HomeMy WebLinkAboutCONTRACT BETWEEN AUGUSTA AND ABOVE ALL SURVEILLANCE TEE CENTER FOR PURCHASE AN INSTALLATION OF ALL MATERIALS AND LABOR ASSOCIATED WITH THE SECURITY SYSTEMSSTANDARD FORM OF CONTRACT
FOR GENERAL
CONSTRUCTION SERVICES- SECURITY
SCOPE
BETWEEN
AUGUSTA GEORGIA
(hereinafter referred to as the Owner)
AND
ABOVE ALL SURVEILLANCE
(hereinafter referred to as the Contractor)
The General Construction Services required by this Contract are to be rendered for the
following project, hereinafter identified as the "Project ":
Project Name: TRADE EXHIBIT AND EVENT CENTER
Project Address: 902 Reynolds Street
City /State /Zip: Augusta Georgia 30901
General Project
Description: Purchase and Installation of Security /Surveillance Scope
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Table of Contents
Article 1 Representations
Article 2 Notices
Article 3 Definitions
Article 4 Relationship of the Parties
Article 5 Contract Documents
Article 6 Scope of Contractor's Project
Article 7 Compensation for Contractor
Article 8 Personnel, Subcontractors, and Suppliers
Article 9 Construction Schedule
Article 11 Contractor's Duties, Obligations and Responsibilities
Article 12 Goods, Products, and Materials
Article 13 Submittals
Article 14 Contractor's Quality Assurance
Article 15 Changes to the Project
Article 16 Claims and Liens
Article 17 Project Architect
Article 18 Substantial and Final Completion
Article 19 Contractor's Warranties and Guaranties
Article 20 Owner's Duties, Obligations and Responsibilities
Article 21 Liquidated Damages
Article 22 Concealed and Unforeseen Conditions
Article 23 Contractor's Records
Article 24 Proprietary Documents and Confidentiality
Article 25 Insurance Requirements
Article 26 Owner's Right to Stop Work
Article 27 Termination or Suspension of Contract
Article 28 Applicable Law and Dispute Resolution
Article 29 Damages and Remedies
Article 30 Miscellaneous Provisions
Article 31 Indemnification
Article 32 Contractor's Reviews and Evaluations
Article 33 Prohibition Against Contingent Fees
Article 34 Exhibits and Attachments
Article 35 Entire Agreement
Exhibit A Scope of Services
Exhibit B Provisional Project Schedule
Exhibit C Initial List of Drawings, Specifications, and Addendums
Exhibit D Insurance
Exhibit F Non - Collusion Affidavit
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This Contract for General Construction Services - Security Scope- is entered into
between:
Owner
Owner's Name: Augusta Richmond County
Owner's Address: 530 Greene Street
City /State /Zip: Augusta
Contractor
Contractor's Name: Above All Surveillance
Contractor's Address: 361 Candlestick Way
City /State /Zip: Martinez
This Contract for General Construction Services- Security Scope is executed under
seal, and shall be effective on the date signed by the last party to do so.
AUTHORIZED REPRESENTATIVES:
The authorized representatives and addresses of the Owner, the Architect, and the
Contractor are:
Firm Name:
Name:
Address:
City /State /Zip:
Email Address:
Phone: 706.842.5558
Firm Name:
Name:
Address:
City /State/Zip:
Email Address:
Phone: 404 -946 -6753
Firm Name:
Name:
Address:
City /State /Zip:
Email Address:
Phone: 706.267.1794
License # XXXXXXXX
and
Georgia 30911 -3999
Georgia 30907
Owner's Representative
Heery/Dukes Edwards and Dukes
Jacques Ware
530 Greene Street, Suite 312
Augusta Georgia 30901
iwarea,auqustaga.gov
Cell: 706.825.8132 Fax: 706.821.2484
Architect's Representative
TVSdesign, Inc.
Emery Leonard
2700 Promenade Two
1230 Peachtree Street N.E.
Atlanta Georgia 30309
eleonard(a�tvs- design.com
Cell: Fax: 404 - 682 -4753
Contractor's Representative
ABOVE ALL SURVEILLANCE
Roger Guererro
361 Candlestick Way
Martinez Georgia
aboveallprotection(a�yahoo. corn
Cell:
FEIN # /SS# XXXXXXXX
NOW, THEREFORE, in consideration of the mutual promises, covenants and agreements
stated herein, and for other good and valuable consideration, the sufficiency of which is
hereby acknowledged, the Owner and the Contractor agree:
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30907
ARTICLE 1
REPRESENTATIONS
By executing this Contract, the Contractor makes the following express representations to
the Owner:
1.1
The Contractor is professionally qualified to act as the Contractor for the Project
and is licensed to perform construction services by all public entities having
jurisdiction over the Contractor and the Project;
1.2 The Contractor has and shall maintain all necessary licenses, permits or other
authorizations necessary to act as the Contractor for the Project until the
Contractor's duties hereunder have been fully satisfied;
1.3 The Contractor has become familiar with the Project site and the local conditions
under which the Project is to be constructed;
1.4 The Contractor assumes full responsibility to the Owner for the negligent or willful
acts and omissions of the Contractor's employees, Subcontractor's or others
employed or retained by the Contractor in connection with the Project;
1.5 The Owner and Contractor each acknowledges that it has reviewed and
familiarized itself with this Contract for General Construction Services- Security
Scope, and agrees to be bound by the terms and conditions contained herein.
1.6 The Owner intends to construct the Project and is engaging the Contractor to
perform certain labor, supervision and services and provide certain equipment,
goods and materials for the Project.
1.7 The Owner and Contractor each acknowledges that it will act in good faith in
carrying out its duties and obligations.
1.8 The Owner's engagement of the Contractor is based upon the Contractor's
representations to the Owner that it is experienced in the type of labor and
services the Owner is engaging the Contractor to perform; is qualified, willing and
able to perform general construction services for the Project; and has the
expertise and ability to provide general construction services which will meet the
Owner's objectives and requirements, and which will comply with the
requirements of all governmental, public authorities and agencies having
jurisdiction over the Project.
1.9 The Owner has engaged an Architectural firm to perform architectural and /or
engineering services for the Project, including preparation of the Contract
Documents.
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ARTICLE 2
NOTICES
2.1 Unless otherwise provided, all notices shall be in writing and considered duly,
given if the original is hand delivered; delivered by facsimile; sent by U.S. Mail,
postage prepaid, or sent in a ".pdf' format via email. All notices shall be given to
the authorized representatives at the addresses set forth above. Notices that are
hand delivered, delivered by facsimile, or sent by email shall be deemed given
the next business day following the date of delivery. Notices given by U.S. Mail
shall be deemed given as of the second business day following the date of
posting.
ARTICLE 3
DEFINITIONS
The following words and phrases shall for the purposes of this Agreement have the
following meanings:
3.1 Project - The Project shall be as described above.
3.2 Contractor - The Contractor is the person or entity which enters into an
agreement with the Owner to perform the construction services for the Project,
including, without limitation, the providing of labor, materials, and equipment
incorporated or to be incorporated into the Project. The term "Contractor" means
the Contractor or its authorized representative, but excludes the Owner's
Representative and the Architect.
3.3 Compensation - Compensation shall be the lump sum fee designated in Article
7.1 to be paid by the Owner to the Contractor in connection with the performance
of the Services by the Contractor.
3.4 Change Order - shall mean a written order to the Contractor executed by the
Owner, and the Architect, after execution of this Contract, directing a change in
the Project and may include a change in the Contract Amount or the time for the
Contractor's performance, or any combination thereof.
3.5 Si e - The geographical location of a Project, defined by legal boundary lines, and
the location characteristics including, but not limited to, grades and lines of
streets, alleys, pavements and adjoining structures, rights -of -way, restrictions,
easements, encroachments, zoning, deed restrictions, existing buildings and
improvements, and service and utility lines.
3.6 Work - Any and all construction machinery, documents, equipment, facilities,
fixtures, furnishings, goods, heat, items, labor, licenses, management, materials,
permits, products, services, supervision, supplies, systems, taxes, testing, tools,
utilities, transportation, vehicles, and water, required to be performed or supplied
and /or necessary for proper execution and completion of the Project, or some
portion thereof, whether or not incorporated or to be incorporated into the Project.
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ARTICLE 4
RELATIONSHIP OF THE PARTIES
4.1 The Architect - The Architect's performance of services shall be as an Architect
consultant to the Owner to carry out the activities of Project design and
construction administration and to provide the technical documents and
supervision to achieve the Owner's Project objectives. The Architect will be
responsible for dealing with the Contractor on all design and technical matters,
and will administer this Contract for General Construction Services- Security
Scope. Unless otherwise directed by the Owner, the Owner and the Contractor
shall communicate with each other in the first instance through the Architect.
The Owner's instructions to the General Contractor will be issued through the
Architect.
4.2 Owner Representation - The Owner shall employ and assign a Project Manager
from Heery International, Inc. to serve as the Owner's Representative. The
Owner's Representative has no design or construction responsibilities of any
nature. None of the activities of the Owner's Representative supplant or conflict
with the construction activities, budget or any other services and responsibilities
customarily furnished by the Contractor or their Subcontractors in accordance
with generally accepted construction practices except as otherwise modified by
this Agreement. The Contractor shall fully cooperate with the Owner's
Representative. Instructions by the Contractor to the Architect relating to
services performed by the Contractor will be issued or made by or through and in
accordance with procedural, organizational, and documentation standards
established by the Owner's Representative. Communications and submittals of
the Contractor to the Architect shall be in writing and issued or made in
accordance with similar procedural and documentation standards established by
the Owner's Representative. The Owner's Representative shall have the
authority to establish procedures, consistent with this Agreement, to be followed
by the Architect and Contractor and to conduct periodic meetings to be attended
by the Architect, and their subconsultants, and the Contractor, and their
Subcontractors throughout the duration of this Agreement.
4.3 Other Consultants - The Owner may provide drawings, consultation,
recommendations, suggestions, data and /or other information relating to the
Project from other consultants under separate contract with the Owner, including
but not limited to: Land Surveying Consultant, Geotechnical Consultant, and /or
Materials Testing Consultant.
4.4 The Contractor —
4.4.1 The Contractor shall, in consultation with the Owner, the Architect, the Owner's
Representatives, and their Subcontractors, endeavor to develop, implement and
maintain a spirit of cooperation, collegiality, and open communication among the
parties so that the goals and objectives of each are clearly understood, potential
problems are resolved promptly, and, upon completion, the Project is deemed a
success by all parties.
4.4.2 The Contractor shall provide the Owner with a list of the proposed key project
personnel of the Contractor and its Subcontractors to be assigned to the Project.
The key project personnel are defined as the Project Principal, Project Manager,
and Superintendent. This list shall include such information on the Contractor
background of each of the assigned personnel as may be requested by the
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Owner, through the Owner's Representative. Such key personnel and
consultants shall be satisfactory to the Owner and shall not be changed except
with the consent of the Owner unless said personnel cease to be in the
Contractor's (or its subcontractors, if applicable) employ.
4.44 The Contractor understands and agrees that should the Owner's Representative
or other Consultant's provide the Contractor with any estimating or scheduling
assistance, cost or time control recommendations or other consultation,
recommendations or suggestions, any or all such activities on the part of the
Owner's Representative, Consultant, or any other representative of the Owner
shall in no way relieve the Contractor of the responsibility of fulfilling its
obligations and responsibilities under this Agreement.
ARTICLE 5
CONTRACT DOCUMENTS
5.1 The "Contract for General Construction Services- Security Scope of Security
Scope" is comprised of the following documents: See Exhibit C attached to this
document.
5.1.1 This Agreement, including all attached documents, appendices and addenda;
5.1.3 Proposal submitted by the Contractor and accepted by the Owner; including the
Request for Proposal.
5.1.4 The Drawings, Specifications, and all Addenda now existing or issued hereafter,
(see Exhibit C for List of Drawings);
5.1.5 Any amendments or addenda executed by the Owner and the Contractor
hereafter;
5.1.6 Approved Change Order(s) or field orders; and
5.1.7 Additional documents listed hereafter, if any:
5.2 Documents not included or expressly contemplated in this Article 5 do not, and
shall not, form any part of this Contract for General Construction Services -
Security Scope.
5.3 The Owner shall furnish the Contractor with 0 sets of drawings and specifications
and one CD -ROM with drawing and specification files in pdf format. Any
additional copies of the Contract Documents required by the Contractor for
execution of the Project shall be made by the Contractor at its cost and expense
from the reproducible sets, or electronic media furnished by the Owner.
5.4 The Owner has requested that the Architect prepare documents for the Project,
including the plans and specifications for the Project, which are to be complete,
accurate, coordinated, and adequate for bidding, negotiating and constructing the
Project. However, the Owner makes no representation or warranty of any nature
whatsoever to the Contractor concerning such documents. The Contractor
hereby acknowledges and represents that it has not relied, and does not and will
not rely, upon any representations or warranties by the Owner concerning such
documents, as no such representations or warranties have been or are hereby
made.
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5.4.1 In the event of any conflict, discrepancy, or inconsistency among any of the
documents which make up this Contract for General Construction Services -
Security Scope, the following shall control:
5.4.1.1 As between figures given on plans and scaled measurements, the figures shall
govern;
5.4.1.2 As between large -scale plans and small -scale plans, the large -scale plans shall
govern;
5.4.1.3 As between plans and specifications, the requirements of the specifications shall
govern;
5.4.1.4 As between this document and the plans, specifications, general conditions or
general requirements, this document shall govern.
5.4.1.5 Shop drawings and other submittals from the Contractor or its Subcontractors
and Suppliers do not constitute a part of this Contract for General Construction
Services- Security Scope.
Under ARTICLE 5, CONTRACT DOCUMENTS, 5.1.2 has been eliminated.
ARTICLE 6
SCOPE OF PROJECT
6.1 The Contractor shall provide all management, supervision, financing, goods,
products, materials, equipment, systems, labor, services, permits, licenses,
construction machinery, water, heat, utilities, transportation and any and all other
facilities necessary for the proper execution and completion of the scope of the
Project in accordance with all of the terms and conditions of this Contract for
General Construction Services- Security Scope. The general nature of the scope
of Project that the Contractor is to complete is briefly described as follows:
6.1.1 See Exhibit A — Scope of Work
ARTICLE 7
COMPENSATION FOR CONTRACTOR
7.1 The Owner shall pay the Contractor, as full and complete payment for the
General Contractor's timely and complete performance of its obligations
hereunder, the fixed contract amount of THIRTY TWO THOUSAND TWO
HUNDRED SEVENTY TWO Dollars ($32,272). The amount set forth above is
the Contract Amount and includes the aggregate amount of all allowances.
ARTICLE 8
PERSONNEL, SUBCONTRACTORS, AND SUPPLIERS
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8.1 One of the criteria that were used to select the Contractor to perform the work
under this contract was based on the proposed personnel to be assigned to the
Project. The Contractor shall promptly inform the Owner in writing of any
proposed replacements (before the replacements are made), along with the
reasons for, and the names and qualifications of proposed replacements. The
Owner shall have the right to reject any proposed replacement.
8.2 The Contractor shall not enter into any agreement with any Subcontractor or
Supplier to which the Owner raises a reasonable, timely objection; and shall
promptly inform the Owner in writing of any proposed replacements, the reasons
therefor, and the name(s) and qualification(s) of proposed replacements (before
the replacements are made). The Owner shall have the right to reject any
proposed replacement.
8.3 The Owner shall prepare and submit to the Contractor a list of Owner's
Consultants, including the name and general duties for each consultant, retained
by the Owner to provide services with respect to the Project. The Owner
reserves the right to engage any other consultants who it may deem necessary.
8.4 The Contractor shall staff the Project with qualified and designated individuals
and entities responsible for its obligations and performance.
8.4.1 The Contractor's Representative will serve as its primary communication contact
with the Architect.
8.4.2 The Contractor shall employ persons skilled in the tasks assigned to them and
shall contract with subcontractors and suppliers skilled in the tasks assigned to
them and capable of working harmoniously with all trades, crafts and other
individuals on the Project. The Contractor shall use its best efforts to minimize
the likelihood of any strike, work stoppage or other labor disturbance.
8.4.3 The Contractor shall immediately remove from the Site, for the duration of the
Project, any person making an inappropriate religious, racial, sexual or ethnic
comment, statement or gesture toward any other individual.
8.4.4 The Contractor shall immediately remove from the Site, for the duration of the
Project, any person who is incompetent, careless, or not working in harmony.
8.4.5 The Contractor shall be responsible to the Owner for the acts and omissions of
its agents and employees, consultants, subcontractors and suppliers.
8.4.6 The Contractor shall make every effort to limit the eating and consumption of
foods to designated areas to avoid the infiltration of rodents and insects in the
building.
8.4.7 The Contractor shall limit smoking to areas outside the building. Smoking inside
the building is prohibited. If anyone is caught smoking inside the building may be
asked to leave the premises. Repeated violations under this clause will be cause
for permanent removal of the offending personnel from the Project.
8.5 The Contractor shall enter into written contracts with its subcontractors and
suppliers, and those written contracts shall be consistent with this Contract for
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General Construction Services- Security Scope. It is the intent of the Owner and
the Contractor that the obligations of the Contractor's subcontractors and
suppliers inure to the benefit of the Owner and the Contractor, and that the
Owner be a third -party beneficiary of the Contractor's agreements with its
subcontractors and suppliers.
8.5.1 The Contractor shall make available to each subcontractor and supplier, prior to
the execution of written contracts with any of them, a copy of the pertinent
portions of this Contract for General Construction Services- Security Scope,
including those portions of the Contract Documents to which the subcontractor or
supplier will be bound, and shall require that each subcontractor and supplier
shall similarly make copies of applicable parts of such documents available to its
respective subcontractors and suppliers.
8.5.2 The Contractor shall include in its written contracts with its subcontractors and
suppliers a provision which contains the acknowledgment and agreement of the
subcontractor or supplier that it has received and reviewed the applicable terms,
conditions and requirements of this Contract for General Construction Services -
Security Scope that are included by reference in its written contract with the
Contractor, and that it will abide by those terms, conditions and requirements.
8.5.3 The Contractor's written contracts with its subcontractors and suppliers shall
preserve and protect the rights of the Owner and include the acknowledgment
and agreement of each subcontractor or supplier that the Owner is a third -party
beneficiary of the contract. The Contractor's agreements with its subcontractors
and suppliers shall require that in the event of default under, or termination of,
this Contract for General Construction Services- Security Scope, and upon
request of the Owner, the Contractor's subcontractors and suppliers will perform
services for the Owner.
8.6 The Contractor shall promptly resolve claims, complaints, labor disputes and
disputes over assignment of Project tasks by and among its subcontractors and
suppliers.
ARTICLE 9
CONSTRUCTION SCHEDULE
9.1 The Contractor shall commence construction of the scope of the Project within
ten (10) days after receipt of the Notice -to- Proceed.
9.2 The Contractor shall accomplish Substantial Completion of the scope of the
Project within 150 calendar days following the date of the Notice to Proceed.
9.3 The Contractor shall accomplish Final Completion of the scope of the Project
thirty (30) days after the date of Substantial Completion as indicated in Article 9.2
above.
9.4 The Contractor shall, within fourteen (14) calendar days following receipt of the
Notice to Proceed, submit to the Owner an Interim Project Construction
Schedule; The Owner will review the Contractor's Project Construction Schedule
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to determine if it meets the specific requirements of the Provisional Project
Schedule.
9.5 The Construction Schedule shall include all pertinent dates and periods for timely
completion of the Project.
9.5.1 The Construction Schedule shall include and properly coordinate dates for
performance of all divisions of the work, including completion of off -Site
requirements and tasks, so that the work can be completed in a timely and
orderly fashion consistent with the required dates of Substantial Completion and
Final Completion.
9.5.2 The Construction Schedule shall include the Date of the Notice- to-Proceed, the
date of Substantial Completion and the date of Final Completion.
9.5.3 By reviewing the Construction Schedule, the Owner and Architect do not assume
any of the Contractor's responsibility that the Construction Schedule be
coordinated or complete; or for timely and orderly completion by the required
dates of Substantial Completion, Final Completion and any milestone dates
required by the Owner.
9.5.4 The Contractor shall review, on a weekly basis, the actual status of the Project
against the Construction Schedule. The Contractor shall discuss the status of
the Project weekly with the Architect, so that proper overall management may be
provided.
9.6 If at any time the Contractor anticipates that performance of the work will be
delayed or in fact has been delayed, the Contractor shall immediately notify the
Architect of the probable cause of and effect from the delay, and possible
alternatives to minimize the delay; and take all corrective actions reasonably
necessary to deliver the Project by the required dates of Substantial Completion
and Final Completion, and other milestone dates required by the Owner.
9.7 The Contractor shall determine and promptly notify the Owner in writing when it
believes adjustments to the required dates of Substantial Completion or Final
Completion, or other milestone dates required by the Owner, are necessary, but
no such adjustments shall be effective unless approved in writing by the Owner.
9.8 The Contractor may attempt to achieve Substantial Completion before the
required date of Substantial Completion. However, such planned early
completion shall be for the Contractor's sole convenience and shall not create
any additional Contractor rights or Owner obligations under this Contract for
General Construction Services- Security Scope, nor shall it change the required
dates of Substantial Completion or Final Completion. The Owner shall not pay
the Contractor any additional compensation for achievement of Substantial
Completion or Final Completion prior to the required dates nor will the Owner
owe the Contractor any compensation should the Owner cause the Contractor
not to achieve Substantial Completion earlier than the required date of
Substantial Completion or Final Completion earlier than the required date of Final
Completion.
9.9 The Contractor may propose modifications to the required dates of Substantial
Completion or Final Completion. The Owner may, but is not required to, accept
the Contractor's proposal. Modifications to the required dates of Substantial
Completion or Final Completion shall be accomplished only by duly authorized
and accepted change order stating the new dates and confirmation that all
references in this Contract for General Construction Services- Security Scope to
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the required dates of Substantial Completion or Final Completion shall thereafter
refer to the dates as modified, and all rights and obligations, including the
Contractor's liability for actual damages, delay damages and liquidated damages,
shall be determined in relation to the dates as modified.
9.10 The Contractor shall provide documents to the Architect for review in accordance
with the schedule requirements and with sufficient lead time to allow the
Architects reasonable time for review.
ARTICLE 11
CONTRACTOR'S DUTIES, OBLIGATIONS AND RESPONSIBILITIES
The Contractor shall perform and complete its obligations under this Contract for
General Construction Services- Security Scope - Security Scope using its best
skill and attention, and covenants with the Owner, to furnish management,
supervision, coordination, labor and services which expeditiously, economically
and properly completes the work in the manner most consistent with the Owners
interests and objectives; which comply with the Contract Documents and this
Contract for General Construction Services- Security Scope; and in accordance
with the highest standards currently practiced by persons and entities performing
or providing management, supervision, coordination, labor and services on
projects similar in size, complexity and cost to this Project.
11.1.1 The Contractor shall not be required to provide Architectural services which
constitute the practice of architecture or engineering.
11.1.2 All services rendered by the Contractor for the Project shall be performed by or
under the immediate supervision of persons possessing expertise in the
discipline of the service being rendered.
11.1.3 The Contractor shall cooperate and communicate with the Owner and all other
persons or entities as required for satisfactory completion of the Project.
11.1.4 The Contractor understands and acknowledges that the Project referred to in this
Contract for General Construction Services- Security Scope may be only part of
the Project and that the Project may include the construction of other structures
or other construction activities on the same Site. The Contractor shall conduct all
its activities so as not to interfere with the construction of, or operations within or
from, other structures on the Site.
11.1.5 The Contractor shall not damage, endanger, compromise or destroy any part of
the Project or the Site, including by way of example and not limitation, work being
performed by others on the Site, monuments, stakes, benchmarks and other
survey points, utility services, and existing features or structures on the Site.
Should the Contractor damage, compromise or destroy any part of the Project or
the Site, the Contractor shall be fully and exclusively responsible for and bear all
costs associated therewith for any repairs required to bring the condition back to
the original state prior to when the damage occurred.
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11.2 The Contractor shall:
11.2.1 Comply with all applicable laws, statutes, building codes, rules, regulations and
lawful orders of all governmental, public authorities and agencies having
jurisdiction over the Project;
11.2.2 Prepare and file documents required to obtain, and shall obtain, all necessary
approvals and permits, including building permits, of all governmental authorities
having jurisdiction over the Project;
11.2.3 Give all notices required of it by governmental authorities relating to the Project.
11.3 Safety shall be a prime concern of the Contractor at all times. The Contractor
shall be solely responsible for and have control over the means, methods,
techniques, sequences and procedures for coordinating and constructing the
Project, including Site safety and safety precautions and programs.
11.3.1 The Contractor shall, concurrently with performance, maintain detailed records of
safety related activities on the Site.
11.4 The Contractor shall maintain at the Site one copy of all drawings, specifications,
addenda, approved shop drawings, change orders, submittals, and other
modifications in good order and accurately marked depicting all changes as they
occur during construction. The as -built drawings shall be available at all times to
the Owner, the Architect, the Owner's Representative, Owner's Consultants, and
quality control and testing agency personnel. The drawings shall be neatly and
clearly marked in color during construction to record all variations made during
construction, and the Contractor shall include such supplementary notes and
details necessary to clearly and accurately represent as -built construction.
11.5 The Contractor shall not by any means:
11.5.1 Induce any person or entity employed in the construction of the Project to give up
any part of the compensation to which that person or entity is entitled;
11.5.2 Confer on any governmental, public official having any authority or influence over
the Project, any payment, loan, subscription, advance, deposit of money,
services or anything of value, present or promised;
11.5.3 Offer nor accept any bribes or kick -backs in connection with the Project from or
to any individual or entity, including any of its trade contractors, subcontractors,
consultants, suppliers or manufacturers of Project goods and materials;
11.5.4 Without the express written permission of the Owner, call for or by exclusion
require or recommend the use of any subcontractor, consultant, product,
material, equipment, system, process or procedure in which the Contractor has a
direct or indirect proprietary interest.
11.6 The Contractor shall develop and implement a quality management program to
insure quality construction. Unless otherwise specified in this Contract for
General Construction Services- Security Scope, the Owner shall select the
quality control and testing agencies and pay for the cost of specified measures
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and tests required by the Contract Documents. The Contractor shall coordinate
all tests and inspections required by the Contract Documents, and the Contractor
shall arrange for tests and inspections to be conducted as necessary to avoid
any interference with the progress of work. No claims for extension of time or
extra costs will be allowed on account of any testing, retesting, inspection, re-
inspection, or rejection of work when defective or deficient work is found.
11.7 The Contractor shall immediately notify the Architect, both orally and in writing, of
the nature and details of all incidents which may adversely affect the quality or
progress of the work including, but not limited to, union jurisdictional disputes,
accidents, delays, damages to work and other significant occurrences.
11.8 The Contractor shall immediately notify the Architect, both orally and in writing, of
the presence and location of any physical evidence of, or information regarding,
environmental contamination on the Site (including but not limited to Hazardous
Substances and petroleum releases) of which it becomes, or reasonably should
have become, aware. If the Contractor encounters environmental contamination
(including but not limited to Hazardous Substances and petroleum releases), the
Contractor shall immediately stop performance of work or that portion of the work
affected by or affecting such contamination; secure the contaminated area
against intrusion; not disturb or remove the contamination; not proceed, or allow
any subcontractor or supplier to proceed, with any work or other activities in the
area affected by such contamination until directed to do so by the Architect; and
take any other steps necessary to protect life and health.
11.9 The Contractor shall perform the work so as not to interrupt any operations of the
Owner on the Site.
11.9.1 The Contractor understands and acknowledges that the Owner may need access
to or use of certain areas of the Site or Project prior to the Contractor's
achievement of Substantial Completion, and that such occupancy, access or use
shall not constitute the Owner's acceptance of any Project.
11.9.2 The Contractor shall not enter any Owner - occupied area of the Site or Project
unless first approved and scheduled by the Owner. The Contractor understands
and acknowledges that the Owner may incur damages if the Owner's operations
on the Site are interrupted or impaired as a result of the work.
11.9.3 The Contractor shall afford the Owner's own forces, and other consultants, trade
contractors, subcontractors and suppliers, access to the Site for performance of
their activities, and shall connect and coordinate its construction and operations
with theirs as required by the Contract Documents.
11.10 The Contractor shall, through the Architect, schedule and coordinate all
equipment and systems start-ups within its scope of the Project.
11.10.1 The Contractor shall provide the Owner with operation and maintenance manuals
and other operational documentation not less than twenty -eight (28) calendar
days prior to the required date of Substantial Completion to allow adequate time
for training prior to commissioning and the Owner's occupancy of the Project.
11.10.2 The Contractor shall meet with the Owner's personnel not less than twenty -eight
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(28) calendar days prior to the required date of Substantial Completion to
familiarize and train them with respect to maintenance and use of the Project.
The appropriate personnel will attend and assist with such familiarization and
training.
11.11 The Contractor shall resolve all questions concerning the Contract Documents
with the Architect.
ARTICLE 12
GOODS, PRODUCTS AND MATERIALS
12.1 The Contractor shall furnish goods, products, materials, equipment and systems
which
12.1.1 Comply with this Contract for General Construction Services- Security Scope;
12.1.2 Conform to applicable specifications, descriptions, instructions, drawings, data
and samples;
12.1.3 Are new (unless otherwise specified or permitted) and without apparent damage;
12.1.4 Are of quality, strength, durability, capacity or appearance equal to or higher than
that required by the Contract Documents;
12.1.5 Are free from defects; and
12.1.6 Are beyond and in addition to those required by manufacturers' or suppliers'
specifications where such additional items are required by the Contract
Documents.
12.2 All goods, products, materials, equipment and systems named or described in
the Contract Documents, and all others furnished as equal thereto shall, unless
specifically stated otherwise, be furnished, used, installed, employed and
protected in strict compliance with the specifications, recommendations and
instructions of the manufacturer or supplier, unless such specifications,
recommendations or instructions deviate from accepted construction practices, or
the Contract Documents, in which case the Contractor shall so inform the
Architect and shall proceed as directed by the Architect, provided that there are
no additional costs associated with the directives. The Contractor shall
coordinate all trade contracts, and subcontracts to verify compatibility of goods,
products, materials, equipment and systems, and the validity of all warranties
and guarantees, required by the Contract Documents.
12.3 The Contractor shall inform the Owner of goods, products, materials, equipment
or systems which the Contractor knows or should have known are unsuitable or
unavailable at the time of bid submission, and claims relating to or arising out of
claims that goods, products, materials, equipment or systems are unsuitable or
unavailable shall not be entertained by the Owner unless the Contractor,
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subcontractor, or supplier notified the Owner in writing at the time of bid
submission, along with proposed alternatives. Approval by the Architect of
substitute goods, products, materials, equipment or systems does not mean or
imply final acceptance by the Architect if such items should be defective or not as
previously represented. Should the Contractor furnish any approved goods,
products, materials, equipment or systems different from or in addition to those
required by the Contract Documents which require supplemental materials or
installation procedures different from or in addition to those required for specified
items, the Contractor shall provide such at no increased cost to the Owner. The
Contractor shall coordinate the work of those subcontractors and suppliers
whose work will be installed before and after the installation of any approved
alternative or substitute so that there will be no conflicts or additional work
required to be performed. The Owner will not be responsible for any costs
associated with the failure of the Contractor to coordinate the work.
ARTICLE 13
SUBMITTALS
13.1 The Contractor shall include a schedule for all anticipated submittals in the
Schedule that they prepare in accordance with Article 9. The schedule shall
include the submittals required by each section of the specifications; be in a
format acceptable to the Architect; and set forth specific dates for submission of
the listed submittals. The Contractor shall review and approve all submittals prior
to submission to the Architect.
13.2 The Contractor shall in timely fashion review, approve if appropriate and forward
submittals to the Architect for review and approval along with such detail and
information as the Architect requires. No part of the work requiring a submittal
shall be fabricated or performed until such approval has been given.
13.3 The Architect is responsible to the Owner, but not to the Contractor, to verify that
the submittals conform to the design concept and functional requirements of the
plans and specifications, that the detailed design portrayed in shop drawings and
proposed equipment and materials shown in submittals are of the quality
specified and will function properly, and that the submittals comply with the
Contract for General Construction Services- Security Scope. The Architect will
review and approve, reject or take other appropriate action on submittals such as
shop drawings, product data, samples and proposed equal materials or
equipment and requested substitutions within not more than fourteen (14)
calendar days, and will not approve any submittals unless such submittals
conform with the Project design concept; and this Contract for General
Construction Services- Security Scope. The Architect's review of submittals shall
not constitute final acceptance of materials or equipment furnished or installed if
such materials or equipment should be defective or not as represented by
approved submittals or as otherwise required by the Contract Documents. The
Contractor remains responsible for details and accuracy, for confirming and
correlating all quantities and dimensions, for selecting fabrication processes, for
techniques of assembly, and for performance of the work.
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13.4 If the Architect makes any changes to the approved submittals which will require
a change in the contract amount, the Contractor shall follow the change
procedures required elsewhere in this agreement, prior to performing the work. If
the Architect does make a change on the approved submittals, and if the
Contractor proceeds with the work prior to receiving a change order to the
Contract, the Contractor waives their right to obtain further compensation for the
change.
13.5 All work shall be performed in accordance with approved submittals. Approval of
submittals by the Architect does not relieve the Contractor from complying with
this Contract for General Construction Services- Security Scope, including all
plans and specifications, except as changed by Change Order.
ARTICLE 14
CONTRACTOR'S QUALITY ASSURANCE
14.1 During the course of work, the Contractor shall inspect and promptly reject any
work which does not conform to the Contract Documents; or which does not
comply with any applicable law, statute, building code, rule or regulation of any
governmental, public authorities and agencies having jurisdiction over the
Project.
14.1.1 The Contractor shall promptly correct or require the correction of all rejected
work, whether observed before or after Substantial Completion and whether or
not fabricated, installed or completed. The Contractor shall be responsible for all
costs of correcting such work, including additional testing and inspections and
compensation for all services and expenses necessitated by such correction.
14.1.2 The Contractor shall be responsible for the cost of correcting destroyed or
damaged work, whether completed or partially completed, of the Owner or other
trade contractors or subcontractors caused by the Contractor's correction or
removal of rejected work.
14.2 If a portion of the work has been concealed, the Contractor shall, if notified to do
so by the Architect, uncover the designated portion for observation and then
replace it.
14.2.1 If the designated portion of the work was concealed contrary to the request of the
Architect, or to requirements specifically expressed in the Contract Documents,
the Contractor shall receive no additional compensation for the costs of
uncovering and replacement or modification of the Construction Schedule.
14.2.2 If the designated portion of the work was concealed prior to a specific request by
the Architect that it remain uncovered, the Contractor shall receive additional
compensation for the costs of uncovering and replacement or modification of the
Construction Schedule only if the designated portion of the work was in
conformance with the Contract Documents.
ARTICLE 15
CHANGES TO THE PROJECT
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15.1 The Contractor understands and agrees that this Contract for General
Construction Services- Security Scope- Security Scope cannot be changed
except as provided herein. No act, omission or course of dealing by the parties
shall alter the requirement that modifications of this Contract for General
Construction Services- Security Scope can be accomplished only by written
documents signed by the parties.
15.2 One or more changes to the Project within the general scope of this Contract
may be ordered by Change Order. The Contractor shall proceed with any such
changes, and all changes shall be accomplished in strict accordance with the
terms and conditions of Article 15.
15.2.1 With respect to such requests for changes by the Contractor, the Contractor shall
prepare and submit change order request proposals to the Architect.
15.2.2 The Contractor shall promptly review and respond to change order requests
submitted by the Architect.
15.2.3 When requested to do so, the Contractor shall prepare and submit to the
Architect drawings, specifications or other data in support of a change order
request.
15.2.4 Each change order request proposal shall include time and monetary impacts of
the change.
15.3 The Owner will not be responsible for any change in the Project involving extra
costs unless approval in writing is furnished by the Owner before such work
begins. The Architect does not have authority to order changes to the Project
that involve changes in cost or time. The Architect, without the Owner's prior
approval, may authorize or direct the Contractor to make minor changes in the
Project which are consistent with the intent of the Contract Documents and which
do not involve a change in Project cost, time for construction, scope, or approved
design elements, and the Contractor shall promptly carry out such changes. Any
such minor changes shall be implemented by written field order and executed by
the Contractor.
15.3.1 No act or omission shall alter the requirement that change orders shall be in
writing and signed by the Owner, and that change orders are the exclusive
method for effecting any adjustment to compensation or applicable schedules.
The Contractor understands and agrees, on behalf of itself and its subcontractors
and suppliers, that neither compensation nor applicable schedules can be
changed by implication, oral agreement, or unwritten change order.
15.4 The Owner may unilaterally direct the Contractor to implement changes in the
Project so long as the work the Owner is requiring is not outside of the general
scope of this Contract for General Construction Services- Security Scope -
Security Scope, and the Contractor, upon written direction from the Owner, shall
proceed with such change.
15.5 The Architect will administer and manage all change order requests and change
orders and will prepare required drawings, specifications and other supporting
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data as necessary in connection with minor changes, change order requests and
change orders.
15.6 Any change in the Contract Amount resulting from a Change Order shall be
determined as follows:
15.6.1 By mutual agreement between the Owner and the Contractor as evidenced by
the change in the Contract Amount being set forth in the Change Order, such
change in the Contract Amount, together with any conditions or requirements
relating thereto, being initialed by both parties and the Contractor's execution of
the Change Order. If, and to the extent, the change involves work of one or more
subcontractors, the overhead and profit component for subcontractors shall be
fifteen percent (15 %) and the overhead and profit component for the Contractor
shall be five percent (5 %) of the amount allocable for subcontracted work. If the
change involves only work of the Contractor, the component for overhead and
profit shall be fifteen percent (15 %).
15.6.2 If no mutual agreement occurs between the Owner and the Contractor, the
change in the Contract Amount, if any, shall be derived by determining the
reasonable actual costs incurred or savings achieved, resulting from revisions to
the Project. Such reasonable actual costs or savings shall include a component
for overhead and profit. If, and to the extent, the change involves work of one or
more subcontractors, the overhead and profit component for subcontractors shall
be fifteen percent (15 %) and the overhead and profit component for the
Contractor shall be five percent (5 %) of the amount allocable for subcontracted
work. If the change involves only work of the Contractor, the component for
overhead and profit shall be fifteen percent (15%). Any such costs or savings
shall be documented in the format and with such content and detail as the
Architect requires.
15.6.3 The overhead and profit for any change shall be applied to the net cost of the
change, after all applicable savings and credits have been applied.
15.6.4 The overhead and profit component for any change includes the cost of bonds
and insurance.
15.7 With respect to all change order requests involving credit to the Owner or
additional compensation to the Contractor, the Contractor shall obtain the best
possible price quotations from their subcontractors and suppliers; they should
review such quotations to ascertain whether they are reasonable; prepare an
itemized estimate together with appropriate supporting data, including
reasonable expenditures by, and savings to, those performing the work involved
in the proposed change; and provide a reasonable price quotation to the
Architect.
15.7.1 If the Architect determines that the change order requests is unreasonable, the
Contractor shall, in writing, justify the quotations or provide additional back -up to
support the request. If after review of the additional information the Architect
determines that the quotation is unreasonable, the Owner may require the
Project be performed on a time and material basis along with the applications of
the mark -ups indicated in Article 15.6.2.
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15.8 Upon receipt of a field order or change order, changes in the work shall be
promptly performed. All changes in the work shall be performed under applicable
conditions of the Contract Documents.
15.9 If there is a dispute that a change has occurred; whether a change in the work
will result in adjustment of compensation or applicable schedules; or as to the
amount of any adjustment of compensation or applicable schedules, the change
shall be carried out if the Owner so directs. The Contractor shall notify the
Owner in writing prior to performance of the work which is the subject of the
dispute and the party disputing the decision of the Owner recites the reasons for
its dispute in the written notice. Failure to notify the Owner in writing shall
constitute a waiver of any claim resulting from the change.
15.10 In the event a change order request is approved by the Owner in the absence of
an agreement as to cost, time, or both, the Architect will receive and maintain all
documentation pertaining thereto; examine such documentation on the Owner's
behalf; take such other action as may be reasonably necessary or as the Owner
may request; and make a written recommendation to the Owner concerning any
appropriate adjustment in the Contract Amount or Construction Schedule.
15.11 The execution of a Change Order by the Contractor shall constitute conclusive
evidence of the Contractor's agreement to the ordered changes in the work, this
Contract as thus amended, the Contract Amount and the time for performance by
the Contractor. The Contractor, by executing the Change Order, waives and
forever releases any claim against the Owner for additional time or compensation
for matters relating to or arising out of or resulting from the work included within
or affected by the executed Change Order.
15.12 The Contractor shall notify and obtain the consent and approval of the
Contractor's Surety with reference to all Change Orders if such notice, consent or
approvals are required by the Owner, the Architect, and the Contractors Surety,
or by law. The Contractors execution of the Change Order shall constitute the
Contractor's warranty to the Owner that the Surety has been notified of, and
consents to, such Change Order and that the Surety shall be conclusively
deemed to have been notified of such Change Order and to have expressly
consented thereto.
ARTICLE 17
PROJECT ARCHITECT
17.1 The architect for this Project is Thompson, Ventulett, Stainback and Associates,
Inc. (the "Architect "). In the event the Owner should find it necessary or
convenient to replace the Architect, the Owner shall retain a replacement
architect and the role of the replacement architect shall be the same as the role
of the Architect. Unless otherwise directed by the Owner in writing, the Architect
will perform those duties and discharge those responsibilities allocated to the
Architect in this Contract. The duties, obligations and responsibilities of the
Architect shall include, but are not limited to, the following:
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17.1.1 Unless otherwise directed by the Owner in writing, the Architect shall act as the
administrator of this Contract until final payment has been made, to the extent
expressly set forth in this Contract.
17.1.2 Unless otherwise directed by the Owner in writing, the Owner Representative
and the Contractor shall communicate with each other in the first instance
through the Architect.
17.1.3 When requested by the Contractor in writing, the Architect shall render
interpretations necessary for the proper execution or progress of the Project.
17.1.4 The Architect shall administer any required changes to the scope of work, and
draft proposed Change Orders.
17.1.5 The Architect shall approve, or respond otherwise as necessary concerning shop
drawings or other submittals received from the Contractor.
17.1.6 The Architect shall be authorized to refuse to accept work which is defective or
otherwise fails to comply with the requirements of this Contract. If the Architect
deems it appropriate, the Architect shall be authorized to call for extra inspection
or testing of the work for compliance with requirements of this Contract.
17.1.7 The Architect shall review the Contractor's Payment Requests and shall approve
in writing those amounts which, in the opinion of the Architect, are properly owing
to the Contractor as provided in this Contract.
17.1.8 The Architect shall, upon written request from the Contractor, perform those
inspections required in this Agreement.
17.2 The duties, obligations and responsibilities of the Contractor under this Contract
for General Construction Services- Security Scope shall in no manner whatsoever
be changed, altered, discharged, released, or satisfied by any duty, obligation or
responsibility of the Architect. The Contractor is not a third -party beneficiary of
any contract by and between the Owner and the Architect. It is expressly
acknowledged and agreed that the duties of the Contractor to the Owner are
independent of, and are not diminished by, any duties of the Architect to the
Owner.
17.2.1 The Architect will be the Owner's design representative during performance of
the Project and will consult with and advise the Owner on all design and technical
matters.
17.2.2 The Architect will act as the initial interpreter of the requirements of this Contract
for General Construction Services- Security Scope and as the Owner's advisor
on claims.
17.3 The Architect will visit the Site with sufficient frequency for familiarization with the
progress and quality of the work and to inspect the work to determine compliance
of the work with this Contract for General Construction Services- Security Scope,
including approved shop drawings and other submittals; the Construction
Schedule; and applicable laws, statutes, building codes, rules or regulations of all
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governmental, public authorities and agencies having jurisdiction over the
Project.
17.4 The Architect may disapprove or reject work which does not comply with this
Contract for General Construction Services- Security Scope including approved
shop drawings and other submittals; or applicable laws, statutes, building codes,
rules or regulations of any governmental, public authorities and agencies having
jurisdiction over the Project.
17.5 The Architect will review and evaluate the results of all inspections, tests and
written reports required by this Contract for General Construction Services -
Security Scope and by any governmental entity having jurisdiction over the
Project. The Architect will take appropriate action on test results, including
acceptance, rejection, requiring additional testing or corrective Project, or such
other action deemed appropriate by the Architect. The Architect will promptly
reject work which does not conform to and comply with testing requirements.
17.6 The Architect may require inspection or testing of any work in addition to that
required by this Contract for General Construction Services- Security Scope or
governmental entities having jurisdiction over the Project when such additional
inspections and testing is necessary or advisable, whether or not such work is
then fabricated, installed or completed. The Architect will take appropriate action
on all such special testing and inspection reports, including acceptance,
rejection, requiring additional testing or corrective work, or such other action
deemed appropriate by the Architect.
17.7 The Architect will, when requested to do so in writing by the Contractor, promptly
and so as to cause no unnecessary delay, render written or graphic
interpretations and decisions necessary for the proper execution of the work.
The Architect's interpretations and decisions relating to artistic effect shall be
final if not inconsistent with this Contract for General Construction Services -
Security Scope.
17.8 The Architect will review applications for payment, including such accompanying
data, information and schedules as the Contract requires, to determine the
amounts due to the Contractor and shall authorize payment to the Contractor in
writing to the Owner. After the Project is determined to be finally complete and
the Architect determines that the Contractor has completed the Project, the
Architect will determine whether the Contractor is entitled to final payment, and if
so will so certify to the Owner in writing.
ARTICLE 18
SUBSTANTIAL AND FINAL COMPLETION
18.1 Substantial Completion of the Project shall be defined to have occurred when a
Certificate of Substantial Completion has been issued by the Architect, and the
required documentation has been produced.
18.2 When the Contractor believes that the Project is substantially complete, the
Contractor shall notify the Architect that the Project is ready for a Substantial
Completion Inspection.
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18.3 Prior to the Substantial Completion Inspection, the Contractor shall prepare and
furnish to the Architect a letter requesting a Substantial Completion Inspection,
which at a minimum must:
18.3.1 Provide a blank line for entry of the date of Substantial Completion. The date of
Substantial Completion will fix the commencement date of warranties and
guaranties and allocate between the Owner and the Contractor responsibility for
security, utilities, damage to the work and insurance;
18.3.2 Include a list of items to be completed or corrected and state the time within
which the listed items will be completed or corrected, along with the cost to
complete each item;
18.3.3 Provide signature lines for the Owner, the Contractor and the Architect.
18.4 Upon receipt of notification from the Contractor, the Architect will coordinate with
the Owner's Representative, their Consultants, and the Contractor on a date for
inspection of the Project to determine whether the Project is substantially
complete.
18.5 During the inspection to determine whether the Project is substantially complete,
the Architect will:
18.5.1 Inspect the Project;
18.5.2 Provide a list of items to be completed or corrected;
18.5.3 Determine, in consultation with the Owner's Representative, whether Substantial
Completion of the Project has occurred.
18.6 If the Project is determined not to be substantially complete, the Contractor shall
continue working until the Project is substantially complete and the inspection
process shall be repeated at no additional cost to the Owner until the Project is
determined to be substantially complete.
18.7 On or prior to the required date of Substantial Completion, the Contractor shall
deliver to the Architect keys, permits, the certificate of occupancy, and other
necessary and customary documents and items required for the Owner's
occupancy and use of the Project for its intended purpose. The Architect will
obtain and review Substantial Completion documentation and items, and will
inform the Contractor of any deficiencies.
18.8 When the Owner, the Contractor and the Architect agree that the Project is
substantially complete, and the Contractor has produced the required Substantial
Completion documentation, they shall sign the Certificate of Substantial
Completion stating that the Project is substantially complete and establishing the
actual date of Substantial Completion. The Certificate of Substantial Completion
shall also include a list of and timeline for the completion of the items needing
completion and correction.
18.9 Final Completion of the Project shall be deemed to have occurred when the
Project passes a Final Completion Inspection, and when the Contractor has
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produced all required close -out documentation and items. Final Completion shall
not be deemed to have occurred and no final payment shall be due the
Contractor or any of its subcontractors or suppliers until the Project has passed
the Final Completion Inspection and all required Final Completion close -out
documentation and items have been submitted to the Architect by the Contractor.
18.10 When the Contractor believes that the Project is finally complete, the Contractor
shall notify the Architect that the Project is ready for a Final Completion
Inspection.
18.11 Upon receipt of such notification from the Contractor, the Architect will coordinate
with the Owner's Representative and the Contractor and schedule a date for
inspection of the Project to determine whether the Project is finally complete.
18.12 At the Final Completion Inspection to determine whether the Project is finally
complete, the Architect will:
18.12.1 Inspect the Project;
18.12.2 Determine whether all items on the list included with the Certificate of Substantial
Completion have been satisfactorily completed and corrected;
18.12.3 Determine whether the completed Project complies with this Contract for General
Construction Services- Security Scope; and all applicable laws, statutes, building
codes, rules or regulations of all governmental, public authorities and agencies
having jurisdiction over the Project.
18.12.4 The Architect shall determine whether the required inspections and approvals by
the local building officials having jurisdiction over the Project have been
satisfactorily completed; and determine, in consultation with the Owner's
Representative, whether the Project is finally complete.
18.13 If the Project is not finally complete, the Contractor shall continue to work to
complete the Project, and the inspection process shall be repeated at no
additional cost to the Owner, until the Project is finally complete.
18.14 On or prior to the date of Final Completion, the Contractor shall deliver to the
Architect the following Final Completion close -out documentation and items:
18.14.1 All operating, maintenance, and instruction manuals not previously produced
during Substantial Completion and required maintenance stocks;
18.14.2 Two (2) sets of as -built drawings and markups;
18.14.3 Certification and affidavit that all insurance required of the Contractor beyond
final payment, if any, is in effect and will not be canceled or allowed to expire
without notice to the Owner;
18.14.4 Written consent of the surety to release final payment;
18.14.5 Full, final and unconditional waivers of mechanics or construction liens, releases
of Contractor's trust fund or similar claims, and release of security interests or
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encumbrances on the Project property from each contractor, subcontractor,
supplier or other person or entity who has, or might have a claim against the
Owner or the Owner's property;
18.14.6 Full, final and unconditional certification and affidavit that all of the Contractor's
obligations to contractors, subcontractors, suppliers and other third parties for
payment for labor, materials or equipment related to the Project have been paid
or otherwise satisfied;
18.14.7 All written warranties and guarantees relating to the labor, goods, products,
materials, equipment and systems incorporated into the Project, endorsed,
countersigned, and assigned as necessary;
18.14.8 All affidavits, releases, bonds, waivers, permits and other documents necessary
for final close -out of Project;
18.14.9 A list of any items due but unable to be delivered and the reason for non - delivery;
18.14.10 Any other documents reasonably and customarily required or expressly required
herein for full and final close -out of the Project.
18.15 The Architect will review and determine the sufficiency of all Final Completion
close -out documentation and items required for Final Completion which are
submitted by the Contractor, and will immediately inform the Contractor about
any deficiencies and omissions.
ARTICLE 19
CONTRACTOR'S WARRANTIES AND GUARANTEES
19.1 In addition to the warranties and guarantees set forth elsewhere in this Contract
for General Construction Services- Security Scope, the Contractor, upon request
by the Owner or the Architect, shall promptly correct all failures or defects in the
Project for a period of one (1) year after the actual date of Substantial
Completion.
19.1.1 The Contractor shall schedule, coordinate and participate in a walk - through
inspection of the Project one month prior to the expiration of the one -year
warranty period, and shall notify the Owner's Representative, the Architect, and
any required subcontractors and suppliers of the date of, and request their
participation in, the walk - through inspection. The purpose of the walk- through
inspection will be to determine if there are any defects or failures which require
correction.
19.1.2 Should the Contractor fail to promptly correct any failure or defect, the Owner
may take whatever actions it deems necessary to remedy the failure or defect
and the Contractor shall promptly reimburse the Owner for any expenses or
damages it incurs as a result of the Contractor 's failure to correct the failure or
defect.
19.2 In addition to the warranties and guarantees set forth elsewhere herein, the
Contractor expressly warrants and guarantees to the Owner:
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19.2.1 That the work complies with the Contract Documents; and all applicable laws,
statutes, building codes, rules and regulations of all governmental, public
authorities and agencies having jurisdiction over the Project.
19.2.2 That all goods, products, materials, equipment and systems incorporated into the
Project conform to applicable specifications, descriptions, instructions, drawings,
data and samples and shall be and are new (unless otherwise specified or
permitted) and without apparent damage or defect; of quality equal to or higher
than that required by the Contract Documents;
19.2.3 That all management, supervision, labor and services required for the Project
shall comply with this Contract for General Construction Services- Security
Scope and shall be and are performed in a good workmanlike manner.
19.3 The Contractor shall require that all of its subcontractors and suppliers provide
written warranties, and guarantees to the Owner and the Contractor, in a form
identical to the warranties, and guarantees required in the Contract for General
Construction Services- Security Scope, including the warranties, and guarantees
required in this Article. Standard warranties and guarantees provided by the
material or product manufacturer will be acceptable provided that they comply
with the requirements in Article 19.
19.4 The warranties and guarantees required in this Article shall be in addition to all
other warranties, express, implied or statutory, and shall survive the Owner's
payment, acceptance, inspection of or failure to inspect the Project, and review of
the Contract Documents.
19.5 Nothing contained in Article 19.1, shall be construed to establish a period of
limitation with respect to the Contractor's obligations under this Contract for
General Construction Services- Security Scope. Paragraph 19.1 relates only to
the Contractor's specific obligations with respect to the Project, and has no
relationship to the time within which the Contractor's contractual obligations
under this Contract for General Construction Services- Security Scope may be
enforced, nor to the time within which proceedings may be commenced to
establish the Contractor's liability with respect to any contractual obligations
pursuant to Article 19.1 or contained elsewhere herein.
19.6 Unless otherwise specified, all of the Contractor's warranty and guaranty
obligations, including the time periods for all written warranties and guarantees of
specifically designated equipment required by the Construction Documents, shall
begin on the actual date of Substantial Completion.
ARTICLE 20
OWNER'S DUTIES, OBLIGATIONS AND RESPONSIBILITIES
20.1 The Owner shall timely compensate the Contractor in accordance with this
Contract for General Construction Services- Security Scope.
20.3 The Owner shall review documents prepared by the Contractor in a timely
manner and in accordance with schedule requirements. Review by the Owner
shall be solely for the purpose of determining whether such documents are
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generally consistent with the Owner's intent. No review of such documents shall
relieve the Contractor of any of its responsibilities.
20.4 The Owner shall not have control or charge of construction means, methods,
techniques, sequences or procedures, or for safety precautions and programs in
connection with the Project, nor shall the Contractor, for any of the foregoing
purposes, be deemed the agent of the Owner.
20.5 The Owner, upon reasonable written request, shall furnish to the Contractor in
writing statements of the record legal title to the Site on which the Project is
located and the Owner's interest therein at the time of execution of this Contract
for General Construction Services- Security Scope; and the Owner's financial
capacity to pay for the Project, subject to such reasonable confidentiality
requirements that the Owner may impose.
20.6 If required for the Project, the Owner shall furnish a certified land survey of the
site, giving as applicable, grades and lines of streets, alleys, pavements and
adjoining property; rights -of -way, restrictions, easements, encroachments,
zoning, deed restrictions, boundaries and contours of the site; locations,
dimensions and data pertaining to existing buildings, other improvements and
trees; and full information concerning available service and utility lines, both
public and private, above and below grade, including inverts and depths.
20.9 The Owner shall furnish such legal, accounting, and insurance counseling
services as the Owner may deem necessary for the Project and such auditing
services as may be required to ascertain how, or for what purposes, the
Contractor has used the moneys paid to it under the Construction Contract.
20.10 All services, information, surveys and reports required of the Owner shall be
furnished at the Owner's expense and the Contractor shall be entitled to rely
upon their accuracy and completeness.
20.11 The Owner shall furnish information and approvals required of it expeditiously, for
orderly progress of the work.
20.12 If it is customary for the Contractor to obtain any permits and/or licenses, the
Owner shall pay for and the Contractor shall request, expedite, and obtain all
necessary permits, licenses, approvals, easements, assessments, and charges
required for the construction, use or occupancy of permanent structures or for
permanent changes in any existing facilities. If it is not customary for the
Contractor to obtain any permits and /or licenses, then the Architect shall
coordinate this on behalf of the Owner.
20.14 If the Project involves an existing structure, the Owner shall provide the
Contractor with all available as -built drawings, record drawings, plans,
specifications and structure system information with respect to such structure.
20.15 The Owner will provide the Contractor with the Provisional Project Schedule of
pertinent Project dates and key milestone dates in Exhibit B.
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ARTICLE 21
LIQUIDATED DAMAGES
21.2.1 If the Contractor inexcusably fails to achieve Substantial Completion by the
required date of Substantial Completion as established and previously set forth in
this Contract for General Construction Services- Security Scope, the Contractor
shall pay to the Owner, as liquidated damages for delay and not as a penalty, the
daily amount of $200.00 for each and every day after the required date of
Substantial Completion until Substantial Completion. This liquidated damages
provision shall apply and remain in full force and effect in the event that the
Contractor is terminated by Owner for default and shall apply until Substantial
Completion has been achieved by any completing Contractor.
ARTICLE 22
CONCEALED AND UNFORESEEN CONDITIONS
22.1 If the Contractor encounters concealed and unforeseen conditions of an unusual
nature which affect the performance of the Project; or the conditions vary from
those indicated by the Contract Documents; and such conditions are not
ordinarily found to exist or differ materially from those generally recognized as
inherent in Project of the character provided by the Contractor, the Contractor
shall promptly, but in no event later than three (3) calendar days after first
observance of the conditions, notify the Architect before conditions are disturbed
and give the Architect the opportunity to observe the condition in its undisturbed
state.
22.1.1 The conditions will be promptly investigated and, if they differ substantially and
cause a material increase or decrease in the Contractor's cost of, or time
required for, performance of the work, compensation or time for performance or
both will be equitably adjusted.
22.1.2 All adjustments in compensation or extensions of time shall be by change order.
Change order requests must be made within fourteen (14) calendar days from
the date of observation of the changed conditions.
22.2 The Contractor's failure to notify the Architect as provided in this Article shall
constitute a waiver of any claim arising out of or relating to such concealed or
unknown condition.
ARTICLE 23
CONTRACTOR'S RECORDS
23.1 The Contractor shall, concurrently with performance of its services, prepare
substantiating records regarding services rendered and goods furnished.
23.2 The Contractor shall retain in its records copies of all written communications;
memoranda of verbal communications; accounting records (including original
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estimates and estimating sheets, purchase orders and invoices); job site notes;
daily logs; reports; notices; all subcontract files (including proposals of successful
and unsuccessful bidders); change order files (including documentation covering
negotiated settlements); written policies and procedures, records necessary to
evaluate and verify direct and indirect costs (including by way of example
overhead allocations, payroll records, time sheets, rental receipts, fixed asset
records); and other documents such as plans, specifications, submittals,
correspondence, minutes, memoranda, tape recordings, videos, accounting
records, documents reflecting the unit price of construction and other writings or
things which document the work, its design, its cost, and its construction.
23.2.1 The Contractor shall maintain substantiating records for seven (7) years after the
date of Final Completion or for any longer period of time as may be required by
law or good construction practice. If the Contractor receives notification of a
dispute or the commencement of litigation regarding the Project within this
seven -year period, the Contractor shall continue to maintain all Project records
until final resolution of the dispute or litigation.
23.2.2 The Contractor shall, upon seven (7) days request from the Owner, secure from
its subcontractors and suppliers copies of the documents indicated in Article
23.2.
23.2.3 Upon the request of the Owner, the Contractor shall make its records available
during normal business hours to the Owner, its authorized representative(s) or to
any state, federal or other regulatory authority. Any such authority, the Owner
and its authorized representative(s) shall be entitled to inspect, examine, review
and copy the Contractor's records at the copying party's reasonable expense,
within adequate Project space at the Contractor's facilities. Failure by the
Contractor to supply substantiating records from itself and its subcontractors and
suppliers upon the request of the Owner shall be reason to exclude the related
costs from amounts which might otherwise be payable by the Owner pursuant to
this Contract for General Construction Services- Security Scope.
ARTICLE 24
PROPRIETARY DOCUMENTS AND CONFIDENTIALITY
24.1 All information, documents, and electronic media furnished by the Owner to the
Contractor belong to the Owner; are considered proprietary and confidential; are
furnished solely for use on the Owner's Project; shall be kept confidential by the
Contractor; and shall not be used by the Contractor on any other project or in
connection with any other person or entity, unless disclosure or use thereof in
connection with any matter other than services rendered to the Owner hereunder
is specifically authorized in writing by the Owner in advance. The Owner hereby
grants to the Contractor a limited license to use and reproduce applicable
portions of the Contract Documents necessary for execution of the Project. All
copies made under this license shall bear the statutory copyright notice, if any,
shown on the documents.
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24.2 All information, documents, and electronic media prepared by or on behalf of the
Contractor for the Project are the sole property of the Owner free of any retention
rights of the Contractor. The Contractor hereby grants to the Owner an
unconditional right to use, for any purpose whatsoever, any information,
documents or electronic media prepared by or on behalf of the Contractor for the
Project, free of any copyright claims, trade secrets or other proprietary rights with
respect to such documents.
24.3 The Contractor shall not disclose any information it receives from the Owner to
any other person or entity except to the extent necessary to allow it to perform its
duties under this Contract for General Construction Services- Security Scope.
24.4 Because it is difficult to separate proprietary and confidential information from
that which is not, the Contractor shall instruct its employees and agents to regard
all information which is not in the public domain as information which is
proprietary and confidential.
24.5 Submission or distribution of documents to meet official regulatory requirements
or for other required purposes in connection with the Project is not to be
construed as publication in derogation of the Owner's common law copyrights or
other reserved rights.
ARTICLE 25
INSURANCE REQUIREMENTS
25.1 The Contractor shall provide the Insurance as described in Exhibit D.
ARTICLE 26
OWNER'S RIGHT TO STOP PROJECT
26.1 If the Contractor fails or refuses to perform or fails to correct defective work as
required, or persistently fails to carry out the work in accordance with the
Contract for General Construction Services- Security Scope, the Owner may, by
written notice, order the Contractor to cease and desist in performing the work or
any portion of the work until the cause for the order has been eliminated to the
satisfaction of the Owner. Upon receipt of such instruction, the Contractor shall
immediately cease and desist as instructed by the Owner and shall not proceed
further until the cause for the Owner's order has been corrected, no longer exists,
or the Owner instructs that the work may resume.
26.1.1 The Contractor shall not be entitled to an adjustment in the time for performance
or the Contract Amount under this clause since such stoppages are considered
to be the fault of the Contractor.
26.1.2 The right of the Owner to stop work shall not give rise to a duty on the part of the
Owner to exercise this right for the benefit of the Contractor or others.
26.1.3 In the event the Owner issues instructions to cease and desist, and in the further
event that the Contractor fails and refuses with seven (7) calendar days to
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provide adequate assurance to the Owner that the cause of such instructions will
be eliminated or corrected, then the Owner shall have the right, but not the
obligation, to carry out the work or any portion of the work with its own forces, or
with the forces of another Contractor, and the Contractor shall be responsible for
the cost of performing such work by the Owner.
26.1.4 The rights set forth herein are in addition to, and without prejudice to, any other
rights or remedies the Owner may have against the Contractor.
ARTICLE 27
TERMINATION OR SUSPENSION OF CONTRACT
27.1 The Owner may terminate this Contract for General Construction Services -
Security Scope for cause if the Contractor materially breaches this Contract for
General Construction Services- Security Scope by:
27.1.1 Refusing, failing or being unable to properly manage or perform work on the
Project;
27.1.2 Refusing, failing or being unable to supply the Project with sufficient numbers of
workers, properly skilled workers, proper materials, or maintain applicable
schedules;
27.1.3 Refusing, failing or being unable to make prompt payment to subcontractors or
suppliers;
27.1.4 Disregarding laws, ordinances, rules, regulations or orders of any public authority
having jurisdiction over the Project;
27.1.5 Refusing, failing or being unable to substantially perform in accordance with the
terms of the Contract for General Construction Services- Security Scope as
determined by the Owner, or as otherwise defined elsewhere herein;
27.1.6 Refusing, failing or being unable to substantially perform in accordance with the
terms of any other agreement between the Owner and Contractor.
27.2 Upon the occurrence of any of the events described in Paragraph 27.1, the
Owner may give written notice to the Contractor setting forth the nature of the
default and requesting cure within seven (7) calendar days from the date of the
notice. At any time thereafter, if the Contractor fails to initiate the cure or if the
Contractor fails to expeditiously continue such cure until complete, the Owner
may give written notice to the Contractor of immediate termination, and the
Owner, without prejudice to any other rights or remedies, may take any or all of
the following actions:
27.2.1 Complete all or any part of the Project, including supplying workers, material and
equipment which the Owner deems expedient to complete the Project;
27.2.2 Contract with others to complete all or any part of the Project, including supplying
workers, material and equipment which the Owner deems expedient to complete
the Project;
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27.2.3 Take such other action as is necessary to correct such failure;
27.2.4 Take possession of all materials, tools, construction equipment and machinery
on the Site owned or leased by the Contractor;
27.2.5 Directly pay the Contractor's subcontractors and suppliers compensation due to
them from the Contractor;
27.2.6 Finish the Project by whatever method the Owner may deem expedient;
27.2.7 Require the Contractor to assign the Contractor's right, title and interest in any or
all of Contractor's subcontracts or orders to the Owner.
27.3 If the Owner terminates the Contract for General Construction Services- Security
Scope for cause, and the Owner takes possession of all materials, tools,
construction equipment and machinery on the Site owned or leased by the
Contractor, the Contractor's compensation shall be increased by fair payment,
either by purchase or rental at the election of the Owner, for any materials, tools,
construction equipment and machinery items retained, subject to the Owner's
right to recover from the Contractor the Owner's damages resulting from the
termination.
27.4 If the Owner terminates this Contract for General Construction Services- Security
Scope for cause, and it is subsequently determined by a court of competent
jurisdiction that such termination was without cause, then in such event, said
termination shall be deemed a termination for convenience as set forth in
Paragraph 27.6.
27.5 The Contractor may terminate this Contract for General Construction Services -
Security Scope for cause if the Owner materially breaches this Contract for
General Construction Services- Security Scope by:
27.5.1 Refusing, failing or being unable to make prompt payment to the Contractor
without just cause;
27.5.2 Disregarding laws, ordinances, rules, regulations or orders of any public authority
having jurisdiction over the Project; or refusing, failing or being unable to
substantially perform in accordance with the terms of this Contract for General
Construction Services- Security Scope or any other agreement between the
Owner and the Contractor.
27.5.3 Upon the occurrence of any of the events described in Paragraph 27.5, the
Contractor may give written notice to the Owner setting forth the nature of the
default and requesting cure within seven (7) calendar days from the date of
notice. If the Owner fails to cure the default within seven (7) calendar days, the
Contractor, without prejudice to any rights or remedies, may give written notice to
the Owner of immediate termination.
27.6 The Owner may at any time give written notice to the Contractor terminating this
Contract for General Construction Services- Security Scope or suspending the
Project, in whole or in part, for the Owner's convenience and without cause. If
the Owner suspends the Project for convenience, the Contractor shall
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immediately reduce its staff, services and outstanding commitments in order to
minimize the cost of suspension.
27.7 If this Contract For Construction is terminated by the Contractor pursuant to
Paragraph 27.5; terminated by the Owner pursuant to Paragraph 27.6; or
suspended more than three months by the Owner pursuant to Paragraph 27.6,
the Owner shall pay the Contractor specified amounts due for work actually
performed prior to the effective termination date and reasonable costs associated
with termination. The Owner may agree to additional compensation, if any, due
to the Contractor. Absent agreement on the additional amount due the
Contractor, the Owner shalt pay the Contractor:
27.7.1 Reasonable costs incurred in preparing to perform the terminated portion of the
Project, and in terminating the Contractor's performance, plus a fair and
reasonable allowance for overhead and profit thereon (such profit shall not
include anticipated profit or consequential damages); provided, however, that if it
appears that the Contractor would not have profited or would have sustained a
loss if the Project had been completed, no profit shall be allowed or included, and
the amount of compensation shall be reduced to reflect the anticipated rates of
loss, if any;
27.7.2 Reasonable costs of settling and paying claims arising out of the termination of
subcontracts or supplier orders. These costs shall not include amounts paid in
accordance with other provisions hereof.
27.8 If this Contract for General Construction Services- Security Scope is terminated
by the Owner for cause pursuant to Paragraph 27.1, no further payment shall be
made to the Contractor until Final Completion of the Project. At such time, the
Contractor shall be paid the remainder of the Contract Amount less all costs and
damages incurred by the Owner as a result of the default of the Contractor,
including liquidated damages applicable thereto. The Contractor shall additionally
reimburse the Owner for any additional costs or expenses incurred.
27.9 Irrespective of the reason for termination or the party terminating, the total sum
paid to the Contractor shall not exceed the Contract Amount, as properly
adjusted, reduced by the amount of payments previously made and penalties or
deductions incurred pursuant to any other provision of this Contract for General
Construction Services- Security Scope, and shall in no event include duplication
of payment.
27.10 Irrespective of the reason for termination or the party terminating, if this Contract
for General Construction Services- Security Scope is terminated, the Contractor
shall, unless notified otherwise by the Owner,
27.10.1 Immediately stop work;
27.10.2 Terminate outstanding orders and subcontracts;
27.10.3 Settle the liabilities and claims arising out of the termination of subcontracts and
orders;
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27.10.4 Transfer title and deliver to the Owner such completed or partially completed
work, and, if paid for by the Owner, materials, equipment, parts, fixtures,
information and such contract rights as the Contractor has.
27.11 The right to terminate or suspend the Project shall not give rise to a duty on the
part of either the Owner or the Contractor to exercise that right for the benefit of
the Owner, the Contractor or any other persons or entities.
27.12 If the Contractor fails to file a claim within one (1) year from the effective date of
termination, the Owner shall pay the Contractor only for services actually
performed and expenses actually incurred prior to the effective termination date.
ARTICLE 28
APPLICABLE LAW AND DISPUTE RESOLUTION
28.1 This Contract for General Construction Services- Security Scope shall be
deemed to be entered into in and shall be interpreted under the laws of the state
of Georgia.
28.2 Except as expressly prohibited by law:
28.2.1 All legal actions hereunder shall be conducted only in Georgia state court or
Georgia federal court districts and having subject matter jurisdiction over the
matter in controversy; except that any final judgment may be enforced in other
jurisdictions in any manner provided by law;
28.2.2 The choice of jurisdiction and venue described in the preceding paragraph shall
be mandatory and not permissive in nature, thereby precluding the possibility of
litigation or trial in any jurisdiction or venue other than that specified herein;
28.2.3 The parties waive any right to assert the doctrine of forum non conveniens or to
object to venue;
28.3 In case of any dispute, claim, question or disagreement arising from or relating to
the Project or arising out of this Contract for General Construction Services -
Security Scope or the breach thereof, the parties shall first attempt resolution
through mutual discussion.
28.4 If the parties cannot resolve any dispute, claim, question, or disagreement arising
from or relating to the Project or arising out of this Contract for General
Construction Services- Security Scope or the breach thereof through mutual
discussion, as a condition precedent to any litigation, the parties shall in good
faith participate in private, non - binding facilitative mediation seeking a just and
equitable solution satisfactory to all parties.
28.4.1 All parties to mediation shall promptly provide all other parties to the mediation
with copies of essential documentation relevant to the support or defense of the
matter being mediated.
28.4.2 The parties shall not be required to mediate for a period greater than ninety (90)
calendar days unless otherwise agreed to in writing by the parties. The parties
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shall share equally any administrative costs and fees of such proceedings, but
shall each be responsible for their own expenses otherwise incurred.
28.4.3 In the event that the statute of limitations would run during the required mediation
period, either party may institute litigation so as to avoid the running of such
statute upon the condition that such party immediately seek a stay of such
litigation pending the conclusion of the mediation period.
28.4.4 During the course of mediation, any party to the mediation may apply for
injunctive relief from any court of competent jurisdiction until the mediation period
expires or the dispute is otherwise resolved.
28.4.5 The Owner, the Architect, the Contractor, and any other parties involved in any
way in the design or construction of the Project are bound, each to each other, by
this requirement to mediate prior to commencement of any litigation, provided
that they have signed this Contract for General Construction Services- Security
Scope or an agreement that incorporates this Contract for General Construction
Services- Security Scope by reference or signed any other agreement which
binds them to mediate. Each such party agrees that it may be joined as an
additional party to a mediation involving other parties under any such agreement.
In the case where more than one mediation is begun under any such agreement
and any party contends that the mediations are substantially related, the
mediations may be conducted by the mediator selected in the first mediation
which was commenced.
28.5 Neither party to this Contract for General Construction Services- Security Scope
shall enter into any contract with regard to the Project which directly or indirectly
gives the right to resolve any dispute with, involving, or affecting the other to any
other person or legal entity which is in conflict with the dispute resolution
procedures required by this Article.
28.6 In case of a dispute relating to the Project, or arising out of this Contract for
General Construction Services- Security Scope, no party to this Contract for
General Construction Services- Security Scope shall be required to participate in
or be bound by, any arbitration proceedings.
28.7 The Owner and the Contractor agree that pending the resolution of any dispute,
controversy, or question, the Owner and the Contractor shall each continue to
perform their respective obligations without interruption or delay, and the
Contractor shall not stop or delay the performance of the Project.
ARTICLE 29
DAMAGES AND REMEDIES
29.1 The Contractor shall, at its expense, promptly correct, repair, or replace all
goods, products, materials, systems, labor and services which do not comply
with the warranties and guarantees set forth in this Contract for General
Construction Services- Security Scope, or any other applicable warranty or
guarantee.
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29.2 The Contractor shall promptly reimburse the Owner for any expenses or
damages incurred by the Owner as a result of the Contractor's failure to
substantially perform the work in accordance with the terms of this Contract for
General Construction Services- Security Scope; breach of the warranties and
guarantees set forth in this Contract for General Construction Services- Security
Scope or any other applicable warranty or guarantee; or other deficiencies or
omissions of the Contractor.
29.3 The Owner's selection of one or more remedies for breach of this Contract for
General Construction Services- Security Scope contained herein shall not limit
the Owner's right to invoke any other remedy available to the Owner under this
Contract for General Construction Services- Security Scope or by law.
29.4 The Contractor shall not be entitled to, and hereby waives any monetary claims
for or damages arising from or related to, lost profits, lost business opportunities,
unabsorbed overhead or any indirect consequential damages.
29.5 The Owner is entitled to interest on all amounts due from the Contractor that
remain unpaid thirty (30) days after the amount is deemed due, whether as a
result of a resolution of a dispute or otherwise. Any such interest shall be
calculated by the same method as set forth in Article 7.13.
ARTICLE 30
MISCELLANEOUS PROVISIONS
30.1 This Contract for General Construction Services- Security Scope represents the
entire and integrated agreement between the Owner and the Contractor, and
supersedes all prior negotiations, representations or agreements, either written
or oral, for the Project. This Contract for General Construction Services- Security
Scope may be amended only by written instruments signed by both the Owner
and the Contractor, and is subject to such reasonable modifications as may be
required by the Owner's lenders or insurers.
30.2 If any provision of this Contract for General Construction Services- Security
Scope- Security Scope, or the application thereof, is determined to be invalid or
unenforceable, the remainder of that provision and all other provisions shall
remain valid and enforceable.
30.3 No provision of this Contract for General Construction Services- Security Scope -
Security Scope may be waived except by written agreement of the parties. A
waiver of any provision on one occasion shall not be deemed a waiver of that
provision on any subsequent occasion, unless specifically stated in writing. A
waiver of any provision shall not affect or alter the remaining provisions of this
Contract for General Construction Services- Security Scope.
30.4 No failure of the Owner to insist upon strict compliance by the Contractor with
any provision of this Contract for General Construction Services- Security Scope
shall operate to release, discharge, modify, change or affect any of the
Contractor's obligations.
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30.5 This Contract for General Construction Services- Security Scope shall inure
solely to the benefit of the parties hereto and their successors and assigns, and,
except as otherwise specifically provided in this Contract for General
Construction Services- Security Scope, nothing contained in this Contract for
General Construction Services- Security Scope is intended to or shall create a
contractual relationship with, or any rights or cause of action in favor of, any third
party against either the Owner or the Contractor.
30.6 All provisions of this Contract for General Construction Services- Security Scope
which contain continuing obligations shall survive its expiration or termination.
30.7 Except as prohibited by applicable law, neither party shall assign any or all of its
benefits or executory obligations under this Contract for General Construction
Services- Security Scope without the approval of the other party, except in case
of assignment solely for security or assignment by the Owner to a Related Party
of the Owner, or except as otherwise specifically provided for in this Contract for
General Construction Services- Security Scope in case of default. The Owner
and the Contractor bind their successors and assigns to the other party to this
Contract for General Construction Services- Security Scope.
30.8 Upon the request of the Owner, the Contractor shall execute documents required
by the Owner's lender whereby the Contractor agrees that in the event of the
Owner's default under, or the termination of, any construction loan agreement,
the Contractor will complete the services required by this Contract for General
Construction Services- Security Scope under the terms and conditions contained
herein so long as the lender fulfills the obligations of the Owner toward the
Contractor as set forth in this Contract for General Construction Services -
Security Scope.
30.9 The Owner and Contractor agree to endeavor to provide written notification and
to negotiate in good faith prior to litigation concerning claims, disputes, and other
matters in question arising out of or relating to this Agreement or the breach
thereof.
30.10 Nothing herein contained shall be construed to require the parties to provide
written notifications or engage in negotiations prior to the institution of litigation
nor to submit for alternative dispute resolution by a third party or parties any such
claim, dispute or other matter in question between the parties, but the parties
may by mutual agreement submit any claim, dispute or other matter at issue to
arbitration, or such other alternative dispute resolution procedure as may be
mutually agreed upon between the parties.
30.11 Whenever renderings, photographs of renderings, photographs of models,
photographs, drawings, announcements, or other illustration or information of the
Project are released for public information, advertisement or publicity,
appropriate and proper credit for architectural and other services shall be given
to the Architect and Owner respectively.
30.12 The payment of any sums by the Owner shall not constitute a waiver of any
claims for damages by the Owner for any breach of the Agreement by the
Contractor.
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30.13 This Agreement shall be governed by the laws of the State of Georgia, U.S.A.
30.14 Except where specifically stated otherwise, all periods of time stated in terms of
days shall be considered periods calculated in calendar days.
30.15 The headings or captions within this Agreement shall be deemed set forth in the
manner presented for the purposes of reference only and shall not control or
otherwise affect the information set forth therein or interpretation thereof.
30.16 For the purpose of this Agreement unless the context clearly indicates otherwise,
the singular includes the plural, and the plural includes the singular.
30.17 This Agreement may be executed in any number of counterparts, each of which
shall be deemed an original, and the counterparts shall constitute one and the
same instrument, which shall be sufficient evidence by any one thereof.
ARTICLE 31
INDEMNIFICATION
31.1 Notwithstanding anything to the contrary contained herein, the Contractor shall
indemnify and hold harmless the Owner, the Owner's Representative, their
agents, and employees from and against all claims, damages, losses and
expenses, including but not limited to attorney's fees, arising out of or resulting
from the Contractor's performance or failure to perform its obligations under this
Agreement and any claim, damage, loss or expense attributable to bodily injury,
sickness, disease or death, or to injury to or destruction of personal and /or real
property including the loss of use resulting there from and caused by any
negligent act or omission of the Contractor, anyone directly or indirectly
employed by the Contractor or anyone for whose acts the Contractor may be
liable. Such obligation shall not be construed to negate, abridge or otherwise
reduce any other right or obligation of indemnity which would otherwise exist as
to any party or person described in this Article.
31.1.1 To the fullest extent permitted by law, the Contractor, for itself and for its
subcontractors and suppliers, and the respective agents, employees and
servants of each, expressly waives any and all immunity or damage limitation
provisions available to any agent, employee or servant under any Workers or
Workmen's compensation acts, disability benefit acts or other employee benefit
acts, to the extent such statutory or case law would otherwise limit the amount
recoverable by the Owner or the Owner's Related Parties pursuant to the
indemnification provision contained in the paragraph above.
31.2 Except as otherwise set forth in this Agreement, the Contractor, the Architect, the
Owner's Representative, and the Owner shall not be liable to each other for any
delays in the performance of their respective obligations and responsibilities
under this Agreement which arise from causes beyond their control and without
their fault or negligence, including but not limited to, any of the following events
or occurrences: fire, flood, earthquake, epidemic, atmospheric condition of
unusual severity, war, and strikes. The Owner shall not be liable to the
Contractor for acts or failures to act by the Architect.
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31.3 To the fullest extent permitted by law, the Contractor shall defend, protect, hold
harmless, and indemnify the Owner, the Owner's Representative, and the other
Owner Consultant's from and against any and all liability, loss, claims, demands,
suits, costs, fees and expenses (including actual fees and expenses of attorneys,
expert witnesses, and other consultants), by whomsoever brought or alleged, for
infringement of patent rights, copyrights, or other intellectual property rights,
except with respect to designs, processes or products of a particular
manufacturer expressly required by the Owner or Architect in writing. If the
Contractor has reason to believe the use of a required design, process or product
is an infringement of a patent, the Contractor shall be responsible for such loss
unless such information is promptly given to the Owner.
ARTICLE 32
CONTRACTOR'S REVIEWS AND EVALUATIONS
32.1 The Contractor acknowledges its continuing duty to review and evaluate the
Contract Documents during the performance of its services and shall immediately
notify the Architect about any problems, conflicts, defects, deficiencies,
inconsistencies or omissions it discovers in or between the Contract Documents;
and variances it discovers between the Contract Documents and applicable laws,
statutes, building codes, rules and regulations.
32.2 If the Contractor performs any work which it knows involves a recognized
problem, conflict, defect, deficiency, inconsistency or omission in the Contract
Documents; or a variance between the Contract Documents and requirements of
applicable laws, statutes, building codes, rules and regulations, without notifying
the Architect and prior to receiving written authorization from the Architect to
proceed, the Contractor shall be responsible for the consequences of such
performance.
32.3 The drawings are generally drawn to scale; however, the figured dimensions or
notes thereon shall govern. Before ordering any materials or doing any Project,
the Contractor and Subcontractors shall verify all measurements at the Site and
shall be responsible for the correctness of same. Any discrepancies shall be
reported in writing to the Architect prior to proceeding with the work. No extra
charge or compensation will be considered due to differences between actual
measurements and dimensions indicated on drawings, if such differences do not
result in a change in the scope of work or if the Architect failed to receive written
notice before the work was performed.
32.4 Prior to signing this Contract for General Construction Services- Security Scope -
Security Scope, the Contractor has:
32.4.1 Visited the Site and become familiar with local conditions under which the Project
is to be constructed and operated;
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32.4.2 Reviewed and familiarized itself with the Site survey and any existing structures
on the Site, and gathered all other information necessary for a full understanding
of the Project;
32.4.3 Reviewed all available as -built and record drawings, plans and specifications )if
applicable);
32.4.4 Thoroughly inspected the on -site conditions, including structures and other
features to be modified or remodeled, prior to submission of bid, but in all events
prior to signing this Contract for General Construction Services- Security Scope.
32.5 Claims resulting from the Contractor's failure to familiarize itself with the Site or
pertinent documents shall be deemed waived.
ARTICLE 33
PROHIBITION AGAINST CONTINGENT FEES
33.1 The Contractor by execution of this Contract warrants that it has not employed or
retained any company or person, other than a bona fide employee working solely
for it, to solicit or secure this Contract and that he has not paid or agreed to pay
any person, company, corporation, individual, or firm, other than a bona fide
employee working solely for him, any fees, commission, percentage, gift, or other
consideration contingent upon or resulting from the award or making of this
Contract.
ARTICLE 34
EXHIBITS AND ATTACHMENTS
34.1 Attached hereto and incorporated herein as part of this Contract are Exhibit A —
Scope of Work, Exhibit B — Provisional Project Schedule, Exhibit C — Initial List of
Drawings, Specifications, and Addendums, Exhibit D — Insurance, Exhibit E —
Asbestos-Statement of Declaration, and Exhibit F — Non Collusion Affidavit.
ARTICLE 35
ENTIRE AGREEMENT
35.1 This Agreement and its Exhibits and Attachments represent the entire and
integrated agreement between the Owner and the Contractor and it supersedes
all prior communications, discussions, negotiations, understandings,
representations or agreements, either written or oral. This Agreement may be
amended only by written instrument signed by both Owner and Contractor
36 LOCAL SMALL BUSINESS LANGUAGE: (General Provisions pg.3 -4) In accordance
with Chapter 10B of the AUGUSTA, GA. CODE, Contractor expressly agrees to collect
and maintain all records necessary to for Augusta, Georgia to evaluate the
effectiveness of its Local Small Business Opportunity Program and to make such
records available to Augusta, Georgia. The requirements of the Local Small Business
Opportunity Program can be found at www.auqustaga.gov. In accordance with
AUGUSTA, GA. CODE § 1- 10- 129(d)(7), for all contracts where a local small business
goal has been established, the contractor is required to provide local small business
utilization reports. Contractor shall report to Augusta, Georgia the total dollars paid to
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each local small business on each contract, and shall provide such payment affidavits,
regarding payment to subcontractors as may be requested by Augusta, Georgia. Such
documents shall be in the format specified by the Director of minority and small
business opportunities, and shall be submitted at such times as required by Augusta,
Georgia. Failure to provide such reports within the time period specified by Augusta,
Georgia shall entitle Augusta, Georgia to exercise any of the remedies set forth,
including but not limited to, withholding payment from the contractor and /or collecting
liquidated damages.
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In witness whereof, each individual executing this agreement acknowledges that he /she /it
is authorized to execute this agreement and further acknowledges the execution of this
agreement on the date signed below.
Owner:
Augusta, Georgia
(Signature)
A 6 Deke Copenhaver
( cr k (Name)
Mayor
(Title)
530 Greene Street
(Street Address — No PO Box)
(Witness
Contractor:
ABOVE ALL SURVEILLANCE
I
eal) (Si ature)
Roger Guerro
(Name)
Principal
(Title)
6 09,voicsiitic
(Street Address — No PO Box)
Martinez, GA 30907
Augusta, Georgia 30911
(City, State, Zip
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(City, State, Zip)
`/) 2//
Date of Signature
(Witness)
Exhibit A
Scope of Work
The Contractor shall provide Surveillance /Security:
1. INTRODUCTION
The Contractor shall prosecute and complete the following Work:
The Contractor shall provide all labor, materials, taxes, tools, equipment, fuels, transportation, hoisting,
scaffolding, safety devices, and equipment, supervision, freight, permits and any other items necessary to
perform all Security Scope in strict accordance with the contract documents listed in Exhibit "C" of this
contract agreement. Contractor shall examine ALL drawings and ALL specifications whether for their specific
work or for the work of others. Specific reference is made to the following specification sections set forth by
TV Design.
Division 01 — General Requirements
This agreement is intended to include all responsibilities to the Owner for complete Security Scope of Work
whether specifically set forth in the Contract Documents or not. Contractor shall execute and complete the
following Work:
11. SCOPE OF WORK
The scope of work includes but is not limited to the following.
1. Provide and Install 35 security cameras and equipment for a complete security surveillance system per
the contract documents, including, but not limited to SE -001, SE -101, SE -102, SE -103, SE -104, SE -201,
SE -203, SE -204 and attached specification section 28 2300 -1.
2, Includes all materials and labor to provide a complete security surveillance system as required.
3. Provide and install all cameras and camera mounting equipment as described in the camera schedule.
4. Provide and install all wiring as required.
5. Install one 19' color monitor.
6. Install two (2) 32 channel.
7. Includes all terminations in the Marriott Hotel Control Center.
8. Includes installation of all power supplies as required.
9. Includes adjustments to the conduit in the electrical rooms as required to install the camera power
supplies.
10. Install one 8 Channel DVR in Harrison Building.
11. Includes four network switches.
12. Install 4 Media Servers
13. Includes one PC to be installed in the Parking Deck Control Booth.
14. Includes any minor adjustments to conduit system as required to properly position cameras.
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Date
Activity
3/27/2012
Notice of Award
5/20/2012
Contractor Signs Contract and Procures Insurance/Bond
5/2012
Legal Review and Sign Contract
6/2012
Notice to Proceed
Exhibit B
Provisional Project Schedule
Construction Schedule:
Note: Schedule is preliminary and subject to change.
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Exhibit C
Drawing List
Drawings and Specification Sections are incorporated and are described as follows:
1. Drawings: Contract Documents
SE -001
SE -101
SE -102
SE -103
SE -104
SE -201
SE -203
SE -204
2. Security Shop Drawing References:
SEC -0.0 COVER SHEET /SHEET INDEX/MATRIX DETAILS
SEC -1.0 LEVEL 1 — ZONE 1 SECURITY LAYOUT
SEC -1.1 LEVEL 1 — ZONE 2 SECURITY LAYOUT
SEC -1.2 LEVEL 1 — ZONE 3 SECURITY LAYOUT
SEC -1.3 LEVEL 1— ZONE 4 SECURITY LAYOUT
SEC -1.4 LEVEL 2 — ZONE 1 SECURITY LAYOUT
SEC -1.5 LEVEL 2 — ZONE 3 SECURITY LAYOUT
SEC -1.6 LEVEL 2 — ZONE 4 SECURITY LAYOUT
SEC -2.0 SECURITY DETAILS
SEC -2.1 SECURITY DETAILS CONTINUED
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Insurance Requirements
Exhibit D
Insurance
1. Statutory Projecter's Compensation Insurance
a) Employers Liability:
Bodily Injury by Accident - $100,000 each accident
Bodily Injury by Disease - $500,000 policy limit
Bodily Injury by Disease - $100,000 each employee
2. Comprehensive General Liability Insurance
a) $1,000,000 limit of liability per occurrence for bodily injury and property
damage
b) The following additional coverages must apply:
• 1986 (or later) ISO Commercial General Liability Form
• Additional Insured Endorsement (Form B CG 20 10)
• Completed Operations Coverage
• Blanket Contractual Liability (included in 1986 or later forms)
• Broad Form Property Damage (included in 1986 or later forms)
• Severability of Interest (included in 1986 or later forms)
• Underground, explosion, and collapse coverage (included in 1986 or
later form)
• Personal Injury (deleting both contractual and employee exclusions)
• Incidental Medical Malpractice
• Hostile Fire Pollution Wording
3. Auto Liability Insurance
a) $500,000 limit of liability per occurrence for bodily injury and property
damage
b) Comprehensive form covering all owned, non - owned, leased, hired and
borrowed vehicles
c) Additional Insured Endorsement
d) Contractual Liability
4. Excess Liability Insurance
a) Excess Liability Insurance Limit $10,000,000 per occurrence / $10,000,000
per aggregate.
• Insurance company must be authorized to do business in the State of
Georgia
5. Augusta Richmond County, the Owner's Representative, and any other applicable
Authority should be shown as an additional insured on General Liability and Auto
Liability policies. Certificate Holder should read: Augusta Richmond County
6. Insurance Company, except Worker's Compensation carrier, must have an A.M.
Best Rating of A- or higher. Certain Worker's Comp funds may be acceptable by
the approval of the Risk Management Division. European markets including those
based in London and domestic surplus lines markets that operate on a non -
admitted basis are exempt from this requirement provided that the contractor's
broker /agent can provide financial data to establish that a market is equal to or
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exceeds the financial strengths associated with the A.M. Best's rating of A- or
better.
7. Insurance Company must be licensed to do business by the Georgia Department
of Insurance. * See above note regarding Contractor Liability
8. Certificates of Insurance, and any subsequent renewals, must reference specific
bid /contract by project name and project/bid number.
9. The Contractor shall agree to provide complete certified copies of current
insurance policy(ies) if requested by the County to verify the compliance with these
insurance requirements.
10. All insurance coverages required to be provided by the Contractor will be primary
over any insurance program carried by the County.
11. The Contractor shall incorporate a copy of the insurance requirements as herein
provided in each and every Subcontractor and each and every Sub - Subcontractor
in any tier, and shall require each and every Subcontractor and each and every
Sub - Subcontractor of any tier to comply with all such requirements. The
Contractor agrees that if for any reason the Subcontractor or Sub - Subcontractor
fails to procure and maintain insurance as required, all such required insurance
shall be procured and maintained by the Contractor at the Contractor's expense.
12. The Contractor, and their Subcontractor's and each and every Sub - Subcontractor
shall not commence any work of any kind under this Contract until all insurance
requirements contained in this Contract have been complied with and until
evidence of such compliance satisfactory to County as to form and content has
been filed with the County. The Acord Certificate of Insurance or a pre- approved
substitute is the required form in all cases where reference is made to a Certificate
of Insurance or an approved substitute.
13. The Contractor shall agree to waive all rights of subrogation against the County,
the County Commissioners, its officers, officials, employees, the Owner's
Representatives and volunteers from losses arising from work performed by the
Contractor for the County.
14. Builders Risk Insurance - All Risk Contractors' Equipment and Contents Insurance
covering owned, used and leased equipment, tools, supplies and contents required
to perform the services called for in the Contract. The coverage must be for full
replacement cost. The County will be included as a Loss Payee in this coverage
for County owned equipment, tools, supplies and contents. Contractor's Risk
Insurance which includes without duplication, but is not limited to, fire (with
extended coverage), theft, vandalism, malicious mischief, collapse, earthquake,
flood, windstorm, false work, testing and startup, temporary buildings and debris
removal; and names the Owner, the Owner's Representative, and the Owner's
Related Parties, with coverage for one hundred (100 %) percent of the insurable
value of the General Contractor's scope of the Project, and a per -claim deductible
of $10,000.00.
15. The Contractor shall make available to the County, through its records or records
of their Insurer, information regarding a specific claim. Any loss run information
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available from the Contractor or their insurer will be made available to the County
upon their request.
16. Compliance by the Contractor and their Subcontractor's and each and every Sub -
Subcontractor with the foregoing requirements as to carrying insurance shall not
relieve the Contractor and their Subcontractor's and each and every Sub -
Subcontractor of their liability provisions of the Contract.
17. The Contractor and their Subcontractor's and each and every Sub - Subcontractor
are to comply with the Occupational Safety and Health Act of 1970, Public Law 91-
956, and any other laws that may apply to this Contract.
18. The Contractor shall at a minimum apply risk management practices accepted by
the contractor's industry.
19. Evidence of such insurance shall be furnished to the Owner, and the Owner shall
receive forty -five (45) days prior written notice of any cancellation, non - renewal or
reduction of coverage of any of the policies. Upon notice of such cancellation, non -
renewal or reduction, the Contractor shall procure substitute insurance so as to
assure the Owner that the minimum limits of coverage are maintained continuously
throughout the period of this Agreement.
20. The Contractor shall deliver to the Owner a Certificate of Insurance for its General
Liability and Excess Liability coverage annually, so long as it is required to maintain
such coverage required by this Agreement.
21. The Contractor shall maintain in force during the performance of this contract and
for one (1) year after final completion of the Project, the General Liability and
Excess Liability insurance coverage referenced above.
22. The Contractor shall maintain in force during the performance of this contract and
for one (1) year after final completion of the Project, the Comprehensive
Commercial General Liability Insurance and the Automobile Liability Insurance.
23. The Owner shall be under no obligation to review any Certificates of Insurance
provided by the Contractor or to check or verify the Contractor's compliance with
any or all requirements regarding insurance imposed by the Contract Documents.
The Contractor is fully liable for the amounts and types of insurance required
herein and is not excused should any policy or Certificate of Insurance provided by
the Contractor not comply with any or all requirements regarding insurance
imposed by the Contract Documents.
24. Should the Contractor fail to provide and maintain in force any insurance or
insurance coverage required by the contract documents or by law, or should a
dispute arise between owner and any insurance company of the Contractor over
policy coverage or Limits of Liability as required herein, the Owner shall be entitled
to recover from the Contractor all amounts payable, as a matter of law, to Owner or
any of its agents, had the required insurance or insurance coverage been in force.
Said recovery shall include, but is not limited to interest for the loss of use of such
amounts of money, plus all attorney's fees, costs and expenses incurred in
securing such determination and any other consequential damages arising out of
the failure of the Contractor or insurance company to comply with the provisions of
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the Contract Documents, or any policy required hereby, or any other requirements
regarding insurance imposed by law. Nothing herein shall limit any damages for
which the Contractor is responsible as a matter of law.
25. The Contractor shall deliver to the Owner two (2) original certificates of insurance,
signed by the Insurer's Authorized Representative, with the Policy Numbers clearly
identified on the certificates for each Policy. The Policy effective dates should be
on or before the date that the contract was signed.
26. Compliance with insurance requirements shall not relieve the Contractor of any
responsibility to indemnify the Owner for any liability to the Owner as specified in
any other provision of this Contract for General Construction Services- Security
Scope, and the Owner shall be entitled to pursue any remedy in law or equity if the
Contractor fails to comply with the contractual provisions of this Contract for
General Construction Services- Security Scope. Indemnity obligations specified
elsewhere in this Contract for General Construction Services- Security Scope shall
not be negated or reduced by virtue of any insurance carriers denial of insurance
coverage for the occurrence or event which is the subject matter of the claim; or
refusal to defend any named insured.
27. As it pertains to Builders Risk Insurance - The Contractor hereby releases and
discharges the Owner, the Architect, the Owner's Representative, and the Owner's
Related Parties of and from all liability to the Contractor, and to anyone claiming
by, through or under the Contractor, by subrogation or otherwise, on account of
any loss or damage to tools, machinery, equipment or other property, however
caused.
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Date:
/L
Project:
Augusta ichmond County TEE Center
Project
Description:
Approx. 113,800sf Trade, Exhibit, Exhibition Center
Services
Provided:
Security Scope Purchase and Installation
State of:
Georgia
County of:
Richmond
Exhibit F
Non Collusion Affidavit
NON COLLUSION AFFIDAVIT
I, being first duly sworn, deposes and says that he /she is Select From List of the
party making the foregoing Proposal or Bid; that such Proposal or Bid is genuine and not
collusive or sham; that said Proposer or Bidder has not colluded, conspired, connived, or
agreed, directly or indirectly, with any Proposer or Bidder or person, to put in a sham
Proposal or Bid, or that such other person refrain from proposing or bidding, and has not in
any manner, directly or indirectly sought by agreement or collusion, or communication or
conference, with any person, to fix the Proposal Fee or Bid Price of affiant or any other
Proposer or Bidder, or to fix any overhead, profit or cost element of said Proposal Fee or
Bid Price, or of that of any other Proposer or Bidder, or to secure any advantage against
the Augusta Richmond County, or any person interested in the proposed Contract; and
that all statements in said Proposal or Bid are true; and further, that such Proposer or
Bidder has not directly or indirectly submitted this Proposal or Bid, or the contents thereof,
or divulged information or data relative thereto to any association or to any member or
agent thereof.
Contractor:
ABOVE ALL SURVEILLANCE
gnature)
(Seal)
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