY 31 $35.00 $1,085.00 Conc Curb & Gutter, 6 in x 30 in, LF 30 $20.00 $600.00 TP2 Rem Conc Curb & Gutter All Sizes LF 30 $15.00 $450.00 Grassing (Complete) - Centipede LS 1 $4,000.00 $4,000.00 Vehicle Barriers - Bollards EA 2 $400.00 $800.00 Complete Signage EA 16 $250.00 $4,000.00 Conc. Sidewalk, 4 in SY 25 $40.00 $1,000.00 Traffic Stripe, White SY 525 $4.00 $2,100.00 Reinforced Concrete Abutments CY 13 $1,200.00 $15,600.00 Structural Steel LBS 32,652 $2.40 $78,364.80 Pressure Treated 2 x 10 Lumber LF 11,308 $4.80 $54,278.40 Pressure Treated 2 x 8 Lumber LF 480 $3.00 $1,440.00 Pressure Treated 2 x 6 Lumber LF 960 $2.40 $2,304.00 Pressure Treated 2 x 4 Lumber LF 2160 $1.80 $3,888.00 Pressure Treated 6 x 6 Lumber LF 1,184 $9.60 $11,366.40 Pressure Treated 2 x 8 Lumber LF 60 $3.00 $180.00 Pressure Treated 2 x 4 Lumber LF 300 $1.80 $540.00 Pressure Treated 6 x 6 Lumber LF 90 $9.60 $864.00 TOTAL BID COST - $207,100.60 I I I I I I I I I I I I I I I I I I I The contract covering the construction of all work described above will be completed within_150 consecutive calendar days from the date specified in the "Notice to Proceed" of the Augusta- Richmond County Public Works Director: Two hundred seven thousand one hundred and sixty/lOO Dollars ($207.100.60) subject to reductions, additions and deletions provided herein on the basis of measured quantities of completed work and the prices bid. Bidder further agrees to pay as liquidated damages the sum of $200.00 for each consecutive calendar day thereafter. It is understood that the Owner reserves the right to reject any and all proposals or to accept any proposal as deemed to be to the best interest of the Owner. It is also understood that the following addenda as issued during the bid period shall be included as part of the Contract Documents: Addendum Date Addendum No.1 Januar:y 22. 1999 Addendum No.2 February 2. 1999 Addendum No.3 Februax:y 9. 1999 The undersigned bidder understands and agrees that should the Owner accept this proposal, the bidder will within ten (10) days from the date of notification of acceptance of his proposal, execute the contract and furnish the Owner with satisfactory performance and payment bond in the amount equal to one hundred percent (100%) of the total base bid sum. Enclosed herewith is a Bid Bond or Certified Check in the amount of ten percent of total base bid amount Dollars ($ 10 % )being not less than ten (10%) percent of the total base bid sum. Should the bidder fail to execute the Contract and furnish the Performance and Payment Bond in case this proposal is accepted, the Owner shall have the right to receive the amount of the bid security as liquidated damages. If the security is a Certified Check it may be cashed by the Owner and the amount received shall become the property of the Owner. If the security is a Bid Bond, the value thereof shall be paid to the Owner by the Surety. The undersigned by submittal of this proposal, agrees that the above stated amount is the proper measure of liquidated damages which the Owner will sustain by the failure of the undersigned to execute the Contract and furnish the Performance and Payment Bond. The undersigned hereby certifies that they have not, nor has any member of the firm(s) or corporation(s), either directly or indirectly, entered into any agreement, participated in any collusion, nor otherwise taken any action in restraint of free competitive bidding in connection with this submitted bid. I I I I I I I I I I I I I I It is understood and agreed that this Proposal is one of several competitive bids made to the OWNER and in consideration of mutual agreements in hand paid, receipt whereof is hereby acknowledged, the undersigned agrees that this Proposal shall be option, which is hereby given by the undersigned to the OWNER to accept or reject this proposal at any time within fifty (50) days from the date on which this sealed proposal is opened and read, and in consideration of the premises, it is expressly covenanted and agreed that this proposal is not subject to withdrawal by the Proposer or Bidder, during the term of said option. The successful bidder shall have a current Business License. The Owner is an Equal Opportunity Employer. L-J. Inc. Name of Bidder Signature & Title of Authorized Representative 220 Stoneridge Dr.. Suite 405 Business Address Columbia. SC 29210 City and State Date: . . - I I I I I I I I I I I I I I I I I I I BID BOND KNOW ALL MEN BY THESE PRESENTS, that we the undersigned L-J. Inc.. Colllmhili. Sonth CIiTolinli as Principal and Fireman's Fund Insurance Company. Novato. CA as Surety, are hereby held and firmly bound unto the Augusta-Richmond County COnunission, Georgia, as OWNER in the penal sum of TEN PERCENT OF PRINCIPAL'S BID (10%) for the payment of which, well and truly made, we hereby jointly and severally bind ourselves, successors and assigns. Signed, this 25th day of Februarv , 19 99 The condition of the above obligation is such that whereas the Principal has submitted to the Augusta-Richmond County Commission a certain bid, attached hereto and hereby made a part hereof to enter into a contract in writing for the Phase I - Lake Olmstead Connector. NOW, THEREFORE, (a) If said Bid shall be rejected or in the alternate, (b) If said bid shall be accepted and the principal shall execute and deliver a contract in the Form of Contract attached hereto (properly completed in accordance with said bid) and shall furnish a bond for his faithful performance of said contract and for the payment of all persons performing labor or furnishing materials in connection therewith and shall in all other respects perform the agreement created by the acceptance of said bid. then this obligation shall be void, otherwise the same shall remain in force and effect; it being expressly understood and agreed that the liability of the Surety for any and all claims hereunder shall, in no event, exceed the penal amouIllt of this obligation as herein stated. The Surety, for value received, hereby stipulates and agrees that the obligations of said Surety and its bond shall be in no way impaired or affected by any extension of time within which the .owner may accept such Bid; and said Surety does hereby waive notice of any such extension. I I I I I I I I I I I I I I I I I I I IN WITNESS WHEREOF, the Principal and the Surety have hereunto set their hands and seals and such of them as are corporations have caused their corporate seals to be hereto affixed and these presents to be signed their proper officers, the date and year first set forth above. ~ B : 'PA." ,.,. M. \..c."'Ve2. (L.s.) Principal Fireman's Company By: . IMPORTANT: Surety companies executing bonds must appear on the Treasury Department's most current list (Circular 570 as amended) and be authorized to transact business in the state where the project is located. I I FIREMAN'S FUND INSURANCE COMPANY NATIONAL SURETY CORPORATION ASSOCIATED INDEMNITY CORPORATION THE AMERICAN INSURANCE COMPANY AMERICAN AUTOMOBILE INSURANCE COMPANY I GENERAL POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS: ThaI FIREMAN'S FUND INSURANCE COMPANY, a California corporalion, NATIONAL SURETY CORPORATION. an Illinois corporalion. THE AMERICAN INSURANCE COMPANY. a New Jersey corporation redomesticaled in Nebraska. ASSOCIATED INDEMNITY CORPORATION. a California corporalion. and AMERICAN AUTOMOBILE INSURANCE COMPANY, a Missouri corporation. (herein collectively called ..the Companies") does each hereby appoint Laura W. Dennison and C. Criss Williams Jr., Columbia, SC I I their true and lawful Anorney(s)-in-Facl. wilh full power of authority hereby conferred in their name, place and stead. to execute. seal. acknowledge and deliver any and all bonds. undenakings. recognizances or other wrillen obligations in the nature thereof __________________________________________________________________ I and to bind the Companies thereby as fully and 10 lhe same extent as if such bonds were signed by the President. sealed wilh lhe corporate seals of lhe Companies and duly allested by the Companies' Secretary. hereby ratifying and confinning all that the said Anorney(s)-in-Fact may do in the premises. This power of allorney is granted under and by th~ authority of Anicle VII of the By-laws of FIREMAN'S FUND INSURANCE COMPANY. ;'\!ATIONAL SURETY CORPORATION. THE AMERICAN INSURANCE COMPANY. ASSOCIATED INDE~INITY CORPORATION and AMERICAN AUTOMOBILE INSURANCE COMPANY which provisions are now in full force and effect. This power of :lllomey is signed and sealed under th~ authorilY of the following Resolution adopled by the Board of Directors of FIREMAN'S FUND I:-ISL'RA;,\!CE COMPANY. :-IATIONAL SURETY CORPORATION. THE AMERICA;'\! INSl'RA:-:CE COMPANY. ASSOCIATED INDEMNITY CORPORATION and AMERICAN AUTOMOBILE INSURANCE COMPA;'\!Y at a meeting dulv called and held. or bv wrinen consent. on the 191h dav of March. 1995. and said Resolution has nOl been amended or repealed: ~ . . . "RESOLVED. thatlhe signalure of any Vice-President. Assislanl Secrelary. and Residcnt Assislant Secretary of the Companies. and the seal of (he Companies may be affixed or printed on any power of anorney. on any revocation of any power of anomey. or on any cenificate relaling lhereto. by facsimile. and any power of anorney. any revocation of any power of allomey. or cenificate bearing such facsimile signalure or facsimile seal shall be valid and binding upon (he Companies:' IN WITIoIESS WHEREOF. lhe Companies have caused lhese "'p'resenL~ to be signed bv their Vice-Presidenl. and lheir corporale seals 10 be hereunto affixed lhis 21 day of October . 19!18. -. I I I I I I I STATE OF CALIFORNIA COUNTY OF MARI~ "~\",:~;'~~~,:",,,,," ~~, ,~..;-:-:;7:-...~,,"'o;4 I ~.'/...'" ,. ''';-':.~ '\ (~( is )lj ~<:--:.:~.,:.Y" $ "~;, ~. :~.;.. \,~.i~ "#r'",,"n,'"'' ~'ilI:R;"'" /,~).o~'o...Ftif+'" / . ~., .... ~. :'~~ ~ .". ,II , \~ .,.. ..j \1""., '... ~~v ~NCE ell ~ ,,,,IIDIIIII,, ........';a\'lE IN~""I". (~~~::~~~) "';..o!O._._ ..J;: ~~.r;(iiiiis:~~~/ """'''111'''''''''' FIRE~IAN"S FUND INSURA;'\!CE COMPANY NATIONAL SURETY CORPORATION THE A~IERICAN INSURANCE COMPANY ASSOCIATED INDEMNITY CORPORATION AMERICAN Al'TOl\IOBILE INSURANCE COMPANY } 55. By ~~~ On lhis 21 day of October . 1998 , before me p.:rsonally came M. A. Mallonee 10 me known. who. being by me duly sworn. did depose and say: thaI he is a Vice-Presidenl of each company. described in and which execuled the abo\.e instrument: thaI he knows the seals of the said Companies: thallhe seals affixed (0 the said inSlrument are such company seal~: lhalthey were so affixed by order of the Board of Directors of saki companks and that he signed his name lhereto by like order. IN WITNESS WHEREOF. I ha\'e hereunlo set my hand and affixed my official seal, the day and year herein first above wrille~n../ J~, Com~i~~~~63726 f ~ :.--. . . Notary Public. California J . z~ ~~ Morin County 1- I MyCanm.Expi'esNov2B.2CDl NOI''1' Public , _ _ _ _ _ _ _ _ _ _ _ _ CERTIFICATE STATE OF CALIFORNIA I I I COUNTY OF MARI:-.I I } 55. I. the undersigned. Residenl AssiSlant Secretary of each company. DO HEREBY CERTIFY lhallhe foregoing and allached POWER OF ATIORNEY rcmains in full force and has nOl been r~voked: and fUrlhemlOre thaI Anicle VII of the By-laws of each company. and the Resolution of lhe Board of Directors: set fonh in the Power of Anomey. are now in force. I Signed and sealed at the Counly of :l.larin. Dated the25 t h I 360789-11-98 ,,,,,"1111",,,,,, ~..,\1I111' ""1,,: ! ~~-:;:;;;,.....g~~~ H\ u in ~'(~~~..:.:.:.~~:':--:'1 . " ItI: .1..... ",..,~ '''''''"l1ltll'''~ day of Februarv 1999. ~e~ .' """1111111I,,, 4 !lo""~I\lE'1I. "'" I'~f..........~'\, -..~ !~... -0- ...~.. ~giSEAL\S~ \ ~\o. -'. -../1.1 x:.r;.........~:":,. ,,,,,,~~~~"',..,.. ResidcnE AS5islanl Sccreuu"Y I I I I I I I I I I I I I I I I I I I AGREEMENT THIS AGREEMENT, made this Z Z-day of MA-RC rf ,19...2.2-, by and between the Augusta-Richmond County Commission, hereinafter called "OWNER" and L-J. Inc. doing business as (an individual) or (a partnership) or (a corporation) hereinafter called "Contractor". WITNESSETH: That for and in consideration of the payments and agreements as hereinafter mentioned: 1. The Contractor will commence and complete construction for Phase I - Lake Olmstead Connector. 2. The Contractor will furnish all material, supplies, tools, equipment, labor and other services necessary for the construction and completion of the project described herein. 3. The Contractor will commence the work required by the Contract Documents within ten (10) calendar days after the date of the Notice to Proceed and will complete same within_.l.51l calendar days unless the period of completion is extended otherwise by the Contract Documents. 4. The Contractor agrees to perform all the work described in the Contract Documents for the sum of Two hundred seven thousand one hundred and sixty flOO-Dollars ($207.100.60). 5. The term "Contract Documents" means and includes the following: (a) Invitation for Bids (b) Information for Bidders (c) Federal-Aid Contractual Requirements (d) Proposal (e) Bid Bond (t) Agreement (g) Performance Bond (h) Payment Bond (i) General Conditions (j) Supplemental Conditions (k) Drawings Prepared by Owner (1) Addenda: No. -1., dated January 22 , 19...2.2-. No. .2.., dated Februaxy 2 , 19...22..... No. 2-, dated February 9 , 19...22..... 6. The Owner will pay to the Contractor in the manner and at such times as set forth in the General Conditions such amounts as required by the Contract Documents. I I I I I I I I I I I I I I I I I I I 7. This Agreement shall be binding upon all parties hereto and their respective heirs, executors, administrators, successors, and assigns. IN WITNESS WHEREOF, the parties hereto have executed or caused to be executed by their duly authorized officials, this Agreement in-L (number of copies) each of which shall be deemed an original on the date first above written. OWNER: BY: "NAME: OfJ TITLE: (SEAL) 11 ().,~b ( CONTRACTOR: lrJ. :0 BY:- LJ N[.62 (SEAL) NAME: 1>A."I~ ""'. l.c.'Ve:.~ I V.?, (Type or Print) ATTEST: "/-:?.tWt5l. ~~ ADDRESS: 220 Stoneridge Dr.. Suite 405 Columbia. SC 29210 NAME Ilfll"ul Co. Co~..4. I (Type or Print) 4ec.Q.~-rl)tli - - III - - . - I - - - I - - . . . . II ... PERFORMANCE BOND KNOW ALL MEN BY THESE PRESENTS; that L-J, Inc. (Name of Contractor) 220 StoneridQe Drive. Suite 405. Columbia. SC 29210 (Address of Contractor) a Corporation , hereinafter called Principal, and Fireman's Fund Insurance Company (Name of Surety) 777 San Marin Drive. Novato. CA 94998 (Address of Surety) hereinafter called Surety, are held and firmly bound unto the Augusta-Richmond County Commission, Municipal Building, Augusta, Georgia 30911, hereinafter called OWNER, in the penal sum of i:~ ~8?Y6ad - Sev:n T~ous~nd, _One _ Hun~red dollars ($ 207,100.60 ) in lawful money of the United States, for the payment of which sum well and truly to be made, we bind ourselves, successors and assigns, jointly and severally, f1I1I1ly by these presents. THE CONDITION OF THIS OBLIGATION is such that whereas, the Principal entered into a certain contract with the OWNER, dated Z 2 day of MARcH-, 1999 , a copy of which is hereto attached and made a part hereof for the construction of Phase I - Lake Olmstead Connector. NOW, THEREFORE, if the Principal shall well, truly and faithfully perform its duties, all the undertakings, covenants, terms, conditions and agreements of said contract during the original term thereof and any extensions thereof which may be granted by the OWNER, with or without notice to the Surety and during the one year guaranty period and if he shall satisfy all claims and demands incurred under such contract and shall fully indemnify and save harmless the OWNER from all costs and damages which it may suffer by reason of failure to do so and shall reimburse and repay the Owner all outlay and expense which the OWNER may incur in making good any default, then this obligation shall be void; otherwise to remain in full force and effect. PROVIDED FURTHER, that the said Surety, for value received hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the contract or to work to be performed thereunder or the specifications accompanying the same shall be in any way affect its obligation on this bond and it does hereby waive notice of any such change extension of time, alteration or addition to the terms of the contract or to the work or to the specifications. . . . . . . . - - - - - - . . . . . - -- - --- PROVIDED FURTHER, that no final settlement between the OWNER and the Contractor shall abridge the right of any beneficiary hereunder, whose claim may be unsatisfied. IN WITNESS WHEREOF. this instrument is executed in....3....- (number) of counterparts, each of which shall be deemed an original this ZLday of MfJ,(l.~19 99. L-J. Inc. Principal ByJ2JM.~ "DAVIO M. ~"Vf:II- 220 Stoneridge Drive. Suite 405 Address ATTEST '-%~~~ ./ (Principal) Secre . (s) (SEAL) Columbia. SC 29210 t'.,l.".., iHA _ ;~ (Address) . Fireman's Fund Insurance Company Surety ATTEST: ~~~, JJL,1. urety) RItaIt)' P. O. Box 386 Address (SEAL) 'iY\c\WQ.\..t ~~.. Witness as to Surety Columbia. SC 29202 c ~ . P. O. Box 386 Address ..' .' ',:' ..." ~ ~ . . ". I .. ~ ~;.". -J1~/'~~? Columbia. SC 29202 NOTE: Date of Bond must not be prior to date of Contract. If Contractor is Partnership, all partners should execute bond. IMPORTANT: Surety companies executing bonds must appear on the Treasury Department's most current list (Circular 570 as amended) and authorized to transact business in the state where the project is located. . . . . . . . I II II II I I - . I I - - -- PAYMENT BOND KNOW ALL MEN BY THESE PRESENTS: that L-J, Inc. (Name of Contractor) 220 Stonerid2e Drive. Suite 405. Columhia. S~ '9210 (Address of Contractor) a Corporation (Corporation, Partnership or Individual) hereinafter called Principal and Fireman's Fund Insurance Company (Name of Surety) 777 San Marin Drive. Novato. CA 94998 (Address of Surety) hereinafter called Surety, are held and firmly bound unto the Augusta-Richmond County Commission, Munici al Building, Augusta, Georgia 30911, called Owner in the penal sum of ~~~ Utmaf~a ~a~e~o ~8HB~W1ts ($ 207,100.60 ) in lawful money of the United States, for the payment of which sum well and truly to be made, we bind ourselves, successors, assigns, jointly and severally, frrmly by these presents. The Condition of this obligation is such tha~ whereas the Principal entered into a certain contract with the Owner dated the Z Zday of /fAA.~/-r; 19...22... , a copy of which is hereto attached and made a part hereof for the construction of: Phase I - Lake Olmstead Connector NOW, THEREFORE, if the Principal shall promptly make payment to all persons, firms, contractors and corporations furnishing material for or performing labor in the prosecution of the work provided for in such contract and any authorized extension or modification thereof, including all amounts due for materials, lubricants, oil, gasoline, coal and coke, repairs on machinery, equipment and tools, consumed or used in connection with the construction of such work and all insurance premiums on said work and for all labor performed in such work whether by subcontractor or otherwise, then this obligation shall be void, otherwise to remain in full force and effect. PROVIDED FURTHER, that the Surety for value received hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Contract or to the work to be performed thereunder or the specifications accompanying the same shall in any way affect its obligation on this bond and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the Contract or to the work or to the specifications. . . . . . . III I I I I I II I - I I . . -- PROVIDED FURTHER, that no final settlement between the OWNER and the Contractor shall abridge the right of any beneficiary hereunder whose claim may be unsatisfied. IN WITNESS WHEREOF, this instrument is executed in.....l...(number of copies) counterparts, each one of which shall be deemed an original, this the l:eday of .1IAArtCH , 19~. ATTEST L-J. Inc. By O~;~ 'l>A'" D #1\ . ~€1Z... (s) ~e~~ 220 Stoneridge Dr.. Suite 405 Address (SEAL) Columbia. SC 29210 to' ,u,'I)111 . 5 c.. Address Fireman's Fund Insurance Company Surety By~~D~ ttorney-m-fact Laura W. Dennison ATTEST: 0&0~. ~~:/~ Surety~ ..... P. O. Box 386 Address (SEAL) '-f'\\o 1\ lc. J..~ Witness as to Sure P. O. Box 386 Address Cnll1mhi.<l, SC 29?0? . ..... ,... . ., . ..:;-" 3'.':.'Pu.;? ~ Columhia. SC 29:;102 NOTE: Date of Bond must not be prior to date of Contract. If Contractor is Partnership, all partners should execute bond. IMPORTANT: Surety companies executing bonds must appear on the Treasury Department's most current list (Circular 570 as amended) and be authorized to transact business in the state where the project is located. I I FIREMAN'S FUND INSURANCE COMPANY NATIONAL SURETY CORPORATION ASSOCIATED INDEMNITY CORPORATION . THE AMERICAN INSURANCE COMPANY AMERICAN AUTOMOBILE INSURANCE COMPANY GENERAL POWER OF ATTORNEY KNOW ALL MEN BY THESE PRESENTS: That FIREMAN'S FUND INSURANCE COMPANY, a California corporation. NATIONAL SURETY CORPORATION. an Illinois corporation. THE AMERICAN INSURANCE COMPANY, a New Jersey corporation redomestieated in Nebraska. ASSOCIATED INDEMNITY CORPORATION. a California corporation. and AMERICAN AUTOMOBILE INSURANCE COMPANY. a Missouri corporation. (herein collectively called "the Companies") does each hereby appoint Laura W. Dennison and C. Criss Williams Jr., Columbia, SC I I I their lnIe and lawful Anorney(s)-in-Fact, with full power of authority hereby conferred in their name. place and stead. to execute. seal. acknowledge and deliver any and all bonds, undertakings, recognizances or other wrinen obligations in the nature thereof __________________________________________________________________ I and to bind the Companies thereby as fully and to the same extent as if such bonds were signed by the President, sealed with the corporate seals of the Companies and duly anested by the Companies' Secretary, hereby ratifying and eonfinning all that the said Anomey(s)-in-Fact may do in the premises. This power of auorney is granted under and by the authority of Article VII of the By-laws of FIREMAN.S FUND INSURANCE COMPANY, NATIONAL SURETY CORPORATION, THE AMERICAN INSURANCE COMPANY. ASSOCIATED INDEMNITY CORPORATION and AMERICAN AUTOMOBILE INSURANCE COMPANY which provisions are now in full force and effect. This power of anomey is signed and sealed under the authority of lhe following Resolution adopted by the Board of Directors of FIREMAN.S FUND INSURANCE COMPANY, NATIONAL SURETY CORPORATION. THE AMERICAN INSURA:\CE COMPANY, ASSOCIATED INDEMNITY CORPORATION and AMERICAN AUTOMOBILE INSURANCE COMPANY at a meeting duly called and held. or by wrinen consent. on the 19th day of March. 1995, and said Resolution has not been amended or repealed: "RESOLVED, that the signature of any Vice-President. Assistant Secretary, and Resident Assistant Secretary of the Companies, and the seal of the Companies may be affixed or printed on any power of anomey. on any revocation of any power of anomey. or on any certificate relating thereto. by facsimile, and any power of anomey, any revocation of any power of anomey. or certificate bearing such facsimile signature or facsimile seal shall be valid and binding upon the Companies." I:>: WITNESS WHEREOF. the Companies have caused these "p'resents to be signed by their Vice-President, and their corporate . seals to be hereunto affixed this 21 day of October , 19Y8 . On this 21 day of October ,1998 ,before me personally came M. A. Mallonee to me known, who. being by me duly sworn. did depose and say: that he is a Vice-President of each company. described in and which executed the above instrument: that he knows the seals of the said Companies: that the seals affixed to the said instrument are such company seals: Ihatthey were so affixed by order of the Board of Directors of said companies and that he signed his name thereto by like order. IN WITNESS WHEREOF, I have hereunto set my hand and affixed my oflicial seal. the day and year herein first above wrine~n../ ) at com~i~~~~63726 f ~ :;'-. Notary Public - California ~ . Z)" . Morin County 1- I M'I Comm. Expi'es Nov2B. 2CXll NOlal) Pubhc , _ _ _ _ _ _ _ _ _ _ _ _ . CERTIFICATE STATE OF CALIFORNIA } 5S. COUNTY OF MARIN I. the undersigned. Resident AssiSlant Secretary of each company. DO HEREBY CERTIFY that the foregoing and auached POWER OF ATIORNEY remains in full force and has not been revoked: and furlhennore that Article VB of the By-laws of each company. and the Resolution of the Board of Directors: sel forlh in lhe Power of Anorney. are now in force. I I I I I I STATE OF CALIFORNIA COUNTY OF MARIN I I I I I ~\","IIII1'""111. ;~ ...,!.~U,. :t,,~ ~::j. ',,~"".".:-fc/\ I~f..." ,. ".,";.\ Ht ~ \gJ ~ "."0. /.....Q$ ." , ,"....."" ~"'''=..r n.'.. . ,:0- ~,";,"Ir. ":::";::. ~\\\,~~ "'''11I11I11'''\ By ~~~ FIREMAN.S FUND INSURANCE COMPANY NATIONAL SURETY CORPORATION THE AMERICAN INSURANCE COMPANY ASSOCIATED INDEMNITY CORPORATION AMERICAN AUTOMOBILE INSURANCE COMPANY ~""llIIllll',,, ~,,'\' l)1\lE IN. '",,,. i' ..."'"f...........~-ef;~ !~....._._.....~\ ~~iSEA L.'Sg \ ,...:-. -..../~j " .1,.........i:\~~ '" .loUIS.~ ,\\",.. ""/11111111"" } 55. I Signed and sealed at the County of M<lrin. Dated the I 360789-11-98 ~,,,"IIII",,,,,1. #"~.'!.~"~!.!" ~", !:'~/f'i~":-;;'~~ iai r!!': r:~ ~:.\. Iii \::~.!~~::.~.~I ~'''I,;;':r;;I~:'~~'\\",t' day of A-~Yf'R~"'" (ii;1 .~NI:"E"to"~ Residenr AssiM:lnl Secretary ~e~ ".. """1111111',,, :~\\~\.. ~lE IN. "",. I ;''''~~...''...~~\ \~:;:~~)~) .~ .1, ........ i:\ $~ "" lOUIS.\tl \\~\'~ :l/''''"UI'''''' I I GENERAL CONDITIONS I ARTICLE 1 - DEFINITIONS I Wherever used in these General Conditions or in the other Contract Documents the following tenn.'i have the meanings indicated which are applicable to both the singular and plural thereof: I Addenda: Written or graphic instnunents issued prior to the opening of Bids which clarify, correct or change the bidding documents or the Contract Documents. I A freement: 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. I I ADDlication for Pqyment: The fonn accepted by ENGINEER which is to be used by CONTRACTOR in requesting progress or final payments and which is to include such supporting documentation as is required by the Contract Documents. I I lJiJJ.: The offer or proposal of the bidder submitted on the prescnbed fonn setting forth the prices for the Work to be performed. - - lkoK1s.: Bid, perfonnance and payment bonds and other instruments of security . - Chanfe Order: A document reconunended by ENGINEER, which is signed by CONTRACTOR and OWNER and authorizes 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 pertain to the Contract Documents), CONTRACTOR's Bid (including doclunentation accompanying the Bid and any post-Bid documentation submitted prior to the Notice of A ward) when attached as an exhibit to the Agreement, the Bonds, these General Conditions, the Supplementary Conditions, the Specifications and the Drawings as the same are more specifically identified in the Agreement, together with all amendments, 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 CONTRACTOR 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. CONlRACl'OR: The person, finn or corporation with whom OWNER has entered into the Agreement. defective: An adjective which when modifying the wonl Work refers to Work that is unsatisfactory, faulty or deficient, or does not confonn to the Contract Documents, or does not meet the requirements of any inspection, reference standanl, test or approval referred to in the Contract Documents, or has been damaged prior to ENGINEER's recommendation of fmal payment (unless responsibility for the protection thereof has been assumed by OWNER at Substantial Completion in acconlance with paragraph 14.8 or 14.10). Drawin~s: The 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 Contract Documents. ~O'ective Date Qlthe Afreement: 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, finn or corporation named as such in the Agreement. FielllOrder: A written onler issued by ENGINEER which onlers minor changes in the Work in accordance with paragraph 9.5 but which does not involve a change in the Contract Price or the Contract Time. General Requirements: Sections of Division 1 of the Specifications . 2 I I Laws and Regulations.: Laws or Regulations: Laws, roles, regulations, ordinances, codes and/or orders. I Notice Q/' 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. I I 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 CONTRACTOR's obligations under the Contract Documents. I I OWNER: The public body or authority, corporation, association, firm or person with whom CONTRACTOR has entered into the Agreement and for whom the Work is to be provided. I Partial Utili?ation: Placing a portion of the Work in service for the purpose for which it is intended (or a related pupose) before reaching Substantial Completion for all the Work. I I ~: 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 Prqiect Reoresentative: The authorized representative of ENGINEER who is assigned to the site or any part thereof. ShQJJ Drawinfs: AU drawings, diagrams, illustrations, schedules and other data which are specifically prepared by or for CONTRACTOR to illustrate some portion of the Work and all illustrations, brochures, standard schedules, perfonnance charts, instructions, diagrams and other information prepared by a Supplier and submitted by CONTRACTOR to illustrate material or equipment for some portion of the Work. Soecifications: Those portions of the Contract Docwnents consisting of written technical descriptions ofmateria1s, equipment, construction systems, standards and worlananship as applied to the Work and certain administrative details applicable thereto. Subcontractor: An individual, firm or corporation having a direct contract with CONTRACTOR or with any other Subcontractor for the perfonnance of a part of the Work at the site. Substantial Compktion: The Work (or a specified part thereot) has progressed to the point where, in the opinion of ENGINEER 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 tenns .substantially complete. and .substantially completed. as applied to any Work refer to Substantial Completion thereof. Suookmentary Conditions: The part of the Contract Docwnents which amends or supplements these General Conditions. Suoolier: A manufacturer, fabricator, supplier, distnbutor, materialman or vendor. Underfround Facilities: All pipelines, conduits, ducts, cables, wires, manholes, vaults, tanks, tunnels or other such facilities or attachments, and any encasements containing such facilities which have been installed underground to furnish any of the following services or materials; electricity, gases, steam, liquid petroleum products, telephone or other communications, cable television, sewage and drainage removal, traffic or other control systems or water. Unit Price Work: Work to be paid for on the basis of unit prices. ~: The entire completed construction or the various separately identifiable parts thereof required to be furnished under the Contract Documents. Work is the result of perfonning services, furnishing labor and furnishing and incorporating materials and equipment into the construction, all as required by the Contract Documents. Work Directive Chanf?e: A written directive to CONTRACTOR, issued on or after the Effective Date of the Agreement and signed by OWNER and recommended by ENGINEER, ordering an addition, deletion or revision in the 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 3 I I 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. I I Written A~nd~n/: A written amendment of the Contract Documents, signed by OWNER and CONTRACTOR on or after the Effective Date of the Agreement and nonnally dealing with the nonengineering or nontechnical rather than strictly Work-related aspects of the Contract Documents. I I I ARTICLE 1- PRELIMINARY MATI'ERS DeUvery of Bonds: I 2.1. When CONTRACTOR delivers the executed Agreements to OWNER, CONTRACTOR shall also deliver to OWNER such Bonds as CONTRACTOR may be required to furnish in accordance with paragraph 5.1. I Copies of Documents: I 2.2. OWNER shall furnish to CONTRACTOR up to ten copies (unless otherwise specified in the Supplementary Conditions) of the Contract Documents as are reasonably necessary for the execution of the Work. Additional copies will be furnished, upon request, at the cost of reproduction. I I Commencement of Contract Time; Notice to Proceed I 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 Notice to Proceed. A Notice to Proceed may be given at any time within thirty days after the Effective Date of the Agreement. In no event will the Contract Time commence to ron later 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. I I Starting the Project: I 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 the date on which the Contract Time commences to ron. I I Before Starting Construction: 2.5. Before undertaking each part of the Work, CONTRACTOR shall carefully study and compare the Contract Documents and check and verify pertinent figures shown thereon and all applicable field measurements. CONTRACTOR shall promptly report in writing to ENGINEER any conflict, error or discrepancy which CONTRACTOR may discover and shall obtain a written interpretation or clarification from ENGINEER before proceeding with any Work affected thereby; 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 bad actual knowledge thereof or should reasonably have known thereof. 2.6. Within ten days after the Effective Date of the Agreement (unless otherwise specified in the General Requirements), 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 submissions; 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 parts in sufficient detail to serve as the basis for progress payments during construction. Such prices will include an appropriate amount of overhead and profit applicable to each item of Work which will be confirmed in writing by CONTRACTOR at the time of submission. 2.7. Before any Work at the site is started, CONTRACTOR shall deliver to OWNER, 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 5.4 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. 4 I I Preconstruction Conference: I 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, ENGINEER am 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. I I I Fi1UJ/Wng Schedules: I 2.9. At least ten days before submission of the first Application for Payment a conference attended by CONTRACTOR, ENGINEER am others as appropriate will be held to fmalize the schedules submitted in accordance with paragraph 2.6. The fmalized progress schedule will be acceptable to ENGINEER as providing an orderly progression of the Work to completion within tbe Contract Time, but such acceptance will neither impose on ENGINEER responsibility for the progress or scheduling of the Work nor relieve CONTRACTOR from full responsibility therefor. The finalized schedule of Shop Drawing submissions will be acceptable to ENGINEER as providing a workable arrangement for processing the submissions. The finalized schedule of values will be acceptable to ENGINEER as to fonn and substance. I I I I I ARTICLE 3 CONTRACT DOCUMENTS: INTENT. AMENDING. REUSE Intent: I 3.1. The Contract Documents comprise the entire agreement between OWNER and CONTRACTOR concerning the Work. The Contract Docwnents are complementary; what is called for one is a binding as if called for by all. The Contract Documents will be construed in accordance with the law of the place of the Project. I I 3.2. It is the intent of the Contract Documents to describe a functionally complete Project (or part thereot) to be constructed in accordance with the Contract Documents. Any Work, materials or equipment that may reasonably be inferred from the Contract Documents as being required to produce the intended result will be supplied whether or not specifically called for. Then words which have a well- I I 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, sball 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 employees from those set forth in the Contract Documents, nor shall it 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 authority to undertake responsibility contrary to the provisions of paragraph 9.15 or 9.16. Clarifications and interpretations of the Contract Docwnents shall be issued by ENGINEER as provided in paragraph 9.4. 3.3. If, during the perfonnance of the Work, CONTRACTOR fmds 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 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 actual knowledge thereof or should reasonably have known thereof. Amending and Supplementing Contract Documents: 3.4. The Contract Documents may be amended to provide for additions, deletions and revisions in the Work or to modify the tenus 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 5 I I 3.4.3. a Work Directive Change (pursuant to paragraph 10.1). I 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. I 3.5. In addition, the requirements of the Contract Documents may be supplemented, and minor variations and deviatiODS in the Work may be authorized, in one or more of the following ways: I I 3.5.1. a Field Order (pursuant to paragraph 9.5), I 3.5.2. ENGINEER's approval of a Shop Drawing or sample (pursuant to paragraphs 6.26 and 6.27) or I 3.5.3. ENGINEER's written interpretation or clarification (pursuant to paragraph 9.4). I Reuse 01 Documents: I 3.6. Neither CONTRACTOR nor any Subcontractor or Supplier or other person or organization performing or furnishing any of the Work under a direct or indirect contract with OWNER shall have or acquire any title to or ownership rights in any of the Drawings, Specifications or other documents (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. I I I ARTICLE 4 - AVAILABILITY OF LANDS: PHYSICAL CONDmONS: REFERENCE POINTS AvailobiliJy 01 Lands: I 4.1. OWNER shall furnish, as indicated in the Contract Documents, the lands upon which the Work is to be performed, rights-of-way and easements for access thereto, and such other lands which are designated for the use of CONTRACTOR. Easements for permanent structures or permanent 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 easements entitles CONTRACTOR to an extension of the Contract Time, CONTRACTOR may make a claim therefor as I I I I . provided in Article 12. CONTRACTOR shall provide for all 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 arul ReDorts: 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 preparation of the Contract Documents. CONTRACTOR may rely upon the accuracy of the technical data contained in such reports, but not upon nontechnical data, interpretations or opinions contained therein or for the completeness thereof for CONTRACTOR's purposes. Except as indicated in the immediately preceding sentence and in paragraph 4.2.6, CONTRACTOR shall have full responsibility with respect to subsurface conditions at the site. 4.2.2. Existine 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 Underground Facilities referred to in paragraph 4.3) which are at or contiguous to the site that have been utilized by ENGINEER in preparation of the Contract Documents. CONTRACTOR may rely upon the accuracy of the technical data contained in such drawings, but not for the completeness thereof for CONTRACTORS's purposes. Except as indicted in the immediately preceding sentence and in paragraph 4.2.6, CONTRACTOR shall have full responsibility with respect to physical conditions in or relating to such structures. 4.2.3. ReDort of DifJerin.g Corulitions: If CONTRACTOR believes that: 4.2.3.1. any technical data on which CONTRACTOR is entitled to rely as provided in paragraphs 4.2.1 and 4.2.2 is inaccurate, or 4.2.3.2. any physical condition uncovered or revealed at the site differs materially from that indicated, reflected or referred to in the Contract Documents. 6 I I CONTRACTOR shall, promptly after becoming aware thereof and before performing any Work in connection therewith (except in an emergency as pennitted by paragraph 6.22), notify OWNER and ENGINEER in writing about the inaccuracy or difference. I I 4.2.4. ENGINEER's Review: ENGINEER will promptly review the pertinent conditions, determine the necessity of obtaining additional explorations or test with respect thereto and advise OWNER in writing (with a copy to CONTRACTOR) of ENGINEER's fmdings and conclusions. I I 4.2.5. Possible Document Chan~e: If ENGINEER concludes that there is a material error in the Contract Documents or that because of newly discovered conditions 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. I I I 4.2.6. Possible Price arulTIme Ar/justments: In each such case, an increase or decrease in the Contract Price or an 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 Article 11 and 12. I I I I Physical CondiJions-Underground Facilities: I 4.3.1. Shown or Indicated: The information and data shown or indicated in the Contract Documents with respect to existing UlXIerground Facilities at or contiguous to the site is based on information and data furnished to OWNER or ENGINEER by the owners of such Underground Facilities or by others. Unless it is otherwise expressly provided in the Supplementary Conditions: I I 4.3.1.1. OWNER and ENGINEER shall not be responsible for the accuracy or completeness of any such information or data; and I . . 4.3.1.2. CONTRACTOR shall have full responsibility for reviewing and checking all such information and data, for locating all Underground Facilities shown or indicated in the Contract Documents, for coordination of the Work with the owners of such Underground Facilities during construction, for the safety and protection 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 UndergrowxI 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 reasonably have been expected to be aware of, CONTRACTOR shall, promptly after becoming aware thereof am before performing any Work affected thereby (except in an emergency as pennitted by paragraph 6.22), identify the owner of such Underground Facility and give written notice thereof to that owner and to OWNER and ENGINEER. ENGINEER will promptly review the Underground Facility to determine the extent to which the Contract Documents should be modified to reflect and document the consequences of the existence of the Underground Facility, and the Contract Documents will be amended or supplemented to the extent necessary. During such time, CONTRACTOR 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 Contract 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 not 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 7 I I establish reference points for construction which in ENGINEER's judgment are necessary to enable CONTRACTOR to proceed with the Work. CONTRACTOR shall be responsible for laying out the Work (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. CONTRACTOR 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 responsible for the accurate replacement or relocation of such reference points by professionally qualified personnel. I I I I I ARTICLE S - BONDS AND INSURANCE Performance and Other Bonds: I 5.1. CONTRACTOR shall furnish perfonnance and payment Bonds, each in an amount at least equaI to the Contract Price as security for the faithful perfonnance and payment of all CONTRACTOR's obligations under the Contract Documents. These Bonds shall remain in effect at least until one year after the date when fmal payment becomes due, except as otherwise provided by Law or Regulations or by the Contract Documents. CONTRACTOR shall also furnish such other Bonds as are required by the Supplementary Conditions. All Bonds shall be in the fonns prescnbed by Law or Regulation or by the Contract Documents and be executed by such sureties as are named in the current list of .Companies Holding Certificates of Authority as Accep.able Sureties on Federal Bonds and as Acceptable Reinsuring Companies. as published in Circular 570 (amended) by the Audit Staff Bureau of Accounts, U.S. Treasury Department. All Bonds signed by an agent nwst be accompanied by a certified copy of the authority to act. I I I I I I 5.2. If the surety on any Bond furnished by CONTRACTOR is declared a bankrupt or becomes insolvent or its right to do business is terminated in any state where any part of the project is located or it ceases to meet the requirements of paragraph 5. I. CONTRACTOR shall within five days thereafter be acceptable to OWNER. I I Contractors Liability Insurance: I 5.3. CONTRACTOR shall purchase and maintain such comprehensive general liability and other insurance as is appropriate for the Work being performed and I furnished and as will provide protection from claims set forth below which may arise out of or result from CONTRACTOR's perfonnance 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 may be liable: 5.3.1. Claims under workers' or workmen's compensation, disability benefits and other similar employee benefits acts; 5.3.2. Claims for damages because of bodily injury, occupational sickness or disease, or death of CONTRACTOR'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 property wherever located, including loss of use resulting therefrom; 5.3.6. Claims arising out of operation of Laws and Regulations 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 Supplementary Conditions, or required by law, whichever is greater. The comprehensive general liability insurance shall include completed operations insurance. All of the policies of insurance so required 8 I I to be purchased and maintained (or the certificates or other evidence thereot) shall contain a provision 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 fmal payment and at all times thereafter when CONTRACTOR may be correcting, removing or replacing delectlve Work in accordance with paragraph 13.12. In addition, CONTRACTOR shall maintain such completed operations insurance for at least two years after fina1 payment and furnish OWNER with evidence of continuation of such insurance at fina1 payment and one year thereafter. Contractual LlllbiliJy Insurance I I I I I 5.4. The comprehensive 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. I I Owner's LlllbiliJy Insurance I 5.s. OWNER shall be responsible for purchasing and maintaining OWNER's own liability insurance and, at OWNER's option, may purchase and maintain such insurance as will protect OWNER against claims which may arise from operations under the Contract Documents. I Property Insurance: I 5.6. Unless otherwise provided in the Supplementary Conditions, OWNER shaU purchase and maintain property insurance upon the Work at the site to the full insurable value thereof (subject to such deductible amounts as may be provided in the Supplementary Conditions or required by Laws and Regulations). This insurance shall include the interests of OWNER, CONTRACTOR, Subcontractors, ENGINEER and ENGINEER's consultants in the Work, all of whom shall be listed as insured 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, vandlllism and malicious mischief, collapse and water darr..age, 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 I I I I I . . professionals). If not covered under the "all risk" insurance or otherwise provided in the Supplementary Conditions, CONTRACTOR shall purchase and maintain similar property insurance or portions 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 the OWNER, CONTRACTOR, Subcontractors, ENGINEER and ENGINEER's consultants in the Work, all of whom shall be listed as insured or additional insured parties. 5.8. AU the policies of insurance (or the certificates or other evidence thereot) required to be purchased and maintained by OWNER in accordance with paragraphs 5.6 and 5.7 will contain a provision or endorsement that the covemge 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, Subcontmctor or others suffering any such loss and if any of them wishes property insurance coverage within the limits of such amounts, each may purchase and maintain it at the purchaser's own expense. 5.10. If CONTRACTOR requests in writing that other special insurance be included in the property insurance policy, OWNER shall, if possible, include such insurance, and the cost thereof will be charged to CONTRACTOR by appropriate Change Order or Written Amendment. Prior to commencement of the Work at the site, OWNER shall in writing advise CONTRACTOR whether or not such other insurance has been procured by OWNER. Waiver 01 Rights 5.11.1. OWNER and CONTRACTOR waive all rights against each other for all losses and 9 I I damages caused by any of the perils covered by the policies of insurance provided in response to paragraphs 5.6 and 5.7 and any other property insurance applicable to the Work, and also waive all such rights against the Subcontractors, ENGINEER, ENGINEER's consultants and aU other parties named as insureds in such policies for losses and damages so caused. As required by paragraph 6.11, each subcontract between CONTRACTOR and a Subcontractor will contain similar waiver provisions by the Subcontractor in favor of OWNER, CONTRACTOR, ENGINEER, ENGINEER '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 be proceeds of insurance held by OWNER as trustee or otherwise payable. I I I I I I I I 5.11.2. OWNER and CONTRACTOR intend that any policies provided in response to paragraphs 5.6 and 5.7 shall protect all of the parties insured and provide primary coverage for all losses and damages caused by the perils covered thereby. Accordingly, all such policies shall contain provisions to the effect that in the event of payment of any loss of damage the insurer will have no rights of recovery against any of the parties named as insured or additional insureds, and if the insurers require separate waiver fonns to be signed by ENGINEER or ENGINEER's consultant OWNER will obtain the same, and if such waiver fonns are required of any Subcontractor, CONTRACTOR will obtain the same. I I I I I Receipt and A.ppUcation of Proceeds: I 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 tnastee for the insureds, as their interests may appear, subject to the requirements 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 I I . . 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 parties in interest shall object in writing within fifteen days after the occurrence of the loss to OWNER's exercise of this power. If such objection be made, OWNER as trustee shall make settlement 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 perfonnance of such duties. A.cceptance of Insurance: 5.14. If OWNER has any objection to the coverage afforded by or other provisions of the insurance required to be purchased 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 CONTRACTOR 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, CONTRACTOR shall notify OWNER in writing thereof within ten of the date of delivery of such certificates to CONTRACTOR in accordance with paragraph 2.7. OWNER and CONTRACTOR shall each provide to the other such additional infonnation 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 insurance purchased by the other as complying with the Contract Documents. Partial Utilization - Property Insurance: 5.15. If OWNER fmds it necessary to occupy or use a portion or portions of the Work prior to Substantial Completion of all the Work, such use or occupancy may be accomplished in accordance with paragraph 14.10; provided that no such use occupancy shall commence before the insurers providing the property insurance 10 I I have acknowledged notice thereof and in writing effected the changes in coverage necessitated thereby. The insurers providing the property insurance shall consent by endorsement on the policy or policies, but the property insurance shall not be cancelled or lapse on account of any such partial use or occupancy. I I I ARTICLE 6 RESPONSIBILITIES CONTRACTOR IS Supervision and Superintendence: I 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 Docwnents. 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 fmished Work complies accurately with the Contract Documents. I I I I 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 CONTRACTOR. All comnmnications given to the superintendent shall be as binding as if given to CONTRACTOR. I I I Lobor, Materials and Equipment: I 6.3. CONTRACTOR shall provide competent, suitably qualified personnel to survey and layout the Work and perform construction as required by the Contract Docwnents. CONTRACTOR shall at all times maintain good discipline and order at the site. Except in 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 pennit overtime work or the performance of Work on Saturday, Sunday or any legal holiday without OWNER's written consent given after prior written I I I I . notice to ENGINEER. 6.4. Unless otherwise specified in the General Requirements, CONTRACTOR shall furnish and assume full responsibility 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, start-up and completion of the Work. 6.5. All materials and equipment shall be of good quality and new, except as otherwise provided in the Contract Documents. If required by ENGINEER, CONTRACTOR shall furnish satisfactory evidence (including reports of required tests) as to the kind and quality of materials and equipment. All materials and equipment shall be applied, installed, connected, erected, used, cleaned and conditioned in accordance with the instructions of the applicable Supplier except as otherwise provided in the Contract Documents; but no provision 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 authority to undertake responsibility contrary to the provisions of paragraph 9.15 or 9.16. Ac(justing Progress Schedule: 6.6. CONTRACTOR shall submit to ENGINEER for acceptance (to the extent indicated in paragraph 2.9) adjustments 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 Docwnents 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 pennitted, materials or equipment of other Suppliers may be accepted by ENGINEER if sufficient information is submitted by CONTRACTOR to allow 11 I I ENGINEER to determine that the material or equipment proposed is equivalent or equal to that 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 ENGINEER from anyone other than CONTRACTOR. If CONTRACTOR wishes to furnish or use a substitute item of material or equipment, CONTRACTOR shall make written application to ENGINEER for acceptance thereof, certifying that the proposed substitute will perform adequately 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 specified. The application will state that the evaluation and acceptance of the proposed substitute will not prejudice CONTRACTOR's achievement of Substantial Completion on time, whether or not acceptance of the substitute for use in the Work will require a change in any of the Contract Documents (or in the provisions of any other direct contract with OWNER for work on the Project) to adapt the design to the proposed substitute and whether or not incorporation or use of the substitute in connection with the Work is subject to 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 indicated. The application will also contain an itemized estimate of all costs that will result directly or indirectly from acceptance of such substitute, including costs of redesign and claims of other contractors affected by the resulting change, all of which shall be considered by ENGINEER in evaluating the proposed substitute. I I I I I I I I I I I I I I I I ENGINEER may require CONTRACTOR to furnish at CONTRACTOR's expense additional data about the proposed substitute. 6.7.2. If a specific means, method, technique, sequence or procedure 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 provided in paragraph 6.7.1 as applied by ENGINEER and as may be supplemented in the General Requirements. 6.7.3. ENGINEER will be allowed a reasonable time within which to evaluate each proposed substitute. ENGINEER 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 evidenced by either a Change Order or an approved Shop Drawing. OWNER may require CONTRACTOR to furnish at CONTRACTOR's expense a special perfonnance 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 CONTRACTOR and in making changes in the Contract Documents occasioned thereby. Whether or not ENGINEER accepts a proposed substitute, CONTRACTOR shall reimburse OWNER for the charges of ENGINEER and ENGINEER's consultants for evaluating each proposed substitute.e Concerning Subcontractors, SuppUers and Others: 6.8.1. CONTRACTOR shall not employ any subcontractor, Supplier or other person or organization (including those acceptable to OWNER and ENGINEER as indicated in paragraph 6.8.2), whether initially or as a substitute, against whom OWNER or 12 I I 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. I I I 6.8.2. If the Supplementary Conditions require the identity of certain Subcontractors, Suppliers or other persons or organizations (including those who are to furnish the principal items of materials and equipment) to be submitted to OWNER in advance of the specified date prior to the Effective Date of the Agreement of acceptance by OWNER and ENGINEER and if CONTRACTOR has submitted a list thereof in accordance with the Supplementary Conditions, OWNER's or ENGINEER's acceptance (either in writing or by failing to make written objection thereto by the date indicated for acceptance or objection in the bidding documents or the Contract Documents) of any such Subcontractor, Supplier or other 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 signed. 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 ENGINEER to reject defective Work. I I I I I I I I I 6.9. CONTRACTOR shall be fully responsible to OWNER and ENGINEER for all acts and omissions of the Subcontractors, Suppliers and other persons and organizations perfonning or furnishing any of the Work tmder a direct or indirect contract with CONTRACTOR just as CONTRACTOR is responsible for CONTRACTOR's own acts and omissions. Nothing in the Contract 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 ENGINEER to payor to see to the payment of any moneys due any such Subcontractor, I I I I Supplier or other person or organization except as may otherwise be required by Laws and Regulations. 6.10. 1be divisions and sections of the Specifications and identifications of any Drawings shall not control CONTRACTOR 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 Subcontractor will be pursuant to an appropriate agreement between CONTRACTOR and the Subcontractor which specifically 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. I 1. CONTRACTOR shall pay each Subcontractor a just share of any insurance moneys received by CONTRACTOR on account of losses under policies issued pursuant to paragraphs 5.6 and 5.7. PoJenJ Fees and Roya/Jies: 6.12. CONTRACTOR shall pay all license fees and royalties and assume all costs incident to the use in the perfonnance 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 Docwnents for use in the perfonnance of the Work and if to the actual knowledge of OWNER or ENGINEER its use is subject to patent rights or copyrights calling for the payment of any license fee or royalty to others, the existence of such rights shall be disclosed by OWNER in the Contract Documents. CONTRACTOR shall indemnify and hold hannIess 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 perfonnance 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 sha.ll obtain and pay for aU 13 I I construction permits and licenses. OWNER shall assist CONTRACTOR, when necessary, in obtaining such permits and licenses. CONTRACTOR shall pay all governmental charges which are applicable at the time of opening Bids, or if there are no Bids on the Effective Date of the Agreement. CONTRACTOR shall pay all charges of utility owners for connections to the Work, and OWNER shall pay all charges of such utility owners for capital costs related thereto such as plant investment fees. I I I Laws and ReguloJlons: I 6.14.1. CONTRACTOR shall give all notices and comply with all Laws and Regulations applicable to furnishing and perfonnance of the Work. Except where otherwise expressly required by applicable Laws and Regulations, neither OWNER nor ENGINEER shall be responsible for monitoring CONTRACTOR's compliance with any Laws or Regulations I I I 6.14.2. If CONTRACTOR observes that Specifications 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 perfonns 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 primary responsibility to make certain that the Specifications and Drawings are in accordance with such Laws and Regulations. I I I I Taxes: I 6.15. CONTRACTOR shall pay all sales, consumer, use and other similar taxes required to be paid by CONTRACTOR in accordance with the Laws and Regulations of the place of the Project which are applicable during the performance of the Work. I I Use 01 Premises: I 6.16. CONTRACTOR shall confme constnlction equipment, the storage of materials and equipment and the operations of workers to the Project site and land and areas identified in and penllitted by the Contract I Docwnents and other land and areas pennitted by Laws and Regulations, right-so-way, pennits and easements, and shall not unreasonably encumber the premises with constn.action equipment or other materials or equipment. CONTRACTOR shall asSlune full responsibility for any damage to any such land or area, or to the owner or occupant thereof or of any land or areas contiguous thereto, resulting from the perfonnance of the Work. Should any claim be made against OWNER or ENGINEER by any such owner or occupant because of the perfonnance of the Work, CONTRACTOR shall promptly attempt to settle with such other part by agreement or otherwise resolve the claim by arbitration or at law. CONTRACTOR shall, to the fullest extent pennitted by Laws and Regulations, indemnify and hold OWNER and ENGINEER harmless from and against all claims, damages, losses and expense (including, but not limited to, fees of engineers, architects, attorneys and other professionals and court and arbitration costs) arising directly, indirectly or consequentially out of any action, legal or equitable, brought by any such other party against OWNER or ENGINEER to the extent based on a claim arising out of CONTRACTOR's perfonnance of the Work. 6.17. During the progress of the Work, CONTRACTOR shall keep the premises free from accumulations of waste materials, mbbish 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, constmction equipment and machinery, and surplus materials, and shall leave the site clean and ready for occupancy by OWNER. CONTRACTOR shall restore to original condition all property not designated for alteration by the Contract Documents. 6.18. CONTRACTOR shall not load nor pennit any part of any stnlcture to be loaded in any manner that will endanger the stmcture, 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 (issued pursuant to paragraph 9.4) in good order and annotated to show all changes made during constmction. These record 14 I I documents together with all approved samples and a counterpart of all approved Shop Drawings will be available to ENGINEER for reference. Upon completion of the Work, these record documents, samples and Shop Drawings will be delivered to ENGINEER for OWNER. I I Sqfely and Protection: I 6.20. CONTRACTOR shall be responsible for initiating, maintaining and supervising all safety precautions and programs in connection with the Work. CONTRACTOR shall take all necessary precautions for the safety of, and shall provide the necessary protection to prevent damage, injury or loss to: I I 6.20.1. all employees on the Work and other persons and organizations who may be affected thereby; I 6.20.2. all the Work and materials and equipment to be incorporated therein, whether in storage on or off the site; and I 6.20.3. other property at the site or adjacent thereto, including trees, shrubs, lawns, walks, pavements, roadways, structures, utilities and Underground Facilities not designated for removal, relocation or replacement in the course of construction. I I 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 protection, removal, relocation and replacement of their property. 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 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, shall be remedied by CONTRACTOR (except damage or loss attnbutable 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, I I I I I directly or indirectly, in whole or in part, to the fault or negligence of CONTRACTOR). 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 accordance with paragraph 14.13 that the Work is acceptable (except as otherwise expressly provided in connection with Substantial Completion). 6.21. CONTRACTOR shall designate a responsible representative at the site whose duty shall be the prevention of accidents. This person shall be CONTRACTOR's superintendent unless otherwise designated in writing by CONTRACTOR or 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 or authorization from ENGINEER or OWNER, is obligated to act to prevent threatened damage, injury or loss. CONTRACTOR shall give ENGINEER prompt written notice if CONTRACTOR believes that any significant changes in the Work or variations from the Contract Documents have been caused thereby. If ENGINEER determines that a change in the Contract Documents is required because of the action taken in response to any 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 ail field measurements and after complying with applicable procedures specified in the General Requirements, CONTRACTOR shaIJ submit to ENGINEER for review and approval in accordance with the accepted schedule of Shop Drawing submissions (see paragraph 2.9), or for other appropriate action if so indicated in the Supplementary colXlitions, five copies (unless otherwise specified in the General Requirements) of all Shop drawings, which will bear a stamp or specific written indication that CONTRACTOR has satisfied CONTRACTOR's responsibilities 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 quantities, dimensions, 15 I I specified perfonnance and design criteria, materials and similar data to enable ENGINEER to review the information as required. I I 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 Documents. AU samples will have been checked by and accompanied by a specific written indication that CONTRACTOR has satisfied CONTRACTOR's responsibilities under the Contract Documents with respect to the review of the submission and will be identified clearly as to material, Suppler, pertinent data such as catalog numbers and the use for which intended. I I I 6.25.1. Before submission of each Shop Drawing or sample CONTRACTOR shall have determined and verified all quantities, dimensions, specified perfonnance criteria, installation requirements, materials, catalog numbers 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. I I I 6.25.2. At the time of each submission, CONTRACTOR shall give ENGINEER specific written notice 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 each Shop Drawing submitted to Engineer for review and approval of each such variation. I I I 6.26. ENGINEER will review and approve with reasonable promptness Shop drawings and samples, but Engineer's review and approval will be only for confonnance with the design concept of the Project and for compliance with the infonnation 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. CONTRACTOR shall make corrections required by ENGINEER, and shall return the required I I I . . 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 drawings 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 variation 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 responsibility for errors or omissions in the Shop Drawings or from responsibility for having complied with the provisions of paragraph 6.25.1 6.28. Where a Shop Drawing or sample is required by the Specifications and related Work perfonned prior to ENGINEER's review and approval of the pertinent submission will be the sole expense and responsibility of CONTRACTOR. Continuing the 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 pending resolution of any disputes or disagreements, except as pennitted by paragraph 15.5 or as CONTRACTOR and OWNER may otherwise agree in writing. I ndemnificaJion: 6.30. To the fullest extent pennitted by Laws and Regulations CONTRACTOR shall indemnify and hold hannless 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 otber professionals and court and arbitration costs) arising out of or resulting from the perfonnance of the Work, provided that any such claim, damage, loss or expense (as) is attributable to bodily injury, sickness, disease or death, or to injury to or destruction of tangible property 16 I I (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, reganlless of whether or not it is caused in art by a party indemnified hereunder or arises by or is imposed by Law and Regulations reganlless of the negligence of any such party. I I I 6.31. In any and all claims against OWNER or ENGINEER 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 other person or organization under workers' or workmen's compensation acts, disability benefit acts or other employee benefit acts. I I I I I 6.32. The obligations of CONTRACTOR under paragraph 6.30 shall not extend to the liability of ENGINEER, ENGINEER's consultants, agents or employees arising out of the preparation or approval of maps, drawings, opinions, reports, surveys, Change Orders, designs or specifications. I I ARTICLE 7 - OTHER WORK I Related Work at Site: I 7.1. OWNER may perform other work related to the Project at the site by OWNER's own forces, have other work performed by utility owners or let other direct contracts therefor which shall contain General Conditions similar to these. If the fact that such other work is to be performed was not noted in the Contract Documents, written notice thereof will be given to CONTRACTOR prior to starting any such other work; am, if CONTRACTOR believes that such perfonnance will involve additional expense to CONTRACTOR or requires additional time and the parties are unable to agree as to the extent thereof, CONTRACTOR shall make a claim therefor as provided in Articles 11 and 12. I . - 7.2. CONTRACTOR shall afford each utility owner and other contractor who is a party to such a direct contract (or OWNER, if OWNER is performing the additional work with OWNER'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 parts come together properly and integrate with such other work. CONTRACTOR shall not endanger any work of others by cutting, excavating or otherwise altering their work and will only cut or alter their work with the written consent of ENGINEER and the others whose work 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 it unavailable or unsuitable for such property execution and results. CONTRACTOR's failure so to report will constitute an acceptance of the other work as fit and proper for integration with CONTRACTOR's Work except for latent or nonapparent defects and deficiencies in the other work. Coordination: 7.4. If OWNER contracts with others for the perfonnance 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 contractors 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 authority 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 - OWNER'S RESPONSmILlTIES 17 I I 8.1. OWNER shall issue all communications to CONTRACTOR through ENGINEER. I 8.2. In case of termination of the employment of ENGINEER, OWNER shall appoint an engineer against whom CONTRACTOR makes no reasonable objection, whose status under the Contract Documents shall be that of the former ENGINEER. Any dispute in connection with such appoinbnent shall be subject to arbitration. I I 8.3. OWNER shall furnish the data required of OWNER under the Contract Documents promptly and shall make payments to CONTRACTOR promptly after they are due as provided in paragraphs 14.4. and 14.13. I I 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. Paragraph 4.2 refers to OWNER's identifying and making available to CONTRACTOR copies of reports of explorations and tests of subsurface conditions at the site and in existing structures which have been utilized by ENGINEER in preparing the drawings and Specifications. I I I 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. I 8.6. OWNER is obligated to execute Change Orders as indicated in paragraph 10.4 I I I 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 CONTRACTOR under certain circumstances . I ARTICLE 9 - ENGINEER'S STATUS DURING CONSTRUCTION Owner's Representative: I 9.1. ENGINEER will be OWNER's representative during the construction period. The duties and responsibilities and the limitations of authority of ENGINEER as OWNER's representative during construction are set forth in the Contract Documents and I I I shall not be extended without written consent of OWNER and ENGINEER. VISITS to SITE: 9.2. ENGINEER will make visits to the site at intervals appropriate to the various stages of construction to observe the progress and quality of the executed Work and to determine, in general, if the Work is proceeding in accordance with the Contract Documents. ENGINEER will 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 professional, ENGINEER will keep OWNER informed of the progress of the Work and will endeavor to guard OWNER against defects and deficiencies in the Work. Project Representation: 9.3. If OWNER and ENGINEER agree, ENGINEER will furnish a Resident Project Representative to assist ENGINEER in observing the perfonnance of the Work. The duties, responsibilities and limitations of authority of any such Resident Project Representative and assistants will be as provided in the Supplementary 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. Clarifications and Interpretations: 9.4. ENGINEER will issue with reasonable promptness such written clarifications or interpretations of the requirements of the Contract Documents (in the fonn 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 th~ Contract Time and tJle parties are unable to agree to the amount or extent thereof, CONTRACTOR may make II claim therefor as provided in Article II or Article 12. Authoril.ed Variations in Work: 18 I I 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. If 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. I I I I I Rejecting Defective Work: I 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. I I Shop Drawings. Change Orders and Payments: I 9.7. In connection with ENGINEER's responsibility for Shop Drawings and samples, see paragraphs 6.23 through 6.28 inclusive. I 9.8. In cormection with ENGINEER's responsibilities as to Change Orders, see Articles 10, 11 and 12. I 9.9. In connection with ENGINEER 's responsibilities in respect of Applications for Payment, etc., see Article 14. Determinations for Unit Prices: I 9.10. ENGINEER will determine the actual quantities and classifications of Unit Price Work performed by CONTRACTOR. ENGINEER will review with CONTRACTOR ENGINEER's preliminary determinations on such matters before rendering a written decision thereon (by recommendation of an Application for Payment or otherwise). ENGINEER's written decisions thereon will be fmal and binding upon OWNER or CONTRACTOR delivers to the other party to the Agreement and to ENGINEER written notice of intention to appeal from such a decision. I I I I - 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 of the requirements of the Contract Documents pertaining to the perfonnance 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 referred 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, dispute and other matter will be delivered by the claimant to ENGINEER and the other party to the Agreement promptly (but in no event later than thirty days) after the occurrence of the events 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 fimctioning as interpreter and judge under paragraphs 9.10 and 9.11, ENGINEER will not show partiality to OWNER or CONTRACTOR and will not be liable in connection with any interpretation or decision rendered in good faith in such capacity. The rendering of a decision by ENGINEER pursuant to paragraphs 9.10 and 9.11 with respect to any such claim, dispute or other matter (except any which have been waived by the making or acceptance of final payment 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 under 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 tc) CONTRACTOR, any Subcontractor, any Supplier, or any other person or organization performing any of th~ Work, or to any surety for any of them. 9.14. Whenever in the Contract Documents the terms "as ordered", "as directed", "as required", "as 19 I I allowed -, - as approved -, or terms of the 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 descnbe a requirement, direction, review or judgement of ENGINEER as to the Work, it is intended that such requirement, direction, review or judgement will be solely to evaluate the Work for compliance with the COIIb'1K:t Documents (Wlless there is a specific statement indicating otherwise). The use of any such term or adjective shall not be effective to assign to ENGINEER any duty or authority to supervise or direct the furnishing or performance or the Work or any duty or authority to undertake responsibility contrary to the provisions of paragraph 9.15 or 9.16. I I I I I 9.15. ENGINEER will not be responsible for CONTRACTOR's means, methods, techniques, sequences or procedures of constmction, or the safety precautions and programs incident thereto, and ENGINEER will not be responsible for CONTRACTOR's failure to perform or furnish the Work in accordance with the Contract Documents. I I I 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. I ARTICLE 10 - CHANGES IN THE WORK I 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). I I I 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 Article 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 by the Contract Documents as amended, modified and supplemented 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 paragraph 13.9. 10.4. OWNER and CONTRACTOR shall execute appropriate Change Orders (or Written Amendments) covering: 10.4.1. changes in the Work which are ordered by OWNER pursuant to paragraph 10.1, are required because of acceptance of defective Work under paragraph 13.13 or correcting defective Work under paragraph 13.14, or as agreed to by the parties. 10.4.2. changes in the Contract Price or Contract Time which are agreed to by the parties; and 10.4.3. changes in the Contract Price or Contract Time which embody the substance of any written decision rendered 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, CONTRACTOR shall carry on the Work and adhere to the progress 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 Docwnents (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 CONTRACTOR's responsibility, and the amount of each applicable Bond will be adjusted accordingly. ARTICLE 11 - CHANGE OF CONTRACT PRICf: 11.1. The Contract Price constitutes the total compensation (subject to authorized adjustments) payable to CONTRACTOR for performing the Work. All duties, responsibilities and obligations assigned to or undertaken by CONTRACTOR shall be at his expense 20 I I without change in the Contract Price. I 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 Contract Price shall be based 00 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 shall be accompanied by claimant's written statement that the amount claimed covers all known amounts (direct, indirect and consequential) 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 accordance 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. I I I I I I I 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: I 11.3.1. Where the Work involved is covered by unit prices contained in the Contract Documents, by application of unit prices to the quantities of the items involved (subject to the provisions of paragraphs 11.9.1. through 11.9.3., inclusive). I I 11.3.2. By mutual acceptance of a lump sum (which may include an allowance of overhead and profit not necessarily in accordance with paragraph 11.6.2.1). I I 11.3.3. On the basis of the Cost of the Work (determined as provided in paragraph 11.4 and 11.5) plus a CONTRACTOR's Fee for overhead and profit (determined as provided in paragraphs 11.6 and 11.7). I Cost 0/ the Work: I 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 perfonnance 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, but 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 holiday pay applicable thereto. Such employees shall include superintendents and foremen at the site. The expenses of performing Work after regular working hours, on Saturday, 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 transportation and storage thereof, and Suppliers' field services required in cOlUlection therewith. All cash discounts shall accnle to CONTRACTOR unless OWNER deposits funds with CONTRACTOR with which to make payments, in which case the cash discounts shall accnle to OWNER. All trade discounts, rebates and refunds and all returns from sale of surplus materials and equipment shall accnle 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 CONTRACTOR 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 21 I I of the Work Plus a Fee, the Subcontractor's Cost of the Work shall be detennined in the same manner as CONTRACTOR's Cost of the Work. All subcontracts shall be subject to the other provisions of the Contract Documents insofar as applicable. I I I 11.4.4. Costs of special consultants (including but not limited to engineers, architects, testing laboratories, surveyors, attorneys and accountants) employed for services specifically related to the Work. I I 11.4.5. Supplemental costs including the following: I 11.4.5.1. The proportion of necessary transportation, travel and subsistence expenses of CONTRACTOR's employees incurred in discharge of duties connected with the Work. I 11.4.5.2. Cost, including transportation and maintenance, of all materials, supplies, equipment, machinery, appliances, office and temporary facilities at the site and hand tools not owned by the workers, which are conswned in the perl'onnance of the Work, and cost less market value of such items used but not consumed which remain the property of CONTRACTOR. I I I 11.4.5.3. Rentals of all construction equipment and machinery and the parts thereof whether rented from CONTRACTOR or others in accordance with the 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 tenns of said rental agreements. The rental of any such equipment, machinery or parts shall cease when the use thereof is no longer necessary for the Work. I I I I 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. 11.4.5.5. Deposits lost for causes other than negligence of CONTRACTOR, any Subcontractor or anyone directly or indirectly employed by any of them or for whose acts any of them may be liable, and royalty payments and fees for pennit 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 perl'ormance 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), provided they have resulted from causes other than the negligence of CONTRACTOR, any Subcontractor, or anyone directly or indirectly employed by any of them or for whose acts any of them may be liable. Such losses shall include settlements made with the written consent and approval of OWNER. No such losses, damages and expenses shall be included in the Cost of the Work for the purpose of detennining CONTRACTOR's Fee. If, however, any such loss or damage requires reconstnlction 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. 11.4.5.9. 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 CONTRACTOR's officers, executives, 22 I I principals (of partnership and sole proprietorships),general managers, engineers, architects, estimators, attorneys, auditors, accountants, purchasing and contracting agents, expeditors, timekeepers, clerks and other personnel employed by CONTRACTOR whether at the site or in CONTRACTOR's principal or a branch office for general administration of the Work and not specifically included in the agreed upon schedule of job classifications referred to in paragraph 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 Fee. I I I I I I 11.5.2. Expenses of CONTRACTOR's principal and branch offices other than CONTRACTOR's office at the site. I 11.5.3. Any part of CONTRACTOR's capital expenses, including interest on CONTRACTOR's capital employed for the Work and charges against CONTRACTOR for delinquent payments. I I 11.5.4. Cost of premiums for all Bonds and for all insurance whether or not CONTRACTOR is required by the Contract Docwnents to purchase and maintain the same (except for the cost of premiums covered by subparagraph 11.4.5.9 above). I I I 11.5.5. Costs due to the negligence of CONTRACTOR, any Subcontractor, or anyone directly or indirectly employed by any of them or whose acts any of them may be liable, including but not limited to, the correction of defective Work, disposal of materials or equipment wrongly supplied and making good any damage to property. I I 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: - 11.6. The CONTRACTOR's Fee allowed to CONTRACTOR for overhead and profit shall be detennined as follows: 11.6.1. a mutually acceptable fixed fee; or if none can be agreed upon. 11.6.2. 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 11.4.2 the CONTRACTOR's Fee shall be fifteen percent; 11.6.2.2. for costs incurred under paragraph 11.4.3, 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 CONTRACTOR's Fee by an amount equal to ten percent of the net decrease; and 11.6.2.5. when other additions and credits are involved in anyone change, the adjustment in CONTRACTOR'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 detennined pursuant to paragraph 11.4 or 11.5, CONTRACTOR will submit in fonn acceptable to ENGINEER an itemized cost breakdown together with supporting data. Cash AUowances: 11.8. It is understood that CONTRACTOR has included in the Contract Price all allowances so named 23 I I 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 ENGINEER. CONTRACTOR agrees that: I I 11.8.1. The allowances include the cost to CONTRACTOR Oess any applicable trade discounts) of materials and equipment required by the allowances to be delivered at the site, and all applicable taxes; and I I 11.8.2. CONTRACTOR's costs for unloading and handling on the site, labor, installation costs, overhead, profit and other expense contemplated for the allowances have been included in the Contract Price and not in the allowances. No demand for additional payment on account of any thereof will be valid. I I Prior to final payment, an appropriate Change ORler 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 correspondingly adjusted. I I Unit Price Work: I 11. 9.1. Where the Contract Documents provide that all or part of the Work is to be Unit Price Work initially the Contract Price will be deemed to include for all Unit Price Work an amount equal to the sum of the established unit prices for each separately identified item of Unit Price Work times the estimated quantity of each item as indicated 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. Detenninations of the actual quantities and classification of Unit Price Work performed by CONTRACTOR will be made by ENGINEER in accordance with Paragraph 9.10. I I I I I 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 separately identified item. I . 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, CONTRACTOR may make a claim for an increase in the Contract Price in accordance with Article 11 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 thirty 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 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 shall be accompanied by the claimant's written statement that the adjustment 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 paragraph 9.11 if OWNER 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 Tinle will be extended in an amount equal to tinle lost due to delays beyond the control of CONTRACTOR if a claim is made therefor as provided in paragraph 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, abnonnal weather conditions ot acts of God. 12.3. All time limits stated in the Contract Documents are of the essence of the Agreement. The provisions of 24 I I 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 . I I ARTICLE 13 - WARRANTY AND GUARANTEE: TESTS AND INSPECTIONS: CORRECTION, REMOVAL OR ACCEPTANCE OF DEFECTIVE WORK I I Warranty and GuaranJee: I 13.1. CONTRACTOR warrants and guarantees to OWNER and ENGINEER that all Work will be in accordance with the Contract Docwnents and will not be defective. Prompt notice of all defects shall be given to CONTRACTOR. All defective Work, whether or not in place, may be rejected, corrected or accepted as provided in this Article 13. I I Access to Work: I 13.2. ENGINEER and ENGINEER's representatives, other representatives of OWNER, testing agencies and governmental agencies with jurisdictional interests will have access to the Work at reasonable times of their observation, inspecting and testing. CONTRACTOR shall provide proper and safe corxlitions for such access. I I I Tests and Inspections: 13.3. CONTRACTOR shall give ENGINEER timely notice of readiness of the Work for all required inspections, tests or approvals. I 13.4. If Laws or Regulations of any public body bavingjurisdiction require any Work (or part thereot) to specifically be inspected, tested or approved, CONTRACTOR shall assume full responsibility therefor, pay all costs in connection therewith and furnish ENGINEER the required certificates of inspection, testing or approval. CONTRACTOR shall also be responsible for and shall pay all costs in connection with any inspection or testing required in connection with OWNER'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 CONTRACTOR's purchase thereof for incorporation in the Work. The I I I I . - cost of all inspections, tests and approvals in addition to the above which are required by the Contract Docwnents 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 ENGINEER, be uncovered for observation. Such uncovering shall be at CONTRACTOR's expense unless CONTRACTOR has given ENGINEER timely notice of CONTRACTOR's intention to cover the same and ENGINEER has not acted with reasonable promptness in response to such notice. 13.7. Neither observations by ENGINEER nor inspections, tests or approvals by others shall relieve CONTRACTOR from CONTRACTOR's obligations to perform the Work in accordance with the Contract Documents. Uncovering Work: 13.8. If any Work is covered contrary to the written request of ENGINEER, it must, if requested by ENGINEER, be uncovered for ENGINEER's observation and replaced at CONTRACTOR's expense 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 bear all direct, indirect and consequential costs of such WlCovering, exposure, 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 Contra(:t Price, and, if the parties are unable to agree as to the amount thereof, may make a claim therefor as provided in Article 11. If, however, such Work is not found to 2S I I be defective, CONTRACTOR shall be allowed an increase in the Contract Price or an extension of the Contract Time, or both, directly attnbutable to such uncovering, exposure, observation, inspection, testing and reconstruction; and, if the parties are unable to agree as to the amount or extent thereof, CONTRACTOR may make a claim therefor as provided in Articles 11 and 12. I I I Owner May Stop the Work: I 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, OWNER may order CONTRACTOR to stop the Work, or any portion thereof, until the cause for such order 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. I I I Con-ection or Removal of Defective Work: I 13.11. If required by ENGlNEER, 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 ENGlNEER, remove it from the site and replace it with lwlIdefective 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 professionals) made necessary thereby. I I I One Year Con-ection Period: I 13.12. If within one year after the date of Substantial Completion or such longer period of time as may be prescribed by Laws or Regulations or by the tenns of any applicable special guarantee required by the Contract Doc\UIlents or by any specific provision of the Contract Docwnents, 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 instmctions, or in an emergency where delay would cause serious risk of loss or damage, I I I I I - OWNER may have the defective Work corrected or the rejected Work removed and replaced, and all 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 or 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 Defective Work: 13.13. If, instead of requiring correction or removal and replacement of defective Work, OWNER (and, prior to ENGlNEER's recommendation of fmal payment, also ENGINEER) prefers to accept it, OWNER may do so. CONTRACTOR shall bear all direct, indirect and consequential costs attributable to OWNER's evaluation of an determination 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, attorneys and other professionals). If any such acceptance occurs prior to ENGINEER's recommendation of fmal payment, 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. If the acceptance occurs after such recommendation, an appropriate amount will be paid by CONTRACTOR to OWNER. OWNER 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 paragraph 13.11, or if CONTRACTOR fails to perform the Work in accordance with the Contract Documents, or if CONTRACTOR fails to comply with any other provision of the Contract Documents, OWNER may, after seven days' written notice to CONTRACTOR, correct 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 26 I I action, OWNER may exclude CONTRACTOR from all or part of the site, take possession of all or part of the Work, and suspend CONTRACTOR's services related thereto, take possession of CONTRACTOR's tools, appliances, construction equipment and machinery at the site and incorporate in the Work all materials and equipment stored at the site or for which OWNER has paid CONTRACTOR but which are stored elsewhere. CONTRACTOR shall allow OWNER, OWNER's representatives, agents and employees such access to site as may be necessary to enable OWNER to exercise the rights and remedies under this paragraph. All direct, indirect and consequential 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 revision 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 consequential costs will include but not be limited to fees and charges of engineers, architects, attorneys and other professionals, all court and lUbitration 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 performance of the Work attributable to the exercise by OWNER of OWNER's rights and remedies hereunder. I I I I I I I I I I ARTICLE 14 - PAYMENTS TO CONTRACTOR AND COMPLETION I Schedule of Values: I 14. I. 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 Payment acceptable to ENGINEER. Progress payments on account of Unit Price Work will be based on the number of units completed I I AppUcoJionfor Progress PaymenJ: I 14.2. At least twenty days before each progress payment is scheduled (but not more often than once a month), CONTRACTOR shall submit to ENGINEER for review an Application for Payment filled out and - signed by CONTRACTOR covering the Work completed as of the date of the Application and accompanied by such supporting documentation as is required by the Contract Documents. If payment is requested on the basis of materials and equipment not incorporated in the Work but delivered and suitably stored at the site or at another location agreed to in writing, the 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 free and clear of all liens, charges, security interests and encumbrances (which are hereinafter in these General Conditions referred to as "Liens") and in 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 satisfactory to OWNER. The amount of retainage with respect to progress payments will be as stipulated in the Agreement. CONTRACTOR's Warranty of TiJle: 14.3. CONTRACTOR warrants and guarantees that title to all Work, materials, and equipment covered by an Application 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 AppUcaJions 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 indicating in writing ENGINEER's reason for refusing to recommend payment. In the latter case, CONTRACTOR may make the necessary corrections and resubmit the Application. Ten days after presentation of the Application for Payment with ENGINEER's recommendation, the amount recommended 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 ENGINEER's on-site observations of the Work in progress as an experienced and qualified design professional and on ENGINEER's review of the Application of Payment and the accompanying data and 27 I I schedules that the Work has progressed to the point indicated; that, to the best of the ENGINEER'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 of Unit Price Work under paragraph 9.10, and to any other qualifications stated in the recommendation); and that CONTRACTOR is entitled to payment of the amount recommended. However, by recommending any such payment ENGINEER will not thereby be deemed to have represented that exhaustive 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 CONTRACTOR to be paid additionally by OWNER or OWNER to withhold payment to CONTRACTOR. I I I I I I I 14.6. ENGINEER's recommendation of final payment will constitute an additional representation by ENGINEER to OWNER that the conditions precedent to CONTRACTOR's being entitled to fmal payment as set forth in paragraph 14.13 have been fulfilled I I 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 payment, or, because 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: I I I 14.7.1. the Work is defective, or completed Work has been damaged requiring correction or replacement. I 14.7.2. the Contract Price has been reduced by Written Amendment or Change Orner, I 14.7.3. OWNER has been required to correct defective Work or complete Work in accordance with paragraph 13.14, or I 14.7.4. of ENGINEER's actual knowledge of I I the occurrence of any of the events enumerated in paragraphs 15.2.1 through 15.2.9 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 performance or furnishing of the Work or Liens have been filed 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 ENGINEER) stating the reasons for such action. Substanlilll 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 (except for items specifically listed by CONTRACTOR as incomplete) and request that ENGINEER issue a certificate of Substantial Completion. Within a reasonable time thereafter. OWNER, CONTRACTOR and ENGINEER shall make an inspection of the Work to determine the status of completion. If ENGINEER does not consider the Work substantially complete, ENGINEER will notify CONTRACTOR in writing giving the reasons therefor. If ENGINEER considers the Work substantially compete, 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 corrected before fmal 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, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within fourteen days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER's objections, ENGINEER considers the Work substantially complete, ENGINEER will within fourteen days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will 28 I I deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, 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 aforesaid recommendation will be binding on OWNER and CONTRACTOR until finaI payment. I I I I 14.9. OWNER shall have the right to exclude CONTRACTOR from Work after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list. I Partial Utilization: I 14.10. Use by OWNER of any finished part of the Work, which has specifically been identified in the Contract Documents, or which OWNER, ENGINEER and CONTRACTOR agree constitutes a separately functioning and useable part of the Work that can be used by OWNER without significant interference with CONTRACTOR's perfonnance of the remainder of the Work, may be accomplished prior to Substantial Completion of all the Work subject to the following: I I I 14.10.1. OWNER at any time may request CONTRACTOR in writing to permit OWNER to use any such part of the Work which OWNER believes to be ready for its intended use and substantially complete. If CONTRACTOR agrees, CONTRACTOR will certify to OWNER 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. CONTRACTOR at any time may notify OWNER and ENGINEER in writing that CONTRACTOR considers any such part of the Work ready for its intended use and substantially complete and request ENGINEER to issue a certificate of Substantial Completion for that part of the Work. Within a reasonable time after either such request, OWNER, CONTRACTOR and ENGINEER shall make an inspection of that part of the Work to determine its status of completion. If ENGINEER does not consider that part of the Work to be substantially complete, I I I I I I I I 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 paragraphs 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 CONTRACTOR 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 thereafter OWNER, CONTRACTOR and ENGINEER shall make an inspection of that part of the Work to detennine 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 writing to OWNER and ENGINEER that such part of the Work is not ready for separate operation by OWNER, ENGINEER will fmalize the list of items to be completed or corrected and will deliver such list to OWNER and CONTRACTOR together with a written reconunendation as to the division of responsibilities pending fmal payment between OWNER and CONTRACTOR with respect to security, operation, safety, maintenance, utilities, insurance, warranties and guarantees for that part of the Work which will become binding upon OWNER and CONTRACTOR at the time when OWNER takes over such operation (unless they shall have otherwise agreed in writing 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. 14.10.3. 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: 29 I I 14.11. Upon written notice from CONTRACTOR that the entire Work or an agreed portion thereof is complete, ENGINEER will make a fmal inspection with OWNER and CONTRACTOR and will notify CONTRACTOR in writing of all particulars in which this inspection reveals that the Work is incomplete or defective. CONTRACTOR shall inunediately take such measures as are necessary to remedy such deficiencies. I I I Final AppUcoilonfor PaymenJ: I I 14.12. After CONTRACTOR has completed all such corrections to the satisfaction of ENGINEER and delivered all maintenance and operating instructions, schedules, guarantees, Bonds, certificates of inspection, marked-up record documents (as provided in paragraph 6.19) and other documents--all as required by Contract Documents, and after ENGINEER has indicated that the Work is acceptable (subject to the provisions of paragraph 14.16), CONTRACTOR may make application for fmal payment following the procedure for progress payments. The fmal Application for Payment shall be accompanied by all documentation called 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 affidavit of CONTRACTOR 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 responsible, 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, CONTRACTOR may furnish a Bond or other collateral satisfactory to OWNER to indemnify OWNER against any Lien. I I I I I I I Final PaymenJ and Acceptance: I 14.13. If, on the basis of ENGINEER's observation of the work during construction and fmal inspection, and ENGINEER's review of the fmal 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 fulfiUed, ENGINEER will, within ten days after receipt of the fmal Application for Payment, indicate in writing ENGINEER's I I I I recommendation of payment and present the Application to OWNER for payment. Thereupon ENGINEER will give written notice to OWNER and CONTRACTOR that the Work is acceptable subject to the provisions of paragraph 14.16. Otherwise, ENGINEER will return the Application to CONTRACTOR, indicating in writing the reasons for refusing to recommend final payment, in which case CONTRACTOR shall make the necessary corrections and resubmit the Application. Thirty days after presentation to OWNER of the Application and accompanying documentation, in appropriate form and substance, and with ENGINEER's recoDJIDelldation and notice of acceptability, the amount recommended by ENGINEER will become due and will be paid by OWNER to CONTRACTOR. 14.14. If, through no fault of CONTRACTOR, final completion of the Work is significantly delayed and if ENGINEER so confirms, OWNER shall, upon receipt of CONTRACTOR's final Application for Payment and recommendation of ENGINEER, and without terminating the Agreement, 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 that the retainage stipulated in the Agreement, and if Bonds have been furnished as required in paragraph 5.1, the written consent of the surety to the payment of the balance due for that portion of the Work fully completed and accepted shall be submitted by CONTRACTOR to ENGINEER with the Application for such payment. Such payment shall be made under the terms and conditions governing fmal payment, except that it shall not constitute a waiver of claims. ConJractor's Continuing ObUgaJion: 14.15. CONTRACTOR's obligation to perform and complete the Work in accordance with the Contract Docwnents shall be absolute. Neither recommendation of any progress or fmal payment by ENGINEER, nor the issuance of a certificate of Substantial Completion, nor any payment by OWNER or 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 14.13, nor any correct of defective Work by OWNER will constitute an acceptance of Work not in accordance with the Contract Documents or a release of CONTRACTOR's obligation to perform the Work in accordance with the Contract 30 I I Documents (except as provided in paragraph 14.16). I Waiver oj Claims: 14.16. The making and acceptance of final payment will constitute: I 14.16.1. a waiver of all claims by OWNER against CONTRACTOR, except claims arising from unsettled Liens, from deJective Work appearing after fmal inspection pursuant to paragraph 14.11 or from failure to comply with the Contract Documents or the terms of any special guarantees specified therein; however, it will not constitute a waiver by OWNER of any rights in respect of CONTRACTOR's continuing obligations under the Contract Documents; and I I I I 14.16.2. a waiver of all claims by CONTRACTOR against OWNER other than those previously made in writing and still unsettled. I ARTICLE 15 - SUSPENSION OF WORK AND TERMINATION I Owner May Suspend Work: I 15.1. OWNER may, at any time without cause, suspend 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 00 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 any extension of the Contract Time, or both, directly attributable to any suspension if CONTRACTOR makes an approved claim thereof as provided in Articles 11 and 12. I I I OWNER May Terminate: I 15.2. Upon the occurrence of anyone or more of the following events: I 15.2.1. if CONTRACTOR commences a voluntary case under any chapter of the Banknlptcy Code (Title II, United States Code), as now or hereafter in effect, or if CONTRACTOR takes any equivalent or similar action by filing a petition or otherwise under any other federal or state law in effect at I I I such time relating to the bankruptcy or insolvency: 15.2.2. if a petition is filed against CONTRACTOR under any chapter of the Bankmptcy Code as now or hereafter in effect at the time of filing, or if 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 applicable law 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 inability to pay its debts generally as they become due; 15.2.6. if CONTRACTOR persistently fails to perform the Work in accordance with the Contract Documents (including, but not limited to, failure to supply sufficient skilled workers or suitable materials or equipment or failure to adhere to the progress schedule established under paragraph 2.9 as revised from time to time); 15.2.7. if CONTRACTOR disregards Laws or Regulations 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 substantia) way any provisions of the Contract Documents; OWNER may, after giving CONTRACTOR (and surety, if there be one) seven days' written notice and to the extent permitted by Laws and Regulations, terminate the services of CONTRACTOR, exclude 31 I I CONTRACTOR from the site and take possession of the Work and of all CONTRACTOR's tools, appliances, constructioo equipment and machinery at the site and use the same to the fuU extent they could be used by CONTRACTOR (without liability to CONTRACTOR for trespass or conversion),incorporate in the Work all materials and equipment stored at the site or for which OWNER has paid CONTRACTOR but which are stored elsewhere, and fmish the Work as OWNER may deem expedient. In such case CONTRACTOR shaD not be entitled to receive any further payment until the Work is fmishecJl. 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, attorneys 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 incurred by OWNER will be approved as to reasonableness by ENGINEER and incorporated in a Change Order, but when exercising any rights or remedies under this paragraph OWNER shall not be required to obtain the lowest price for the Work performed. I I I I I I I I 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. I I I I 15.4. Upon seven days' written notice to CONTRACTOR and ENGINEER, OWNER may, without cause and without prejudice to any other right or remedy, elect to abandon the Work and tenninate the Agreement. In such case, expense sustained plus reasonable termination expenses, which sequential costs (including, but not limited to, fees and charges or engineers, architects, attorneys and other professionals and court and arbitration costs). I Contractor May Stop Work or Terminate: I 15.5. If, through no act or fault of CONTRACTOR, the Work is suspended for a period of more than ninety days by OWNER or under an order of court or other public authority, within thirty days after it is submitted, or OWNER fails for thirty days to pay CONTRACTOR any sum finally determined to be due, then CONTRACTOR may under seven days' written notice I I I to OWNER and ENGINEER, 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 Application for Payment or OWNER has failed to make any payment as aforesaid, CONTRACTOR may upon seven days' written notice to OWNER and ENGINEER stop the Work until payment of aU amounts then due. The provisions of this paragraph shall not relieve CONTRACTOR of the 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. ARTICLE 16 - ARBITRATION 16.1. 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 fmal payment as provided by paragraph 14.16) will be decided in the Superior Court of Richmond County, Georgia. ARTICLE 17-NUSCELLANEOUS Giving Notice: 17.1. Whenever any prOVISion of the Contract Documents requires the giving of written notice, it wiU be deemed to have been validly given if delivered in person to the individual 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. Computation oJ 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, stich day will be omitted from the computation. 17.2.2. A calendar day of twenty-four hours 32 I I measured from midnight to the next midnight shall constitute a day. I General: I 17.3. Should OWNER or CONTRACTOR suffer injury or damage to person or property because of any enor, omissioo 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 party 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 provisions of any applicable statute of limitations or repose. I I I 17.4. The duties and obligations imposed by these General Conditions and the rights and remedies available hereunder to the parties hereto, and, in particular but without limitation, the warranties, guarantees and obligations imposed upon CONTRACTOR by paragraphs 6.30, 13.1, 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 are not to be construed in any way as a limitatioo of, any rights and remedies available to any or aU of them which are otherwise imposed or available by Laws or Regulations, by special warranty or guarantee or by other provisions of the Contract Docwnents, and the provisions of this paragraph will be effective as if repeated specifically in the contract Documents in connection with each particular duty, obligation, right and remedy to which they apply. All representations, warranties and guarantees made in the Contract Documents will survive fmal payment and termination or completion of the Agreement. I I I I I I I I I I iiiii 33 I I I SGC-OI. I SGC-02. SGC-03. I SGC-04. I SGC-05. I SGC-06. SGC-07. I SGC-OB. I SGC-09. SGC-W. I SGC-II. I SGC-I2. I SGC-13 . SGC-I4. I SGC-I5. I SGC-I6. SGC-I7. I SGC-IB. I SGC-19. I SGC-20. I . !!! SUPPLEMENTAL GENERAL CONDITIONS INDEX Owner I S Liability and Property Insurance Contractor's Liability Insurance Special Hazards Testing Laboratory Control of Materials Surveys Progress Payments Drawings Rights-of-Way Estimate of Quantities Existing Structures and Utilities Contractor's Breakdown of Lump Sum Payment Items Prior Use by Owner Cleaning Up Maintenance of Traffic Maintenance of Access Erosion Control and Restoration of Property Bypassing Sewage Safety and Health Regulations Standard Construction Specifications I I I I I I I I I I I I I I I I I - SGC-Ol. OWNER'S LIABILITY & PROPERTY INSURANCE: Sections 5.5, 5.6, 5.7, 5.8, 5.9, and 5.10 of the General Conditions shall be amended as follows: No additional liability or property insurance will be purchased by Augusta-Richmond County Commission for this project. Current insurance coverages will remain in effect for the life of this Contract. SGC-02. CONTRACTOR'S LIABILITY INSURANCE: As indicated under Section 5.3 of the General Conditions, the Contractor's Liability Insurance shall be in an amount no less than $100,000 for injuries, including accidental death, to any one person, and subject to the same limit for each person, in an amount not less than $300,000 on account of one accident, and Contractor's Property Damage Insurance in an amount not less than $100,000. The Contractor shall either (1) require each of his subcontractors to procure and to maintain during the life of his subcontract, Subcontractor I s Liability and Property Damage Insurance of the type and in the same amounts as specified in the preceding paragraph, or (2) insure the activities of his subcontractors in his own policy. SGC-03. SPECIAL HAZARDS: The Contractor's and his Subcontractor's Liability and Property Damage Insurance shall provide adequate protection against the following special hazards: (a) Work within the right-of-ways of the Georgia Highway System and the Augusta-Richmond County Road System. (b ) Work within easements granted by property owners in connection with the construction of the project. (c) Work in close proximity to existing water lines, power lines, telephone lines, gas lines, other utilities and private structures contiguous to the job site. SGC-04. TESTING LABORATORY: All materials testing and laboratory work in connection therewith shall be paid for by the Contractor and approved by the Engineer. I I I I I I I I I I I I I I I I- I I I I SGC-05. CONTROL OF MATERIALS Source of Supply and QualitY Requirements: The materials used on the work shall conform to the requirements of the contract, plans, and specifications. Unless otherwise specified, such materials that are manufactured or processed shall be new (as compared to used or reprocessed). In order to expedite the inspection and testing of materials, the contractor shall furnish complete statements to the engineer as to the origin, composition, and manufacture of all materials to be used in the work. Such statements shall be furnished promptly after execution of the contract but, in all cases, prior to delivery of such materials. Materials and materials suppliers must be listed in the Georgia Department of Transportation's Qualified Products List and/or the Secretary of Interior Standards for historic projects. Samples. Tests. and Cited Specifications: All materials used in the work shall be inspected, tested (by an approved testing laboratory), and approved by the engineer before incorporation in the work. Any work in which untested materials are used without approval or written permission of the engineer shall be performed at the contractor's risk. Materials found to be unacceptable and unauthorized will not be paid for and, if directed by the engineer, shall be removed at the contractor's expense. Unless otherwise designated, tests in accordance with the cited standard methods of AASHTO and ASTM which are current on the date of advertisement for bids will be made by and at the expense of the contractor. Samples will be taken by a qualified representative of the testing laboratory. All materials being used are subject to inspection, test, or rejection at any time prior to or during incorporation into the work. Copies of all tests will be furnished to the engineer's or owner's representative at their request. Certification of Com,pliance: The engineer may permit the use, prior to sampling and testing of certain materials, or assemblies when accompanied by manufacturer's certificates of compliance stating that such materials or assemblies fully comply with the requirements of the contract. The certificate shall be signed by the manufacturer. Each lot of such materials or assemblies delivered to the work must be accompanied by a certificate of compliance in which the lot is clearly identified. Materials or assemblies used on the basis of certificates of compliance may be sampled and tested at any time and if found not to be in conformity with the contract requirements will be subject to rejection whether in place or not. The form and distribution of certificates or compliance shall be as approved by the engineer. When a material or assembly is specified by "brand name or equal" and the contractor elects to furnish the specified "brand name", the contractor shall be required to furnish the manufacturer's certificate of compliance for each lot of such material or assembly delivered to the work. Such certificate of compliance shall clearly identify each lot delivered and shall certify as to: I I I I I I I I I I I I I I I (a). Conformance to the specified performance, testing, quality of dimensional requirements; and (b). Suitability of the material or assembly for the use intended in the contract work. Should the contractor propose to furnish an "or equal" material or assembly, he shall furnish the manufacturer's certificate of compliance as hereinbefore described for the specified brand name material or assembly. However, the engineer shall be the sole judge as to whether the proposed "or equal" is suitable for use in the work. The engineer reserves the right to refuse permission for use of materials or assemblies on the basis of certificates of compliance. Plant Inspection: The engineer or his authorized representative may inspect, at its source, any specified material or assembly to be used in the work. Manufacturing plants may be inspected from time to time for the purpose of determining compliance with specified manufacturing methods or materials to be used in the work and to obtain samples required for his acceptance of the material or assembly. Should the engineer conduct plant inspections, the following conditions shall exist: (a) The engineer shall have the cooperation and assistance of the contractor and the producer with whom he has contracted for materials. (b) The engineer shall have full entry at all reasonable times to such parts of the plant that concern the manufacture or production of materials being furnished. (c) If required by the engineer, the contractor shall arrange for adequate office or working space that may be reasonably needed for conducting plant inspections. Office or working space should be conveniently located with respect to the plant. It is understood and agreed that the owner shall have the right to retest any material which has been tested and approved at the source of supply after it has been delivered to the site. The engineer shall have the right to reject material which, when retested, does not meet the requirements of the contract, plans, or specifications. . == Engineer's Field Office and Laboratory: When specified and provided for as a contract item, the contractor shall furnish a building for the exclusive use of the engineer as a field office and field testing laboratory. The building shall be furnished and maintained by the contractor as specified herein and shall become property of the contractor when the contract work is completed. I I I I I I I I I I I I I I I I Storage of Materials: Materials shall be so stored as to assure the preservation of their quality and fitness for the work. Stored materials, even though approved before storage, may again be inspected prior to their use in their work. Stored materials shall be located so as to facilitate their prompt inspection. The contractor shall coordinate the storage of all materials with the engineer. Unacceptable Materials: Any material or assembly that does not conform to the requirements of the contract, plans, or specifications shall be considered unacceptable and shall be rejected. The contractor shall remove any rejected material or assembly from the site of the work, unless otherwise instructed by the engineer. No rejected material or assembly, the defects of which have been corrected by the contractor, shall be returned to the site of the work until such time as the engineer has approved its use in the work. Owner-Furnished Materials: The contractor shall furnish all materials required to complete the work, except those specified herein (if any) to be furnished by the owner. Owner- furnished materials shall be made available to the contractor at the location specified herein. All costs of handling, transportation from the specified location to the site of work, storage, and installing owner-furnished materials shall be included in the unit price bid for the contractor item when such owner-furnished material is used. After owner-furnished material has been delivered to the location specified, the contractor shall be responsible for any demurrage, damage, loss, or other deficiencies which may occur during the contractor's handling, storage, or use of such owner-furnished material. The owner will deduct from any monies due or to become due the contractor any cost incurred by the owner in making good such loss due to the contractor's handling, storage, or use of owner- furnished materials. SGC-06. SURVEYS: The Engineer will provide horizontal control points and benchmarks for vertical control. The Contractors will provide surveying for construction stake-out. SGC-07. PROGRESS PAYMENTS: Section 14.2 of the General Conditions shall be amended as follows: . The Contractor may submit monthly estimates for materials and work installed and complete, in place. No payment will be made on the basis of material and equipment delivered and stored on site and not incorporated in the work, complete and in place. Monthly payments shall be made in the amount of ninety (90) percent work completed and approved by the Engineer. Payments will be made to the Contractor by the 15th I I I I I' I I I I I. I I I I I I I I I of the month completed the previous month. This agreement is intended by the Parties to, and does, supersede any and all provisions of the Georgia Prompt Pay Act, O.C.G.A. Section 13-11-1, et seq. In the event any provision of this Agreement is inconsistent with any provision of the Prompt Pay Act, the provision of this Agreement shall control. Not withstanding any provision of the law to the contrary, the parties agree that no interest shall be due Contractor on any sum held as retainage pursuant to this Agreement and Contractor specifically waive any claim to same. SGC-08. DRAWINGS: The Engineer will furnish to the Contractor all copies of drawings reasonably necessary for the execution of the work. Location of all features of the work included in the Contract are indicated on the Contract Drawings. The following drawings comprise the plans for this contract: Phase I - Lake Olmstead Connector: Sheet No. 1 2 3 4 ~ Cover Detail Sheet Plan and Profile Traffic Control Plan Augusta Canal Bikway Bridge @ Bulkhead Gate: 1 2 3 Plan and Profile Framing Plan Sections & Details SGC-09. RIGHTS-OF-WAY: The OWNER will furnish all land and rights-of-way necessary for the carrying out of this contract and the completion of the work herein contemplated and will use due diligence in acquiring said land and rights-of-way as speedily as possible. But it is possible that all lands and rights-of-way may not be obtained as herein contemplated before construction begins, in which event the contractor shall begin his work upon such land and rights-of-way as the OWNER may have previously acquired and no claim for damages whatsoever will be allowed by reason of the delay in obtaining the remaining lands and rights-of-way. Should the OWNER be prevented or enjoined from proceeding with the work or from authorizing its prosecution, either before the commencement, by reason of any litigation or by reason of its inability to procure any lands or rights-of-way for the said work, the Contractor shall not be entitled to make or assert any claim for damage by reason of said delay or to withdraw from the contract except by consent of the OWNER; but time for completion of the work will be extended to compensate for the time lost by such delay; such determination to be set forth in writing and approved by the OWNER. I I I I I. I I I I I I I I I I I SGC-IO. ESTIMATE OF QUANTITIES: The estimated quantities of work to be done and materials to be furnished under this contract if shown in any of the documents including the bid are given only for use in comparing bids and to indicate approximately the total amount of the contract and the right is especially reserved except as herein otherwise specificaHy limited to increase or diminish them as may be deemed reasonably necessary or desirable by the OWNER to complete the work contemplated by this contract and such increase or diminution shall in no way vitiate this contract nor shall any such increase or diminution give cause for claims or liability for damages. SGC-ll. EXISTING STRUCTURES AND UTILITIES: The existence and location of structures and underground utilities indicated on the plans are not guaranteed and shall be investigated and verified in the field by the contractor before starting work. The contractor shall be held responsible for any damage to and for maintenance and protection of existing utilities and structures. SGC-12. CONTRACTOR'S BREAKDOWN OF LUMP SUM PAYMENT ITEMS: The contractor shall, immediately after the contract has been awarded, submit to the Augusta-Riclunond County Public Works Department Director for his approval, a breakdown showing estimates of all costs apportioned to the major elements of equipment, material and labor comprising the total work included under any of the lump sum items shown in the proposal. These estimates as approved will serve as the basis for estimating of payments due on all progress estimates. SGC-13. PRIOR USE BY OWNER: Prior to completion of the work, the OWNER (by agreement with the Contractor) may take over the operation and/or use of the incompleted project or portions thereof. Such prior use of the facilities by the OWNER shall not be deemed as acceptance of any work or relieve the Contractor from any of the requirements of the Contract Documents. SGC-14. CLEANING UP: The Contractor shall keep the premises free from the accumulation of waste material and rubbish and upon completion of the work, prior to final acceptance of the completed project by the OWNER, he shall remove from the premises all rubbish, surplus materials, implements, tools, etc., and leave his work in a clean condition, satisfactory to the Augusta-Richmond County Public Works Department Director. SGC-15. MAINTENANCE OF TRAFFIC: . . In any work within the public right-of-way, the contractor shall provide adequate warning and protection for pedestrian and vehicular traffic from any hazard arising out of the contractor's operations and will be held responsible for any damage caused by negligence on his part - . . - I I I I I. I I I I I I I I I I I. I I . . or by the improper placing of or failure to display danger signs and road lanterns. All traffic lanes, sidewalks and driveways will be kept open and clear at all times except as provided below. The contractor shall not block traffic on any street more than 30 minutes or such other time as the agency having jurisdiction may specify, without written permission from such agency. Before leaving the work each night, it shall be placed in such condition as to cause the least possible hazard therefrom. Should the contractor fail to comply with the provisions of this paragraph, the Owner may, with his own forces, provide signs, flagmen, barricades and/or lanterns, to reduce or eliminate hazards, construct substitute passageways or clear the pavement and deduct the cost thereof from sums due to the contractor. SGC-16. MAINTENANCE OF ACCESS: The Contractor will be required to maintain access to business establishments during all times they are open for business, to churches, schools and other institutions during the time they are open and to all residential and other occupied buildings or facilities at all times. Bridges across open trenches and work areas will be required to provide vehicular and pedestrian access. Bridges with handrail protection will be required for crosswalks at street intersections. It is recognized that it will be necessary to remove bridges and to block cross traffic while equipment is in operation. The Contractor shall, however, plan and pursue this operations so as to minimize the time that direct entrance is blocked. SGC-17. EROSION CONTROL AND RESTORATION OF PROPERTY: The Contractor will be required to schedule his work and perform operations in such a manner that siltation and bank erosion will be minimized during all phases of construction. Any areas disturbed during the course of construction shall be restored to a condition equal or better than the original condition. The Contractor must comply with the Georgia Department of Transportation's current standards, specifications, and details for sediment and erosion control. Compliance will be enforced by the Augusta-Richmond County Public Works Department Director. SGC-18. BYPASSING SEWAGE: The Contractor will be required to schedule and coordinate construction sequences and operations and to use temporary construction and other approved methods which will minimize the bypassing of sewage during construction of the sewer facilities. The diversion of sewerage to open ditches or streams will not be permitted. SGC-19. SAFETY AND HEALTH REGULATIONS: The Contractor shall comply with the Department of Labor Safety and Health Regulations for construction promulgated under the Occupational and Health Act of 1970 and under Section 107 of the Contract Work Hours and Safety Standards Act. I I I I I I I I I I I I I I I SGC-20. STANDARD CONSTRUCTION SPECIFICATIONS: A. All site work and roadway construction shall be accomplished in accordance with Department of Transportation, State of Georgia, Standard Specifications Construction of Roads and Bridges, current edition. B. Construction of bridge and related structures shall conform to AASHTO Standard Specifications for Highway Bridges, 16th edition, 1996, AASHTO. SGC-21. PROMPT PAYMENT ACT: This Agreement is intended by the Parties to, and does, supersede any and all provisions of the Georgia Prompt Pay Act, O.c.G.A. Section 13-11-1, et seq. In the event any provision of this Agreement is inconsistent with any provision of the Prompt Pay Act, the provision ofthis Agreement shall control. SGC-22. CLAIMS: All claims, disputes and other matters in question relating to the Agreement, or the breach thereof, shall be decided in the Superior Court of Richmond County, between the Owner and the Contractor arising out of or Georgia. The Contractor, by executing this Agreement, specifically consents to venue in Richmond County and waives any right to contest the venue in the Superior Court of Richmond County, Georgia. SGC-23. RET AINAGE: Notwithstanding any provision of the law to the contrary, the parties agree that no interest shall be due Contractor on any sum held as retainage pursuant to this Agreement and Contractor specifically waives any claim to same. .