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Home My WebLink AboutRFP - P1022 CURED-IN-PLACE SANITARY SEWER STORMWATER MAINS REHABILITATIONAdministrative Services Purchasing Divison 215 North Mason Street y 2nd Floor y P.O. Box 580 y Fort Collins, CO 80522-0580 y (970) 221-6775 y Fax (970) 221-6707 www.fcgov.com ADDENDUM No. 1 P1022 Cured in Place Pipe Sanitary Sewer/Stormwater Mains Rehabilitation SPECIFICATIONS AND CONTRACT DOCUMENTS Description of RFP: P1022 Cured in Place Pipe Sanitary Sewer/Stormwater Mains Rehabilitation OPENING DATE: 3:00 P.M. (Our Clock) July 10, 2006 To all prospective bidders under the specifications and contract documents described above, the following changes are hereby made. ADDITION: See drawings attached for specific work areas. RECEIPT OF THIS ADDENDUM MUST BE ACKNOWLEDGED BY A WRITTEN STATEMENT ENCLOSED WITH THE BID/QUOTE STATING THAT THIS ADDENDUM HAS BEEN RECEIVED. City of Fort Collins Request for Proposal CURED-IN-PLACE-PIPE SANITARY SEWER/STORMWATER MAINS REHABILITATION Proposal No. P1022 OPENING DATE: 3:00 P.M. (Our clock ) July 10, 2006 TABLE OF CONTENTS Request for Proposal 2 Pages Project Scope of Work 5 Pages Proposal Guidelines 3 Pages Unit Price Sheet 1 pages Contractor Review and Assessment 1 page Services Agreement 7 pages Exhibit A (Workorder Form) 2 pages Change Order (Sample) 1 page Exhibit C (General Conditions) Table of Contents 16 pages General Conditions 36 pages Exhibit GC-A 1 page Supplementary Conditions 1 page Exhibit D Insurance Requirements 1 page Administrative Services Purchasing Divison 215 North Mason Street y 2nd Floor y P.O. Box 580 y Fort Collins, CO 80522-0580 y (970) 221-6775 y Fax (970) 221-6707 www.fcgov.com REQUEST FOR PROPOSAL P1022 Cured-in-Place Pipe Sanitary Sewers/Stormwater Mains Rehabilitation The City of Fort Collins IS REQUESTING PROPOSALS FROM QUALIFIED CONTRACTORS FOR VARIOUS SIZED Sanitary Sewer and Stormwater mains Rehabilitation for the City of Fort Collins using the Cured-In-Place Pipe Process. Estimated requirements for the first annual contract will include: 325 lineal feet – 42” CMP; 450 lineal feet – 36” CMP; 450 lineal feet 30” CMP; 2,830 lineal feet – 12”VCP; 846 lineal feet – 8” VCP. Service Connectons: 49. Written proposals, five (5) will be received at the City of Fort Collins' Purchasing Division, 215 North Mason St., 2nd floor, Fort Collins, Colorado 80524. Proposals will be received before 3:00 p.m. (our clock), July 10, 2006. Proposal No. P1022. If delivered, they are to be sent to 215 North Mason Street, 2nd Floor, Fort Collins, Colorado 80524. If mailed, the address is P.O. Box 580, Fort Collins, 80522-0580. Technical questions concerning this project should be directed to the Project Manager, Ray Fisher, Wastewater Line Supervisor at 970-221-6233. E-mail Address: rfisher@fcgov.com. Questions regarding proposals submittal or process should be directed to Opal F. Dick, CPPO, Senior Buyer (970) 221-6778. E-mail Address: odick@fcgov.com. A copy of the Proposal may be obtained as follows: 1. Download the Proposal/Bid from the BuySpeed Webpage, https://secure2.fcgov.com/bso/login.jsp 2. Come by Purchasing at 215 North Mason St., 2nd floor, Fort Collins, and request a copy of the Bid. Sales Prohibited/Conflict of Interest: No officer, employee, or member of City Council, shall have a financial interest in the sale to the City of any real or personal property, equipment, material, supplies or services where such officer or employee exercises directly or indirectly any decision-making authority concerning such sale or any supervisory authority over the services to be rendered. This rule also applies to subcontracts with the City. Soliciting or accepting any gift, gratuity favor, entertainment, kickback or any items of monetary value from any person who has or is seeking to do business with the City of Fort Collins is prohibited. Collusive or sham proposals: Any proposal deemed to be collusive or a sham proposal will be rejected and reported to authorities as such. Your authorized signature of this proposal assures that such proposal is genuine and is not a collusive or sham proposal. The City of Fort Collins and the Utility reserves the right to reject any and all proposals and to waive any irregularities or informalities. The City of Fort Collins and the Utility will select a qualified contractor to complete the Cured-In-Place Pipe Process based on the criteria outlined in this proposal. It is intended that this will be an annual workorder contract with, at the option of the City, annual renewals for up to four (4) additional years. Additionally, the City reserves the right to solicit bids for any or all projects should they deem it in the best interest of the City of Fort Collins and the Utility. Sincerely, James B. O'Neill II, CPPO, FNIGP Director of Purchasing & Risk Management City of Fort Collins Request for Proposal CURED-IN-PLACE-PIPE SANITARY SEWER/STORMWATER MAINS REHABILITATION Proposal No. P1022 OPENING DATE: 3:00 P.M. (Our clock ) July 10, 2006 TABLE OF CONTENTS Request for Proposal 2 Pages Project Scope of Work 5 Pages Proposal Guidelines 3 Pages Unit Price Sheet 1 pages Contractor Review and Assessment 1 page Services Agreement 7 pages Exhibit A (Workorder Form) 2 pages Change Order (Sample) 1 page Exhibit C (General Conditions) Table of Contents 16 pages General Conditions 36 pages Exhibit GC-A 1 page Supplementary Conditions 1 page Exhibit D Insurance Requirements 1 page Administrative Services Purchasing Divison 215 North Mason Street y 2nd Floor y P.O. Box 580 y Fort Collins, CO 80522-0580 y (970) 221-6775 y Fax (970) 221-6707 www.fcgov.com REQUEST FOR PROPOSAL P1022 Cured-in-Place Pipe Sanitary Sewers/Stormwater Mains Rehabilitation The City of Fort Collins IS REQUESTING PROPOSALS FROM QUALIFIED CONTRACTORS FOR VARIOUS SIZED Sanitary Sewer and Stormwater mains Rehabilitation for the City of Fort Collins using the Cured-In-Place Pipe Process. Estimated requirements for the first annual contract will include: 325 lineal feet – 42” CMP; 450 lineal feet – 36” CMP; 450 lineal feet 30” CMP; 2,830 lineal feet – 12”VCP; 846 lineal feet – 8” VCP. Service Connectons: 49. Written proposals, five (5) will be received at the City of Fort Collins' Purchasing Division, 215 North Mason St., 2nd floor, Fort Collins, Colorado 80524. Proposals will be received before 3:00 p.m. (our clock), July 10, 2006. Proposal No. P1022. If delivered, they are to be sent to 215 North Mason Street, 2nd Floor, Fort Collins, Colorado 80524. If mailed, the address is P.O. Box 580, Fort Collins, 80522-0580. Technical questions concerning this project should be directed to the Project Manager, Ray Fisher, Wastewater Line Supervisor at 970-221-6233. E-mail Address: rfisher@fcgov.com. Questions regarding proposals submittal or process should be directed to Opal F. Dick, CPPO, Senior Buyer (970) 221-6778. E-mail Address: odick@fcgov.com. A copy of the Proposal may be obtained as follows: 1. Download the Proposal/Bid from the BuySpeed Webpage, https://secure2.fcgov.com/bso/login.jsp 2. Come by Purchasing at 215 North Mason St., 2nd floor, Fort Collins, and request a copy of the Bid. Sales Prohibited/Conflict of Interest: No officer, employee, or member of City Council, shall have a financial interest in the sale to the City of any real or personal property, equipment, material, supplies or services where such officer or employee exercises directly or indirectly any decision-making authority concerning such sale or any supervisory authority over the services to be rendered. This rule also applies to subcontracts with the City. Soliciting or accepting any gift, gratuity favor, entertainment, kickback or any items of monetary value from any person who has or is seeking to do business with the City of Fort Collins is prohibited. Collusive or sham proposals: Any proposal deemed to be collusive or a sham proposal will be rejected and reported to authorities as such. Your authorized signature of this proposal assures that such proposal is genuine and is not a collusive or sham proposal. The City of Fort Collins and the Utility reserves the right to reject any and all proposals and to waive any irregularities or informalities. The City of Fort Collins and the Utility will select a qualified contractor to complete the Cured-In-Place Pipe Process based on the criteria outlined in this proposal. It is intended that this will be an annual workorder contract with, at the option of the City, annual renewals for up to four (4) additional years. Additionally, the City reserves the right to solicit bids for any or all projects should they deem it in the best interest of the City of Fort Collins and the Utility. Sincerely, James B. O'Neill II, CPPO, FNIGP Director of Purchasing & Risk Management 5 REQUEST FOR PROPOSAL P1022 Cured-in-Place Pipe Sanitary Sewers/Stormwater Mains Rehabilitation PROJECT SCOPE OF WORK HISTORY: Over the last twenty (20) years the City of Fort Collins has installed on the average 2,000 to 3000 feet of 8” and 1,000 to 1,500 feet of 10” cured in place pipe. Over a three year period in the 1990’s an average of 700 feet of 21” and 800 feet of 18” cured in place pipe was installed. Additionally in the late 1990’s and early 2000’s an average of 900 feet of 24” and 1,000 feet of 12” cured in place pipe was installed. The City of Fort Collins selectively used 6” cured in place pipe in 1987 200 feet, 1994 260 feet, and 1,250 feet in 1999. SCOPE OF WORK: The following scope of work is a minimum requirement for Cured In Place Pipe Contractor: • Addresses: 2300 & 2400 Block (s) Stover Street 700 Block Willox Lane 400 Block Hickory Street 1500 Block Yount Street 1100 Block Linmar Drive 200 Block Dartmouth Trail • Pipe Diameter: 42” CMP 325 lineal feet 36” CMP 450 lineal feet 30” CMP 450 lineal feet 12” VCP 2,830 lineal feet 8” VCP 846 lineal feet • Service Connections: Service Connections 49 Protruding Taps: 0 • Certificate of Insurance: Contractor must provide certificate of insurance as indicated in Exhibit “D” • Schedule: All work to be completed within 90 days of notice to proceed. • Preconstruction Conference: After the contract award and prior to commencing work, the contractor will attend a preconstruction conference. The contractor will have the following submittal available for City of Fort Collins approval: Traffic control plans, Fire Hydrant metering, Homeowner notification letter, summary of equipment to be used, sources of materials, summary of trenchless lining method to be used, major subcontractors, proposed method of handling existing sewage while replacing lines. 6 • Mobilization and Demobilization • Confined Space Entry: The workplace contains permit spaces and entry is allowed only through compliance with a permit-required confined space program meeting the requirements of 29 CFR 1910.146. Any Contractor retained by the City of Fort Collins to perform permit space entry operations shall: Inform the City of Fort Collins of the permit space program that the contractor will follow and of any hazards confronted or created in permit spaces, whether through a debriefing or during the entry operations. • Traffic Control: The contractor shall follow all City of Fort Collins codes and regulations, which include the “Manual of Traffic Control Devices” and the “Colorado Supplement” to this manual. The Contractor will submit a written Traffic Control Plan in accordance with previously mentioned codes and manuals. When the contracted project requires more than one traffic control plan, more than one will be provided. All traffic control plans will be submitted to the Traffic Operations Superintendent. The Contractor shall appoint a Traffic Control Supervisor to this project. The Traffic Control Supervisor shall be certified as a Worksite Traffic Supervisor by the American Safety Services Association (ATSSA). Traffic control is to be paid for as part of the unit price for various other work and shall not be paid for separately. • Permits: Projects within the State Highways require a permit from the Colorado Department of Transportation. Contractors can not obtain permits directly from the state. The contractor shall make application to the City of Fort Collins by filling out the appropriate forms. Before and after normal working hours 8 am to 5 pm the City of Fort Collins requires a noise ordinance variance permit which can be obtained from the Code Compliance Supervisor at 970 –221-6675. If contractor vehicles or equipment are parked in designated parking areas parking permits will need to be obtained from parking enforcement at 970- 221-6617. • Materials: The tube requirement shall meet the requirements of ASTM F1216 • Pumping and Bypassing: When pumping and bypassing is required, the Contractor shall supply the pumps, conduits, and other equipment to divert the flow of sewage around the manhole section in which work is to be performed. The bypass system shall be of sufficient capacity to handle existing peak flow plus additional flow that may occur during a storm. The bypassing system shall be water tight and not leak. The contractor will be responsible for furnishing the necessary labor and supervision to set up and operate the pumping and bypassing system. At no time will the bypass operation be unattended. Pumps shall be equipped in a manner to keep hose noise to a minimum. Standby equipment will be available to allow continuous operation of bypass pumping despite equipment, pump, or generator failure. All bypassed sewage flow shall be returned to the sanitary sewer system. The bypass piping shall not interfere with traffic unless absolutely necessary. The use of steel plates or other ramp materials is anticipated. With this type of sewer line rehabilitation, interruptions of the normal flow of sewage from residences and businesses are expected. The contractor will be responsible for notifying the affected users and insuring that any interruptions are as brief as possible. 7 • Flow Control Precautions: Precautions must be taken to insure that sewer flow control operations do not cause flooding or damage to public or private property being served by the sewers involved. Contractor will be liable for private property damages caused by sewer blockages resulting from contractor’s activities of lack of action to prevent. Contractor will be liable for punitive damages should the City of Fort Collins be fined by a regulatory agency because of the contractor’s failure to control sewage flow. • Cleaning of Sewer Lines: The contractor will remove all internal debris out of the sewer line that will interfere with the installation of cured in place pipe. The contractor will be responsible for disposal of all debris removed from the sewers during cleaning operation. • Line Obstruction: It will be the responsibility of the contractor to clear the line of obstructions such as solids, roots and protruding service connections that will prevent the insertion of the liner. If inspection reveals an obstruction such as protruding service connection, dropped joint, or a collapse that will prevent the cured in place pipe process, and it cannot be removed by conventional sewer cleaning equipment, then the City of Fort Collins project manager will make a decision for the appropriate action prior to the commencement of the work. • Service Line Location: During the inspection of the sanitary and storm sewer lines the contractor will be responsible for locating all service connections to the sanitary and storm sewer mains. The contractor will also determine if each individual service connection is active or inactive and to what property they are connected. Inactive service connections may or may not be reconnected. The project manager will make the final decision on reconnecting inactive services. • Inspection of Pipelines: Prior to lining the pipe the contractor will clean and television inspect the sanitary and storm sewer lines. The contractor will inspect the sanitary and storm lines with a closed circuit television unit (CCTV). At the time of this inspection the contractor will produce a hard copy TV reports and video tapes of the complete project. • Public Information and Notification: The contractor will be responsible for contacting each home/apartment or business connected to the sanitary sewer informing them of the work to be done, and when the system will be off line and including but not limited to the following: o Written notification to be delivered by mail one week prior to installation to each home or business describing work, schedule, what impact or how it affects tenants or owners, and a local telephone number of the contractor they can call to discuss the project or problems. o Personal contact with homeowners on the day of pre-installation inspection of the sewer. Each lateral shall be verified by having the owner/tenant run water down their drain. If the owner/tenant is unavailable, other arrangements shall be made to drain water through the lateral. 8 o Personal contact with owner/tenant and written notice the day prior to beginning reconstruction of the section of sewer to which they are connected. o Personal contact with any home or business which cannot be reconnected within the time stated in the written notice. o If required by a served business or homeowner, portable toilets for use by the occupants will be furnished and serviced by the contractor. The cost of these items are considered to be included in the cost of the cured in place pipe installation. No additional payment will be made for these items. o Daily notification of job location and schedule to the project manager is mandatory. This will be accomplished by faxing a report the night before or on the morning work will begin. This will be done for each location. The City of Fort Collins Utilities fax number is: 970-221-6619 o The use of water from fire hydrants will be free to the contractor. However a hydrant meter/backflow preventer with auxiliary valve will be connected to the approved fire hydrant. Only fire hydrants approved by the City of Fort Collins will be used. All fire hydrant use will be coordinated through the Water Utilities leak detection specialist Lindy Westcott @ 970-221-6234 or 970-222-0064. • Installation: Cured in place pipe installation shall be in accordance with ASTM F1216, section 7. The quantity of resin used for tube impregnation shall be sufficient to fill the volume or air voids in the tube with additional allowances for polymerization shrinkage and the loss of resin through cracks and irregularities in the original pipe wall. A vacuum impregnation process shall be used. A roller system shall be used to uniformly distribute the resin throughout the tube. • Reinstatement of branch connections: Branch connections will be reopened without excavation, utilizing a remote controlled cutting device, monitored by a video TV camera. The contractor will certify they have a minimum of two (2) complete working cutters before reconstruction. No additional payment will be made for excavations for the purpose of reopening connections and the contractor will be responsible for all costs and liability associated with such excavation and restoration work. No service connection will remain out of service for more than 24 hours without the contractor providing some means of temporary facilities or hotel accommodations for the residents. Service lines will be reconnected with 100% of their original capacity. • Quality control: The contractor will be responsible for the quality, safety and protection of work until accepted by the City of Fort Collins. • Inspection: Cured in place pipe samples will be prepared and tested in accordance with ASTM F1216, Section 8.1 using method 8.1.1 when space and size permits. The results will be submitted to the City of Fort Collins. 9 A television inspection of the completed project will be performed by the contractor. The City of Fort Collins will have a representative present at the time of this inspection. At the time of this inspection the contractor will produce color video tapes of the entire project. These video tapes will be delivered to the project manager at completion of the project. The contractor will maintain bypassing operations during this inspection so the entire circumference of the pipe can be viewed. Prior to expiration of two (2) years from date of substantial completion, the City of Fort Collins project manager will make visual inspection of the project in company with other representatives of the City of Fort Collins to determine whether corrective work is required. The contractor shall attend this inspection if requested by the City of Fort Collins. • Clean up: Upon acceptance of the cured in place pipe installation and testing, the contractor will reinstate the project area affected by the operations. Waste material will be disposed of by the contractor at his expense. • Measurement and payment: Payment will be made based on unit price of material actually installed in the sanitary and storm water systems. Measurement for cured in place pipe payment will be that footage measured from center of manhole to center of manhole or actual length of line. • Warranty: The contractor and the manufacturer shall warranty all materials and workmanship for a period of two (2) calendar years. The warranty shall cover, but not limited to the following: Defects discovered in material used in the project. Failure of liner to remain formed to the previously existing sewer line. Lateral connections that were active but not reconnected to the line at the time of construction. Any damages resulting from same. • References: The contractor will provide to the City of Fort Collins all references both past and present projects including project name, contact person, and telephone number. 10 PROPOSAL GUIDELINES Qualified contractors interested in the work described in this request should submit a minimum of the following information to the City: Described in detail your firms approach to the project. 1. General information. a. Name of firm, contact person for this proposal, title, phone number, fax number, street and mailing addresses, any previous names of firm in last ten (10) years, and date established. b. List in detail current projects under construction and include owner’s name, contract price, percent complete, scheduled completion date and brief description of the type of work. 2. Key project staffing. Submit the following information: a. An organization chart of onsite project management with names b. An organizational chart of all management with names that will be involved in the project including subcontractors c. Job descriptions of key positions (i.e., onsite supervisor, all personnel of installation crew, others as appropriate) d. Resumes or work history of individuals proposed to fill these key positions e. Define who will negotiate (a) the master agreement (b) individual workorders f. Indicate the availability of all individuals proposed on this project Please indicate your firms approach to staffing the entire project. Indicate pertinent work experience of assigned personnel. Include references from owners for the last 3 projects for each assigned person and similar references for work on cured in place pipe (CIPP) reconstruction process (if not among last three projects). Indicate if key staff will be assigned to manage the work for the duration of the contract. Indicate if the City would be allowed to review resumes of any key replacement staff. 3. General company resources. Indicate the resources available for construction approach and methods, construction sequencing and scheduling, equipment scheduling. Indicate location(s) if not based in the office location listed in item 1 above. List all projects and contract amounts completed by the firm in the past five years. Please address in detail the availability of personnel and equipment to perform this work. 11 4. Project experience. Provide brief summary of cured in place pipe work performed by the firm in the last five (5) years. Highlight any participation by key staff proposed for this project. Provide data on: o Bid cost o Cost at completion and number of change orders o Contractor, subcontractor or owner initiated claims and their resolution o Contract time for completion when bid o Actual completion time Brief discussion of any unusual factor is encouraged (e.g. Owner initiated delays, additions to the work, etc.). Provide an owner reference for cited projects. 5. Team Approach. Describe an experience by the firm or key staff which demonstrates your ability to work with owners in a team environment. 6. Safety record. Provide the firm’s OSHA reportable accident rate and current workman’s compensation insurance multiplier for the last three (3) years. Provide the OSHA reportable accident rate on projects managed by the proposed project manager over the three year period. 7. Subcontractors. Based on the description of the work in this request, describe which portions of the work (if any) will be performed by subcontractors. 8. Damages Caused by Contractor. Describe any major and/or minor damages caused by contractor to others property during the last three (3) years. Indicate how the damages were handled and by whom. 9. Construction Costs. In your written response to this proposal provide linear foot pricing for each size of pipe from minimum size to maximum size. Linear foot cost must include all permits, labor, materials, equipment, tools, transportation, and supplies required. Mobilization may be included in linear foot cost or may be separate, but all costs must be identified clearly. Indicate what warranty will be provided to the City of Fort Collins 12 10. Installation Process. Define the technical process, including materials, to be used in the Cured-In- Place installation. This must include all steps for delivery of the attached workorder in this RFP. Work order sample is attachment to the contract contained in this RFP. 11. Financial statement. Provide a recent financial statement showing: o Current assets o Other assets o Current liabilities o Other liabilities 12. Insurance Company. Provide the name, address and phone number of the firm’s insurance agent(s). Provide certificate of insurance outlining coverage and policy limits. Can this coverage be extended for work on this project? Can coverage be increased? Can the City be listed as an additional insured? Are there any current claims that will affect coverage limits available to the City for this project? See supplemental instructions for minimum coverages required by the City. 13. Available Equipment. Provide a list of equipment to be utilized on the project defined. Provide a list of additional equipment that is available if required. 13 CONTRACTOR REVIEW AND ASSESSMENT Construction firms will be evaluated on the following qualification criteria. Criteria will form the basis for rating for written proposals as well as oral interviews. At the option of the City firms may be invited for interviews. Rating scale will be from 1 to 5 (or 10, depending on maximum possible points), with 1 being a poor rating, and the maximum possible points being an outstanding rating. POSSIBLE POINTS MAX-MIN QUALIFICATION STANDARD 10-1 Scope of Proposals Does the proposal show an understanding of the scope of the project, methodology to be use in the construction phases and the results that are desired from the project? 10-1 Assigned Project Team Does the proposed team have the necessary skills and experience to fulfill the requirements of the project? Are the key staff available to do the work? 5-1 Safety Record “OSHA Illness/Injury Rate”, “OSHA Lost Work Day Incidence Rate” and Workman’s Compensation Experience Modification Rate Insurance Multiplier. 10-1 Firm Experience Has the firm worked on projects similar in scope to this project? Was this work of a high quality in nature? 10-1 Construction Cost Factors Do the proposed construction costs compare favorably with industry standards and other firm’s construction costs? 10-1 Firm Capability Does the firm have experience, equipment, manpower and finances to complete the work? 10-1 Construction Performance Do the referenced projects reflect favorably in respect to completion within the contract schedule, cost and number of change orders and claims? 5-1 Motivation Has the firm shown an interest in work and a commitment to the successful completion of the project? References will be considered and ranked as satisfactory/unsatisfactory. 14 UNIT PRICE SHEET P1022 OPENING: July 10, 2006 at 3:00 p.m., (our clock) Specifications: QTY. DESCRIPTION PRICE/UNIT EXTENSION 325 Lineal Feet 42” CMP $ $ 450 Lineal Feet 36” CMP $ $ 450 Lineal Feet 30” CMP $ $ 2,830 Lineal Feet 12” VCP $ $ 246 Lineal Feet 8” VCP $ $ 49 EA. SERVICE TAPS $ $ 0 EA. PROTRUDING TAPS $ $ Total $ Completion: Completion will be made within _______ days after receipt of Notice to Proceed. Prices must be quoted FOB Destination: Fort Collins, CO Warranty: ____ Yrs. (2 year minimum) Additional Size: Please provide per lineal ft. unit prices on other sizes you can provide and any additional costs or pricing if quantities differ on those listed above: DESCRIPTION $ Per Lineal Foot $ $ $ $ $ $ $ $ For questions concerning this bid, contact Opal F. Dick, CPPO, Senior Buyer, 970-221-6777. 15 SERVICES AGREEMENT WORK ORDER TYPE THIS AGREEMENT made and entered into the day and year set forth below, by and between THE CITY OF FORT COLLINS, COLORADO, a Municipal Corporation, hereinafter referred to as the "City" and _______________ hereinafter referred to as "Service Provider". WITNESSETH: In consideration of the mutual covenants and obligations herein expressed, it is agreed by and between the parties hereto as follows: 1. Services to be Performed. a. This Agreement shall constitute the basic agreement between the parties for services for P1022 Cured-In-Place Pipe Sanitary Sewer/Stormwater Mains Rehabilitation. The conditions set forth herein shall apply to all services performed by the Service Provider on behalf of the City and particularly described in Work Orders agreed upon in writing by the parties from time to time. Such Work Orders, a sample of which is attached hereto as Exhibit "A", consisting of ____ (_) page(s) and incorporated herein by this reference, shall include a description of the services to be performed, the location and time for performance, the amount of payment, any materials to be supplied by the City and any other special circumstances relating to the performance of services. The EJCDC General Conditions 1910-8 (1990 Edition) with the City of Fort Collins Modifications (Rev 9/99), which is attached hereto as Exhibit “C” consisting of _______(__) pages, and incorporated herby this reference, shall be included as part of the contract requirements. No work order shall exceed $75,000. The only services authorized under this agreement are those which are performed after receipt of such Work Order, except in emergency circumstances where oral work requests may be issued. Oral requests for emergency actions will be confirmed by issuance of a written Work Order within two (2) working days. 16 b. The City may, at any time during the term of a particular Work Order and without invalidating the Agreement, make changes within the general scope of the particular services assigned and the Service Provider agrees to perform such changed services. 2. Changes in the Work. The City reserves the right to independently bid any services rather than issuing work to the Service Provider pursuant to this Agreement. Nothing within this Agreement shall obligate the City to have any particular service performed by the Service Provider. 3. Time of Commencement and Completion of Services. The services to be performed pursuant to this Agreement shall be initiated as specified by each written Work Order or oral emergency service request. Oral emergency service requests will be acted upon without waiting for a written Work Order. Time is of the essence. 4. Contract Period. This Agreement shall commence September 1, 2006, and shall continue in full force and effect until August 31, 2007, unless sooner terminated as herein provided. In addition, at the option of the City, the Agreement may be extended for additional one year periods not to exceed four (4) additional one year periods. Renewals and pricing changes shall be negotiated by and agreed to by both parties. The Denver Boulder Greeley CPIU published by the Colorado State Planning and Budget Office will be used as a guide. Written notice of renewal shall be provided to the Service Provider and mailed no later than 90 days prior to contract end. 5. Delay. If either party is prevented in whole or in part from performing its obligations by unforeseeable causes beyond its reasonable control and without is fault or negligence, then the party so prevented shall be excused from whatever performance is prevented by such cause. To the extent that the performance is actually prevented, the Service Provider must provide written notice to the City of such condition within fifteen (15) days from the onset of such condition. 17 6. Early Termination by City/Notices. Notwithstanding the time periods contained herein, the City may terminate this Agreement at any time without cause by providing written notice of termination to the Service Provider. Such notice shall be mailed at least fifteen (15) days prior to the termination date contained in said notice unless otherwise agreed in writing by the parties. All notices provided under this Agreement shall be effective when mailed, postage prepaid and sent to the following address: City: Service Provider: In the event of early termination by the City, the Service Provider shall be paid for services rendered to the termination date, subject only to the satisfactory performance of the Service Provider's obligations under this Agreement. Such payment shall be the Service Provider's sole right and remedy for such termination. 7. Contract Sum. This is an open-end indefinite quantity Agreement with no fixed price. The actual amount of work to be performed will be stated on the individual Work Orders. The City makes no guarantee as to the number of Work Orders that may be issued or the actual amount of services which will in fact be requested. 8. Payments. a. The City agrees to pay and the Service Provider agrees to accept as full payment for all work done and all materials furnished and for all costs and expenses incurred in performance of the work the sums set forth for the hourly labor rate and material costs, with markups, stated within the Bid Schedule Proposal Form, attached hereto as Exhibit "B", consisting of ____ (_) page[s], and incorporated herein by this reference. Utility PSA WO January, 2005 b. Payment shall be made by the City only upon acceptance of the work by the City and upon the Service Provider furnishing satisfactory evidence of payment of all wages, taxes, supplies and materials, and other costs incurred in connection with the performance of such work. 8. Liquidated Damages. OWNER and CONTRCTOR recognize that time is of the essence of this Agreement and that OWNER will suffer financial loss if the Work is not completed within the times specified in the work order, plus any extensions thereof allowed in accordance with Article 12 of the General conditions. They also recognize the delays, expenses and difficulties involved in proving in a legal proceeding the actual loss suffered by OWNER if the Work is not completed on time. Accordingly instead of requiring any such proof, OWNER and CONTRACTOR agree that as liquidated damages for delay (but not as penalty) CONTRACTOR shall pay OWNER the amount set forth in each Work Order. 9. City Representative. The City's representative will be shown on the specific Work Order and shall make, within the scope of his or her authority, all necessary and proper decisions with reference to the work requested. All requests concerning this Agreement shall be directed to the City Representative. 10. Independent Contractor. It is agreed that in the performance of any services hereunder, the Service Provider is an independent contractor responsible to the City only as to the results to be obtained in the particular work assignment and to the extend that the work shall be done in accordance with the terms, plans and specifications furnished by the City. 11. Personal Services. It is understood that the City enters into the Agreement based on the special abilities of the Service Provider and that this Agreement shall be considered as an agreement for personal services. Accordingly, the Service Provider shall neither assign any responsibilities nor delegate any duties arising under the Agreement without the prior written consent of the city. Utility PSA WO January, 2005 12. Acceptance Not Waiver. The City's approval or acceptance of, or payment for any of the services shall not be construed to operate as a waiver of any rights under the Agreement or of any cause of action arising out of the performance of this Agreement. 13. Warranty. a. Service Provider warrants that all work performed hereunder shall be performed with the highest degree of competence and care in accordance with accepted standards for work of a similar nature. b. Unless otherwise provided in the Agreement, all materials and equipment incorporated into any work shall be new and, where not specified, of the most suitable grade of their respective kinds for their intended use, and all workmanship shall be acceptable to City. c. Service Provider warrants all equipment, materials, labor and other work, provided under this Agreement, except City-furnished materials, equipment and labor, against defects and nonconformances in design, materials and workmanship/workwomanship for a period beginning with the start of the work and ending twelve (12) months from and after final acceptance under the Agreement, regardless whether the same were furnished or performed by Service Provider or by any of its subcontractors of any tier. Upon receipt of written notice from City of any such defect or nonconformances, the affected item or part thereof shall be redesigned, repaired or replaced by Service Provider in a manner and at a time acceptable to City. 14. Default. Each and every term and condition hereof shall be deemed to be a material element of this Agreement. In the event either party should fail or refuse to perform according to the terms of this agreement, such party may be declared in default thereof. 15. Remedies. In the event a party has been declared in default, such defaulting party shall be allowed a period of ten (10) days within which to cure said default. In the event the default remains uncorrected, the party declaring default may elect to (a) terminate the Agreement and seek damages; (b) treat the Agreement as continuing and require specific Utility PSA WO January, 2005 performance; or (c) avail himself of any other remedy at law or equity. If the non-defaulting party commences legal or equitable actions against the defaulting party, the defaulting party shall be liable to the non-defaulting party for the non-defaulting party's reasonable attorney fees and costs incurred because of the default. 16. Binding Effect. This writing, together with the exhibits hereto, constitutes the entire agreement between the parties and shall be binding upon said parties, their officers, employees, agents and assigns and shall inure to the benefit of the respective survivors, heirs, personal representative, successors and assigns of said parties. 17. Indemnity/Insurance. a. The Service Provider agrees to indemnify and save harmless the City, its officers, agents and employees against and from any and all actions, suits, claims, demands or liability of any character whatsoever, brought or asserted for injuries to or death of any person or persons, or damages to property arising out of, result from or occurring in connection with the performance of any service hereunder. b. The Service Provider shall take all necessary precautions in performing the work hereunder to prevent injury to persons and property. c. Without limiting any of the Service Provider's obligations hereunder, the Service Provider shall provide and maintain insurance coverage naming the City as an additional insured under this Agreement of the type and with the limits specified within Exhibit "D", consisting of _____ (____) page[s], attached hereto and incorporated herein by this reference. The Service Provider before commencing services hereunder, shall deliver to the City's Director of Purchasing and Risk Management, P. O. Box 580, Fort Collins, Colorado 80522 one copy of a certificate evidencing the insurance coverage required from an insurance company acceptable to the city. Utility PSA WO January, 2005 18. Entire Agreement. This Agreement, along with all Exhibits and other documents incorporated herein, shall constitute the entire Agreement of the parties. Covenants or representations not contained in this Agreement shall not be binding on the parties. 19. Law/Severability. This Agreement shall be governed in all respect by the laws of the State of Colorado. In the event any provision of this Agreement shall be held invalid or unenforceable by any court of competent jurisdiction such holding shall not invalidate or render unenforceable any other provision of this Agreement. 20. Special Provisions. [Optional] Special provisions or conditions relating to the services to be performed pursuant to this Agreement are set forth in Exhibit ___, consisting of _____ (____) page[s], attached hereto and incorporated herein by this reference. THE CITY OF FORT COLLINS, COLORADO By: _________________________________ James B. O'Neill II, CPPO, FNIGP Director of Purchasing & Risk Management Date: ______________________________ [Insert Professional's name] or [Insert Partnership Name] or [Insert individual's name] Doing business as ____ [insert name of business] ATTEST: _________________________________ City Clerk APPROVED AS TO FORM: ________________________________ Assistant City Attorney By: _________________________________ Title: _______________________________ CORPORATE PRESIDENT OR VICE PRESIDENT Date: _______________________________ ATTEST: _________________________________ (Corporate Seal) Corporate Secretary EXHIBIT "A" WORK ORDER FORM PURSUANT TO AN AGREEMENT BETWEEN THE CITY OF FORT COLLINS AND ______________________ DATED: _____________ Work Order Number: _________________________________________________________________ Purchase Order Number: ______________________________________________________________ Project Title: ___________________________________________________________________ Commencement Date: _______________________________________________________________ Completion Date: ____________________________________________________________________ Maximum Fee: (time and reimbursable direct costs):_________________________________________ Project Description: __________________________________________________________________ ___________________________________________________________________________________ Scope of Services: Address: 666666 South Santa Fe Dr., Ft. Collins, Co. (Not a real address) Pipe Diameter: 8” Vetrified Clay Pipe Length: 319 Lineal Feet Service Connections: 6-3 Taps & 3 Wyes Protruding Taps: 0 Inlinder Tube: 0.20 nominal wall thickness, based on 400,000 PSI Modulus ¾ Certificate of Insurance as indicated in Contract ¾ Mobilization and demobilization ¾ Pipeline cleaning prior to and after installation ¾ Preliminary Video and Service Connection Identification ¾ Mainline Bypass pumping during installation ¾ Inliner pipe installed complete including curing and finishing ¾ As-built Video inspection logs and Video tape ¾ Proper Traffic Control for the work site as approved by Larimer County Access and Utility Coordinator and Homeowners Association ¾ Coordination and notification with project resident, homeowners association, water districts, including letters and flyers prior to installation ¾ Coordination with appropriate water district to operate fir hydrants and purchase supply water during installation ¾ Daily fax notification to Utility Supervisor of project work being completed on that day ¾ Project pre-construct meeting with Utility Supervisor ¾ Two Year Contractor’s Warranty Professional agrees to perform the services identified above and on the attached forms in accordance with the terms and conditions contained herein and in the Professional Services Agreement between the parties. In the event of a conflict between or ambiguity in the terms of the Professional Services Agreement and this work order (including the attached forms) the Professional Services Agreement shall control. The attached forms consisting of Exhibits _, _, _, consisting of ___ (_) pages are hereby accepted and incorporated herein, by this reference, and Notice to Proceed is hereby given. cc: Purchasing Professional: By: ___________________________________ Date: _________________________________ City of Fort Collins Submitted By: __________________________ Project Manager Date: ___________________________ Reviewed by: ___________________________ Date: ___________________________ Approved by: ___________________________ Date: ___________________________ Approved by: ___________________________ Director of Purchasing & Risk Management (if over $30,000.) Date: ___________________________ CITY OF FORT COLLINS CHANGE ORDER *********************************************************************************************************************** WORKORDER NO. CHANGE ORDER NO. PROJECT TITLE: CONTRACTOR: PROJECT NUMBER: PURCHASE ORDER NO.: *********************************************************************************************************************** DESCRIPTION: 1. Reason for change: 2. Description of Change: 3. Change in Contract Cost: 4. Change in Contract Time: *********************************************************************************************************************** ORIGINAL WORKORDERCOST $__________ TOTAL APPROVED CHANGE ORDERS $__________ TOTAL PENDING CHANGE ORDERS $__________ TOTAL THIS CHANGE ORDER $__________ TOTAL % OF ORIGINAL WORKORDER, THIS C.O.: ___% $__________ TOTAL % OF ORIGINAL WORKORDER, ALL C.O.’S: ___% $__________ ADJUSTED WORKORDER COST $__________ (Assuming all change orders approved) *********************************************************************************************************************** ACCEPTED BY: ______________________________ DATE:__________________________ Contractor’s Representative SUBMITTED BY: ______________________________ DATE:__________________________ City Representative REVIEWED BY:_______________________________ DATE:__________________________ Title: APPROVED BY: _______________________________ DATE:__________________________ Title: APPROVED BY: _______________________________ DATE:__________________________ Title: APPROVED BY:_______________________________ DATE:__________________________ DIRECTOR OF PURCHASING (IF OVER $30,000) cc: Purchasing, City Representative, Contractor Utility PSA WO January, 2005 EXHIBIT “C” EJCDC GENERAL CONDITIONS OF THE CONSTRUCTION CONTRACT These GENERAL CONDITIONS have been developed by using the STANDARD GENERAL CONDITIONS OF THE CONSTRUCTION CONTRACT prepared by the Engineers Joint Contract Documents Committee, EJCDC No. 1910-8 (1990 Edition), as a base. Changes to that document are shown by underlining text that has been added and striking through text that has been deleted. EJCDC GENERAL CONDITIONS 1910-8 (1990 EDITION) WITH CITY OF FORT COLLINS MODIFICATIONS (REV 9/99) EJCDC GENERAL CONDITIONS 1910-8 (1990 EDITION) w/ CITY OF FORT COLLINS MODIFICATIONS (REV 9/99) ii TABLE OF CONTENTS OF GENERAL CONDITIONS Article or Paragraph Page Number & Title Number 1. DEFINITIONS ................................ ......................1 . 1.1 Addenda................................ ..............1 1.2 Agreement................................ ...........1 1.3 Application for Payment.......................1 . 1.4 Asbestos ................................ ..............1 1.5 Bid ................................ .....................1 . 1.6 Bidding Documents..............................1 . 1.7 Bidding Requirements..........................1 . 1.8 Bonds ................................ .................1 . 1.9 Change Order................................ ......1 1.10 Contract Documents.............................1 . 1.11 Contract Price................................ ......1 1.12 Contract Times................................ ....1 1.13 CONTRACTOR ................................ ..1 1.14 defective................................ ..............1 1.15 Drawings................................ .............1 1.16 Effective Date of the Agreement............1 1.17 ENGINEER................................ .........1 1.18 ENGINEER's Consultant......................1 . 1.19 Field Order................................ ..........1 1.20 General Requirements..........................2 . 1.21 Hazardous Waste................................ .2 1.22.a Laws and Regulations; Laws or Regulations ................................ .......2 1.22.b Legal Holidays................................ .....2 1.23 Liens ................................ ..................2 . 1.24 Milestone................................ .............2 1.25 Notice of Award................................ ..2 1.26 Notice to Proceed................................ .2 1.27 OWNER ................................ ..............2 1.28 Partial Utilization................................ 2 1.29 PCBs ................................ ..................2 . 1.30 Petroleum................................ ............2 1.31 Project ................................ ................2 . 1.32.a Radioactive Material.............................2 . 1.32.b Regular Working Hours........................2 . 1.33 Resident Project Representative.............2 1.34 Samples................................ ...............2 1.35 Shop Drawings................................ ....2 1.36 Specifications................................ ......2 1.37 Subcontractor ................................ ......2 1.38 Substantial Completion.........................2 . 1.39 Supplementary Conditions....................2 . 1.40 Supplier................................ ...............2 1.41 Underground Facilities......................2-. 3 1.42 Unit Price Work................................ ...3 1.43 Work ................................ ..................3 . 1.44 Work Change Directive........................3 . 1.45 Written Amendment.............................3 . Article or Paragraph Page Number & Title Number 2. PRELIMINARY MATTERS ................................ 3 2.1 Delivery of Bonds.............................3 . 2.2 Copies of Documents.........................3 iii EJCDC GENERAL CONDITIONS 1910-8 (1990 EDITION) w/ CITY OF FORT COLLINS MODIFICATIONS (REV 9/99) Article or Paragraph Page Number & Title Number 4.5 Asbestos, PCBs, Petroleum, Hazardous Waste or Radioactive Material.....................7-8 5. BONDS AND INSURANCE ................................ . 8 5.1-5.2 Performance, Payment and Other Bonds ................................ ...............8 5.3 Licensed Sureties and Insurers; Certificates of Insurance.....................8 5.4 CONTRACTOR's Liability Insurance................................ ..........9 5.5 OWNER's Liability Insurance...............9 5.6 Property Insurance..........................9-.10 5.7 Boiler and Machinery or Addi- tional Property Insurance..................10 5.8 Notice of Cancellation Provision.........10 5.9 CONTRACTOR's Responsibility for Deductible Amounts....................10 5.10 Other Special Insurance......................10 5.11 Waiver of Rights................................ 11 5.12-5.13 Receipt and Application of Insurance Proceeds......................10-11 5.14 Acceptance of Bonds and Insur- ance; Option to Replace....................11 5.15 Partial Utilization--Property Insurance................................ ........11 6. CONTRACTOR'S RESPONSIBILITIES ...............11 6.1-6.2 Supervision and Superintendence........11 6.3-6.5 Labor, Materials and Equipment.... 11-12 6.6 Progress Schedule..............................12 . 6.7 Substitutes and "Or-Equal" Items; CONTRACTOR's Expense; Substitute Construction Methods or Procedures; ENGINEER's Evaluation.............12-13 6.8-6.11 Concerning Subcontractors, Suppliers and Others; Waiver of Rights..........................13-14 6.12 Patent Fees and Royalties....................14 6.13 Permits ................................ .............14 6.14 Laws and Regulations.........................14 6.15 Taxes ................................ ...........14-15 6.16 Use of Premises................................ . 15 6.17 Site Cleanliness................................ . 15 6.18 Safe Structural Loading.......................15 6.19 Record Documents.............................15 . 6.20 Safety and Protection.....................15-16 6.21 Safety Representative..........................16 6.22 Hazard Communication Programs.......16 6.23 Emergencies................................ .....16 6.24 Shop Drawings and Samples...............16 Article or Paragraph Page Number & Title Number 6.25 Submittal Proceedures; CON- TRACTOR's Review Prior to Shop Drawing or Sample Submittal................................ ....16 EJCDC GENERAL CONDITIONS 1910-8 (1990 EDITION) w/ CITY OF FORT COLLINS MODIFICATIONS (REV 9/99) iv Article or Paragraph Page Number & Title Number 9.6 Rejecting Defective Work ...................21 . 9.7-9.9 Shop Drawings, Change Orders and Payments................................ ....21 9.10 Determinations for Unit Prices........21-22 9.11-9.12 Decisions on Disputes; ENGI- NEER as Initial Interpreter................22 9.13 Limitations on ENGINEER's Authority and Responsibilities......22-23 CHANGES IN THE WORK................................ ........23 10.1 OWNER's Ordered Change.................23 10.2 Claim for Adjustment.........................23 . 10.3 Work Not Required by Contract Documents................................ ......23 10.4 Change Orders................................ ...23 10.5 Notification of Surety..........................23 . CHANGE OF CONTRACT PRICE..............................23 . 11.1-11.3 Contract Price; Claim for Adjustment; Value of the Work................................ ....23-24 11.4 Cost of the Work............................24-. 25 11.5 Exclusions to Cost of the Work............25 11.6 CONTRACTOR's Fee.........................25 . 11.7 Cost Records................................ .25-26 11.8 Cash Allowances................................ 26 11.9 Unit Price Work................................ .26 CHANGE OF CONTRACT TIMES .............................26 . 12.1 Claim for Adjustment.........................26 . 12.2 Time of the Essence............................26 . 12.3 Delays Beyond CONTRACTOR's Control................................ .......26-27 12.4 Delays Beyond OWNER's and CONTRACTOR's Control.................27 TESTS AND INSPECTIONS; CORRECTION, REMOVAL OR ACCEPTANCE OF DEFECTIVE WORK................................ ..................27 . 13.1 Notice of Defects ................................ 27 13.2 Access to the Work.............................27 . 13.3 Tests and Inspections; CONTRACTOR's Cooperation..........27 13.4 OWNER's Responsibilities; Independent Testing Laboratory........27 13.5 CONTRACTOR's Responsibilities................................ 27 13.6-13.7 Covering Work Prior to Inspec- tion, Testing or Approval..................27 Article or Paragraph Page Number & Title Number 13.8-13.9 Uncovering Work at ENGI- NEER's Request......................27-28 13.10 OWNER May Stop the Work...........28 13.11 Correction or Removal of Defective Work ...........................28 . 13.12 Correction Period...........................28 . 13.13 Acceptance of Defective Work.........28 13.14 OWNER May Correct Defective v EJCDC GENERAL CONDITIONS 1910-8 (1990 EDITION) w/ CITY OF FORT COLLINS MODIFICATIONS (REV 9/99) INDEX TO GENERAL CONDITIONS City of Fort Collins modifications to the General Conditions of the Construction Contract are not shown in this index Article or Paragraph Number Acceptance of-- Bonds and Insurance................................ ..........5.14 defective Work ............................10..4.1, 13.5, 13.13 final payment................................ ..........9.12, 14.15 insurance................................ ..........................5.. 14 other Work, by CONTRACTOR...........................7.3 Substitutes and "Or-Equal" Items.......................6.. 7.1 Work by OWNER...............................2.. 5, 6.30, 6.34 Access to the-- Lands, OWNER and CONTRACTOR responsibilities................................ ..............4.1 site, related Work................................ ...............7.2 Work, ................................ ..........13.2, 13.14, 14.9 Acts or Omissions--, Acts and Omissions-- CONTRACTOR ................................ ...6.9.1, 9.13.3 ENGINEER................................ ...........6.20, 9.13.3 OWNER ................................ ....................6..20, 8.9 Addenda--definition of (also see definition of Specifications)........(1.6, 1.10, 6.19), 1.1 Additional Property Insurances................................ .. 5.7 Adjustments-- Contract Price or Contract Times...........................1..5, 3.5, 4.1, 4.3.2, 4.5.2, ..............................4.. 5.3, 9.4, 9.5, 10.2-10.4, ................................ .........11, 12, 14.8, 15.1 progress schedule................................ ................6.6 Agreement-- definition of................................ ........................1.2 "All-Risk" Insurance, policy form............................5... 6.2 Allowances, Cash................................ ....................11.. 8 Amending Contract Documents................................ . 3.5 Amendment, Written-- in general.................1.10, 1.45, 3.5, 5.10, 5.12, 6.6.2 ...........................6.. 8.2, 6.19, 10.1, 10.4, 11.2 ................................ ....12.1, 13.12.2, 14.7.2 Appeal, OWNER or CONTRACTOR intent to...........................9.. 10, 9.11, 10.4, 16.2, 16.5 Application for Payment-- definition of................................ ........................1.3 ENGINEER's Responsibility................................ 9.9 final payment...................9.13.4, 9.13.5, 14.12-14.15 in general...........................2.8, 2.9, 5.6.4, 9.10, 15.5 progress payment................................ .......14.1-14.7 review of................................ ....................14.4-14.7 Arbitration ................................ .....................16.. 1-16.6 Asbestos-- claims pursuant thereto............................4.. 5.2, 4.5.3 CONTRACTOR authorized to stop Work...........4.5.2 definition of................................ .........................1.. 4 Article or Paragraph Number OWNER responsibility for..............................4..5.1, 8.10 possible price and times change.........................4..5.2 Authorized Variations in Work...........3.6, 6.25, 6.27, 9.5 EJCDC GENERAL CONDITIONS 1910-8 (1990 EDITION) w/ CITY OF FORT COLLINS MODIFICATIONS (REV 9/99) vi Unit Price Work................................ ...........11.9 Article or Paragraph Number Value of Work................................ ..................11..3 Change in Contract Times-- Claim for times adjustmen.t.........4.1, 4.2.6, 4.5, 5.15, ............ 6.8.2, 9.4, 9.5, 9.11, 10.2, 10.5, 12.1, ...............13.9, 13.13, 13.14, 14.7, 15.1, 15.5 Contractual time limits................................ ......12.2 Delays beyond CONTRACTOR's control ................................ ........................12..3 Delays beyond OWNER's and CONTRACTOR's control .............................12.. 4 Notification of surety................................ .........10.5 Scope of change................................ ........10.3-10.4 Change Orders-- Acceptance of Defective Work..........................13..13 Amending Contract Documents............................3.. 5 Cash Allowances................................ ...............11.8 Change of Contract Price................................ ......11 Change of Contract Times................................ ....12 Changes in the Work................................ ............10 CONTRACTOR's fee ................................ ........11.6 Cost of the Work................................ .......11.4-11.7 Cost Records................................ ....................11..7 definition of................................ ........................1.. 9 emergencies................................ .....................6..23 ENGINEER's responsibility.........9.8, 10.4, 11.2, 12.1 execution of................................ ......................10..4 Indemnifiction...........................6.12, 6.16, 6.31-6.33 Insurance, Bonds and........................5.10, 5.13, 10.5 OWNER may terminate..............................15.. 2-15.4 OWNER's Responsibility.............................8.. 6, 10.4 Physical Conditions-- Subsurface and,................................ ..............4.2 Underground Facilities--..............................4.. 3.2 Record Documents................................ ............6.19 Scope of Change................................ ........10.3-10.4 Substitutes................................ ..............6.7.3, 6.8.2 Unit Price Work................................ ................11.9 value of Work, covered by................................ .11.3 Changes in the Work................................ ..................10 . Notification of surety................................ .........10.5 OWNER's and CONTRACTOR's responsibilities................................ .............10.4 Right to an adjustment................................ ......10.2 Scope of change................................ ........10.3-10.4 Claims-- against CONTRACTOR................................ ....6.16 against ENGINEER................................ ..........6.32 against OWNER................................ ................6.32 Change of Contract Price.............................9.. 4, 11.2 Change of Contract Times...........................9..4, 12.1 CONTRACTOR's..............4, 7.1, 9.4, 9.5, 9.11, 10.2, ...........................11..2, 11.9, 12.1, 13.9, 14.8, ................................ ............15.1, 15.5, 17.3 CONTRACTOR's Fee ................................ ........11.6 vii EJCDC GENERAL CONDITIONS 1910-8 (1990 EDITION) w/ CITY OF FORT COLLINS MODIFICATIONS (REV 9/99) Cash Allowances................................ ..............11..8 Article or Paragraph Number Change of Contract Price................................ .....11 Change of Contract Times................................ ... 12 Changes in the Work................................ .10.4-10.5 check and verify................................ ..................2.5 Clarifications and Interpretations..........................3..2, 3.6, 9.4, 9.11 definition of................................ ......................1.. 10 ENGINEER as initial interpreter of....................9..11 ENGINEER as OWNER's representative..............9.1 general3 Insurance................................ ...........................5..3 Intent ................................ ........................3..1-3.4 minor variations in the Work...............................3..6 OWNER's responsibility to furnish data................8.3 OWNER's responsibility to make prompt payment..........................8..3, 14.4, 14.13 precedence................................ ................3..1, 3.3.3 Record Documents................................ ............6..19 Reference to Standards and Specifications of Technical Societies................................ .... 3.3 Related Work................................ ......................7.2 Reporting and Resolving Discrepancies..........2.5, 3.3 Reuse of................................ .............................3..7 Supplementing................................ ....................3.6 Termination of ENGINEER's Employment...........8.2 Unit Price Work................................ ................11..9 variations................................ ...........3.6, 6.23, 6.27 Visits to Site, ENGINEER's................................ 9.2 Contract Price-- adjustment of.................3.5, 4.1, 9.4, 10.3, 11.2-11.3 Change of................................ ...........................11 . Decision on Disputes................................ .........9.11 definition of................................ ......................1.. 11 Contract Times-- adjustment of...........................3..5, 4.1, 9.4, 10.3, 12 Change of................................ .................12..1-12.4 Commencement of................................ ..............2.3 definition of................................ ......................1.. 12 CONTRACTOR-- Acceptance of Insurance................................ ....5.14 Communications................................ ........6.2, 6.9.2 Continue Work................................ .........6.29, 10.4 coordination and scheduling.............................6... 9.2 definition of................................ ......................1.. 13 Limited Reliance on Technical Data Authorized................................ ..........4.2.2 May Stop Work or Terminate............................15... 5 provide site access to others.........................7.. 2, 13.2 Safety and Protection....................4.3.1.2, 6.16, 6.18, ................................ ......6.21-6.23, 7.2, 13.2 Shop Drawing and Sample Review Prior to Submittal................................ .........6.25 Stop Work requirements................................ ...4.5.2 CONTRACTOR's— Article or Paragraph EJCDC GENERAL CONDITIONS 1910-8 (1990 EDITION) w/ CITY OF FORT COLLINS MODIFICATIONS (REV 9/99) viii Labor, Materials and Equipment................6.3-6.5 Laws and Regulations................................ ..6.14 Liability Insurance................................ .........5.4 Article or Paragraph Number Notice of variation from Contract Documents................................ ............6.27 Patent Fees and Royalties..............................6.. 12 Permits ................................ .......................6..13 Progress Schedule................................ ..........6.6 Record Documents................................ .......6.19 related Work performed prior to ENGINEER's approval of required submittals................................ ..............6.28 safe structural loading................................ ..6.18 Safety and Protection.....................6.20, 7.2, 13.2 Safety Representative................................ ...6.21 Scheduling the Work................................ ..6.9.2 Shop Drawings and Samples.........................6..24 Shop Drawings and Samples Review by ENGINEER ................................ ......6.26 Site Cleanliness................................ ...........6.17 Submittal Procedures................................ ...6.25 Substitute Construction Methods and Procedures................................ .....6.7.2 Substitutes and "Or-Equal" Items..................6.7.1 Superintendence................................ .............6.2 Supervision................................ ...................6..1 Survival of Obligations................................ 6.34 Taxes................................ ..........................6.. 15 Tests and Inspections................................ ...13.5 To Report................................ ......................2..5 Use of Premises.......................6.16-6.18, 6.30.2.4 Review Prior to Shop Drawing or Sample Submittal................................ .........6.25 Right to adjustment for changes in the Work.......10.2 right to claim.............4, 7.1, 9.4, 9.5, 9.11, 10.2,11.2, ...........11.9, 12.1, 13.9, 14.8, 15.1, 15.5, 17.3 Safety and Protection...................6.20-6.22, 7.2, 13.2 Safety Representative ................................ ........6.21 Shop Drawings and Samples Submittals......6.24-6.28 Special Consultants................................ ........11.4.4 Substitute Construction Methods and Procedure.s..6.7 Substitutes and "Or-Equal" Items, Expense................................ ...........6.7.1, 6.7.2 Subcontractors, Suppliers and Others............6.8-6.11 Supervision and Superintendence..........6.1, 6.2, 6.21 Taxes, Payment by................................ .............6.15 Use of Premises................................ .........6.16-6.18 Warranties and guarantees..........................6..5, 6.30 Warranty of Title................................ ...............14.3 Written Notice Required-- CONTRACTOR stop Work or terminate........15.5 Reports of Differing Subsurface and Physical Conditions.........................4..2.3 Substantial Completion................................ 14.8 CONTRACTORS--other................................ ...............7 ix EJCDC GENERAL CONDITIONS 1910-8 (1990 EDITION) w/ CITY OF FORT COLLINS MODIFICATIONS (REV 9/99) Correction or Removal of......................10..4.1, 13.11 Correction Period................................ .............13.12 in general................................ .........13, 14.7, 14.11 Article or Paragraph Number Observation by ENGINEER................................ 9.2 OWNER May Stop Work................................ .13.10 Prompt Notice of Defects................................ ...13.1 Rejecting ................................ ...........................9..6 Uncovering the Work................................ .........13.8 Definitions ................................ .............................. .. 1 Delays ................................ ......4.1, 6.29, 12.3-12.4 Delivery of Bonds................................ ......................2.1 Delivery of certificates of insurance............................2..7 Determinations for Unit Prices................................ ..9.10 Differing Subsurface or Physical Conditions-- Notice of................................ ..........................4.. 2.3 ENGINEER's Review ................................ .......4.2.4 Possible Contract Documents Change................4..2.5 Possible Price and Times Adjustments...............4..2.6 Discrepancies-Reporting and Resolving................................ 2.5, 3.3.2, 6.14.2 Dispute Resolution-- Agreement................................ ................16..1-16.6 Arbitration................................ ................16..1-16.5 general16 Mediation................................ .........................16.. 6 Dispute Resolution Agreement...........................16.. 1-16.6 Disputes, Decisions by ENGINEER...................9..11-9.12 Documents-- Copies of ................................ ...........................2..2 Record 6.19 Reuse of................................ .............................3..7 Drawings--definition of................................ ............1..15 Easements ................................ .............................. 4.1 Effective date of Agreement -- definition o.f...............1..16 Emergencies................................ ...........................6... 23 ENGINEER-- as initial interpreter on disputes..................9..11-9.12 definition of................................ ......................1.. 17 Limitations on authority and responsibilitie.s.......9.13 Replacement of,................................ ..................8.2 Resident Project Representative...........................9..3 ENGINEER's Consultant -- definition o.f...................1..18 ENGINEER's-- authority and responsibility, limitations on..........9.13 Authorized Variations in the Work.......................9.5 Change Orders, responsibility fo.r........9.7, 10, 11, 12 Clarifications and Interpretation.s................3.6.3, 9.4 Decisions on Disputes................................ 9.11-9.12 defective Work, notice of................................ ...13.1 Evaluation of Substitute Items............................6.. 7.3 Liability................................ ...................6..32, 9.12 Notice Work is Acceptable...............................14.. 13 Observations................................ ............6.30.2, 9.2 OWNER's Representative................................ ....9.1 Payments to the CONTRACTOR, Responsibility for................................ .....9.9, 14 EJCDC GENERAL CONDITIONS 1910-8 (1990 EDITION) w/ CITY OF FORT COLLINS MODIFICATIONS (REV 9/99) x Indemnification..............................6... 12, 6.16, 6.31-6.33 Initially Acceptable Schedules................................ ...2.9 Inspection-- Certificates of...............................9.. 13.4, 13.5, 14.12 Final ................................ ...........................14.. 11 Article or Paragraph Number Special, required by ENGINEER..........................9.. 6 Tests and Approval.............................8.. 7, 13.3-13.4 Insurance-- Acceptance of, by OWNER................................ 5.14 Additional, required by changes in the Work................................ ............11.4.5.9 Before starting the Work................................ .....2.7 Bonds and--in general................................ ............5 Cancellation Provisions................................ .......5.8 Certificates of....................2..7, 5, 5.3, 5.4.11, 5.4.13, ........................5..6.5, 5.8, 5.14, 9.13.4, 14.12 completed operations................................ ......5.4.13 CONTRACTOR's Liability................................ ..5.4 CONTRACTOR's objection to coverage..............5.14 Contractual Liability................................ ......5.4.10 deductible amounts, CONTRACTOR's responsibility................................ ................5..9 Final Application for Payment..........................14..12 Licensed Insurers................................ ................5.3 Notice requirements, material changes.........5.8, 10.5 Option to Replace................................ ..............5.14 other special insurances................................ .....5.10 OWNER as fiduciary for insureds................5.12-5.13 OWNER's Liability ................................ .............5.5 OWNER's Responsibility................................ .....8.5 Partial Utilization, Property Insurance.................5.15 Property ................................ .....................5..6-5.10 Receipt and Application of Insurance Proceeds................................ ...............5.12-5.13 Special Insurance................................ ..............5.10 Waiver of Rights................................ ...............5.11 Intent of Contract Documents...............................3.. 1-3.4 Interpretations and Clarification.s......................3..6.3, 9.4 Investigations of physical condition.s...........................4.. 2 Labor, Materials and Equipmen.t...........................6.. 3-6.5 Lands-- and Easements................................ ...................8..4 Availability of ................................ ..............4.1, 8.4 Reports and Tests................................ ................8.4 Laws and Regulations--Laws or Regulations-- Bonds ................................ .........................5.. 1-5.2 Changes in the Work................................ .........10.4 Contract Documents................................ ............3.1 CONTRACTOR's Responsibilities.....................6..14 Correction Period, defective Work.....................13.12 Cost of the Work, taxes................................ 11.4.5.4 definition of................................ ......................1..22 general6.14 Indemnification................................ .........6.31-6.33 Insurance................................ ...........................5..3 xi EJCDC GENERAL CONDITIONS 1910-8 (1990 EDITION) w/ CITY OF FORT COLLINS MODIFICATIONS (REV 9/99) Notification to Surety................................ ..............10..5 Observations, by ENGINEER............................6.. 30, 9.2 Occupancy of the Work....................5.15, 6.30.2.4, 14.10 Omissions or acts by CONTRACTOR.................6.9, 9.13 Open Peril policy form, Insurance............................5.. 6.2 Option to Replace................................ ....................5.. 14 Article or Paragraph Number "Or Equal" Items................................ .......................6.7 Other work 7 Overtime Work--prohibition of................................ .. 6.3 OWNER-- Acceptance of defective Work...........................13.. 13 appoint an ENGINEER................................ .......8.2 as fiduciary................................ ...............5..12-5.13 Availability of Lands, responsibility......................4.1 definition of................................ ......................1.. 27 data, furnish................................ .......................8.3 May Correct Defective Work ............................13.. 14 May refuse to make payment..............................14... 7 May Stop the Work................................ ..........13.10 May Suspend Work, Terminate............................8..8, 13.10, 15.1-15.4 Payment, make prompt......................8.3, 14.4, 14.13 performance of other work................................ .. 7.1 permits and licenses, requirement.s.....................6.. 13 purchased insurance requirements................5.6-5.10 OWNER's-- Acceptance of the Work...............................6.. 30.2.5 Change Orders, obligation to execute............8.6, 10.4 Communications................................ .................8.1 Coordination of the Work................................ ... 7.4 Disputes, request for decision.............................9... 11 Inspections, tests and approvals...................8..7, 13.4 Liability Insurance................................ ..............5.5 Notice of Defects ................................ ..............13..1 Representative--During Construction, ENGINEER's Status................................ ......9.1 Responsibilities-- Asbestos, PCBs, Petroleum, Hazardous Waste or Radioactive Material................8..10 Change Orders................................ ..............8.6 Changes in the Work................................ ....10.1 communications................................ ............8.1 CONTRACTOR's responsibilities....................8.9 evidence of financial arrangement.s...............8..11 inspections, tests and approvals.......................8.7 insurance................................ .......................8.5 lands and easements................................ ......8.4 prompt payment by................................ ........8.3 replacement of ENGINEER............................8..2 reports and tests................................ ............8.4 stop or suspend Work...................8.8, 13.10, 15.1 terminate CONTRACTOR's services................................ ...........8.8, 15.2 separate representative at site...............................9..3 testing, independent ................................ .........13.4 use or occupancy EJCDC GENERAL CONDITIONS 1910-8 (1990 EDITION) w/ CITY OF FORT COLLINS MODIFICATIONS (REV 9/99) xii Article or Paragraph Number written notice required..........................7.1, 9.4, 9.11, ................................ ....11.2, 11.9, 14.7, 15.4 PCBs-- definition of................................ ......................1..29 general ................................ .............................. 4.5 OWNER's responsibility for................................ 8.10 Partial Utilization-- definition of................................ ......................1..28 general 6.30.2.4, 14.10 Property Insurance................................ .............5.15 Patent Fees and Royalties................................ ........6.12 Payment Bonds................................ ...................5..1-5.2 Payments, Recommendation of...............14.4-14.7, 14.13 Payments to CONTRACTOR and Completion-- Application for Progress Payments......................14..2 CONTRACTOR's Warranty of Title....................14.3 Final Application for Payment..........................14..12 Final Inspection................................ ...............14.11 Final Payment and Acceptance.................14.13-14.14 general ................................ .........................8..3, 14 Partial Utilization................................ ............14.10 Retainage................................ ..........................14.. 2 Review of Applications for Progress Payments................................ 14.4-14.7 prompt payment................................ ..................8..3 Schedule of Values................................ .............14.1 Substantial Completion...............................14.. 8-14.9 Waiver of Claims................................ .............14.15 when payments due................................ . 14.4, 14.13 withholding payment................................ .........14.7 Performance Bonds................................ ..............5.1-5.2 Permits ................................ .............................6.. 13 Petroleum-- definition of................................ ......................1..30 general ................................ .............................. 4.5 OWNER's responsibility for................................ 8.10 Physical Conditions-- Drawings of, in or relating to..........................4..2.1.2 ENGINEER's review................................ .........4.2.4 existing structures................................ .............4.2.2 general 4.2.1.2................................ .......................... Notice of Differing Subsurface or,......................4..2.3 Possible Contract Documents Change.................4.2.5 Possible Price and Times Adjustments................4.2.6 Reports and Drawings................................ .......4.2.1 Subsurface and,................................ ...................4..2 Subsurface Conditions................................ ....4.2.1.1 Technical Data, Limited Reliance by CONTRACTOR Authorized........................4..2.2 Underground Facilities-- general ................................ .........................4.. 3 Not Shown or Indicated...............................4.. 3.2 Protection of................................ .........4.3, 6.20 Article or Paragraph Number xiii EJCDC GENERAL CONDITIONS 1910-8 (1990 EDITION) w/ CITY OF FORT COLLINS MODIFICATIONS (REV 9/99) Article or Paragraph Number Resident Superintendent, CONTRACTOR's.................6.2 Responsibilities-- CONTRACTOR's-in general................................ .. 6 ENGINEER's-in general................................ .........9 Limitations on................................ ..............9.13 OWNER's-in general................................ ..............8 Retainage ................................ ............................14... 2 Reuse of Documents................................ ..................3..7 Review by CONTRACTOR: Shop Drawings and Samples Prior to Submittal...........................6.. 25 Review of Applications for Progress Payments................................ ......14.4-14.7 Right to an adjustment................................ .............10.2 Rights of Way................................ ..........................4... 1 Royalties, Patent Fees and................................ ........6.12 Safe Structural Loading................................ ...........6.18 Safety-- and Protection................................ 4.3.2, 6.16, 6.18, ................................ ......6.20-6.21, 7.2, 13.2 general ................................ .....................6.. 20-6.23 Representative, CONTRACTOR's.......................6.. 21 Samples-- definition of................................ .......................1.. 34 general ................................ .....................6.. 24-6.28 Review by CONTRACTOR ................................ 6.25 Review by ENGINEER...............................6.. 26, 6.27 related Work................................ .....................6.. 28 submittal of................................ ....................6..24.2 submittal procedures................................ ...........6.25 Schedule of progress..............................2.. 6, 2.8-2.9, 6.6, ................................ .........6.29, 10.4, 15.2.1 Schedule of Shop Drawing and Sample Submittals...............................2.. 6, 2.8-2.9, 6.24-6.28 Schedule of Values................................ 2.6, 2.8-2.9, 14.1 Schedules-- Adherence to................................ ..................15..2.1 Adjusting................................ ...........................6... 6 Change of Contract Times................................ ..10.4 Initially Acceptable................................ .......2.8, 2.9 Preliminary................................ .........................2.. 6 Scope of Changes................................ .......10.3-10.4 Subsurface Conditions................................ .........4.2.1.1 Shop Drawings-- and Samples, general................................ ..6.24-6.28 Change Orders & Applications for Payments, and................................ .........9.7-9.9 definition of................................ .......................1.. 35 ENGINEER's approval of................................ ..3.6.2 ENGINEER's responsibility for review................................ ......9.7, 6.24-6.28 related Work................................ .....................6.. 28 review procedures................................ 2.8, 6.24-6.28 Article or Paragraph Number submittal required................................ ................6.24.1 Submittal Procedures................................ .........6.25 EJCDC GENERAL CONDITIONS 1910-8 (1990 EDITION) w/ CITY OF FORT COLLINS MODIFICATIONS (REV 9/99) xiv Article or Paragraph Number or Procedures................................ ..............6.7.2 Substitute Items................................ .............6.7.1.2 Subsurface and Physical Conditions-- Drawings of, in or relatnig to .........................4..2.1.2 ENGINEER's Review................................ .......4.2.4 general................................ .............................. 4.2 Limited Reliance by CONTRACTOR Authorized................................ ..................4.2.2 Notice of Differing Subsurface or Physical Conditions................................ ..........4.2.3 Physical Conditions................................ .......4.2.1.2 Possible Contract Documents Change.................4.2.5 Possible Price and Times Adjustments................4.2.6 Reports and Drawings................................ .......4.2.1 Subsurface and................................ ....................4..2 Subsurface Conditions at the Site.....................4.2.1.1 Technical Data................................ ..................4.2.2 Supervision-- CONTRACTOR's responsibility............................6.. 1 OWNER shall not supervise................................ .8.9 ENGINEER shall not supervise..................9.2, 9.13.2 Superintendence................................ .......................6..2 Superintendent, CONTRACTOR's resident.................6.2 Supplemental costs................................ ...............11.4.5 Supplementary Conditions-- definition of................................ ......................1..39 principal references to..................1..10, 1.18, 2.2, 2.7, ........................4.. 2, 4.3, 5.1, 5.3, 5.4, 5.6-5.9, .................5.11, 6.8, 6.13, 7.4, 8.11, 9.3, 9.10 Supplementing Contract Documents...........................3.. 6 Supplier-- definition of................................ ......................1..40 principal references to.............3.7, 6.5, 6.8-6.11, 6.20, ................................ ...........6.24, 9.13, 14.12 Waiver of Rights................................ ................6.11 Surety-- consent to final payment.........................14.12, 14.14 ENGINEER has no duty to................................ .9.13 Notification of................................ ...10.1, 10.5, 15.2 qualification of................................ ...............5.1-5.3 Survival of Obligations................................ ............6.34 Suspend Work, OWNER May ........................13.10, 15.1 Suspension of Work and Termination--.......................15 . CONTRACTOR May Stop Work or Terminate................................ ................15.5 OWNER May Suspend Work..............................15.. 1 OWNER May Terminate.............................15.. 2-15.4 Taxes--Payment by CONTRACTOR.........................6..15 Technical Data-- Limited Reliance by CONTRACTOR..................4.2.2 Possible Price and Times Adjustments................4.2.6 Reports of Differing Subsurface and Physical Conditions................................ ....4.2.3 Temporary construction facilities...............................4..1 Article or Paragraph xv EJCDC GENERAL CONDITIONS 1910-8 (1990 EDITION) w/ CITY OF FORT COLLINS MODIFICATIONS (REV 9/99) Variations in Work--Minor Authorized................................ .........6.25, 6.27, 9.5 Article or Paragraph Number Visits to Site--by ENGINEER................................ .... 9.2 Waiver of Claims--on Final Payment.......................14.. 15 Waiver of Rights by insured parties...................5..11, 6.11 Warranty and Guarantee, General--by CONTRACTOR ................................ ................6..30 Warranty of Title, CONTRACTOR's........................14.. 3 Work-- Access to................................ ...........................13.. 2 by others,................................ .............................. 7 Changes in the................................ .....................10 . Continuing the,................................ .................6..29 CONTRACTOR May Stop Work or Terminate................................ ...............15..5 Coordination of................................ ...................7..4 Cost of the,................................ ................11..4-11.5 definition of................................ .......................1.. 43 neglected by CONTRACTOR............................13.. 14 other Work................................ ............................7 . OWNER May Stop Work ................................ .13.10 OWNER May Suspend Work....................13.10, 15.1 Related, Work at Site................................ .....7.1-7.3 Starting the,................................ ........................2.. 4 Stopping by CONTRACTOR .............................15... 5 Stopping by OWNER................................ .15.1-15.4 Variation and deviation authorized, minor.............3.6 Work Change Directive-- claims pursuant to................................ ..............10.2 definition of................................ .......................1.. 44 principal references to.......................3..5.3, 10.1-10.2 Written Amendment-- definition of................................ .......................1.. 45 principal references to...............1.10, 3.5, 5.10,15.12, .........................6.. 6.2, 6.8.2, 6.19, 10.1, 10.4, .............................11.. 2, 12.1, 13.12.2, 14.7.2 Written Clarifications and Interpretations................................ ...3.6.3, 9.4, 9.11 Written Notice Required-- by CONTRACTOR .............................7.. 1, 9.10-9.11, ................................ ........... 10.4, 11.2, 12.1 by OWNER .....................9..10-9.11, 10.4, 11.2, 13.14 EJCDC GENERAL CONDITIONS 1910-8 (1990 EDITION) w/ CITY OF FORT COLLINS MODIFICATIONS (REV 9/99) xvi (This page left blank intentionally) EJCDC GENERAL CONDITIONS 1910-8 (1990 Edition) 1 w/ CITY OF FORT COLLINS MODIFICATIONS (REV 4/2000) GENERAL CONDITIONS ARTICLE 1--DEFINITIONS Wherever used in these General Conditions or in the other Contract Documents the following terms have the meanings indicated which are applicable to both the singular and plural thereof: 1.1. Addenda--Written or graphic instruments issued prior to the opening of Bids which clarify, correct or change the Bidding Requirements or the Contract Documents. 1.2. Agreement--The written contract between OWNER and CONTRACTOR covering the Work to be performed; other Contract Documents are attached to the Agreement and made a part thereof as provided therein. 1.3. Application for Payment--The form accepted by ENGINEER which is to be used by CONTRACTOR in requesting progress or final payments and which is to be accompanied by such supporting documentation as is required by the Contract Documents. 1.4. Asbestos--Any material that contains more than one percent asbestos and is friable or is releasing asbestos fibers into the air above current action levels established by the United States Occupational Safety and Health Administration. 1.5. Bid--The offer or proposal of the bidder submitted on the prescribed form setting forth the prices for the Work to be performed. 1.6. Bidding Documents--The advertisement or invitation to Bid, instructions to bidders, the Bid form, and the proposed Contract Documents (including all Addenda issued prior to receipt of Bids). 1.7. Bidding Requirements--The advertisement or invitation to Bid, instructions to bidders, and the Bid form. 1.8. Bonds--Performance and Payment bonds and other instruments of security. 1.9. Change Order--A document recommended by ENGINEER, which is signed by CONTRACTOR and OWNER and authorizes an addition, deletion or revision in the Work, or an adjustment in the Contract Price or the Contract Times, issued on or after the Effective Date of the Agreement. 1.10. Contract Documents--The Agreement, Addenda (which pertain to the Contract Documents), CONTRACTOR's Bid (including documentation accompanying the Bid and any post Bid documentation submitted prior to the Notice of Award) when attached as an exhibit to the Agreement, the Notice to Proceed, the Bonds, these General Conditions, the Supplementary Conditions, the Specifications and the Drawings as the same are more specifically identified in the Agreement, together with all Written Amendments, Change Orders, Work Change Directives, Field Orders and ENGINEER's written interpretations and clarifications issued pursuant to paragraphs 3.5, 3.6.1 and 3.6.3 on or after the Effective Date of the Agreement. Shop Drawing submittals approved pursuant to paragraphs 6.26 and 6.27 and the reports and drawings referred to in paragraphs 4.2.1 and 4.2.2 are not Contract Documents. EJCDC GENERAL CONDITIONS 1910-8 (1990 Edition) 2 w/ CITY OF FORT COLLINS MODIFICATIONS (REV 4/2000) 1.20. General Requirements--Sections of Division 1 of the Specifications. 1.21. Hazardous Waste--The term Hazardous Waste shall have the meaning provided in Section 1004 of the Solid Waste Disposal Act (42 USC Section 6903) as amended from time to time. 1.22.a. Laws and Regulations; Laws or Regulations--Any and all applicable laws, rules, regulations, ordinances, codes and orders of any and all governmental bodies, agencies, authorities and courts having jurisdiction. 1.22.b. Legal Holidays--shall be those holidays observed by the City of Fort Collins. 1.23. Liens--Liens, charges, security interests or encumbrances upon real property or personal property. 1.24. Milestone--A principal event specified in the Contract Documents relating to an intermediate completion date or time prior to Substantial Completion of all the Work. 1.25. Notice of Award--A written notice by OWNER to the apparent successful bidder stating that upon compliance by the apparent successful bidder with the conditions precedent enumerated therein, within the time specified, OWNER will sign and deliver the Agreement. 1.26. Notice to Proceed--A written notice given by OWNER to CONTRACTOR (with a copy to ENGINEER) fixing the date on which the Contract Times will commence to run and on which CONTRACTOR shall start to perform CONTRACTOR'S obligations under the Contract Documents. 1.27. OWNER--The public body or authority, corporation, association, firm or person with whom CONTRACTOR has entered into the Agreement and for whom the Work is to be provided. 1.28. Partial Utilization--Use by OWNER of a substantially completed part of the Work for the purpose for which it is intended (or a related purpose) prior to Substantial Completion of all the Work. 1.29. PCBs--Polychlorinated biphenyls. 1.30. Petroleum--Petroleum, including crude oil or any fraction thereof which is liquid at standard conditions of temperature and pressure (60 degrees Fahrenheit and 14.7 pounds per square inch absolute), such as oil, petroleum, fuel oil, oil sludge, oil refuse, gasoline, kerosene and oil mixed with other non-Hazardous Wastes and crude oils. 1.31. Project--The total construction of which the Work to be provided under the Contract Documents may be the whole, or a part as indicated elsewhere in the Contract Documents. 1.32.a. Radioactive Material--Source, special nuclear, or byproduct material as defined by the Atomic Energy Act of 1954 (42 USC Section 2011 et seq.) as amended from time to time. 1.32.b. Regular Working Hours--Regular working hours are defined as 7:00am to 6:00pm unless otherwise specified in the General Requirements. 1.33. Resident Project Representative--The authorized representative of ENGINEER who may be assigned to the EJCDC GENERAL CONDITIONS 1910-8 (1990 Edition) 3 w/ CITY OF FORT COLLINS MODIFICATIONS (REV 4/2000) materials: electricity, gases, steam, liquid petroleum products, telephone or other communications, cable television, sewage and drainage removal, traffic or other control systems or water. 1.42. Unit Price Work--Work to be paid for on the basis of unit prices. 1.43. Work--The entire completed construction or the various separately identifiable parts thereof required to be furnished under the Contract Documents. Work includes and is the result of performing or furnishing labor and furnishing and incorporating materials and equipment into the construction, and performing or furnishing services and furnishing documents, all as required by the Contract Documents. 1.44. Work Change Directive--A written directive to CONTRACTOR, issued on or after the Effective Date of the Agreement and signed by OWNER and recommended by ENGINEER, ordering an addition, deletion or revision in the Work, or responding to differing or unforeseen physical conditions under which the Work is to be performed as provided in paragraph 4.2 or 4.3 or to emergencies under paragraph 6.23. A Work Change Directive will not change the Contract Price or the Contract Times, but is evidence that the parties expect that the change directed or documented by a Work Change Directive will be incorporated in a subsequently issued Change Order following negotiations by the parties as to its effect, if any, on the Contract Price or Contract Times as provided in paragraph 10.2. 1.45. Written Amendment--A written amendment of the Contract Documents, signed by OWNER and CONTRACTOR on or after the Effective Date of the Agreement and normally dealing with the nonengineering or nontechnical rather than strictly construction-related aspects of the Contract Documents. ARTICLE 2--PRELIMINARY MATTERS Delivery of Bonds: 2.1. When CONTRACTOR delivers the executed Agreements to OWNER, CONTRACTOR shall also deliver to OWNER such Bonds as CONTRACTOR may be required to furnish in accordance with paragraph 5.1. Copies of Documents: 2.2. OWNER shall furnish to CONTRACTOR up to ten copies (unless otherwise specified in the Supplementary Conditions) of the Contract Documents as are reasonably necessary for the execution of the Work. Additional copies will be furnished, upon request, at the cost of reproduction. Commencement of Contract Times; Notice to Proceed: 2.3. The Contract Times will commence to run on the thirtieth day after the Effective Date of the Agreement, or, if a Notice to Proceed is given, on the day indicated in the Notice to Proceed. A Notice to Proceed may be given at any time within thirty days after the Effective Date of the Agreement. In no event will the Contract Times commence to run later than the sixtieth day after the day of Bid opening or the thirtieth day after the Effective Date of the Agreement, whichever date is earlier. Starting the Work: EJCDC GENERAL CONDITIONS 1910-8 (1990 Edition) 4 w/ CITY OF FORT COLLINS MODIFICATIONS (REV 4/2000) certificates of insurance (and other evidence of insurance which either of them or any additional insured may reasonably request requested by OWNER) which CONTRACTOR and OWNER respectively are is required to purchase and maintain in accordance with paragraphs 5.4, 5.6 and 5.7. Preconstruction Conference: 2.8. Within twenty days after the Contract Times start to run, but before any Work at the site is started, a conference attended by CONTRACTOR, ENGINEER and others as appropriate will be held to establish a working understanding among the parties as to the Work and to discuss the schedules referred to in paragraph 2.6, procedures for handling Shop Drawings and other submittals processing Applications for Payment and maintaining required records. Initially Acceptable Schedules: 2.9. Unless otherwise provided in the Contract Documents, at least ten days before submission of the first Application for Payment before any work at the site begins, a conference attended by CONTRACTOR, ENGINEER and others as appropriate designated by OWNER, will be held to review for acceptability to ENGINEER as provided below the schedules submitted in accordance with paragraph 2.6. and Division 1 - General Requirements. CONTRACTOR shall have an additional ten days to make corrections and adjustments and to complete and resubmit the schedules. No progress payment shall be made to CONTRACTOR until the schedules are submitted to and acceptable to ENGINEER as provided below. The progress schedule will be acceptable to ENGINEER as providing an orderly progression of the Work to completion within any specified Milestones and the Contract Times, but such acceptance will neither impose on ENGINEER responsibility for the sequencing, scheduling or progress of the Work nor interfere with or relieve CONTRACTOR from CONTRACTOR's full responsibility therefor. CONTRACTOR's schedule of Shop Drawing and Sample submissions will be acceptable to ENGINEER as providing a workable arrangement for reviewing and processing the required submittals CONTRACTOR's schedule of values will be acceptable to ENGINEER as to form and substance. ARTICLE 3--CONTRACT DOCUMENTS: INTENT, AMENDING, REUSE Intent: 3.1. The Contract Documents comprise the entire agreement between OWNER and CONTRACTOR concerning the Work. The Contract Documents are complementary; what is called for by one is as binding as if called for by all. The Contract Documents will be construed in accordance with the law of the place of the Project. 3.2. It is the intent of the Contract Documents to describe a functionally complete Project (or part thereof) to be constructed in accordance with the Contract Documents. Any Work, materials or equipment that may reasonably be inferred from the Contract Documents or EJCDC GENERAL CONDITIONS 1910-8 (1990 Edition) 5 w/ CITY OF FORT COLLINS MODIFICATIONS (REV 4/2000) 3.3.3.2. the provisions of any such Laws or Regulations applicable to the performance of the Work (unless such an interpretation of the provisions of the Contract Documents would result in violation of such Law or Regulation). 3.3.4. In the event of conflicting or ambiguous provisions within the Contract Documents, specifications will take precedence over the drawings and addenda will take precedence over both. Notwithstanding the foregoing, the more specific provision will take precedence over the less specific; the more stringent will take precedence over the less stringent; the more expensive item will take precedence over the less expensive. On all drawings, figures take precedence over scaled dimensions. Scaling of dimensions, if done, is done at the CONTRACTOR'S own risk. No provision of any such standard, specification, manual, code or instruction shall be effective to change the duties and responsibilities of OWNER, CONTRACTOR or ENGINEER, or any of their subcontractors, consultants, agents or employees from those set forth in the Contract Documents, nor shall it be effective to assign to OWNER, ENGINEER or any of ENGINEER's Consultants, agents or employees any duty or authority to supervise or direct the furnishing or performance of the Work or any duty or authority to undertake responsibility inconsistent with the provisions of paragraph 9.13 or any other provision of the Contract Documents. 3.4. Whenever in the Contract Documents the terms "as ordered", "as directed", "as required", "as allowed", "as approved" or terms of like effect or import are used, or the adjectives "reasonable", "suitable", "acceptable", "proper" or "satisfactory" or adjectives of like effect or import are used to describe a requirement, direction, review or judgment of ENGINEER as to the Work, it is intended that such requirement, direction, review or judgment will be solely to evaluate, in general, the completed Work for compliance with the requirements of and information in the Contract Documents and conformance with the design concept of the completed Project as a functioning whole as shown or indicated in the Contract Documents (unless there is a specific statement indicating otherwise). The use of any such term or adjective shall not be effective to assign to ENGINEER any duty or authority to supervise or direct the furnishing or performance of the Work or any duty or authority to undertake responsibility contrary to the provisions of paragraph 9.13 or any other provision of the Contract Documents. Amending and Supplementing Contract Documents: 3.5. The Contract Documents may be amended to provide for additions, deletions and revisions in the Work or to modify the terms and conditions thereof in one or more of the following ways: 3.5.1. a formal Written Amendment, 3.5.2. a Change Order (pursuant to paragraph 10.4), or 3.5.3. a Work Change Directive (pursuant to EJCDC GENERAL CONDITIONS 1910-8 (1990 Edition) 6 w/ CITY OF FORT COLLINS MODIFICATIONS (REV 4/2000) CONTRACTOR shall provide for all additional lands and access thereto that may be required for temporary construction facilities or storage of materials and equipment. 4.2. Subsurface and Physical Conditions: 4.2.1. Reports and Drawings: Reference is made to the Supplementary Conditions for identification of: 4.2.1.1. Subsurface Conditions: Those reports of explorations and tests of subsurface conditions at or contiguous to the site that have been utilized by ENGINEER in preparing the Contract Documents; and 4.2.1.2. Physical Conditions: Those drawings of physical conditions in or relating to existing surface or subsurface structures at or contiguous to the site (except Underground Facilities) that have been utilized by ENGINEER in preparing the Contract Documents. 4.2.2. Limited Reliance by CONTRACTOR Authorized; Technical Data: CONTRACTOR may rely upon the general accuracy of the "technical data" contained in such reports and drawings, but such reports and drawings are not Contract Documents. Such "technical data" is identified in the Supplementary Conditions. Except for such reliance on such "technical data", CONTRACTOR may not rely upon or make any claim against OWNER, ENGINEER or any of ENGINEER's Consultants with respect to: 4.2.2.1. the completeness of such reports and drawings for CONTRACTOR's purposes, including, but not limited to, any aspects of the means, methods, techniques, sequences and procedures of construction to be employed by CONTRACTOR and safety precautions and programs incident thereto, or 4.2.2.2. other data, interpretations, opinions and information contained in such reports or shown or indicated in such drawings, or 4.2.2.3. any CONTRACTOR interpretation of or conclusion drawn from any "technical data" or any such data, interpretations, opinions or information. 4.2.3. Notice of Differing Subsurface or Physical Conditions: If CONTRACTOR believes that any subsurface or physical condition at or contiguous to the site that is uncovered or revealed either: 4.2.3.1. is of such a nature as to establish that any "technical data" on which CONTRACTOR is entitled to rely as provided in paragraphs 4.2.1 and 4.2.2 is materially inaccurate, or 4.2.3.2. is of such a nature as to require a change in the Contract Documents, or 4.2.3.3. differs materially from that shown or indicated in the Contract Documents, or 4.2.3.4. is of an unusual nature, and differs materially from conditions ordinarily encountered and generally recognized as inherent in work of the character provided for in the Contract Documents; then EJCDC GENERAL CONDITIONS 1910-8 (1990 Edition) 7 w/ CITY OF FORT COLLINS MODIFICATIONS (REV 4/2000) submission of a bid or becoming bound under a negotiated contract; or 4.2.6.4.2. the existence of such condition could reasonably have been discovered or revealed as a result of any examination, investigation, exploration, test or study of the site and contiguous areas required by the Bidding Requirements or Contract Documents to be conducted by or for CONTRACTOR prior to CONTRACTOR's making such final commitment; or 4.2.6.4.3. CONTRACTOR failed to give the written notice within the time and as required by paragraph 4.2.3. If OWNER and CONTRACTOR are unable to agree on entitlement to or as to the amount or length of any such equitable adjustment in the Contract Price or Contract Times, a claim may be made therefor as provided in Articles 11 and 12. However, OWNER, ENGINEER and ENGINEER's Consultants shall not be liable to CONTRACTOR for any claims, costs, losses or damages sustained by CONTRACTOR on or in connection with any other project or anticipated project. 4.3. Physical Conditions--Underground Facilities: 4.3.1. Shown or Indicated: The information and data shown or indicated in the Contract Documents with respect to existing Underground Facilities at or contiguous to the site is based on information and data furnished to OWNER or ENGINEER by the owners of such Underground Facilities or by others. Unless it is otherwise expressly provided in the Supplementary Conditions: 4.3.1.1. OWNER and ENGINEER shall not be responsible for the accuracy or completeness of any such information or data; and 4.3.1.2. The cost of all of the following will be included in the Contract Price and CONTRACTOR shall have full responsibility for: (i) reviewing and checking all such information and data, (ii) locating all Underground Facilities shown or indicated in the Contract Documents,(iii) coordination of the Work with the owners of such Underground Facilities during construction, and (iv) the safety and protection of all such Underground Facilities as provided in paragraph 6.20 and repairing any damage thereto resulting from the Work. 4.3.2. Not Shown or Indicated: If an Underground Facility is uncovered or revealed at or contiguous to the site which was not shown or indicated in the Contract Documents, CONTRACTOR shall, promptly immediately after becoming aware thereof and before further disturbing conditions affected thereby or performing any Work in connection therewith (except in an emergency as required by paragraph 6.23), identify the owner of such Underground Facility and give written notice to that owner and to OWNER and ENGINEER. ENGINEER will promptly review the EJCDC GENERAL CONDITIONS 1910-8 (1990 Edition) 8 w/ CITY OF FORT COLLINS MODIFICATIONS (REV 4/2000) 4.5.2. CONTRACTOR shall immediately: (i) stop all Work in connection with such hazardous condition and in any area affected thereby (except in an emergency as required by paragraph 6.23), and (ii) notify OWNER and ENGINEER (and thereafter confirm such notice in writing). OWNER shall promptly consult with ENGINEER concerning the necessity for OWNER to retain a qualified expert to evaluate such hazardous condition or take corrective action, if any. CONTRACTOR shall not be required to resume Work in connection with such hazardous condition or in any such affected area until after OWNER has obtained any required permits related thereto and delivered to CONTRACTOR special written notice: (i) specifying that such condition and any affected area is or has been rendered safe for the resumption of Work, or (ii) specifying any special conditions under which such Work may be resumed safely. If OWNER and CONTRACTOR cannot agree as to entitlement to or the amount or extent of an adjustment, if any, in Contract Price or Contract Times as a result of such Work stoppage or such special conditions under which Work is agreed by CONTRACTOR to be resumed, either party may make a claim therefor as provided in Articles 11 and 12. 4.5.3. If after receipt of such special written notice CONTRACTOR does not agree to resume such work based on a reasonable belief it is unsafe, or does not agree to resume such Work under such special conditions, then OWNER may order such portion of the Work that is in connection with such hazardous condition or in such affected area to be deleted from the Work. If OWNER and CONTRACTOR cannot agree as to entitlement to or the amount or extent of an adjustment, if any, in Contract Price or Contract Times as a result of deleting such portion of the Work, then either party may make a claim therefor as provided in Articles 11 and 12. OWNER may have such deleted portion of the Work performed by OWNER's own forces or others in accordance with Article 7. 4.5.4. To the fullest extent permitted by Laws and Regulations, OWNER shall indemnify and hold harmless CONTRACTOR, Subcontractors, ENGINEER, ENGINEER's Consultants and the officers, directors, employees, agents, other consultants and subcontractors of each and any of them from and against all claims, costs, losses and damages arising out of or resulting from such hazardous condition, provided that: (i) any such claim, cost, loss or damage is attributable to bodily injury, sickness, disease or death, or to injury to or destruction of tangible property (other than the Work itself), including the loss of use resulting therefrom, and (ii) nothing in this subparagraph 4.5.4 shall obligate OWNER to indemnify any person or entity from and against the consequences of that person's or entity's own negligence. 4.5.5. The provisions of paragraphs 4.2 and 4.3 are EJCDC GENERAL CONDITIONS 1910-8 (1990 Edition) 9 w/ CITY OF FORT COLLINS MODIFICATIONS (REV 4/2000) CONTRACTOR's Liability Insurance: 5.4. CONTRACTOR shall purchase and maintain such liability and other insurance as is appropriate for the Work being performed and furnished and as will provide protection from claims set forth below which may arise out of or result from CONTRACTOR's performance and furnishing of the Work and CONTRACTOR's other obligations under the Contract Documents, whether it is to be performed or furnished by CONTRACTOR, any Subcontractor or Supplier, or by anyone directly or indirectly employed by any of them to perform or furnish any of the Work, or by anyone for whose acts any of them may be liable: 5.4.1. claims under workers' compensation, disability benefits and other similar employee benefit acts; 5.4.2. claims for damages because of bodily injury, occupational sickness or disease, or death of CONTRACTOR's employees; 5.4.3. claims for damages because of bodily injury, sickness or disease, or death of any person other than CONTRACTOR's employees; 5.4.4. claims for damages insured by customary personal injury liability coverage which are sustained: (i) by any person as a result of an offense directly or indirectly related to the employment of such person by CONTRACTOR, or (ii) by any other person for any other reason; 5.4.5. claims for damages, other than to the Work itself, because of injury to or destruction of tangible property wherever located, including loss of use resulting therefrom; and 5.4.6. claims for damages because of bodily injury or death of any person or property damage arising out of the ownership, maintenance or use of any motor vehicle. The policies of insurance so required by this paragraph 5.4 to be purchased and maintained shall: 5.4.7. with respect to insurance required by paragraphs 5.4.3 through 5.4.6 inclusive and 5.4.9, include as additional insureds (subject to any customary exclusion in respect of professional liability), OWNER, ENGINEER, ENGINEER's Consultants and any other persons or entities identified in the Supplementary Conditions, all of whom shall be listed as additional insureds, and include coverage for the respective officers and employees of all such additional insureds; 5.4.8. include the specific coverages and be written for not less than the limits of liability provided in the Supplementary Conditions or required by Laws or Regulations, whichever is greater; 5.4.9. include completed operations insurance; 5.4.10. include contractual liability insurance covering CONTRACTOR's indemnity obligations under paragraphs 6.12, 6.16 and 6.31 through 6.33; 5.4.11. contain a provision or endorsement that the coverage afforded will not be cancelled, materially changed or renewal refused until at least thirty days' EJCDC GENERAL CONDITIONS 1910-8 (1990 Edition) 10 w/ CITY OF FORT COLLINS MODIFICATIONS (REV 4/2000) coverage, theft, vandalism and malicious mischief, earthquake, collapse, debris removal, demolition occasioned by enforcement of Laws and Regulations, water damage, and such other perils as may be specifically required by the Supplementary Conditions; 5.6.3. include expenses incurred in the repair or replacement of any insured property (including but not limited to fees and charges of engineers and architects); 5.6.4. cover materials and equipment stored at the site or at another location that was agreed to in writing by OWNER prior to being incorporated in the Work, provided that such materials and equipment have been included in an Application for Payment recommended by ENGINEER; and 5.6.5. be maintained in effect until final payment is made unless otherwise agreed to in writing by OWNER, CONTRACTOR and ENGINEER, with thirty days' written notice to each other additional insured to whom a certificate of insurance has been issued. 5.7. OWNER shall purchase and maintain such boiler and machinery insurance or additional property insurance as may be required by the Supplementary Conditions or Laws and Regulations which will include the interests of OWNER, CONTRACTOR, Subcontractors, ENGINEER, ENGINEER's Consultants and any other persons or entities identified in the Supplementary Conditions, each of whom is deemed to have an insurable interest and shall be listed as an insured or additional insured. 5.8. All the policies of insurance (and the certificates or other evidence thereof) required to be purchased and maintained by OWNER in accordance with paragraphs 5.6 and 5.7 will contain a provision or endorsement that the coverage afforded will not be cancelled or materially changed or renewal refused until at least thirty days' prior written notice has been given to OWNER and CONTRACTOR and to each other additional insured to whom a certificate of insurance has been issued and will contain waiver provisions in accordance with paragraph 5.11. 5.9. OWNER shall not be responsible for purchasing and maintaining any property insurance to protect the interests of CONTRACTOR, Subcontractors or others in the Work to the extent of any deductible amounts that are identified in the Supplementary Conditions. The risk of loss within such identified deductible amount, will be borne by CONTRACTOR, Subcontractor or others suffering any such loss and if any of them wishes property insurance coverage within the limits of such amounts, each may purchase and maintain it at the purchaser's own expense. 5.10. If CONTRACTOR requests in writing that other special insurance be included in the property insurance policies provided under paragraphs 5.6 or 5.7, OWNER shall, if possible, include such insurance, and the cost thereof will be charged to CONTRACTOR by appropriate Change Order or Written Amendment. Prior to commencement of the Work at the site, OWNER shall in EJCDC GENERAL CONDITIONS 1910-8 (1990 Edition) 11 w/ CITY OF FORT COLLINS MODIFICATIONS (REV 4/2000) recovery against any of CONTRACTOR, Subcontractors, ENGINEER, ENGINEER's Consultants and the officers, directors, employees and agents of any of them. Receipt and Application of Insurance Proceeds: 5.12. Any insured loss under the policies of insurance required by paragraphs 5.6 and 5.7 will be adjusted with OWNER and made payable to OWNER as fiduciary for the insureds, as their interests may appear, subject to the requirements of any applicable mortgage clause and of paragraph 5.13. OWNER shall deposit in a separate account any money so received, and shall distribute it in accordance with such agreement as the parties in interest may reach. If no other special agreement is reached the damaged Work shall be repaired or replaced, the moneys so received applied on account thereof and the Work and the cost thereof covered by an appropriate Change Order or Written Amendment. 5.13. OWNER as fiduciary shall have power to adjust and settle any loss with the insurers unless one of the parties in interest shall object in writing within fifteen days after the occurrence of loss to OWNER's exercise of this power. If such objection be made, OWNER as fiduciary shall make settlement with the insurers in accordance with such agreement as the parties in interest may reach. If no such agreement among the parties in interest is reached, OWNER as fiduciary shall adjust and settle the loss with the insurers and, if required in writing by any party in interest, OWNER as fiduciary shall give bond for the proper performance of such duties. Acceptance of Bonds and Insurance; Option to Replace: 5.14. If either party (OWNER or CONTRACTOR) OWNER has any objection to the coverage afforded by or other provisions of the Bonds or insurance required to be purchased and maintained by the other party CONTRACTOR in accordance with Article 5 on the basis of non-conformance with the Contract Documents, the objecting party shall so notify the other party OWNER will notify CONTRACTOR in writing within ten fifteen days after receipt delivery of the certificates (or other evidence requested) to OWNER as required by paragraph 2.7. OWNER and CONTRACTOR shall each provide to the other such additional information in respect of insurance provided as the other may reasonably request. If either party does not purchase or maintain all of the Bonds and insurance required of such party by the Contract Documents, such party shall notify the other party in writing of such failure to purchase prior to the start of the Work, or of such failure to maintain prior to any change in the required coverage. Without prejudice to any other right or remedy, the other party may elect to obtain equivalent Bonds or insurance to protect such other party's interests at the expense of the party who was required to provide such coverage, and a Change Order shall be issued to adjust the Contract Price accordingly. Partial Utilization--Property Insurance: 5.15. If OWNER finds it necessary to occupy or use a portion or portions of the Work prior to Substantial Completion of all the Work, such use or occupancy may EJCDC GENERAL CONDITIONS 1910-8 (1990 Edition) 12 w/ CITY OF FORT COLLINS MODIFICATIONS (REV 4/2000) 6.4. Unless otherwise specified in the General Requirements, CONTRACTOR shall furnish and assume full responsibility for all materials, equipment, labor, transportation, construction equipment and machinery, tools, appliances, fuel, power, light, heat, telephone, water, sanitary facilities, temporary facilities and all other facilities and incidentals necessary for the furnishing, performance, testing, start-up and completion of the Work. 6.4.1. Purchasing Restrictions: CONTRACTOR must comply with the City's purchasing restrictions. A copy of the resolutions are available for review in the offices of the Purchasing and Risk Management Division or the City Clerk's office. 6.4.2. Cement Restrictions: City of Fort Collins Resolution 91-121 requires that suppliers and producers of cement or products containing cement to certify that the cement was not made in cement kilns that burn hazardous waste as a fuel. 6.5. All materials and equipment shall be of good quality and new, except as otherwise provided in the Contract Documents. All warranties and guarantees specifically called for by the Specifications shall expressly run to the benefit of OWNER. If required by ENGINEER, CONTRACTOR shall furnish satisfactory evidence (including reports of required tests) as to the kind and quality of materials and equipment. All materials and equipment shall be applied, installed, connected, erected, used, cleaned and conditioned in accordance with instructions of the applicable Supplier, except as otherwise provided in the Contract Documents. Progress Schedule: 6.6. CONTRACTOR shall adhere to the progress schedule established in accordance with paragraph 2.9 as it may be adjusted from time to time as provided below: 6.6.1. CONTRACTOR shall submit to ENGINEER for acceptance (to the extent indicated in paragraph 2.9) proposed adjustments in the progress schedule that will not change the Contract Times (or Milestones). Such adjustments will conform generally to the progress schedule then in effect and additionally will comply with any provisions of the General Requirements applicable thereto. 6.6.2. Proposed adjustments in the progress schedule that will change the Contract Times (or Milestones) shall be submitted in accordance with the requirements of paragraph 12.1. Such adjustments may only be made by a Change Order or Written Amendment in accordance with Article 12. 6.7. Substitutes and "Or-Equal" Items: 6.7.1. Whenever an item of material or equipment is specified or described in the Contract Documents by using the name of a proprietary item or the name of a particular Supplier, the specification or description is intended to establish the type, function and quality required. Unless the specification or description contains or is followed by words reading that no like, equivalent or "or-equal" item or no substitution is permitted, other items of material or equipment or EJCDC GENERAL CONDITIONS 1910-8 (1990 Edition) 13 w/ CITY OF FORT COLLINS MODIFICATIONS (REV 4/2000) by the resulting change, all of which will be considered by ENGINEER in evaluating the proposed substitute. ENGINEER may require CONTRACTOR to furnish additional data about the proposed substitute. 6.7.1.3. CONTRACTOR's Expense: All data to be provided by CONTRACTOR in support of any proposed "or-equal" or substitute item will be at CONTRACTOR's expense. 6.7.2. Substitute Construction Methods or Procedures: If a specific means, method, technique, sequence or procedure of construction is shown or indicated in and expressly required by the Contract Documents, CONTRACTOR may furnish or utilize a substitute means, method, technique, sequence or procedure of construction acceptable to ENGINEER. CONTRACTOR shall submit sufficient information to allow ENGINEER, in ENGINEER's sole discretion, to determine that the substitute proposed is equivalent to that expressly called for by the Contract Documents. The procedure for review by ENGINEER will be similar to that provided in subparagraph 6.7.1.2. 6.7.3. Engineer's Evaluation: ENGINEER will be allowed a reasonable time within which to evaluate each proposal or submittal made pursuant to paragraphs 6.7.1.2 and 6.7.2. ENGINEER will be the sole judge of acceptability. No "or-equal" or substitute will be ordered, installed or utilized without ENGINEER's prior written acceptance which will be evidenced by either a Change Order or an approved Shop Drawing. OWNER may require CONTRACTOR to furnish at CONTRACTOR's expense a special performance guarantee or other surety with respect to any "or-equal" or substitute. ENGINEER will record time required by ENGINEER and ENGINEER's Consultants in evaluating substitutes proposed or submitted by CONTRACTOR pursuant to paragraphs 6.7.1.2 and 6.7.2 and in making changes in the Contract Documents (or in the provisions of any other direct contract with OWNER for work on the Project) occasioned thereby. Whether or not ENGINEER accepts a substitute item so proposed or submitted by CONTRACTOR, CONTRACTOR shall reimburse OWNER for the charges of ENGINEER and ENGINEER's Consultants for evaluating each such proposed substitute item. 6.8. Concerning Subcontractors, Suppliers and Others: 6.8.1. CONTRACTOR shall not employ any Subcontractor, Supplier or other person or organization (including those acceptable to OWNER and ENGINEER as indicated in paragraph 6.8.2), whether initially or as a substitute, against whom OWNER or ENGINEER may have reasonable objection. CONTRACTOR shall not be required to employ any Subcontractor, Supplier or other person or organization to furnish or perform any of the Work against whom EJCDC GENERAL CONDITIONS 1910-8 (1990 Edition) 14 w/ CITY OF FORT COLLINS MODIFICATIONS (REV 4/2000) 6.9.2. CONTRACTOR shall be solely responsible for scheduling and coordinating the Work of Subcontractors, Suppliers and other persons and organizations performing or furnishing any of the Work under a direct or indirect contract with CONTRACTOR. CONTRACTOR shall require all Subcontractors, Suppliers and such other persons and organizations performing or furnishing any of the Work to communicate with the ENGINEER through CONTRACTOR. 6.10. The divisions and sections of the Specifications and the identifications of any Drawings shall not control CONTRACTOR in dividing the Work among Subcontractors or Suppliers or delineating the Work to be performed by any specific trade. 6.11. All Work performed for CONTRACTOR by a Subcontractor or Supplier will be pursuant to an appropriate agreement between CONTRACTOR and the Subcontractor or Supplier which specifically binds the Subcontractor or Supplier to the applicable terms and conditions of the Contract Documents for the benefit of OWNER and ENGINEER. Whenever any such agreement is with a Subcontractor or Supplier who is listed as an additional insured on the property insurance provided in paragraphs 5.6 or 5.7, the agreement between the CONTRACTOR and the Subcontractor or Supplier will contain provisions whereby the Subcontractor or Supplier waives all rights against OWNER, CONTRACTOR, ENGINEER, ENGINEER'S Consultants and all other additional insureds for all losses and damages caused by, arising out of or resulting from any of the perils covered by such policies and any other property insurance applicable to the Work. If the insurers on any such policies require separate waiver forms to be signed by any Subcontractor or Supplier, CONTRACTOR will obtain the same. Patent Fees and Royalties: 6.12. CONTRACTOR shall pay all license fees and royalties and assume all costs incident to the use in the performance of the Work or the incorporation in the Work of any invention, design, process, product or device which is the subject of patent rights or copyrights held by others. If a particular invention, design, process, product or device is specified in the Contract Documents for use in the performance of the Work and if to the actual knowledge of OWNER or ENGINEER its use is subject to patent rights or copyrights calling for the payment of any license fee or royalty to others, the existence of such rights shall be disclosed by OWNER in the Contract Documents. To the fullest extent permitted by Laws and Regulations, CONTRACTOR shall indemnify and hold harmless OWNER, ENGINEER, ENGINEER's Consultants and the officers, directors, employees, agents and other consultants of each and any of them from and against all claims, costs, losses and damages arising out of or resulting from any infringement of patent rights or copyrights incident to the use in the performance of the Work or resulting from the incorporation in the Work of any invention, design, process, product or device not specified in the Contract EJCDC GENERAL CONDITIONS 1910-8 (1990 Edition) 15 w/ CITY OF FORT COLLINS MODIFICATIONS (REV 4/2000) 1375 Sherman Street Denver, Colorado, 80261 Sales and Use Taxes for the State of Colorado, Regional Transportation District (RTD) and certain Colorado counties are collected by the State of Colorado and are included in the Certification of Exemption. All applicable Sales and Use Taxes (including State collected taxes), on any items other than construction and building materials physically incorporated into the project are to be paid by CONTRACTOR and are to be included in appropriate bid items. Use of Premises: 6.16. CONTRACTOR shall confine construction equipment, the storage of materials and equipment and the operations of workers to the site and land and areas identified in and permitted by the Contract Documents and other land and areas permitted by Laws and Regulations, rights-of-way, permits and easements, and shall not unreasonably encumber the premises with construction equipment or other materials or equipment. CONTRACTOR shall assume full responsibility for any damage to any such land or area, or to the owner or occupant thereof or of any adjacent land or areas, resulting from the performance of the Work. Should any claim be made by any such owner or occupant because of the performance of the Work, CONTRACTOR shall promptly settle with such other party by negotiation or otherwise resolve the claim by arbitration or other dispute resolution proceeding or at law. CONTRACTOR shall, to the fullest extent permitted by Laws and Regulations, indemnify and hold harmless OWNER, ENGINEER, ENGINEER's Consultant and anyone directly or indirectly employed by any of them from and against all claims, costs, losses and damages arising out of or resulting from any claim or action, legal or equitable, brought by any such owner or occupant against OWNER, ENGINEER or any other party indemnified hereunder to the extent caused by or based upon CONTRACTOR's performance of the Work. 6.17. During the progress of the Work, CONTRACTOR shall keep the premises free from accumulations of waste materials, rubbish and other debris resulting from the Work. At the completion of the Work CONTRACTOR shall remove all waste materials, rubbish and debris from and about the premises as well as all tools, appliances, construction equipment and machinery and surplus materials. CONTRACTOR shall leave the site clean and ready for occupancy by OWNER at Substantial Completion of the Work. CONTRACTOR shall restore to original condition all property not designated for alteration by the Contract Documents. 6.18. CONTRACTOR shall not load nor permit any part of any structure to be loaded in any manner that will endanger the structure, nor shall CONTRACTOR subject any part of the Work or adjacent property to stresses or pressures that will endanger it. Record Documents: 6.19. CONTRACTOR shall maintain in a safe place at EJCDC GENERAL CONDITIONS 1910-8 (1990 Edition) 16 w/ CITY OF FORT COLLINS MODIFICATIONS (REV 4/2000) notice to OWNER and CONTRACTOR in accordance with paragraph 14.13 that the Work is acceptable (except as otherwise expressly provided in connection with Substantial Completion). 6.21. Safety Representative: CONTRACTOR shall designate a qualified and experienced safety representative at the site whose duties and responsibilities shall be the prevention of accidents and the maintaining and supervising of safety precautions and programs. Hazard Communication Programs: 6.22. CONTRACTOR shall be responsible for coordinating any exchange of material safety data sheets or other hazard communication information required to be made available to or exchanged between or among employers at the site in accordance with Laws or Regulations. Emergencies: 6.23. In emergencies affecting the safety or protection of persons or the Work or property at the site or adjacent thereto, CONTRACTOR, without special instruction or authorization from OWNER or ENGINEER, is obligated to act to prevent threatened damage, injury or loss. CONTRACTOR shall give ENGINEER prompt written notice if CONTRACTOR believes that any significant changes in the Work or variations from the Contract Documents have been caused thereby. If ENGINEER determines that a change in the Contract Documents is required because of the action taken by CONTRACTOR in response to such an emergency, a Work Change Directive or Change Order will be issued to document the consequences of such action. 6.24. Shop Drawings and Samples: 6.24.1. CONTRACTOR shall submit Shop Drawings to ENGINEER for review and approval in accordance with the accepted schedule of Shop Drawings and Sample submittals (see paragraph 2.9). All submittals will be identified as ENGINEER may require and in the number of copies specified in the General Requirements. The data shown on the Shop Drawings will be complete with respect to quantities, dimensions, specified performance and design criteria, materials and similar data to show ENGINEER the materials and equipment CONTRACTOR proposes to provide and to enable ENGINEER to review the information for the limited purposes required by paragraph 6.26. 6.24.2. CONTRACTOR shall also submit Samples to ENGINEER for review and approval in accordance with said accepted schedule of Shop Drawings and Sample submittals. Each Sample will be identified clearly as to material, Supplier, pertinent data such as catalog numbers and the use for which intended and otherwise as ENGINEER may require to enable ENGINEER to review the submittal for the limited purposes required by paragraph 6.26. The numbers of each Sample to be submitted will be as specified in the Specifications. EJCDC GENERAL CONDITIONS 1910-8 (1990 Edition) 17 w/ CITY OF FORT COLLINS MODIFICATIONS (REV 4/2000) construction is specifically and expressly called for by the Contract Documents) or to safety precautions or programs incident thereto. The review and approval of a separate item as such will not indicate approval of the assembly in which the item functions. CONTRACTOR shall make corrections required by ENGINEER, and shall return the required number of corrected copies of Shop Drawings and submit as required new Samples for review and approval. CONTRACTOR shall direct specific attention in writing to revisions other than the corrections called for by ENGINEER on previous submittals. 6.27. ENGINEER's review and approval of Shop Drawings or Samples shall not relieve CONTRACTOR from responsibility for any variation from the requirements of the Contract Documents unless CONTRACTOR has in writing called ENGINEER's attention to each such variation at the time of submission as required by paragraph 6.25.3 and ENGINEER has given written approval of each such variation by a specific written notation thereof incorporated in or accompanying the Shop Drawing or Sample approval; nor will any approval by ENGINEER relieve CONTRACTOR from responsibility for complying with the requirements of paragraph 6.25.1. 6.28. Where a Shop Drawing or Sample is required by the Contract Documents or the schedule of Shop Drawing and Sample submissions accepted by ENGINEER as required by paragraph 2.9, any related Work performed prior to ENGINEER's review and approval of the pertinent submittal will be at the sole expense and responsibility of CONTRACTOR. Continuing the Work: 6.29. CONTRACTOR shall carry on the Work and adhere to the progress schedule during all disputes or disagreements with OWNER. No Work shall be delayed or postponed pending resolution of any disputes or disagreements, except as permitted by paragraph 15.5 or as OWNER and CONTRACTOR may otherwise agree in writing. 6.30. CONTRACTOR's General Warranty and Guarantee: 6.30.1. CONTRACTOR warrants and guarantees to OWNER, ENGINEER and ENGINEER's Consultants that all Work will be in accordance with the Contract Documents and will not be defective. CONTRACTOR's warranty and guarantee hereunder excludes defects or damage caused by: 6.30.1.1. abuse, modification or improper maintenance or operation by persons other than CONTRACTOR, Subcontractors or Suppliers; or 6.30.1.2. normal wear and tear under normal usage. 6.30.2. CONTRACTOR's obligation to perform and complete the Work in accordance with the Contract Documents shall be absolute. None of the following will constitute an acceptance of Work that is not in accordance with the Contract Documents or a release of CONTRACTOR's obligation to perform the Work in accordance with the Contract Documents: EJCDC GENERAL CONDITIONS 1910-8 (1990 Edition) 18 w/ CITY OF FORT COLLINS MODIFICATIONS (REV 4/2000) any of them to perform or furnish any of the Work or anyone for whose acts any of them may be liable, the indemnification obligation under paragraph 6.31 shall not be limited in any way by any limitation on the amount or type of damages, compensation or benefits payable by or for CONTRACTOR or any such Subcontractor, Supplier or other person or organization under workers' compensation acts, disability benefit acts or other employee benefit acts. 6.33. The indemnification obligations of CONTRACTOR under paragraph 6.31 shall not extend to the liability of ENGINEER and ENGINEER's Consultants, officers, directors, employees or agents caused by the professional negligence, errors or omissions of any of them. Survival of Obligations: 6.34. All representations, indemnifications, warranties and guarantees made in, required by or given in accordance with the Contract Documents, as well as all continuing obligations indicated in the Contract Documents, will survive final payment, completion and acceptance of the Work and termination or completion of the Agreement. ARTICLE 7--OTHER WORK Related Work at Site: 7.1. OWNER may perform other work related to the Project at the site by OWNER's own forces, or let other direct contracts therefor which shall contain General Conditions similar to these, or have other work performed by utility owners. If the fact that such other work is to be performed was not noted in the Contract Documents, then: (i) written notice thereof will be given to CONTRACTOR prior to starting any such other work and (ii) CONTRACTOR may make a claim therefor as provided in Articles 11 and 12 if CONTRACTOR believes that such performance will involve additional expense to CONTRACTOR or requires additional time and the parties are unable to agree as to the amount or extent thereof. 7.2. CONTRACTOR shall afford each other contractor who is a party to such a direct contract and each utility owner (and OWNER, if OWNER is performing the additional work with OWNER's employees) proper and safe access to the site and a reasonable opportunity for the introduction and storage of materials and equipment and the execution of such other work and shall properly connect and coordinate the Work with theirs. Unless otherwise provided in the Contract Documents, CONTRACTOR shall do all cutting, fitting and patching of the Work that may be required to make its several parts come together properly and integrate with such other work. CONTRACTOR shall not endanger any work of others by cutting, excavating or otherwise altering their work and will only cut or alter their work with the written consent of ENGINEER and the others whose work will be affected. The duties and responsibilities of CONTRACTOR under this paragraph are for the benefit of such utility owners and other contractors to the extent that there are comparable provisions for the benefit of CONTRACTOR in said direct contracts between OWNER and such utility owners and other contractors. 7.3. If the proper execution or results of any part of EJCDC GENERAL CONDITIONS 1910-8 (1990 Edition) 19 w/ CITY OF FORT COLLINS MODIFICATIONS (REV 4/2000) structures at or contiguous to the site that have been utilized by ENGINEER in preparing the Contract Documents. 8.5. OWNER's responsibilities in respect of purchasing and maintaining liability and property insurance are set forth in paragraphs 5.5 through 5.10. 8.6. OWNER is obligated to execute Change Orders as indicated in paragraph 10.4. 8.7. OWNER's responsibility in respect of certain inspections, tests and approvals is set forth in paragraph 13.4. 8.8. In connection with OWNER's right to stop Work or suspend Work, see paragraphs 13.10 and 15.1. Paragraph 15.2 deals with OWNER's right to terminate services of CONTRACTOR under certain circumstances. 8.9. The OWNER shall not supervise, direct or have control or authority over, nor be responsible for, CONTRACTOR's means, methods, techniques, sequences or procedures of construction or the safety precautions and programs incident thereto, or for any failure of CONTRACTOR to comply with Laws and Regulations applicable to the furnishing or performance of the Work. OWNER will not be responsible for CONTRACTOR's failure to perform or furnish the Work in accordance with the Contract Documents. 8.10. OWNER's responsibility in respect of undisclosed Asbestos, PCBs, Petroleum, Hazardous Waste or Radioactive Materials uncovered or revealed at the site is set forth in paragraph 4.5. 8.11. If and to the extent OWNER has agreed to furnish CONTRACTOR reasonable evidence that financial arrangements have been made to satisfy OWNER's obligations under the Contract Documents, OWNER's responsibility in respect thereof will be as set forth in the Supplementary Conditions. ARTICLE 9--ENGINEER'S STATUS DURING CONSTRUCTION OWNER's Representative: 9.1. ENGINEER will be OWNER's representative during the construction period. The duties and responsibilities and the limitations of authority of ENGINEER as OWNER's representative during construction are set forth in the Contract Documents and shall not be extended without written consent of OWNER and ENGINEER. Visits to Site: 9.2. ENGINEER will make visits to the site at intervals appropriate to the various stages of construction as ENGINEER deems necessary in order to observe as an experienced and qualified design professional the progress that has been made and the quality of the various aspects of CONTRACTOR's executed Work. Based on information obtained during such visits and observations, ENGINEER will endeavor for the benefit of OWNER to determine, in general, if the Work is proceeding in accordance with the Contract Documents. ENGINEER will not be required to make exhaustive or continuous on- site inspections to check the quality or quantity of the Work. ENGINEER's efforts will be directed toward EJCDC GENERAL CONDITIONS 1910-8 (1990 Edition) 20 w/ CITY OF FORT COLLINS MODIFICATIONS (REV 4/2000) schedule and other schedules prepared by the CONTRACTOR and consult with the ENGINEER concerning acceptability. 9.3.2.2. Conferences and Meeting - Attend meeting with the CONTRACTOR such as preconstruction conferences, progress meetings and other job conferences and prepare and circulate copies of minutes of meetings. 9.3.2.3. Liaison 9.3.2.3.1. Serve as ENGINEER'S liaison with CONTRACTOR, working principally through CONTRACTOR'S superintendent to assist the CONTRACTOR in understanding the Contract Documents. 9.3.2.3.2. Assist in obtaining from OWNER additional details or information, when required, for proper execution of the Work. 9.3.2.3.3. Advise the ENGINEER and CONTRACTOR of the commencement of any Work requiring a Shop Drawing or sample submission if the submission has not been approved by the ENGINEER. 9.3.2.4. Review of Work, Rejection of Defective Work, Inspections and Tests - 9.3.2.4.1. Conduct on-site observations of the Work in progress to assist the ENGINEER in determining that the Work is proceeding in accordance with the Contract Documents. 9.3.2.4.2. Report to the ENGINEER whenever the Representative believes that the Work is unsatisfactory, faulty or defective or does not conform to the Contract Documents, or has been damaged, or does not meet the requirements of any inspections, tests or approvals required to be made; and advise the ENGINEER when he believes work should be corrected or rejected or should be uncovered for observation, or requires special testing, inspection or approval. 9.3.2.4.3. Accompany visiting inspectors representing public or other agencies having jurisdiction over the Project, record the results of these inspections and report to the ENGINEER. 9.3.2.5. Interpretation of Contract Documents. Report to ENGINEER when clarifications and interpretations of the Contract Documents are needed and transmit to CONTRACTOR clarification and interpretation of the Contract Documents as issued by the ENGINEER. 9.3.2.6. Modifications. Consider and evaluate CONTRACTOR'S suggestions for modification in Drawings or Specifications and report these recommendations to ENGINEER. Accurately transmit to CONTRACTOR decisions issued by the ENGINEER. 9.3.2.7. Records. EJCDC GENERAL CONDITIONS 1910-8 (1990 Edition) 21 w/ CITY OF FORT COLLINS MODIFICATIONS (REV 4/2000) ENGINEER, noting particularly the relationship of the payment requested to the schedule of values, work completed and materials and equipment delivered at the site but not incorporated in the Work. 9.3.2.10. Completion. 9.3.2.10.1. Before ENGINEER issues a Certificate of Substantial Completion, submit to CONTRACTOR a list of observed items requiring correction or completion. 9.3.2.10.2. Conduct final inspection in the company of the ENGINEER, OWNER and CONTRACTOR and prepare a final list of items to be corrected or completed. 9.3.2.10.3. Observe that all items on the final list have been corrected or completed and make recommendations to ENGINEER concerning acceptance. 9.3.3. Limitation of Authority: The Representative shall not: 9.3.3.1. Authorize any deviations from the Contract Documents or accept any substitute materials or equipment, unless authorized by the ENGINEER. 9.3.3.2. Exceed limitations of ENGINEER'S authority as set forth in the Contract Documents. 9.3.3.3. Undertake any of the responsibilities of the CONTRACTOR, Subcontractors, or CONTRACTOR’S superintendent. 9.3.3.4. Advise on, or issue directions relative to, or assume control over any aspect of the means, methods, techniques, sequences or procedures for construction unless such is specifically called for in the Contract Documents. 9.3.3.5. Advise on or issue directions regarding or assume control over safety precautions and programs in connections with the Work. 9.3.3.6. Accept Shop Drawings or sample submittals from anyone other than the CONTRACTOR. 9.3.3.7. Authorize OWNER to occupy the Work in whole or in part. 9.3.3.8. Participate in specialized field or laboratory tests or inspections conducted by others except as specifically authorized by the ENGINEER. Clarifications and Interpretations: 9.4. ENGINEER will issue with reasonable promptness such written clarifications or interpretations of the requirements of the Contract Documents (in the form of Drawings or otherwise) as ENGINEER may determine necessary, which shall be consistent with the intent of and reasonably inferable from the Contract Documents. Such written clarifications and interpretations will be binding on OWNER and CONTRACTOR. If OWNER or CONTRACTOR believes that a written clarification or interpretation justifies an adjustment in the Contract Price EJCDC GENERAL CONDITIONS 1910-8 (1990 Edition) 22 w/ CITY OF FORT COLLINS MODIFICATIONS (REV 4/2000) for Payment or otherwise). ENGINEER's written decision thereon will be final and binding upon OWNER and CONTRACTOR, unless, within ten days after the date of any such decision, either OWNER or CONTRACTOR delivers to the other and to ENGINEER written notice of intention to appeal from ENGINEER's decision and: (i) an appeal from ENGINEER's decision is taken within the time limits and in accordance with the procedures set forth in Exhibit GC-A, "Dispute Resolution Agreement", entered into between OWNER and CONTRACTOR pursuant to Article 16, or (ii) if no such Dispute Resolution Agreement has been entered into, a formal proceeding is instituted by the appealing party in a forum of competent jurisdiction to exercise such rights or remedies as the appealing party may have with respect to ENGINEER's decision, unless otherwise agreed in writing by OWNER and CONTRACTOR. Such appeal will not be subject to the procedures of paragraph 9.11. Decisions on Disputes: 9.11. ENGINEER will be the initial interpreter of the requirements of the Contract Documents and judge of the acceptability of the Work thereunder. Claims, disputes and other matters relating to the acceptability of the Work or the interpretation of the requirements of the Contract Documents pertaining to the performance and furnishing of the Work and claims under Articles 11 and 12 in respect of changes in the Contract Price or Contract Times will be referred initially to ENGINEER in writing with a request for a formal decision in accordance with this paragraph. Written notice of each such claim, dispute or other matter will be delivered by the claimant to ENGINEER and the other party to the Agreement promptly (but in no event later than thirty days) after the start of the occurrence or event giving rise thereto, and written supporting data will be submitted to ENGINEER and the other party within sixty days after the start of such occurrence or event unless ENGINEER allows an additional period of time for the submission of additional or more accurate data in support of such claim, dispute or other matter. The opposing party shall submit any response to ENGINEER and the claimant within thirty days after receipt of the claimant's last submittal (unless ENGINEER allows additional time). ENGINEER will render a formal decision in writing within thirty days after receipt of the opposing party's submittal, if any, in accordance with this paragraph. ENGINEER's written decision on such claim, dispute or other matter will be final and binding upon OWNER and CONTRACTOR unless: (i) an appeal from ENGINEER's decision is taken within the time limits and in accordance with the procedures set forth in EXHIBIT GC-A, "Dispute Resolution Agreement", entered into between OWNER and CONTRACTOR pursuant to Article 16, or (ii) if no such Dispute Resolution Agreement has been entered into, a written notice of intention to appeal from ENGINEER's written decision is delivered by OWNER or CONTRACTOR to the other and to ENGINEER within thirty days after the date of such decision and a formal proceeding is instituted by the appealing party in a forum of EJCDC GENERAL CONDITIONS 1910-8 (1990 Edition) 23 w/ CITY OF FORT COLLINS MODIFICATIONS (REV 4/2000) responsibility set forth in this paragraph 9.13 shall also apply to ENGINEER's Consultants, Resident Project Representative and assistants. ARTICLE 10--CHANGES IN THE WORK 10.1. Without invalidating the Agreement and without notice to any surety, OWNER may, at any time or from time to time, order additions, deletions or revisions in the Work. Such additions, deletions or revisions will be authorized by a Written Amendment, a Change Order, or a Work Change Directive. Upon receipt of any such document, CONTRACTOR shall promptly proceed with the Work involved which will be performed under the applicable conditions of the Contract Documents (except as otherwise specifically provided). 10.2. If OWNER and CONTRACTOR are unable to agree as to the extent, if any, of an adjustment in the Contract Price or an adjustment of the Contract Times that should be allowed as a result of a Work Change Directive, a claim may be made therefor as provided in Article 11 or Article 12. 10.3. CONTRACTOR shall not be entitled to an increase in the Contract Price or an extension of the Contract Times with respect to any Work performed that is not required by the Contract Documents as amended, modified and supplemented as provided in paragraphs 3.5 and 3.6, except in the case of an emergency as provided in paragraph 6.23 or in the case of uncovering Work as provided in paragraph 13.9. 10.4. OWNER and CONTRACTOR shall execute appropriate Change Orders recommended by ENGINEER (or Written Amendments) covering: 10.4.1. changes in the Work which are (i) ordered by OWNER pursuant to paragraph 10.1, (ii) required because of acceptance of defective Work under paragraph 13.13 or correcting defective Work under paragraph 13.14, or (iii) agreed to by the parties; 10.4.2. changes in the Contract Price or Contract Times which are agreed to by the parties; and 10.4.3. changes in the Contract Price or Contract Times which embody the substance of any written decision rendered by ENGINEER pursuant to paragraph 9.11; provided that, in lieu of executing any such Change Order, an appeal may be taken from any such decision in accordance with the provisions of the Contract Documents and applicable Laws and Regulations, but during any such appeal, CONTRACTOR shall carry on the Work and adhere to the progress schedule as provided in paragraph 6.29. 10.5. If notice of any change affecting the general scope of the Work or the provisions of the Contract Documents (including, but not limited to, Contract Price or Contract Times) is required by the provisions of any Bond to be given to a surety, the giving of any such notice will be CONTRACTOR's responsibility, and the amount of each applicable Bond will be adjusted accordingly. 10.6. By the execution of a Change Order, a Work Change Directive or Written Agreement, OWNER and EJCDC GENERAL CONDITIONS 1910-8 (1990 Edition) 24 w/ CITY OF FORT COLLINS MODIFICATIONS (REV 4/2000) paragraphs 11.9.1 through 11.9.3, inclusive); 11.3.2. where the Work involved is not covered by unit prices contained in the Contract Documents, by a mutually agreed payment basis, including lump sum (which may include an allowance for overhead and profit not necessarily in accordance with paragraph 11.6.2); 11.3.3. where the Work involved is not covered by unit prices contained in the Contract Documents and agreement to a lump sum is not reached under paragraph 11.3.2, on the basis of the Cost of the Work (determined as provided in paragraphs 11.4 and 11.5) plus a CONTRACTOR's fee for overhead and profit (determined as provided in paragraph 11.6). Cost of the Work: 11.4. The term Cost of the Work means the sum of all costs necessarily incurred and paid by CONTRACTOR in the proper performance of the Work. Except as otherwise may be agreed to in writing by OWNER, such costs shall be in amounts no higher than those prevailing in the locality of the Project, shall include only the following items and shall not include any of the costs itemized in paragraph 11.5: 11.4.1. Payroll costs for employees in the direct employ of CONTRACTOR in the performance of the Work under schedules of job classifications agreed upon by OWNER and CONTRACTOR. Such employees shall include without limitation superintendents, foremen and other personnel employed full-time at the site. Payroll costs for employees not employed full-time on the Work shall be apportioned on the basis of their time spent on the Work. Payroll costs shall include, but not be limited to, salaries and wages plus the cost of fringe benefits which shall include social security contributions, unemployment, excise and payroll taxes, workers' compensation, health and retirement benefits, bonuses, sick leave, vacation and holiday pay applicable thereto. The expenses of performing Work after regular working hours, on Saturday, Sunday or legal holidays, shall be included in the above to the extent authorized by OWNER. 11.4.2. Cost of all materials and equipment furnished and incorporated in the Work, including costs of transportation and storage thereof, and Suppliers' field services required in connection therewith. All cash discounts shall accrue to CONTRACTOR unless OWNER deposits funds with CONTRACTOR with which to make payments, in which case the cash discounts shall accrue to OWNER. All trade discounts, rebates and refunds and returns from sale of surplus materials and equipment shall accrue to OWNER, and CONTRACTOR shall make provisions so that they may be obtained. 11.4.3. Payments made by CONTRACTOR to the Subcontractors for Work performed or furnished by Subcontractors. If required by OWNER, CONTRACTOR shall obtain competitive bids from EJCDC GENERAL CONDITIONS 1910-8 (1990 Edition) 25 w/ CITY OF FORT COLLINS MODIFICATIONS (REV 4/2000) performance and furnishing of the Work (except losses and damages within the deductible amounts of property insurance established by OWNER in accordance with paragraph 5.9), provided they have resulted from causes other than the negligence of CONTRACTOR, any Subcontractor, or anyone directly or indirectly employed by any of them or for whose acts any of them may be liable. Such losses shall include settlements made with the written consent and approval of OWNER. No such losses, damages and expenses shall be included in the Cost of the Work for the purpose of determining CONTRACTOR's fee. If, however, any such loss or damage requires reconstruction and CONTRACTOR is placed in charge thereof, CONTRACTOR shall be paid for services a fee proportionate to that stated in paragraph 11.6.2. 11.4.5.7. The cost of utilities, fuel and sanitary facilities at the site. 11.4.5.8. Minor expenses such as telegrams, long distance telephone calls, telephone service at the site, expressage and similar petty cash items in connection with the Work. 11.4.5.9. Cost of premiums for additional Bonds and insurance required because of changes in the Work. 11.5. The term Cost of the Work shall not include any of the following: 11.5.1. Payroll costs and other compensation of CONTRACTOR's officers, executives, principals (of partnership and sole proprietorships), general managers, engineers, architects, estimators, attorneys, auditors, accountants, purchasing and contracting agents, expediters, timekeepers, clerks and other personnel employed by CONTRACTOR whether at the site or in CONTRACTOR's principal or a branch office for general administration of the Work and not specifically included in the agreed upon schedule of job classifications referred to in paragraph 11.4.1 or specifically covered by paragraph 11.4.4--all of which are to be considered administrative costs covered by the CONTRACTOR's fee. 11.5.2. Expenses of CONTRACTOR's principal and branch offices other than CONTRACTOR's office at the site. 11.5.3. Any part of CONTRACTOR's capital expenses, including interest on CONTRACTOR'S capital employed for the Work and charges against CONTRACTOR for delinquent payments. 11.5.4. Cost of premiums for all Bonds and for all insurance whether or not CONTRACTOR is required by the Contract Documents to purchase and maintain the same (except for the cost of premiums covered by subparagraph 11.4.5.9 above). 11.5.5. Costs due to the negligence of CONTRACTOR, any Subcontractor, or anyone directly or indirectly employed by any of them or for EJCDC GENERAL CONDITIONS 1910-8 (1990 Edition) 26 w/ CITY OF FORT COLLINS MODIFICATIONS (REV 4/2000) determined pursuant to paragraphs 11.4 and 11.5, CONTRACTOR will establish and maintain records thereof in accordance with generally accepted accounting practices and submit in form acceptable to ENGINEER an itemized cost breakdown together with supporting data. Cash Allowances: 11.8. It is understood that CONTRACTOR has included in the Contract Price all allowances so named in the Contract Documents and shall cause the Work so covered to be furnished and performed for such sums as may be acceptable to OWNER and ENGINEER. CONTRACTOR agrees that: 11.8.1. the allowances include the cost to CONTRACTOR (less any applicable trade discounts) of materials and equipment required by the allowances to be delivered at the site, and all applicable taxes; and 11.8.2. CONTRACTOR's costs for unloading and handling on the site, labor, installation costs, overhead, profit and other expenses contemplated for the allowances have been included in the Contract Price and not in the allowances and no demand for additional payment on account of any of the foregoing will be valid. Prior to final payment, an appropriate Change Order will be issued as recommended by ENGINEER to reflect actual amounts due CONTRACTOR on account of Work covered by allowances, and the Contract Price shall be correspondingly adjusted. 11.9. Unit Price Work: 11.9.1. Where the Contract Documents provide that all or part of the Work is to be Unit Price Work, initially the Contract Price will be deemed to include for all Unit Price Work an amount equal to the sum of the established unit prices for each separately identified item of Unit Price Work times the estimated quantity of each item as indicated in the Agreement. The estimated quantities of items of Unit Price Work are not guaranteed and are solely for the purpose of comparison of Bids and determining an initial Contract Price. Determinations of the actual quantities and classifications of Unit Price Work performed by CONTRACTOR will be made by ENGINEER in accordance with paragraph 9.10. 11.9.2. Each unit price will be deemed to include an amount considered by CONTRACTOR to be adequate to cover CONTRACTOR's overhead and profit for each separately identified item. 11.9.3. OWNER or CONTRACTOR may make a claim for an adjustment in the Contract Price in accordance with Article 11 if: 11.9.3.1. the quantity of any item of Unit Price Work performed by CONTRACTOR differs materially and significantly from the estimated quantity of such item indicated in the Agreement; and 11.9.3.2. there is no corresponding adjustment with respect to any other item of Work; and 11.9.3.3. if CONTRACTOR believes that EJCDC GENERAL CONDITIONS 1910-8 (1990 Edition) 27 w/ CITY OF FORT COLLINS MODIFICATIONS (REV 4/2000) within the control of a Subcontractor or Supplier shall be deemed to be delays within the control of CONTRACTOR. 12.4. Where CONTRACTOR is prevented from completing any part of the Work within the Contract Times (or Milestones) due to delay beyond the control of both OWNER and CONTRACTOR, an extension of the Contract Times (or Milestones) in an amount equal to the time lost due to such delay shall be CONTRACTOR's sole and exclusive remedy for such delay. In no event shall OWNER be liable to CONTRACTOR, any Subcontractor, any Supplier, any other person or organization, or to any surety for or employee or agent of any of them, for damages arising out of or resulting from (i) delays caused by or within the control of the CONTRACTOR, or (ii) delays beyond the control of both parties including, but not limited to, fires, floods, epidemics, abnormal weather conditions, acts of God or acts or neglect by utility owners or other contractors performing other work as contemplated by Article 7. ARTICLE 13--TESTS AND INSPECTIONS; CORRECTION, REMOVAL OR ACCEPTANCE OF DEFECTIVE WORK 13.1. Notice of Defects: Prompt notice of all defective Work of which OWNER or ENGINEER have actual knowledge will be given to CONTRACTOR. All defective Work may be rejected, corrected or accepted as provided in this Article 13. Access to Work: 13.2. OWNER, ENGINEER, ENGINEER's Consultants, other representatives and personnel of OWNER, independent testing laboratories and governmental agencies with jurisdictional interests will have access to the Work at reasonable times for their observation, inspecting and testing. CONTRACTOR shall provide them proper and safe conditions for such access and advise them of CONTRACTOR's site safety procedures and programs so that they may comply therewith as applicable. Tests and Inspections: 13.3. CONTRACTOR shall give ENGINEER timely notice of readiness of the Work for all required inspections, tests or approvals, and shall cooperate with inspection and testing personnel to facilitate required inspections or tests. 13.4. OWNER shall employ and pay for the services of an independent testing laboratory to perform all inspections, tests, or approvals required by the Contract Documents except: 13.4.1. for inspections, tests or approvals covered by paragraph 13.5 below; 13.4.2. that costs incurred in connection with tests or inspections conducted pursuant to paragraph 13.9 below shall be paid as provided in said paragraph 13.9; and 13.4.3. as otherwise specifically provided in the Contract Documents. 13.5. If Laws or Regulations of any public body having jurisdiction require any Work (or part thereof) specifically to be inspected, tested or approved by an employee or other representative of such public body, CONTRACTOR EJCDC GENERAL CONDITIONS 1910-8 (1990 Edition) 28 w/ CITY OF FORT COLLINS MODIFICATIONS (REV 4/2000) uncovering, exposure, observation, inspection, testing, replacement and reconstruction; and, if the parties are unable to agree as to the amount or extent thereof, CONTRACTOR may make a claim therefor as provided in Articles 11 and 12. OWNER May Stop the Work: 13.10. If the Work is defective, or CONTRACTOR fails to supply sufficient skilled workers or suitable materials or equipment, or fails to furnish or perform the Work in such a way that the completed Work will conform to the Contract Documents, OWNER may order CONTRACTOR to stop the Work, or any portion thereof, until the cause for such order has been eliminated; however, this right of OWNER to stop the Work shall not give rise to any duty on the part of OWNER to exercise this right for the benefit of CONTRACTOR or any surety or other party. Correction or Removal of Defective Work: 13.11. If required by ENGINEER, CONTRACTOR shall promptly, as directed, either correct all defective Work, whether or not fabricated, installed or completed, or, if the Work has been rejected by ENGINEER, remove it from the site and replace it with Work that is not defective. CONTRACTOR shall pay all claims, costs, losses and damages caused by or resulting from such correction or removal (including but not limited to all costs of repair or replacement of work of others). 13.12. Correction Period: 13.12.1. If within one year two years after the date of Substantial Completion or such longer period of time as may be prescribed by Laws or Regulations or by the terms of any applicable special guarantee required by the Contract Documents or by any specific provision of the Contract Documents, any Work is found to be defective, CONTRACTOR shall promptly, without cost to OWNER and in accordance with OWNER's written instructions: (i) correct such defective Work, or, if it has been rejected by OWNER, remove it from the site and replace it with Work that is not defective, and (ii) satisfactorily correct or remove and replace any damage to other Work or the work of others resulting therefrom. If CONTRACTOR does not promptly comply with the terms of such instructions, or in an emergency where delay would cause serious risk of loss or damage, OWNER may have the defective Work corrected or the rejected Work removed and replaced, and all claims, costs, losses and damages caused by or resulting from such removal and replacement (including but not limited to all costs of repair or replacement of work of others) will be paid by CONTRACTOR. 13.12.2. In special circumstances where a particular item of equipment is placed in continuous service before Substantial Completion of all the Work, the correction period for that item may start to run from an earlier date if so provided in the Specifications or by Written Amendment. 13.12.3. Where defective Work (and damage to other Work resulting therefrom) has been corrected, removed or replaced under this paragraph 13.12, the EJCDC GENERAL CONDITIONS 1910-8 (1990 Edition) 29 w/ CITY OF FORT COLLINS MODIFICATIONS (REV 4/2000) damages will include but not be limited to all costs of repair or replacement of work of others destroyed or damaged by correction, removal or replacement of CONTRACTOR's defective Work. CONTRACTOR shall not be allowed an extension of the Contract Times (or Milestones) because of any delay in performance of the Work attributable to the exercise by OWNER of OWNER's rights and remedies hereunder. ARTICLE 14--PAYMENTS TO CONTRACTOR AND COMPLETION Schedule of Values: 14.1. The schedule of values established as provided in paragraph 2.9 will serve as the basis for progress payments and will be incorporated into a form of Application for Payment acceptable to ENGINEER. Progress payments on account of Unit Price Work will be based on the number of units completed. Application for Progress Payment: 14.2. At least twenty days before the date established for each progress payment (but not more often than once a month), CONTRACTOR shall submit to ENGINEER for review an Application for Payment filled out and signed by CONTRACTOR covering the Work completed as of the date of the Application and accompanied by such supporting documentation as is required by the Contract Documents. If payment is requested on the basis of materials and equipment not incorporated in the Work but delivered and suitably stored at the site or at another location agreed to in writing, the Application for Payment shall also be accompanied by a bill of sale, invoice or other documentation warranting that OWNER has received the materials and equipment free and clear of all Liens and evidence that the materials and equipment are covered by appropriate property insurance and other arrangements to protect OWNER's interest therein, all of which will be satisfactory to OWNER. The amount of retainage with respect to progress payments will be as stipulated in the Agreement. Any funds that are withheld by the OWNER shall not be subject to substitution by the CONTRACTOR with securities or any arrangements involving an escrow or custodianship. By executing the application for payment form the CONTRACTOR expressly waives his right to the benefits of Colorado Revised Statutes, Section 24-91-101, et seq. CONTRACTOR's Warranty of Title: 14.3. CONTRACTOR warrants and guarantees that title to all Work, materials and equipment covered by any Application for Payment, whether incorporated in the Project or not, will pass to OWNER no later than the time of payment free and clear of all Liens. Review of Applications for Progress Payment: 14.4. ENGINEER will, within ten days after receipt of each Application for Payment, either indicate in writing a recommendation of payment and present the Application to OWNER, or return the Application to CONTRACTOR indicating in writing ENGINEER's reasons for refusing to recommend payment. In the latter case, CONTRACTOR may make the necessary corrections and resubmit the EJCDC GENERAL CONDITIONS 1910-8 (1990 Edition) 30 w/ CITY OF FORT COLLINS MODIFICATIONS (REV 4/2000) OWNER referred to in paragraph 14.5. ENGINEER may also refuse to recommend any such payment, or, because of subsequently discovered evidence or the results of subsequent inspections or tests, nullify any such payment previously recommended, to such extent as may be necessary in ENGINEER's opinion to protect OWNER from loss because: 14.7.1. the Work is defective, or completed Work has been damaged requiring correction or replacement, 14.7.2. the Contract Price has been reduced by Written Amendment or Change Order, 14.7.3. OWNER has been required to correct defective Work or complete Work in accordance with paragraph 13.14, or 14.7.4. ENGINEER has actual knowledge of the occurrence of any of the events enumerated in paragraphs 15.2.1 through 15.2.4 inclusive. OWNER may refuse to make payment of the full amount recommended by ENGINEER because: 14.7.5. claims have been made against OWNER on account of CONTRACTOR's performance or furnishing of the Work, 14.7.6. Liens have been filed in connection with the Work, except where CONTRACTOR has delivered a specific Bond satisfactory to OWNER to secure the satisfaction and discharge of such Liens, 14.7.7. there are other items entitling OWNER to a set- off against the amount recommended, or 14.7.8. OWNER has actual knowledge of the occurrence of any of the events enumerated in paragraphs 14.7.1 through 14.7.3 or paragraphs 15.2.1 through 15.2.4 inclusive; but OWNER must give CONTRACTOR immediate written notice (with a copy to ENGINEER) stating the reasons for such action and promptly pay CONTRACTOR the amount so withheld, or any adjustment thereto agreed to by OWNER and CONTRACTOR, when CONTRACTOR corrects to OWNER's satisfaction the reasons for such action. Substantial Completion: 14.8. When CONTRACTOR considers the entire Work ready for its intended use CONTRACTOR shall notify OWNER and ENGINEER in writing that the entire Work is substantially complete (except for items specifically listed by CONTRACTOR as incomplete) and request that ENGINEER issue a certificate of Substantial Completion. Within a reasonable time thereafter, OWNER, CONTRACTOR and ENGINEER shall make an inspection of the Work to determine the status of completion. If ENGINEER does not consider the Work substantially complete, ENGINEER will notify CONTRACTOR in writing giving the reasons therefor. If ENGINEER considers the Work substantially complete, ENGINEER will prepare and deliver to OWNER a tentative certificate of Substantial Completion which shall fix the date of Substantial Completion. There shall be attached to the certificate a tentative list of items to be completed or corrected before final payment. OWNER shall have seven EJCDC GENERAL CONDITIONS 1910-8 (1990 Edition) 31 w/ CITY OF FORT COLLINS MODIFICATIONS (REV 4/2000) CONTRACTOR at any time may notify OWNER and ENGINEER in writing that CONTRACTOR considers any such part of the Work ready for its intended use and substantially complete and request ENGINEER to issue a certificate of Substantial Completion for that part of the Work. Within a reasonable time after either such request, OWNER, CONTRACTOR and ENGINEER shall make an inspection of that part of the Work to determine its status of completion. If ENGINEER does not consider that part of the Work to be substantially complete, ENGINEER will notify OWNER and CONTRACTOR in writing giving the reasons therefor. If ENGINEER considers that part of the Work to be substantially complete, the provisions of paragraphs 14.8 and 14.9 will apply with respect to certification of Substantial Completion of that part of the Work and the division of responsibility in respect thereof and access thereto. 14.10.2. No occupancy or separate operation of part of the Work will be accomplished prior to compliance with the requirements of paragraph 5.15 in respect of property insurance. Final Inspection: 14.11. Upon written notice from CONTRACTOR that the entire Work or an agreed portion thereof is complete, ENGINEER will make a final inspection with OWNER and CONTRACTOR and will notify CONTRACTOR in writing of all particulars in which this inspection reveals that the Work is incomplete or defective. CONTRACTOR shall immediately take such measures as are necessary to complete such work or remedy such deficiencies. Final Application for Payment: 14.12. After CONTRACTOR has completed all such corrections to the satisfaction of ENGINEER and delivered in accordance with the Contract Documents all maintenance and operating instructions, schedules, guarantees, Bonds, certificates or other evidence of insurance required by paragraph 5.4, certificates of inspection, marked-up record documents (as provided in paragraph 6.19) and other documents, CONTRACTOR may make application for final payment following the procedure for progress payments. The final Application for Payment shall be accompanied (except as previously delivered) by: (i) all documentation called for in the Contract Documents, including but not limited to the evidence of insurance required by subparagraph 5.4.13, (ii) consent of the surety, if any, to final payment, and (iii) complete and legally effective releases or waivers (satisfactory to OWNER) of all Liens arising out of or filed in connection with the Work. In lieu of such releases or waivers of Liens and as approved by OWNER, CONTRACTOR may furnish receipts or releases in full and affidavit of CONTRACTOR that: (i) the releases and receipts include all labor, services, material and equipment for which a Lien could be filed, and (ii) all payrolls, material and equipment bills, and other indebtedness connected with the Work for which OWNER or OWNER's property might in any way be responsible have been paid or EJCDC GENERAL CONDITIONS 1910-8 (1990 Edition) 32 w/ CITY OF FORT COLLINS MODIFICATIONS (REV 4/2000) final inspection pursuant to paragraph 14.11, from failure to comply with the Contract Documents or the terms of any special guarantees specified therein, or from CONTRACTOR's continuing obligations under the Contract Documents; and 14.15.2. A waiver of all claims by CONTRACTOR against OWNER other than those previously made in writing and still unsettled. ARTICLE 15--SUSPENSION OF WORK AND TERMINATION OWNER May Suspend Work: 15.1. At any time and without cause, OWNER may suspend the Work or any portion thereof for a period of not more than ninety days by notice in writing to CONTRACTOR and ENGINEER which will fix the date on which Work will be resumed. CONTRACTOR shall resume the Work on the date so fixed. CONTRACTOR shall be allowed an adjustment in the Contract Price or an extension of the Contract Times, or both, directly attributable to any such suspension if CONTRACTOR makes an approved claim therefor as provided in Articles 11 and 12. OWNER May Terminate: 15.2. Upon the occurrence of any one or more of the following events: 15.2.1. if CONTRACTOR persistently fails to perform the Work in accordance with the Contract Documents (including, but not limited to, failure to supply sufficient skilled workers or suitable materials or equipment or failure to adhere to the progress schedule established under paragraph 2.9 as adjusted from time to time pursuant to paragraph 6.6); 15.2.2. if CONTRACTOR disregards Laws or Regulations of any public body having jurisdiction; 15.2.3. if CONTRACTOR disregards the authority of ENGINEER; or 15.2.4. if CONTRACTOR otherwise violates in any substantial way any provisions of the Contract Documents; OWNER may, after giving CONTRACTOR (and the surety, if any) seven days' written notice and to the extent permitted by Laws and Regulations, terminate the services of CONTRACTOR, exclude CONTRACTOR from the site and take possession of the Work and of all CONTRACTOR's tools, appliances, construction equipment and machinery at the site and use the same to the full extent they could be used by CONTRACTOR (without liability to CONTRACTOR for trespass or conversion), incorporate in the Work all materials and equipment stored at the site or for which OWNER has paid CONTRACTOR but which are stored elsewhere, and finish the Work as OWNER may deem expedient. In such case CONTRACTOR shall not be entitled to receive any further payment until the Work is finished. If the unpaid balance of the Contract Price exceeds all claims, costs, losses and damages sustained by OWNER arising out of or resulting from completing the Work such excess will be paid to CONTRACTOR. If such claims, costs, losses and EJCDC GENERAL CONDITIONS 1910-8 (1990 Edition) 33 w/ CITY OF FORT COLLINS MODIFICATIONS (REV 4/2000) sum finally determined to be due, then CONTRACTOR may, upon seven days' written notice to OWNER and ENGINEER, and provided OWNER or ENGINEER do not remedy such suspension or failure within that time, terminate the Agreement and recover from OWNER payment on the same terms as provided in paragraph 15.4. In lieu of terminating the Agreement and without prejudice to any other right or remedy, if ENGINEER has failed to act on an Application for Payment within thirty days after it is submitted, or OWNER has failed for thirty days to pay CONTRACTOR any sum finally determined to be due, CONTRACTOR may upon seven days' written notice to OWNER and ENGINEER stop the Work until payment of all such amounts due CONTRACTOR, including interest thereon. The provisions of this paragraph 15.5 are not intended to preclude CONTRACTOR from making claim under Articles 11 and 12 for an increase in Contract Price or Contract Times or otherwise for expenses or damage directly attributable to CONTRACTOR's stopping Work as permitted by this paragraph. ARTICLE 16--DISPUTE RESOLUTION If and to the extent that OWNER and CONTRACTOR have agreed on the method and procedure for resolving disputes between them that may arise under this Agreement, such dispute resolution method and procedure, if any, shall be as set forth in Exhibit GC-A, "Dispute Resolution Agreement", to be attached hereto and made a part hereof. If no such agreement on the method and procedure for resolving such disputes has been reached, and subject to the provisions of paragraphs 9.10, 9.11 and 9.12, OWNER and CONTRACTOR may exercise such rights or remedies as either may otherwise have under the Contract Documents or by Laws or Regulations in respect of any dispute. ARTICLE 17--MISCELLANEOUS Giving Notice: 17.1. Whenever any provision of the Contract Documents requires the giving of written notice, it will be deemed to have been validly given if delivered in person to the individual or to a member of the firm, or to an officer of the corporation for whom it is intended, or if delivered at or sent by registered or certified mail, postage prepaid, to the last business address known to the giver of the notice. 17.2. Computation of Time: 17.2.1. When any period of time is referred to in the Contract Documents by days, it will be computed to exclude the first and include the last day of such period. If the last day of any such period falls on a Saturday or Sunday or on a day made a legal holiday by the law of the applicable jurisdiction, such day will be omitted from the computation. 17.2.2. A calendar day of twenty-four hours measured from midnight to the next midnight will constitute a day. Notice of Claim: 17.3. Should OWNER or CONTRACTOR suffer injury or damage to person or property because of any error, omission or act of the other party or of any of the other EJCDC GENERAL CONDITIONS 1910-8 (1990 Edition) 34 w/ CITY OF FORT COLLINS MODIFICATIONS (REV 4/2000) subcontractors in or about the performance of the Work. Such funds must be withheld until said claims have been paid or such claims as filed have been withdrawn, such payment or withdrawal to be evidenced by filing with OWNER a receipt in full or an order for withdrawal in writing and signed by the person filing such a claim or his duly authorized agents or assigns. Such funds shall not be withheld longer than ninety (90) days following the date fixed for final settlement, as published in a public newspaper in accordance with the law, unless an action is commenced within that time to enforce such unpaid claim and a notice of lis pendens is filed with the OWNER. At the expiration of such ninety (90) day period, OWNER shall pay to CONTRACTOR such moneys and funds as are not the subject of suit and lis pendens notices, and shall retain only sufficient funds to insure the payment of judgements which may result from the suit. EJCDC GENERAL CONDITIONS 1910-8 (1990 Edition) 35 w/ CITY OF FORT COLLINS MODIFICATIONS (REV 4/2000) (This page left blank intentionally.) EJCDC GENERAL CONDITIONS 1910-8 (1990 Edition) 36 w/ CITY OF FORT COLLINS MODIFICATIONS (REV 4/2000) EJCDC GENERAL CONDITIONS 1910-8 (1990 Edition) GC-A1 w/ CITY OF FORT COLLINS MODIFICATIONS (REV 9/99) EXHIBIT GC-A to General Conditions of the Construction Contract Between OWNER and CONTRACTOR DISPUTE RESOLUTION AGREEMENT OWNER and CONTRACTOR hereby agree that Article 16 of the General Conditions of the Construction Contract between OWNER and CONTRACTOR is amended to include the following agreement of the parties: 16.1. All claims, disputes and other matters in question between OWNER and CONTRACTOR arising out of or relating to the Contract Documents or the breach thereof (except for claims which have been waived by the making or acceptance of final payment as provided by paragraph 14.15) will be decided by arbitration in accordance with the Construction Industry Arbitration Rules of the American Arbitration Association then obtaining, subject to the limitations of the Article 16. This agreement so to arbitrate and any other agreement or consent to arbitrate entered into in accordance herewith as provided in this Article 16 will be specifically enforceable under the prevailing law of any court having jurisdiction. 16.2. No demand for arbitration of any claim, dispute or other matter that is required to be referred to ENGINEER initially for decision in accordance with paragraph 9.11 will be made until the earlier of (a) the date on which ENGINEER has rendered a written decision or (b) the thirty-first day after the parties have presented their evidence to ENGINEER if a written decision has not been rendered by ENGINEER before that date. No demand for arbitration of any such claim, dispute or other matter will be made later than thirty days after the date on which ENGINEER has rendered a written decision in respect thereof in accordance with paragraph 9.11; and the failure to demand arbitration within said thirty days' period will result in ENGINEER's decision being final and binding upon OWNER and CONTRACTOR. If ENGINEER renders a decision after arbitration proceedings have been initiated, such decision may be entered as evidence but will not supersede the arbitration proceedings, except where the decision is acceptable to the parties concerned. No demand for arbitration of any written decision of ENGINEER rendered in accordance with paragraph 9.10 will be made later than ten days after the party making such demand has delivered written notice of intention to appeal as provided in paragraph 9.10. 16.3. Notice of the demand for arbitration will be filed in writing with the other party to the Agreement and with the American Arbitration Association, and a copy will be sent to ENGINEER for information. The demand for arbitration will be made within the thirty-day or ten-day period specified in paragraph 16.2 as applicable, and in all other cases within a reasonable time after the claim, dispute or other matter in question has arisen, and in no event shall any such demand be made after the date when institution of legal or equitable proceedings based on such claim, dispute or other matter in question would be barred by the applicable statute of limitations. 16.4. Except as provided in paragraph 16.5 below, EJCDC GENERAL CONDITIONS 1910-8 (1990 Edition) GC-A1 w/ CITY OF FORT COLLINS MODIFICATIONS (REV 9/94) Utility PSA WO January, 2005 EXHIBIT “D” INSURANCE REQUIREMENTS 1. The Service Provider will provide, from insurance companies acceptable to the City, the insurance coverage designated hereinafter and pay all costs. Before commencing work under this bid, the Service Provider shall furnish the City with certificates of insurance showing the type, amount, class of operations covered, effective dates and date of expiration of policies, and containing substantially the following statement: "The insurance evidenced by this Certificate will not be cancelled or materially altered, except after ten (10) days written notice has been received by the City of Fort Collins." In case of the breach of any provision of the Insurance Requirements, the City, at its option, may take out and maintain, at the expense of the Service Provider, such insurance as the City may deem proper and may deduct the cost of such insurance from any monies which may be due or become due the Service Provider under this Agreement. The City, its officers, agents and employees shall be named as additional insureds on the Service Provider's general liability and automobile liability insurance policies for any claims arising out of work performed under this Agreement. 2. Insurance coverages shall be as follows: A. Workers' Compensation & Employer's Liability. The Service Provider shall maintain during the life of this Agreement for all of the Service Provider's employees engaged in work performed under this agreement: 1. Workers' Compensation insurance with statutory limits as required by Colorado law. 2. Employer's Liability insurance with limits of $100,000 per accident, $500,000 disease aggregate, and $100,000 disease each employee. B. Commercial General & Vehicle Liability. The Service Provider shall maintain during the life of this Agreement such commercial general liability and automobile liability insurance as will provide coverage for damage claims of personal injury, including accidental death, as well as for claims for property damage, which may arise directly or indirectly from the performance of work under this Agreement. Coverage for property damage shall be on a "broad form" basis. The amount of insurance for each coverage, Commercial General and Vehicle, shall not be less than $500,000 combined single limits for bodily injury and property damage. In the event any work is performed by a subcontractor, the Service Provider shall be responsible for any liability directly or indirectly arising out of the work performed under this Agreement by a subcontractor, which liability is not covered by the subcontractor's insurance. no arbitration arising out of or relating to the Contract Documents shall include by consolidation, joinder or in any other manner any other person or entity (including ENGINEER, ENGINEER's Consultant and the officers, directors, agents, employees or consultants of any of them) who is not a party to this contract unless: 16.4.1. the inclusion of such other person or entity is necessary if complete relief is to be afforded among those who are already parties to the arbitration, and 16.4.2. such other person or entity is substantially involved in a question of law or fact which is common to those who are already parties to the arbitration and which will arise in such proceedings, and 16.4.3. the written consent of the other person or entity sought to be included and of OWNER and CONTRACTOR has been obtained for such inclusion, which consent shall make specific reference to this paragraph; but no such consent shall constitute consent to arbitration of any dispute not specifically described in such consent or to arbitration with any party not specifically identified in such consent. 16.5. Notwithstanding paragraph 16.4, if a claim, dispute or other matter in question between OWNER and CONTRACTOR involves the Work of a Subcontractor, either OWNER or CONTRACTOR may join such Subcontractor as a party to the arbitration between OWNER and CONTRACTOR hereunder. CONTRACTOR shall include in all subcontracts required by paragraph 6.11 a specific provision whereby the Subcontractor consents to being joined in an arbitration between OWNER and CONTRACTOR involving the Work of such Subcontractor. Nothing in this paragraph 16.5 nor in the provision of such subcontract consenting to joinder shall create any claim, right or cause of action in favor of Subcontractor and against OWNER, ENGINEER or ENGINEER's Consultants that does not otherwise exist. 16.6. The award rendered by the arbitrators will be final, judgment may be entered upon it in any court having jurisdiction thereof, and it will not be subject to modification or appeal. 16.7. OWNER and CONTRACTOR agree that they shall first submit any and all unsettled claims, counterclaims, disputes and other matters in question between them arising out of or relating to the Contract Documents or the breach thereof ("disputes"), to mediation by the American Arbitration Association under the Construction Industry Mediation Rules of the American Arbitration Association prior to either of them initiating against the other a demand for arbitration pursuant to paragraphs 16.1 through 16.6, unless delay in initiating arbitration would irrevocably prejudice one of the parties. The respective thirty and ten day time limits within which to file a demand for arbitration as provided in paragraphs 16.2 and 16.3 above shall be suspended with respect to a dispute submitted to mediation within those same applicable time limits and shall remain suspended until ten days after the termination of the mediation. The mediator of any dispute submitted to mediation under this Agreement shall not serve as arbitrator of such dispute unless otherwise agreed. party's employees or agents or others for whose acts the other party is legally liable, claim will be made in writing to the other party within a reasonable time of the first observance of such injury or damage. The provisions of this paragraph 17.3 shall not be construed as a substitute for or a waiver of the provisions of any applicable statute of limitations or repose.Cumulative Remedies: 17.4. The duties and obligations imposed by these General Conditions and the rights and remedies available hereunder to the parties hereto, and, in particular but without limitation, the warranties, guarantees and obligations imposed upon CONTRACTOR by paragraphs 6.12, 6.16, 6.30, 6.31, 6.32, 13.1, 13.12, 13.14, 14.3 and 15.2 and all of the rights and remedies available to OWNER and ENGINEER thereunder, are in addition to, and are not to be construed in any way as a limitation of, any rights and remedies available to any or all of them which are otherwise imposed or available by Laws or Regulations by special warranty or guarantee or by other provisions of the Contract Documents, and the provisions of this paragraph will be as effective as if repeated specifically in the Contract Documents in connection with each particular duty, obligation, right and remedy to which they apply. Professional Fees and Court Costs Included: 17.5. Whenever reference is made to "claims, costs, losses and damages", it shall include in each case, but not be limited to, all fees and charges of engineers, architects, attorneys and other professionals and all court or arbitration or other dispute resolution costs. 17.6. The laws of the State of Colorado apply to this Agreement. Reference to two pertinent Colorado statutes are as follows; 17.6.1. Colorado Revised Statutes (CRS 8-17-101) require that Colorado labor be employed to perform the Work to the extent of not less than 80 percent (80%) of each type or class of labor in the several classifications of skilled and common labor employed on the project. Colorado labor means any person who is a bona fide resident of the State of Colorado at the time of employment, without discrimination as to race, color, creed, age, religion or sex. 17.6.2. If a claim is filed, OWNER is required by law (CRS 38-26-107) to withhold from all payments to CONTRACTOR sufficient funds to insure the payment of all claims for labor, materials, team hire, sustenance, provisions, provender, or other supplies used or consumed by CONTRACTOR or his damages exceed such unpaid balance, CONTRACTOR shall pay the difference to OWNER. Such claims, costs, losses and damages incurred by OWNER will be reviewed by ENGINEER as to their reasonableness and when so approved by ENGINEER incorporated in a Change Order, provided that when exercising any rights or remedies under this paragraph OWNER shall not be required to obtain the lowest price for the Work performed. 15.3. Where CONTRACTOR's services have been so terminated by OWNER, the termination will not affect any rights or remedies of OWNER against CONTRACTOR then existing or which may thereafter accrue. Any retention or payment of moneys due CONTRACTOR by OWNER will not release CONTRACTOR from liability. 15.4. Upon seven days' written notice to CONTRACTOR and ENGINEER, OWNER may, without cause and without prejudice to any other right or remedy of OWNER, elect to terminate the Agreement. In such case, CONTRACTOR shall be paid (without duplication of any items): 15.4.1. for completed and acceptable Work executed in accordance with the Contract Documents prior to the effective date of termination, including fair and reasonable sums for overhead and profit on such Work; 15.4.2. for expenses sustained prior to the effective date of termination in performing services and furnishing labor, materials or equipment as required by the Contract Documents in connection with uncompleted Work, plus fair and reasonable sums for overhead and profit on such expenses; 15.4.3. for all claims, costs, losses and damages incurred in settlement of terminated contracts with Subcontractors, Suppliers and others; and 15.4.4. for reasonable expenses directly attributable to termination. CONTRACTOR shall not be paid on account of loss of anticipated profits or revenue or other economic loss arising out of or resulting from such termination. CONTRACTOR May Stop Work or Terminate: 15.5. If, through no act or fault of CONTRACTOR, the Work is suspended for a period of more than ninety days by OWNER or under an order of court or other public authority, or ENGINEER fails to act on any Application for Payment within thirty days after it is submitted or OWNER fails for thirty days to pay CONTRACTOR any otherwise satisfied. If any Subcontractor or Supplier fails to furnish such a release or receipt in full, CONTRACTOR may furnish a Bond or other collateral satisfactory to OWNER to indemnify OWNER against any Lien. Releases or waivers of liens and the consent of the surety to finalize payment are to be submitted on forms conforming to the format of the OWNER'S standard forms bound in the Project manual. Final Payment and Acceptance: 14.13. If, on the basis of ENGINEER's observation of the Work during construction and final inspection, and ENGINEER's review of the final Application for Payment and accompanying documentation as required by the Contract Documents, ENGINEER is satisfied that the Work has been completed and CONTRACTOR's other obligations under the Contract Documents have been fulfilled, ENGINEER will, within ten days after receipt of the final Application for Payment, indicate in writing ENGINEER's recommendation of payment and present the Application to OWNER for payment. At the same time ENGINEER will also give written notice to OWNER and CONTRACTOR that the Work is acceptable subject to the provisions of paragraph 14.15. Otherwise, ENGINEER will return the Application to CONTRACTOR, indicating in writing the reasons for refusing to recommend final payment, in which case CONTRACTOR shall make the necessary corrections and resubmit the Application. Thirty days after presentation to OWNER of the Application and accompanying documentation, in appropriate form and substance and with ENGINEER's recommendation and notice of acceptability, the amount recommended by ENGINEER will become due and will be paid by OWNER to CONTRACTOR subject to paragraph 17.6.2 of these General Conditions. 14.14. If, through no fault of CONTRACTOR, final completion of the Work is significantly delayed and if ENGINEER so confirms, OWNER shall, upon receipt of CONTRACTOR's final Application for Payment and recommendation of ENGINEER, and without terminating the Agreement, make payment of the balance due for that portion of the Work fully completed and accepted. If the remaining balance to be held by OWNER for Work not fully completed or corrected is less than the retainage stipulated in the Agreement, and if Bonds have been furnished as required in paragraph 5.1, the written consent of the surety to the payment of the balance due for that portion of the Work fully completed and accepted shall be submitted by CONTRACTOR to ENGINEER with the Application for such payment. Such payment shall be made under the terms and conditions governing final payment, except that it shall not constitute a waiver of claims. Waiver of Claims: 14.15. The making and acceptance of final payment will constitute: 14.15.1. a waiver of all claims by OWNER against CONTRACTOR, except claims arising from unsettled Liens, from defective Work appearing after days after receipt of the tentative certificate during which to make written objection to ENGINEER as to any provisions of the certificate or attached list. If, after considering such objections, ENGINEER concludes that the Work is not substantially complete, ENGINEER will within fourteen days after submission of the tentative certificate to OWNER notify CONTRACTOR in writing, stating the reasons therefor. If, after consideration of OWNER's objections, ENGINEER considers the Work substantially complete, ENGINEER will within said fourteen days execute and deliver to OWNER and CONTRACTOR a definitive certificate of Substantial Completion (with a revised tentative list of items to be completed or corrected) reflecting such changes from the tentative certificate as ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the tentative certificate of Substantial Completion ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, maintenance, heat, utilities, insurance and warranties and guarantees. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing prior to ENGINEER's issuing the definitive certificate of Substantial Completion, ENGINEER's aforesaid recommendation will be binding on OWNER and CONTRACTOR until final payment. 14.9. OWNER shall have the right to exclude CONTRACTOR from the Work after the date of Substantial Completion, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list. Partial Utilization: 14.10. Use by OWNER at OWNER's option of any substantially completed part of the Work, which: (i) has specifically been identified in the Contract Documents, or (ii) OWNER, ENGINEER and CONTRACTOR agree constitutes a separately functioning and usable part of the Work that can be used by OWNER for its intended purpose without significant interference with CONTRACTOR's performance of the remainder of the Work, may be accomplished prior to Substantial Completion of all the Work subject to the following: 14.10.1. OWNER at any time may request CONTRACTOR in writing to permit OWNER to use any such part of the Work which OWNER believes to be ready for its intended use and substantially complete. If CONTRACTOR agrees that such part of the Work is substantially complete, CONTRACTOR will certify to OWNER and ENGINEER that such part of the Work is substantially complete and request ENGINEER to issue a certificate of Substantial Completion for that part of the Work. Application. Ten days after presentation of the Application for Payment to OWNER with ENGINEER's recommendation, the amount recommended will (subject to the provisions of the last sentence of paragraph 14.7) become due and when due will be paid by OWNER to CONTRACTOR. 14.5. ENGINEER's recommendation of any payment requested in an Application for Payment will constitute a representation by ENGINEER to OWNER, based on ENGINEER's on-site observations of the executed Work as an experienced and qualified design professional and on ENGINEER's review of the Application for Payment and the accompanying data and schedules, that to the best of ENGINEER's knowledge, information and belief: 14.5.1. the Work has progressed to the point indicated, 14.5.2. the quality of the Work is generally in accordance with the Contract Documents (subject to an evaluation of the Work as a functioning whole prior to or upon Substantial Completion, to the results of any subsequent tests called for in the Contract Documents, to a final determination of quantities and classifications for Unit Price Work under paragraph 9.10, and to any other qualifications stated in the recommendation), and 14.5.3. the conditions precedent to CONTRACTOR's being entitled to such payment appear to have been fulfilled insofar as it is ENGINEER's responsibility to observe the Work. However, by recommending any such payment ENGINEER will not thereby be deemed to have represented that: (i) exhaustive or continuous on-site inspections have been made to check the quality or the quantity of the Work beyond the responsibilities specifically assigned to ENGINEER in the Contract Documents or (ii) that there may not be other matters or issues between the parties that might entitle CONTRACTOR to be paid additionally by OWNER or entitle OWNER to withhold payment to CONTRACTOR. 14.6. ENGINEER's recommendation of any payment, including final payment, shall not mean that ENGINEER is responsible for CONTRACTOR's means, methods, techniques, sequences or procedures of construction, or the safety precautions and programs incident thereto, or for any failure of CONTRACTOR to comply with Laws and Regulations applicable to the furnishing or performance of Work, or for any failure of CONTRACTOR to perform or furnish Work in accordance with the Contract Documents. 14.7. ENGINEER may refuse to recommend the whole or any part of any payment if, in ENGINEER's opinion, it would be incorrect to make the representations to correction period hereunder with respect to such Work will be extended for an additional period of one year two years after such correction or removal and replacement has been satisfactorily completed. Acceptance of Defective Work: 13.13. If, instead of requiring correction or removal and replacement of defective Work, OWNER (and, prior to ENGINEER's recommendation of final payment, also ENGINEER) prefers to accept it, OWNER may do so. CONTRACTOR shall pay all claims, costs, losses and damages attributable to OWNER's evaluation of and determination to accept such defective Work (such costs to be approved by ENGINEER as to reasonableness). If any such acceptance occurs prior to ENGINEER's recommendation of final payment, a Change Order will be issued incorporating the necessary revisions in the Contract Documents with respect to the Work; and OWNER shall be entitled to an appropriate decrease in the Contract Price, and, if the parties are unable to agree as to the amount thereof, OWNER may make a claim therefor as provided in Article 11. If the acceptance occurs after such recommendation, an appropriate amount will be paid by CONTRACTOR to OWNER. OWNER May Correct Defective Work: 13.14. If CONTRACTOR fails within a reasonable time after written notice from ENGINEER to correct defective Work or to remove and replace rejected Work as required by ENGINEER in accordance with paragraph 13.11, or if CONTRACTOR fails to perform the Work in accordance with the Contract Documents, or if CONTRACTOR fails to comply with any other provision of the Contract Documents, OWNER may, after seven days' written notice to CONTRACTOR, correct and remedy any such deficiency. In exercising the rights and remedies under this paragraph OWNER shall proceed expeditiously. In connection with such corrective and remedial action, OWNER may exclude CONTRACTOR from all or part of the site, take possession of all or part of the Work, and suspend CONTRACTOR's services related thereto, take possession of CONTRACTOR's tools, appliances, construction equipment and machinery at the site and incorporate in the Work all materials and equipment stored at the site or for which OWNER has paid CONTRACTOR but which are stored elsewhere. CONTRACTOR shall allow OWNER, OWNER's representatives, agents and employees, OWNER's other contractors and ENGINEER and ENGINEER's Consultants access to the site to enable OWNER to exercise the rights and remedies under this paragraph. All claims, costs, losses and damages incurred or sustained by OWNER in exercising such rights and remedies will be charged against CONTRACTOR and a Change Order will be issued incorporating the necessary revisions in the Contract Documents with respect to the Work; and OWNER shall be entitled to an appropriate decrease in the Contract Price, and, if the parties are unable to agree as to the amount thereof, OWNER may make a claim therefor as provided in Article 11. Such claims, costs, losses and shall assume full responsibility for arranging and obtaining such inspections, tests or approvals, pay all costs in connection therewith, and furnish ENGINEER the required certificates of inspection, or approval. CONTRACTOR shall also be responsible for arranging and obtaining and shall pay all costs in connection with any inspections, tests or approvals required for OWNER's and ENGINEER's acceptance of materials or equipment to be incorporated in the Work, or of materials, mix designs, or equipment submitted for approval prior to CONTRACTOR's purchase thereof for incorporation in the Work. 13.6. If any Work (or the work of others) that is to be inspected, tested or approved is covered by CONTRACTOR without written concurrence of ENGINEER, it must, if requested by ENGINEER, be uncovered for observation. 13.7. Uncovering Work as provided in paragraph 13.6 shall be at CONTRACTOR's expense unless CONTRACTOR has given ENGINEER timely notice of CONTRACTOR's intention to cover the same and ENGINEER has not acted with reasonable promptness in response to such notice. Uncovering Work: 13.8. If any Work is covered contrary to the written request of ENGINEER, it must, if requested by ENGINEER, be uncovered for ENGINEER's observation and replaced at CONTRACTOR's expense. 13.9. If ENGINEER considers it necessary or advisable that covered Work be observed by ENGINEER or inspected or tested by others, CONTRACTOR, at ENGINEER's request, shall uncover, expose or otherwise make available for observation, inspection or testing as ENGINEER may require, that portion of the Work in question, furnishing all necessary labor, material and equipment. If it is found that such Work is defective, CONTRACTOR shall pay all claims, costs, losses and damages caused by, arising out of or resulting from such uncovering, exposure, observation, inspection and testing and of satisfactory replacement or reconstruction, (including but not limited to all costs of repair or replacement of work of others); and OWNER shall be entitled to an appropriate decrease in the Contract Price, and, if the parties are unable to agree as to the amount thereof, may make a claim therefor as provided in Article 11. If, however, such Work is not found to be defective, CONTRACTOR shall be allowed an increase in the Contract Price or an extension of the Contract Times (or Milestones), or both, directly attributable to such CONTRACTOR is entitled to an increase in Contract Price as a result of having incurred additional expense or OWNER believes that OWNER is entitled to a decrease in Contract Price and the parties are unable to agree as to the amount of any such increase or decrease. 11.9.3.4. CONTRACTOR acknowledges that the OWNER has the right to add or delete items in the Bid or change quantities at OWNER'S sole discretion without affecting the Contract Price of any remaining item so long as the deletion or addition does not exceed twenty-five percent of the original total Contract Price. ARTICLE 12--CHANGE OF CONTRACT TIMES 12.1. The Contract Times (or Milestones) may only be changed by a Change Order or a Written Amendment. Any claim for an adjustment of the Contract Times (or Milestones) shall be based on written notice delivered by the party making the claim to the other party and to ENGINEER promptly (but in no event later than thirty days) after the occurrence of the event giving rise to the claim and stating the general nature of the claim. Notice of the extent of the claim with supporting data shall be delivered within sixty days after such occurrence (unless ENGINEER allows additional time to ascertain more accurate data in support of the claim) and shall be accompanied by the claimant's written statement that the adjustment claimed is the entire adjustment to which the claimant has reason to believe it is entitled as a result of the occurrence of said event. All claims for adjustment in the Contract Times (or Milestones) shall be determined by ENGINEER in accordance with paragraph 9.11 if OWNER and CONTRACTOR cannot otherwise agree. No claim for an adjustment in the Contract Times (or Milestones) will be valid if not submitted in accordance with the requirements of this paragraph 12.1. 12.2. All time limits stated in the Contract Documents are of the essence of the Agreement. 12.3. Where CONTRACTOR is prevented from completing any part of the Work within the Contract Times (or Milestones) due to delay beyond the control of CONTRACTOR, the Contract Times (or Milestones) will be extended in an amount equal to time lost due to such delay if a claim is made therefor as provided in paragraph 12.1. Delays beyond the control of CONTRACTOR shall include, but not be limited to, acts or neglect by OWNER, acts or neglect of utility owners or other contractors performing other work as contemplated by Article 7, fires, floods, epidemics, abnormal weather conditions or acts of God. Delays attributable to and whose acts any of them may be liable, including but not limited to, the correction of defective Work, disposal of materials or equipment wrongly supplied and making good any damage to property. 11.5.6. Other overhead or general expense costs of any kind and the costs of any item not specifically and expressly included in paragraph 11.4. 11.6. The CONTRACTOR's fee allowed to CONTRACTOR for overhead and profit shall be determined as follows: 11.6.1. a mutually acceptable fixed fee; or 11.6.2. if a fixed fee is not agreed upon, then a fee based on the following percentages of the various portions of the Cost of the Work: 11.6.2.1. for costs incurred under paragraphs 11.4.1 and 11.4.2, the CONTRACTOR's fee shall be fifteen percent; 11.6.2.2. for costs incurred under paragraph 11.4.3, the CONTRACTOR's fee shall be five percent; 11.6.2.3. where one or more tiers of subcontracts are on the basis of Cost of the Work plus a fee and no fixed fee is agreed upon, the intent of paragraphs 11.4.1, 11.4.2, 11.4.3 and 11.6.2 is that the Subcontractor who actually performs or furnishes the Work, at whatever tier, will be paid a fee of fifteen percent of the costs incurred by such Subcontractor under paragraphs 11.4.1 and 11.4.2 and that any higher tier Subcontractor and CONTRACTOR will each be paid a fee of five percent of the amount paid to the next lower tier Subcontractor; to be negotiated in good faith with the OWNER but not to exceed five percent of the amount paid to the next lower tier Subcontractor. 11.6.2.4. no fee shall be payable on the basis of costs itemized under paragraphs 11.4.4, 11.4.5 and 11.5; 11.6.2.5. the amount of credit to be allowed by CONTRACTOR to OWNER for any change which results in a net decrease in cost will be the amount of the actual net decrease in cost plus a deduction in CONTRACTOR's fee by an amount equal to five percent of such net decrease; and 11.6.2.6. when both additions and credits are involved in any one change, the adjustment in CONTRACTOR's fee shall be computed on the basis of the net change in accordance with paragraphs 11.6.2.1 through 11.6.2.5, inclusive. 11.7. Whenever the cost of any Work is to be Subcontractors acceptable to OWNER and CONTRACTOR and shall deliver such bids to OWNER who will then determine, with the advice of ENGINEER, which bids, if any, will be accepted. If any subcontract provides that the Subcontractor is to be paid on the basis of Cost of the Work plus a fee, the Subcontractor's Cost of the Work and fee shall be determined in the same manner as CONTRACTOR's Cost of the Work and fee as provided in paragraphs 11.4, 11.5, 11.6 and 11.7. All subcontracts shall be subject to the other provisions of the Contract Documents insofar as applicable. 11.4.4. Costs of special consultants (including but not limited to engineers, architects, testing laboratories, surveyors, attorneys and accountants) employed for services specifically related to the Work. 11.4.5. Supplemental costs including the following: 11.4.5.1. The proportion of necessary transportation, travel and subsistence expenses of CONTRACTOR's employees incurred in discharge of duties connected with the Work. 11.4.5.2. Cost, including transportation and maintenance, of all materials, supplies, equipment, machinery, appliances, office and temporary facilities at the site and hand tools not owned by the workers, which are consumed in the performance of the Work, and cost less market value of such items used but not consumed which remain the property of CONTRACTOR. 11.4.5.3. Rentals of all construction equipment and machinery and the parts thereof whether rented from CONTRACTOR or others in accordance with rental agreements approved by OWNER with the advice of ENGINEER, and the costs of transportation, loading, unloading, installation, dismantling and removal thereof--all in accordance with terms of said rental agreements. The rental of any such equipment, machinery or parts shall cease when the use thereof is no longer necessary for the Work. 11.4.5.4. Sales, consumer, use or similar taxes related to the Work, and for which CONTRACTOR is liable, imposed by Laws and Regulations. 11.4.5.5. Deposits lost for causes other than negligence of CONTRACTOR, any Subcontractor or anyone directly or indirectly employed by any of them or for whose acts any of them may be liable, and royalty payments and fees for permits and licenses. 11.4.5.6. Losses and damages (and related expenses) caused by damage to the Work, not compensated by insurance or otherwise, sustained by CONTRACTOR in connection with the CONTRACTOR expressly acknowledge and agree that said Change Order, Work Change Directive or Written Agreement provides for a fair and equitable adjustment in the Contract Price and/or Contract Times for the additions, deletions or revisions in the Work as authorized by said Change Order, Work Change Directive or Written Agreement. OWNER and CONTRACTOR further expressly acknowledge and agree that claims for adjustments to the Contract Price and/or Contract Times covered by a Change Order, Work Change Directive or Written Agreement are not valid. ARTICLE 11--CHANGE OF CONTRACT PRICE 11.1. The Contract Price constitutes the total compensation (subject to authorized adjustments) payable to CONTRACTOR for performing the Work. All duties, responsibilities and obligations assigned to or undertaken by CONTRACTOR shall be at CONTRACTOR's expense without change in the Contract Price. 11.2. The Contract Price may only be changed by a Change Order or by a Written Amendment. Any claim for an adjustment in the Contract Price shall be based on written notice delivered by the party making the claim to the other party and to ENGINEER promptly (but in no event later than thirty days) after the start of the occurrence or event giving rise to the claim and stating the general nature of the claim. Notice of the amount of the claim with supporting data shall be delivered within sixty days after the start of such occurrence or event (unless ENGINEER allows additional time for claimant to submit additional or more accurate data in support of the claim) and shall be accompanied by claimant's written statement that the adjustment claimed covers all known amounts to which the claimant is entitled as a result of said occurrence or event. All claims for adjustment in the Contract Price shall be determined by ENGINEER in accordance with paragraph 9.11 if OWNER and CONTRACTOR cannot otherwise agree on the amount involved. No claim for an adjustment in the Contract Price will be valid if not submitted in accordance with this paragraph 11.2. 11.3. The value of any Work covered by a Change Order or of any claim for an adjustment in the Contract Price will be determined as follows: 11.3.1. where the Work involved is covered by unit prices contained in the Contract Documents, by application of such unit prices to the quantities of the items involved (subject to the provisions of competent jurisdiction to exercise such rights or remedies as the appealing party may have with respect to such claim, dispute or other matter in accordance with applicable Laws and Regulations within sixty days of the date of such decision, unless otherwise agreed in writing by OWNER and CONTRACTOR. 9.12. When functioning as interpreter and judge under paragraphs 9.10 and 9.11, ENGINEER will not show partiality to OWNER or CONTRACTOR and will not be liable in connection with any interpretation or decision rendered in good faith in such capacity. The rendering of a decision by ENGINEER pursuant to paragraphs 9.10 or 9.11 with respect to any such claim, dispute or other matter (except any which have been waived by the making or acceptance of final payment as provided in paragraph 14.15) will be a condition precedent to any exercise by OWNER or CONTRACTOR of such rights or remedies as either may otherwise have under the Contract Documents or by Laws or Regulations in respect of any such claim, dispute or other matter pursuant to Article 16. 9.13. Limitations on ENGINEER's Authority and Responsibilities: 9.13.1. Neither ENGINEER's authority or responsibility under this Article 9 or under any other provision of the Contract Documents nor any decision made by ENGINEER in good faith either to exercise or not exercise such authority or responsibility or the undertaking, exercise or performance of any authority or responsibility by ENGINEER shall create, impose or give rise to any duty owed by ENGINEER to CONTRACTOR, any Subcontractor, any Supplier, any other person or organization, or to any surety for or employee or agent of any of them. 9.13.2. ENGINEER will not supervise, direct, control or have authority over or be responsible for CONTRACTOR's means, methods, techniques, sequences or procedures of construction, or the safety precautions and programs incident thereto, or for any failure of CONTRACTOR to comply with Laws and Regulations applicable to the furnishing or performance of the Work. ENGINEER will not be responsible for CONTRACTOR's failure to perform or furnish the Work in accordance with the Contract Documents. 9.13.3. ENGINEER will not be responsible for the acts or omissions of CONTRACTOR or of any Subcontractor, any Supplier, or of any other person or organization performing or furnishing any of the Work. 9.13.4. ENGINEER's review of the final Application for Payment and accompanying documentation and all maintenance and operating instructions, schedules, guarantees, Bonds and certificates of inspection, tests and approvals and other documentation required to be delivered by paragraph 14.12 will only be to determine generally that their content complies with the requirements of, and in the case of certificates of inspections, tests and approvals that the results certified indicate compliance with, the Contract Documents. 9.13.5. The limitations upon authority and or the Contract Times and the parties are unable to agree to the amount or extent thereof, if any, OWNER or CONTRACTOR may make a written claim therefor as provided in Article 11 or Article 12. Authorized Variations in Work: 9.5. ENGINEER may authorize minor variations in the Work from the requirements of the Contract Documents which do not involve an adjustment in the Contract Price or the Contract Times and are compatible with the design concept of the completed Project as a functioning whole as indicated by the Contract Documents. These may be accomplished by a Field Order and will be binding on OWNER and also on CONTRACTOR who shall perform the Work involved promptly. If OWNER or CONTRACTOR believes that a Field Order justifies an adjustment in the Contract Price or the Contract Times and the parties are unable to agree as to the amount or extent thereof, OWNER or CONTRACTOR may make a written claim therefor as provided in Article 11 or 12. Rejecting Defective Work: 9.6. ENGINEER will have authority to disapprove or reject Work which ENGINEER believes to be defective, or that ENGINEER believes will not produce a completed Project that conforms to the Contract Documents or that will prejudice the integrity of the design concept of the completed Project as a functioning whole as indicated by the Contract Documents. ENGINEER will also have authority to require special inspection or testing of the Work as provided in paragraph 13.9, whether or not the Work is fabricated, installed or completed. Shop Drawings, Change Orders and Payments: 9.7. In connection with ENGINEER's authority as to Shop Drawings and Samples, see paragraphs 6.24 through 6.28 inclusive. 9.8. In connection with ENGINEER's authority as to Change Orders, see Articles 10, 11, and 12. 9.9. In connection with ENGINEER's authority as to Applications for Payment, see Article 14. Determinations for Unit Prices: 9.10. ENGINEER will determine the actual quantities and classifications of Unit Price Work performed by CONTRACTOR. ENGINEER will review with CONTRACTOR the ENGINEER's preliminary determinations on such matters before rendering a written decision thereon (by recommendation of an Application 9.3.2.7.1. Maintain at the Representative's office orderly files concerning correspondence, reports of job conferences, Shop Drawings and samples, reproductions or original Contract Documents including all Work Directive Changes, Addenda, Change orders, Field Orders, additional drawings issued subsequent to the execution of the Agreement, ENGINEER'S clarifications and interpretations of the Contract Documents, progress reports and other project documents. 9.3.2.7.2. Keep a diary, daily report form, or log book, recording hours on the job site, weather conditions, data relative to questions of work directive changes, Change Orders, or changed conditions, list of job site visitors, daily activities, decisions, observations in general and specific observations in more detail as in the case of observing test procedures; send copies to the ENGINEER. 9.3.2.7.3. Record names, addresses and telephone numbers of all CONTRACTORS, subcontractors and major suppliers of equipment and materials. 9.3.2.8. Reports. 9.3.2.8.1. Furnish ENGINEER periodic reports, as required, of the progress of the Work and of the CONTRACTOR'S compliance with the progress schedule and schedule of shop Drawing and sample submittals. 9.3.2.8.2. Consult with ENGINEER in advance of scheduling major tests, inspections or start of important phases of the Work. 9.3.2.8.3. Draft proposed Change Orders and Work Directive Changes, obtaining backup material from the CONTRACTOR and recommend to ENGINEER Change Orders, Work Directive Changes and field orders. 9.3.2.8.4. Report immediately to ENGINEER and OWNER the occurrence of any accident. 9.3.2.9. Payment Requests. Review applications for payment with CONTRACTOR for compliance with the established procedure for their submission and forward with recommendation to providing for OWNER a greater degree of confidence that the completed Work will conform generally to the Contract Documents. On the basis of such visits and on- site observations, ENGINEER will keep OWNER informed of the progress of the Work and will endeavor to guard OWNER against defective Work. ENGINEER's visits and on-site observations are subject to all the limitations on ENGINEER's authority and responsibility set forth in paragraph 9.13, and particularly, but without limitation, during or as a result of ENGINEER's on-site visits or observations of CONTRACTOR's Work ENGINEER will not supervise, direct, control or have authority over or be responsible for CONTRACTOR's means, methods, techniques, sequences or procedures of construction, or the safety precautions and programs incident thereto, or for any failure of CONTRACTOR to comply with Laws and Regulations applicable to the furnishing or performance of the Work. Project Representative: 9.3. If OWNER and ENGINEER agree, ENGINEER will furnish a Resident Project Representative to assist ENGINEER in providing more continuous observation of the Work. The responsibilities and authority and limitations thereon of any such Resident Project Representative and assistants will be as provided in paragraphs 9.3 and 9.13 and in the Supplementary Conditions of these General Conditions. If OWNER designates another representative or agent to represent OWNER at the site who is not ENGINEER's Consultant, agent or employee, the responsibilities and authority and limitations thereon of such other person will be as provided in the Supplementary Conditions paragraph 9.3 of these General Conditions. If the ENGINEER furnishes a Resident Project Representative (RPR) or other assistants, or if the OWNER designates a Representative or agent, all as provided in paragraph 9.3 of the General Conditions, these Representatives shall have the authority and limitations as provided in paragraph 9.13 of the General Conditions and shall be subject to the following: 9.3.1. The Representative's dealings in matters pertaining to the on-site work will, in general, be with the ENGINEER and CONTRACTOR. But, the Representative will keep the OWNER properly advised about such matters. The Representative's dealings with subcontractors will only be through or with the full knowledge and approval of the CONTRACTOR. 9.3.2. Duties and Responsibilities. Representative will: 9.3.2.1. Schedules - Review the progress CONTRACTOR's Work depends upon work performed by others under this Article 7, CONTRACTOR shall inspect such other work and promptly report to ENGINEER in writing any delays, defects or deficiencies in such other work that render it unavailable or unsuitable for the proper execution and results of CONTRACTOR's Work. CONTRACTOR's failure so to report will constitute an acceptance of such other work as fit and proper for integration with CONTRACTOR's Work except for latent or nonapparent defects and deficiencies in such other work. Coordination: 7.4. If OWNER contracts with others for the performance of other work on the Project at the site, the following will be set forth in Supplementary Conditions: 7.4.1. the person, firm or corporation who will have authority and responsibility for coordination of the activities among the various prime contractors will be identified; 7.4.2. the specific matters to be covered by such authority and responsibility will be itemized; and 7.4.3. the extent of such authority and responsibilities will be provided. Unless otherwise provided in the Supplementary Conditions, OWNER shall have sole authority and responsibility in respect of such coordination. ARTICLE 8--OWNER'S RESPONSIBILITIES 8.1. Except as otherwise provided in these General Conditions, OWNER shall issue all communications to CONTRACTOR through ENGINEER. 8.2. In case of termination of the employment of ENGINEER, OWNER shall appoint an engineer against whom CONTRACTOR makes no reasonable objection, whose status under the Contract Documents shall be that of the former ENGINEER. 8.3. OWNER shall furnish the data required of OWNER under the Contract Documents promptly and shall make payments to CONTRACTOR promptly when they are due as provided in paragraphs 14.4 and 14.13. 8.4. OWNER's duties in respect of providing lands and easements and providing engineering surveys to establish reference points are set forth in paragraphs 4.1 and 4.4. Paragraph 4.2 refers to OWNER's identifying and making available to CONTRACTOR copies of reports of explorations and tests of subsurface conditions at the site and drawings of physical conditions in existing 6.30.2.1. observations by ENGINEER; 6.30.2.2. recommendation of any progress or final payment by ENGINEER; 6.30.2.3. the issuance of a certificate of Substantial Completion or any payment by OWNER to CONTRACTOR under the Contract Documents; 6.30.2.4. use or occupancy of the Work or any part thereof by OWNER; 6.30.2.5. any acceptance by OWNER or any failure to do so; 6.30.2.6. any review and approval of a Shop Drawing or Sample submittal or the issuance of a notice of acceptability by ENGINEER pursuant to paragraph 14.13; 6.30.2.7. any inspection, test or approval by others; or 6.30.2.8. any correction of defective Work by OWNER. Indemnification: 6.31. To the fullest extent permitted by Laws and Regulations, CONTRACTOR shall indemnify and hold harmless OWNER, ENGINEER, ENGINEER's Consultants and the officers, directors, employees, agents and other consultants of each and any of them from and against all claims, costs, losses and damages (including, but not limited to, all fees and charges of engineers, architects, attorneys and other professionals and all court or arbitration or other dispute resolution costs) caused by, arising out of or resulting from the performance of the Work, provided that any such claim, cost, loss or damage: (i) is attributable to bodily injury, sickness, disease or death, or to injury to or destruction of tangible property (other than the Work itself), including the loss of use resulting therefrom, and (ii) is caused in whole or in part by any negligent act or omission of CONTRACTOR, any Subcontractor, any Supplier, any person or organization directly or indirectly employed by any of them to perform or furnish any of the Work or anyone for whose acts any of them may be liable, regardless of whether or not caused in part by any negligence or omission of a person or entity indemnified hereunder or whether liability is imposed upon such indemnified party by Laws and Regulations regardless of the negligence of any such person or entity. 6.32. In any and all claims against OWNER or ENGINEER or any of their respective consultants, agents, officers, directors or employees by any employee (or the survivor or personal representative of such employee) of CONTRACTOR, any Subcontractor, any Supplier, any person or organization directly or indirectly employed by 6.25. Submittal Procedures: 6.25.1. Before submitting each Shop Drawing or Sample, CONTRACTOR shall have determined and verified: 6.25.1.1. all field measurements, quantities, dimensions, specified performance criteria, installation requirements, materials, catalog numbers and similar information with respect thereto, 6.25.1.2. all materials with respect to intended use, fabrication, shipping, handling, storage, assembly and installation pertaining to the performance of the Work, and 6.25.1.3. all information relative to CONTRACTOR's sole responsibilities in respect of means, methods, techniques, sequences and procedures of construction and safety precautions and programs incident thereto. CONTRACTOR shall also have reviewed and coordinated each Shop Drawing or Sample with other Shop Drawings and Samples and with the requirements of the Work and the Contract Documents. 6.25.2. Each submittal will bear a stamp or specific written indication that CONTRACTOR has satisfied CONTRACTOR's obligations under the Contract Documents with respect to CONTRACTOR's review and approval of that submittal. 6.25.3. At the time of each submission, CONTRACTOR shall give ENGINEER specific written notice of such variations, if any, that the Shop Drawing or Sample submitted may have from the requirements of the Contract Documents, such notice to be in a written communication separate from the submittal; and, in addition, shall cause a specific notation to be made on each Shop Drawing and Sample submitted to ENGINEER for review and approval of each such variation. 6.26. ENGINEER will review and approve Shop Drawings and Samples in accordance with the schedule of Shop Drawings and Sample submittals accepted by ENGINEER as required by paragraph 2.9. ENGINEER's review and approval will be only to determine if the items covered by the submittals will, after installation or incorporation in the Work, conform to the information given in the Contract Documents and be compatible with the design concept of the completed Project as a functioning whole as indicated by the Contract Documents. ENGINEER's review and approval will not extend to means, methods, techniques, sequences or procedures of construction (except where a particular means, method, technique, sequence or procedure of the site one record copy of all Drawings, Specifications, Addenda, Written Amendments, Change Orders, Work Change Directives, Field Orders and written interpretations and clarifications (issued pursuant to paragraph 9.4) in good order and annotated to show all changes made during construction. These record documents together with all approved Samples and a counterpart of all approved Shop Drawings will be available to ENGINEER for reference. Upon completion of the Work, and prior to release of final payment, these record documents, Samples and Shop Drawings will be delivered to ENGINEER for OWNER. Safety and Protection: 6.20. CONTRACTOR shall be responsible for initiating, maintaining and supervising all safety precautions and programs in connection with the Work. CONTRACTOR shall take all necessary precautions for the safety of, and shall provide the necessary protection to prevent damage, injury or loss to: 6.20.1. all persons on the Work site or who may be affected by the Work; 6.20.2. all the Work and materials and equipment to be incorporated therein, whether in storage on or off the site; and 6.20.3. other property at the site or adjacent thereto, including trees, shrubs, lawns, walks, pavements, roadways, structures, utilities and Underground Facilities not designated for removal, relocation or replacement in the course of construction. CONTRACTOR shall comply with all applicable Laws and Regulations of any public body having jurisdiction for safety of persons or property or to protect them from damage, injury or loss; and shall erect and maintain all necessary safeguards for such safety and protection. CONTRACTOR shall notify owners of adjacent property and of Underground Facilities and utility owners when prosecution of the Work may affect them, and shall cooperate with them in the protection, removal, relocation and replacement of their property. All damage, injury or loss to any property referred to in paragraphs 6.20.2 or 6.20.3 caused, directly or indirectly, in whole or in part, by CONTRACTOR, any Subcontractor, Supplier or any other person or organization directly or indirectly employed by any of them to perform or furnish any of the Work or anyone for whose acts any of them may be liable, shall be remedied by CONTRACTOR (except damage or loss attributable to the fault of Drawings or Specifications or to the acts or omissions of OWNER or ENGINEER or ENGINEER's Consultant or anyone employed by any of them or anyone for whose acts any of them may be liable, and not attributable, directly or indirectly, in whole or in part, to the fault or negligence of CONTRACTOR or any Subcontractor, Supplier or other person or organization directly or indirectly employed by any of them). CONTRACTOR's duties and responsibilities for the safety and protection of the Work shall continue until such time as all the Work is completed and ENGINEER has issued a Documents. Permits: 6.13. Unless otherwise provided in the Supplementary Conditions, CONTRACTOR shall obtain and pay for all construction permits and licenses. OWNER shall assist CONTRACTOR, when necessary, in obtaining such permits and licenses. CONTRACTOR shall pay all governmental charges and inspection fees necessary for the prosecution of the Work, which are applicable at the time of opening of Bids, or, if there are no Bids, on the Effective Date of the Agreement. CONTRACTOR shall pay all charges of utility owners for connections to the Work, and OWNER shall pay all charges of such utility owners for capital costs related thereto such as plant investment fees. 6.14. Laws and Regulations: 6.14.1. CONTRACTOR shall give all notices and comply with all Laws and Regulations applicable to furnishing and performance of the Work. Except where otherwise expressly required by applicable Laws and Regulations, neither OWNER nor ENGINEER shall be responsible for monitoring CONTRACTOR's compliance with any Laws or Regulations. 6.14.2. If CONTRACTOR performs any Work knowing or having reason to know that it is contrary to Laws or Regulations, CONTRACTOR shall bear all claims, costs, losses and damages caused by, arising out of or resulting therefrom; however, it shall not be CONTRACTOR's primary responsibility to make certain that the Specifications and Drawings are in accordance with Laws and Regulations, but this shall not relieve CONTRACTOR of CONTRACTOR's obligations under paragraph 3.3.2. Taxes: 6.15. CONTRACTOR shall pay all sales, consumer, use and other similar taxes required to be paid by CONTRACTOR in accordance with the Laws and Regulations of the place of the Project which are applicable during the performance of the Work. 6.15.1. OWNER is exempt from Colorado State and local sales and use taxes on materials to be permanently incorporated into the project. Said taxes shall not be included in the Contract Price. CONTRACTOR must apply for, and receive, a Certificate of Exemption from the Colorado Department of Revenue for construction materials to be physically incorporated into the project. This Certification of Exemption provides that the CONTRACTOR shall neither pay nor include in his Bid, Sales and Use Taxes on those building and construction materials physically incorporated into the project. Address: Colorado Department of Revenue State Capital Annex CONTRACTOR has reasonable objection. CONTRACTOR shall perform not less than 20 percent of the Work with its own forces (that is, without subcontracting). The 20 percent requirement shall be understood to refer to the Work the value of which totals not less than 20 percent of the Contract Price. 6.8.2. If the Supplementary Conditions Bidding Documents require the identity of certain Subcontractors, Suppliers or other persons or organizations (including those who are to furnish the principal items of materials or equipment) to be submitted to OWNER in advance of the specified date prior to the Effective Date of the Agreement for acceptance by OWNER and ENGINEER, and if CONTRACTOR has submitted a list thereof in accordance with the Supplementary Conditions,. OWNER's or ENGINEER's acceptance (either in writing or by failing to make written objection thereto by the date indicated for acceptance or objection in the bidding documents or the Contract Documents) of any such Subcontractor, Supplier or other person or organization so identified may be revoked on the basis of reasonable objection after due investigation, in which case CONTRACTOR shall submit an acceptable substitute, the Contract Price will be adjusted by the difference in the cost occasioned by such substitution and an appropriate Change Order will be issued or Written Amendment signed. will constitute a condition of the Contract requiring the use of the named subcontractors, suppliers or other persons or organization on the Work unless prior written approval is obtained from OWNER and ENGINEER. No acceptance by OWNER or ENGINEER of any such Subcontractor, Supplier or other person or organization shall constitute a waiver of any right of OWNER or ENGINEER to reject defective Work. 6.9. 6.9.1. CONTRACTOR shall be fully responsible to OWNER and ENGINEER for all acts and omissions of the Subcontractors, Suppliers and other persons and organizations performing or furnishing any of the Work under a direct or indirect contract with CONTRACTOR just as CONTRACTOR is responsible for CONTRACTOR's own acts and omissions. Nothing in the Contract Documents shall create for the benefit of any such Subcontractor, Supplier or other person or organization any contractual relationship between OWNER or ENGINEER and any such Subcontractor, Supplier or other person or organization, nor shall it create any obligation on the part of OWNER or ENGINEER to pay or to see to the payment of any moneys due any such Subcontractor, Supplier or other person or organization except as may otherwise be required by Laws and Regulations. OWNER or ENGINEER may furnish to any subcontractor, supplier or other person or organization evidence of amounts paid to CONTRACTOR in accordance with CONTRACTOR'S "Applications for Payment". material or equipment of other Suppliers may be accepted by ENGINEER under the following circumstances: 6.7.1.1. "Or-Equal": If in ENGINEER's sole discretion an item of material or equipment proposed by CONTRACTOR is functionally equal to that named and sufficiently similar so that no change in related Work will be required, it may be considered by ENGINEER as an "or-equal" item, in which case review and approval of the proposed item may, in ENGINEER's sole discretion, be accomplished without compliance with some or all of the requirements for acceptance of proposed substitute items. 6.7.1.2. Substitute Items: If in ENGINEER's sole discretion an item of material or equipment proposed by CONTRACTOR does not qualify as an "or-equal" item under subparagraph 6.7.1.1, it will be considered a proposed substitute item. CONTRACTOR shall submit sufficient information as provided below to allow ENGINEER to determine that the item of material or equipment proposed is essentially equivalent to that named and an acceptable substitute therefor. The procedure for review by the ENGINEER will include the following as supplemented in the General Requirements and as ENGINEER may decide is appropriate under the circumstances. Requests for review of proposed substitute items of material or equipment will not be accepted by ENGINEER from anyone other than CONTRACTOR. If CONTRACTOR wishes to furnish or use a substitute item of material or equipment, CONTRACTOR shall first make written application to ENGINEER for acceptance thereof, certifying that the proposed substitute will perform adequately the functions and achieve the results called for by the general design, be similar in substance to that specified and be suited to the same use as that specified. The application will state the extent, if any, to which the evaluation and acceptance of the proposed substitute will prejudice CONTRACTOR's achievement of Substantial Completion on time, whether or not acceptance of the substitute for use in the Work will require a change in any of the Contract Documents (or in the provisions of any other direct contract with OWNER for work on the Project) to adapt the design to the proposed substitute and whether or not incorporation or use of the substitute in connection with the Work is subject to payment of any license fee or royalty. All variations of the proposed substitute from that specified will be identified in the application and available maintenance, repair and replacement service will be indicated. The application will also contain an itemized estimate of all costs or credits that will result directly or indirectly from acceptance of such substitute, including costs of redesign and claims of other contractors affected be accomplished in accordance with paragraph 14.10; provided that no such use or occupancy shall commence before the insurers providing the property insurance have acknowledged notice thereof and in writing effected any changes in coverage necessitated thereby. The insurers providing the property insurance shall consent by endorsement on the policy or policies, but the property insurance shall not be cancelled or permitted to lapse on account of any such partial use or occupancy. ARTICLE 6--CONTRACTOR'S RESPONSIBILITIES Supervision and Superintendence: 6.1. CONTRACTOR shall supervise, inspect and direct the Work competently and efficiently, devoting such attention thereto and applying such skills and expertise as may be necessary to perform the Work in accordance with the Contract Documents. CONTRACTOR shall be solely responsible for the means, methods, techniques, sequences and procedures of construction, but CONTRACTOR shall not be responsible for the negligence of others in the design or specification of a specific means, method, technique, sequence or procedure of construction which is shown or indicated in and expressly required by the Contract Documents. CONTRACTOR shall be responsible to see that the completed Work complies accurately with the Contract Documents. 6.2. CONTRACTOR shall keep on the Work at all times during its progress a competent resident superintendent, who shall not be replaced without written notice to OWNER and ENGINEER except under extraordinary circumstances. The superintendent will be CONTRACTOR's representative at the site and shall have authority to act on behalf of CONTRACTOR. All communications to the superintendent shall be as binding as if given to CONTRACTOR. Labor, Materials and Equipment: 6.3. CONTRACTOR shall provide competent, suitably qualified personnel to survey, lay out and construct the Work as required by the Contract Documents. CONTRACTOR shall at all times maintain good discipline and order at the site. Except as otherwise required for the safety or protection of persons or the Work or property at the site or adjacent thereto, and except as otherwise indicated in the Contract Documents, all Work at the site shall be performed during regular working hours and CONTRACTOR will not permit overtime work or the performance of Work on Saturday, Sunday or any legal holiday without OWNER's written consent given after prior written notice to ENGINEER. CONTRACTOR shall submit requests to the ENGINEER no less than 48 hours in advance of any Work to be performed on Saturday, Sunday, Holidays or outside the Regular Working Hours. writing advise CONTRACTOR whether or not such other insurance has been procured by OWNER. 5.11. Waiver of Rights: 5.11.1. OWNER and CONTRACTOR intend that all policies purchased in accordance with paragraphs 5.6 and 5.7 will protect OWNER, CONTRACTOR, Subcontractors, ENGINEER, ENGINEER's Consultants and all other persons or entities identified in the Supplementary Conditions to be listed as insureds or additional insureds in such policies and will provide primary coverage for all losses and damages caused by the perils covered thereby. All such policies shall contain provisions to the effect that in the event of payment of any loss or damage the insurers will have no rights of recovery against any of the insureds or additional insureds thereunder. OWNER and CONTRACTOR waive all rights against each other and their respective officers, directors, employees and agents for all losses and damages caused by, arising out of or resulting from any of the perils covered by such policies and any other property insurance applicable to the Work; and, in addition, waive all such rights against Subcontractors, ENGINEER, ENGINEER's Consultants and all other persons or entities identified in the Supplementary Conditions to be listed as insureds or additional insureds under such policies for losses and damages so caused. None of the above waivers shall extend to the rights that any party making such waiver may have to the proceeds of insurance held by OWNER as trustee or otherwise payable under any policy so issued. 5.11.2. In addition, OWNER waives all rights against CONTRACTOR, Subcontractors, ENGINEER, ENGINEER's Consultants and the officers, directors, employees and agents of any of them, for: 5.11.2.1. loss due to business interruption, loss of use or other consequential loss extending beyond direct physical loss or damage to OWNER's property or the Work caused by, arising out of or resulting from fire or other peril, whether or not insured by OWNER; and 5.11.2.2. loss or damage to the completed Project or part thereof caused by, arising out of or resulting from fire or other insured peril covered by any property insurance maintained on the completed Project or part thereof by OWNER during partial utilization pursuant to paragraph 14.10, after Substantial Completion pursuant to paragraph 14.8 or after final payment pursuant to paragraph 14.13. Any insurance policy maintained by OWNER covering any loss, damage or consequential loss referred to in this paragraph 5.11.2 shall contain provisions to the effect that in the event of payment of any such loss, damage or consequential loss the insurers will have no rights of prior written notice has been given to OWNER and CONTRACTOR and to each other additional insured identified in the Supplementary Conditions to whom a certificate of insurance has been issued (and the certificates of insurance furnished by the CONTRACTOR pursuant to paragraph 5.3.2 will so provide); 5.4.12. remain in effect at least until final payment and at all times thereafter when CONTRACTOR may be correcting, removing or replacing defective Work in accordance with paragraph 13.12; and 5.4.13. with respect to completed operations insurance, and any insurance coverage written on a claims-made basis, remain in effect for at least two years after final payment (and CONTRACTOR shall furnish OWNER and each other additional insured identified in the Supplementary Conditions to whom a certificate of insurance has been issued evidence satisfactory to OWNER and any such additional insured of continuation of such insurance at final payment and one year thereafter). OWNER's Liability Insurance: 5.5. In addition to insurance required to be provided by CONTRACTOR under paragraph 5.4, OWNER, at OWNER's option, may purchase and maintain at OWNER's expense OWNER's own liability insurance as will protect OWNER against claims which may arise from operations under the Contract Documents. Property Insurance: 5.6. Unless otherwise provided in the Supplementary Conditions, OWNER shall purchase and maintain property insurance upon the Work at the site in the amount of the full replacement cost thereof (subject to such deductible amounts as may be provided in the Supplementary Conditions or required by Laws and Regulations). This insurance shall: 5.6.1. include the interests of OWNER, CONTRACTOR, Subcontractors, ENGINEER, ENGINEER's Consultants and any other persons or entities identified in the Supplementary Conditions, each of whom is deemed to have an insurable interest and shall be listed as an insured or additional insured; 5.6.2. be written on a Builder's Risk "all risk" or open peril or special causes of loss policy form that shall at least include insurance for physical loss or damage to the Work, temporary buildings, falsework and Work in transit and shall insure against at least the following perils: fire, lightning, extended not intended to apply to Asbestos, PCBs, Petroleum, Hazardous Waste or Radioactive Material uncovered or revealed at the site. ARTICLE 5--BONDS AND INSURANCE Performance, Payment and Other Bonds: 5.1. CONTRACTOR shall furnish Performance and Payment Bonds, each in an amount at least equal to the Contract Price as security for the faithful performance and payment of all CONTRACTOR's obligations under the Contract Documents. These Bonds shall remain in effect at least until one year after the date when final payment becomes due, except as provided otherwise by Laws or Regulations or by the Contract Documents. CONTRACTOR shall also furnish such other Bonds as are required by the Supplementary Conditions. All Bonds shall be in the form prescribed by the Contract Documents except as provided otherwise by Laws or Regulations and shall be executed by such sureties as are named in the current list of "Companies Holding Certificates of Authority as Acceptable Sureties on Federal Bonds and as Acceptable Reinsuring Companies" as published in Circular 570 (amended) by the Audit Staff, Bureau of Government Financial Operations, U.S. Treasury Department. All Bonds signed by an agent must be accompanied by a certified copy of such agent's authority to act. 5.2. If the surety on any Bond furnished by CONTRACTOR is declared a bankrupt or becomes insolvent or its right to do business is terminated in any state where any part of the Project is located or it ceases to meet the requirements of paragraph 5.1, CONTRACTOR shall within ten days thereafter substitute another Bond and surety, both of which must be acceptable to OWNER. 5.3. Licensed Sureties and Insurers; Certificates of Insurance: 5.3.1. All Bonds and insurance required by the Contract Documents to be purchased and maintained by OWNER or CONTRACTOR shall be obtained from surety or insurance companies that are duly licensed or authorized in the jurisdiction in which the Project is located to issue Bonds or insurance policies for the limits and coverages so required. Such surety and insurance companies shall also meet such additional requirements and qualifications as may be provided in the Supplementary Conditions. 5.3.2. CONTRACTOR shall deliver to OWNER, with copies to each additional insured identified in the Supplementary Conditions, certificates of insurance (and other evidence of insurance requested by OWNER or any other additional insured) which CONTRACTOR is required to purchase and maintain in accordance with paragraph 5.4. OWNER shall deliver to CONTRACTOR, with copies to each additional insured identified in the Supplementary Conditions, certificates of insurance (and other evidence of insurance requested by CONTRACTOR or any other additional insured) which OWNER is required to purchase and maintain in accordance with paragraphs 5.6 and 5.7 hereof. Underground Facility and determine the extent, if any, to which a change is required in the Contract Documents to reflect and document the consequences of the existence of the Underground Facility. If ENGINEER concludes that a change in the Contract Documents is required, a Work Change Directive or a Change Order will be issued as provided in Article 10 to reflect and document such consequences. During such time, CONTRACTOR shall be responsible for the safety and protection of such Underground Facility as provided in paragraph 6.20. CONTRACTOR shall may be allowed an increase in the Contract Price or an extension of the Contract Times, or both, to the extent that they are attributable to the existence of any Underground Facility that was not shown or indicated in the Contract Documents and that CONTRACTOR did not know of and could not reasonably have been expected to be aware of or to have anticipated. If OWNER and CONTRACTOR are unable to agree on entitlement to or the amount or length of any such adjustment in Contract Price or Contract Times, CONTRACTOR may make a claim therefor as provided in Articles 11 and 12. However, OWNER, ENGINEER and ENGINEER's Consultants shall not be liable to CONTRACTOR for any claims, costs, losses or damages incurred or sustained by CONTRACTOR on or in connection with any other project or anticipated project. Reference Points: 4.4. OWNER shall provide engineering surveys to establish reference points for construction which in ENGINEER's judgment are necessary to enable CONTRACTOR to proceed with the Work. CONTRACTOR shall be responsible for laying out the Work, shall protect and preserve the established reference points and shall make no changes or relocations without the prior written approval of OWNER. CONTRACTOR shall report to ENGINEER whenever any reference point is lost or destroyed or requires relocation because of necessary changes in grades or locations, and shall be responsible for the accurate replacement or relocation of such reference points by professionally qualified personnel. 4.5. Asbestos, PCBs, Petroleum, Hazardous Waste or Radioactive Material: 4.5.1. OWNER shall be responsible for any Asbestos, PCBs, Petroleum, Hazardous Waste or Radioactive Material uncovered or revealed at the site which was not shown or indicated in Drawings or Specifications or identified in the Contract Documents to be within the scope of the Work and which may present a substantial danger to persons or property exposed thereto in connection with the Work at the site. OWNER shall not be responsible for any such materials brought to the site by CONTRACTOR, Subcontractors, Suppliers or anyone else for whom CONTRACTOR is responsible. CONTRACTOR shall, promptly immediately after becoming aware thereof and before further disturbing conditions affected thereby or performing any Work in connection therewith (except in an emergency as permitted by paragraph 6.23), notify OWNER and ENGINEER in writing about such condition. CONTRACTOR shall not further disturb such conditions or perform any Work in connection therewith (except as aforesaid) until receipt of written order to do so. 4.2.4. ENGINEER's Review: ENGINEER will promptly review the pertinent conditions, determine the necessity of OWNER's obtaining additional exploration or tests with respect thereto and advise OWNER in writing (with a copy to CONTRACTOR) of ENGINEER's findings and conclusions. 4.2.5. Possible Contract Documents Change: If ENGINEER concludes that a change in the Contract Documents is required as a result of a condition that meets one or more of the categories in paragraph 4.2.3, a Work Change Directive or a Change Order will be issued as provided in Article 10 to reflect and document the consequences of such change. 4.2.6. Possible Price and Times Adjustments: An equitable adjustment in the Contract Price or in the Contract Times, or both, will be allowed to the extent that the existence of such uncovered or revealed condition causes an increase or decrease in CONTRACTOR's cost of, or time required for performance of, the Work; subject, however, to the following: 4.2.6.1. such condition must meet any one or more of the categories described in paragraphs 4.2.3.1 through 4.2.3.4, inclusive; 4.2.6.2. a change in the Contract Documents pursuant to paragraph 4.2.5 will not be an automatic authorization of nor a condition precedent to entitlement to any such adjustment; 4.2.6.3. with respect to Work that is paid for on a Unit Price Basis, any adjustment in Contract Price will be subject to the provisions of paragraphs 9.10 and 11.9; and 4.2.6.4. CONTRACTOR shall not be entitled to any adjustment in the Contract Price or Times if; 4.2.6.4.1. CONTRACTOR knew of the existence of such conditions at the time CONTRACTOR made a final commitment to OWNER in respect of Contract Price and Contract Times by the paragraph 10.1). 3.6. In addition, the requirements of the Contract Documents may be supplemented, and minor variations and deviations in the Work may be authorized, in one or more of the following ways: 3.6.1. A Field Order (pursuant to paragraph 9.5), 3.6.2. ENGINEER's approval of a Shop Drawing or Sample (pursuant to paragraphs 6.26 and 6.27), or 3.6.3. ENGINEER's written interpretation or clarification (pursuant to paragraph 9.4). Reuse of Documents: 3.7. CONTRACTOR, and any Subcontractor or Supplier or other person or organization performing or furnishing any of the Work under a direct or indirect contract with OWNER (i) shall not have or acquire any title to or ownership rights in any of the Drawings, Specifications or other documents (or copies of any thereof) prepared by or bearing the seal of ENGINEER or ENGINEER's Consultant, and (ii) shall not reuse any of such Drawings, Specifications, other documents or copies on extensions of the Project or any other project without written consent of OWNER and ENGINEER and specific written verification or adaptation by ENGINEER. ARTICLE 4--AVAILABILITY OF LANDS; SUBSURFACE AND PHYSICAL CONDITIONS; REFERENCE POINTS Availability of Lands: 4.1. OWNER shall furnish, as indicated in the Contract Documents, the lands upon which the Work is to be performed, rights-of-way and easements for access thereto, and such other lands which are designated for the use of CONTRACTOR. Upon reasonable written request, OWNER shall furnish CONTRACTOR with a correct statement of record legal title and legal description of the lands upon which the Work is to be performed and OWNER's interest therein as necessary for giving notice of or filing a mechanic's lien against such lands in accordance with applicable Laws and Regulations. OWNER shall identify any encumbrances or restrictions not of general application but specifically related to use of lands so furnished with which CONTRACTOR will have to comply in performing the Work. Easements for permanent structures or permanent changes in existing facilities will be obtained and paid for by OWNER, unless otherwise provided in the Contract Documents. If CONTRACTOR and OWNER are unable to agree on entitlement to or the amount or extent of any adjustments in the Contract Price or the Contract Times as a result of any delay in OWNER's furnishing these lands, rights-of- way or easements, CONTRACTOR may make a claim therefor as provided in Articles 11 and 12. from prevailing custom or trade usage as being required to produce the intended result will be furnished and performed whether or not specifically called for. When words or phrases which have a well-known technical or construction industry or trade meaning are used to describe Work, materials or equipment, such words or phrases shall be interpreted in accordance with that meaning. Clarifications and interpretations of the Contract Documents shall be issued by ENGINEER as provided in paragraph 9.4. 3.3. Reference to Standards and Specifications of Technical Societies; Reporting and Resolving Discrepancies: 3.3.1. Reference to standards, specifications, manuals or codes of any technical society, organization or association, or to the Laws or Regulations of any governmental authority, whether such reference be specific or by implication, shall mean the latest standard, specification, manual, code or Laws or Regulations in effect at the time of opening of Bids (or, on the Effective Date of the Agreement if there were no Bids), except as may be otherwise specifically stated in the Contract Documents. 3.3.2. If, during the performance of the Work, CONTRACTOR discovers any conflict, error, ambiguity or discrepancy within the Contract Documents or between the Contract Documents and any provision of any such Law or Regulation applicable to the performance of the Work or of any such standard, specification, manual or code or of any instruction of any Supplier referred to in paragraph 6.5, CONTRACTOR shall report it to ENGINEER in writing at once, and, CONTRACTOR shall not proceed with the Work affected thereby (except in an emergency as authorized by paragraph 6.23) until an amendment or supplement to the Contract Documents has been issued by one of the methods indicated in paragraph 3.5 or 3.6; provided, however, that CONTRACTOR shall not be liable to OWNER or ENGINEER for failure to report any such conflict, error, ambiguity or discrepancy unless CONTRACTOR knew or reasonably should have known thereof. 3.3.3. Except as otherwise specifically stated in the Contract Documents or as may be provided by amendment or supplement thereto issued by one of the methods indicated in paragraph 3.5 or 3.6, the provisions of the Contract Documents shall take precedence in resolving any conflict, error, ambiguity or discrepancy between the provisions of the Contract Documents and: 3.3.3.1. the provisions of any such standard, specification, manual, code or instruction (whether or not specifically incorporated by reference in the Contract Documents); or 2.4. CONTRACTOR shall start to perform the Work on the date when the Contract Times commence to run, but no Work shall be done at the site prior to the date on which the Contract Times commence to run. Before Starting Construction: 2.5. Before undertaking each part of the Work, CONTRACTOR shall carefully study and compare the Contract Documents and check and verify pertinent figures shown thereon and all applicable field measurements. CONTRACTOR shall promptly report in writing to ENGINEER any conflict, error, ambiguity or discrepancy which CONTRACTOR may discover and shall obtain a written interpretation or clarification from ENGINEER before proceeding with any Work affected thereby; however, CONTRACTOR shall not be liable to OWNER or ENGINEER for failure to report any conflict, error, ambiguity or discrepancy in the Contract Documents, unless CONTRACTOR knew or reasonably should have known thereof. 2.6. Within ten days after the Effective Date of the Agreement (unless otherwise specified in the General Requirements), CONTRACTOR shall submit to ENGINEER for review: 2.6.1. a preliminary progress schedule indicating the times (numbers of days or dates) for starting and completing the various stages of the Work, including any Milestones specified in the Contract Documents; 2.6.2. a preliminary schedule of Shop Drawing and Sample submittals which will list each required submittal and the times for submitting, reviewing and processing such submittal; 2.6.2.1. In no case will a schedule be acceptable which allows less than 21 calendar days for each review by Engineer. 2.6.3. A preliminary schedule of values for all of the Work which will include quantities and prices of items aggregating the Contract Price and will subdivide the Work into component parts in sufficient detail to serve as the basis for progress payments during construction. Such prices will include an appropriate amount of overhead and profit applicable to each item of Work. 2.7. Before any Work at the site is started, CONTRACTOR and OWNER shall each deliver to the other OWNER, with copies to each additional insured identified in the Supplementary Conditions ENGINEER, site or any part thereof. 1.34. Samples--Physical examples of materials, equipment, or workmanship that are representative of some portion of the Work and which establish the standards by which such portion of the Work will be judged. 1.35. Shop Drawings--All drawings, diagrams, illustrations, schedules and other data or information which are specifically prepared or assembled by or for CONTRACTOR and submitted by CONTRACTOR to illustrate some portion of the Work. 1.36. Specifications--Those portions of the Contract Documents consisting of written technical descriptions of materials, equipment, construction systems, standards and workmanship as applied to the Work and certain administrative details applicable thereto. 1.37. Subcontractor--An individual, firm or corporation having a direct contract with CONTRACTOR or with any other Subcontractor for the performance of a part of the Work at the site. 1.38. Substantial Completion--The Work (or a specified part thereof) has progressed to the point where, in the opinion of ENGINEER as evidenced by ENGINEER's definitive certificate of Substantial Completion, it is sufficiently complete, in accordance with the Contract Documents, so that the Work (or specified part) can be utilized for the purposes for which it is intended; or if no such certificate is issued, when the Work is complete and ready for final payment as evidenced by ENGINEER's written recommendation of final payment in accordance with paragraph 14.13. The terms "substantially complete" and "substantially completed" as applied to all or part of the Work refer to Substantial Completion thereof. 1.39. Supplementary Conditions--The part of the Contract Documents which amends or supplements these General Conditions. 1.40. Supplier--A manufacturer, fabricator, supplier, distributor, materialman or vendor having a direct contract with CONTRACTOR or with any Subcontractor to furnish materials or equipment to be incorporated in the Work by CONTRACTOR or any Subcontractor. 1.41. Underground Facilities--All pipelines, conduits, ducts, cables, wires, manholes, vaults, tanks, tunnels or other such facilities or attachments, and any encasements containing such facilities which have been installed underground to furnish any of the following services or 1.11. Contract Price--The moneys payable by OWNER to CONTRACTOR for completion of the Work in accordance with the Contract Documents as stated in the Agreement (subject to the provisions of paragraph 11.9.1 in the case of Unit Price Work). 1.12. Contract Times--The numbers of days or the dates stated in the Agreement: (i) to achieve Substantial Completion, and (ii) to complete the Work so that it is ready for final payment as evidenced by ENGINEER's written recommendation of final payment in accordance with paragraph 14.13. 1.13. CONTRACTOR--The person, firm or corporation with whom OWNER has entered into the Agreement. 1.14. defective--An adjective which when modifying the word Work refers to Work that is unsatisfactory, faulty or deficient in that it does not conform to the Contract Documents, or does not meet the requirements of any inspection, reference standard, test or approval referred to in the Contract Documents, or has been damaged prior to ENGINEER's recommendation of final payment (unless responsibility for the protection thereof has been assumed by OWNER at Substantial Completion in accordance with paragraph 14.8 or 14.10). 1.15. Drawings--The drawings which show the scope, extent and character of the Work to be furnished and performed by CONTRACTOR and which have been prepared or approved by ENGINEER and are referred to in the Contract Documents. Shop drawings are not Drawings as so defined. 1.16. Effective Date of the Agreement--The date indicated in the Agreement on which it becomes effective, but if no such date is indicated it means the date on which the Agreement is signed and delivered by the last of the two parties to sign and deliver. 1.17. ENGINEER--The person, firm or corporation named as such in the Agreement. 1.18. ENGINEER's Consultant--A person, firm or corporation having a contract with ENGINEER to furnish services as ENGINEER's independent professional associate or consultant with respect to the Project and who is identified as such in the Supplementary Conditions. 1.19. Field Order--A written order issued by ENGINEER which orders minor changes in the Work in accordance with paragraph 9.5 but which does not involve a change in the Contract Price or the Contract Times. Number Termination-- by CONTRACTOR ................................ ............15.5 by OWNER ................................ .........8.8, 15.1-15.4 of ENGINEER's employment...............................8..2 Suspension of Work-in general..............................15 . Terms and Adjectives................................ ................3.4 Tests and Inspections-- Access to the Work, by others............................13..2 CONTRACTOR's responsibilities.......................13.5 cost of 13.4 covering Work prior to...............................13..6-13.7 Laws and Regulations (or)................................ 13.5 Notice of Defects................................ ...............13.1 OWNER May Stop Work................................ .13.10 OWNER's independent testing...........................13..4 special, required by ENGINEER..........................9..6 timely notice required................................ .......13.4 Uncovering the Work, at ENGINEER's request................................ .................13.8-13.9 Times-- Adjusting................................ ...........................6..6 Change of Contract................................ ..............12 Computation of................................ .................17.2 Contract Times--definition o.f............................1..12 day ................................ ..........................17.. 2.2 Milestones................................ ..........................12 . Requirements-- appeals................................ ..................9..10, 16 clarifications, claims and disputes...................9.11, 11.2, 12 Commencement of Contract Times..................2.3 Preconstruction Conference............................2..8 schedules................................ ..........2.6, 2.9, 6.6 Starting the Work................................ ..........2.4 Title, Warranty of................................ ....................14.3 Uncovering Work................................ .............13.8-13.9 Underground Facilities, Physical Conditions-- definition of................................ ......................1.41 Not Shown or Indicated................................ ... 4.3.2 protection of................................ ..............4..3, 6.20 Shown or Indicated................................ ..........4.3.1 Unit Price Work-- claims ................................ ..........................11.. 9.3 definition of................................ ......................1.42 general11.9, 14.1, 14.5 Unit Prices-- general11.3.1 Determination for................................ .............9.10 Use of Premises................................ . 6.16, 6.18, 6.30.2.4 Utility owners.............................6.. 13, 6.20, 7.1-7.3, 13.2 Utilization, Partial...................1..28, 5.15, 6.30.2.4, 14.10 Value of the Work................................ ....................11.3 Values, Schedule of...............................2.. 6, 2.8-2.9, 14.1 use to approve substitutions................................ 6.7.3 Shown or Indicated................................ ................4.3.1 Site Access ................................ ......................7..2, 13.2 Site Cleanliness................................ .......................6..17 Site, Visits to-- by ENGINEER................................ ...........9.2, 13.2 by others ................................ ..........................13..2 "special causes of loss" policy form, insurance ................................ ........................5..6.2 definition of................................ .....................1..36 Specifications-- defination of................................ .....................1..36 of Technical Societies, reference to.....................3.3.1 precedence................................ ......................3..3.3 Standards and Specifications of Technical Societies................................ ..........3.3 Starting Construction, Before................................ 2.5-2.8 Starting the Work................................ ......................2..4 Stop or Suspend Work-- by CONTRACTOR ................................ ...........15.5 by OWNER................................ ......8.8, 13.10, 15.1 Storage of materials and equipmen.t......................4.1, 7.2 Structural Loading, Safety................................ ........6.18 Subcontractor-- Concerning,................................ ................6.8-6.11 definition of................................ .....................1..37 delays ................................ .............................12.. 3 waiver of rights................................ .................6.11 Subcontractors--in genera.l............................... ..6.8-6.11 Subcontracts--required provisions...........5.11, 6.11, 11.4.3 Submittals-- Applications for Payment................................ ..14.2 Maintenance and Operation Manuals................14.12 Procedures ................................ .......................6..25 Progress Schedules................................ .......2.6, 2.9 Samples ................................ ....................6.24-6.28 Schedule of Values................................ .....2.6, 14.1 Schedule of Shop Drawings and Samples Submissions................................ ......2.6, 2.8-2.9 Shop Drawings................................ ..........6.24-6.28 Substantial Completion-- certification of.............................6... 30.2.3, 14.8-14.9 definition of................................ .....................1..38 Substitute Construction Methods or Procedures.........6.7.2 Substitutes and "Or Equal" Items................................ 6.7 CONTRACTOR's Expense.............................6..7.1.3 ENGINEER's Evaluation................................ .6.7.3 "Or-Equal"................................ ....................6.7.1.1 Substitute Construction Methods Shown or Indicated................................ .................4.3.1 Technical Data................................ ................4.2.2 Preconstruction Conference................................ ........2.8 Preliminary Matters................................ ......................2 Preliminary Schedules................................ ................2.6 Premises, Use of................................ ...............6.16-6.18 Price, Change of Contract................................ ...........11 Price, Contract--definition o.f............................... .... 1.11 Progress Payment, Applications for...........................14..2 Progress Payment--retainage................................ .... 14.2 Progress schedule, CONTRACTOR's.............2.6, 2.8, 2.9, ................................ . 6.6, 6.29, 10.4, 15.2.1 Project--definition of................................ ................1.31 Project Representative-- ENGINEER's Status During Construction.............9.3 Project Representative, Resident--definition o.f..........1.33 prompt payment by OWNER................................ ......8.3 Property Insurance-- Additional ................................ .........................5..7 general5.6-5.10 Partial Utilization................................ 5.15, 14.10.2 receipt and application of proceeds.............5.12-5.13 Protection, Safety and...............................6.. 20-6.21, 13.2 Punch list ................................ ..........................14... 11 Radioactive Material-- defintion of................................ .......................1.32 general4.5 OWNER's responsibility for...............................8..10 Recommendation of Payment..................14.4, 14.5, 14.13 Record Documents................................ .........6.19, 14.12 Records, procedures for maintaining...........................2..8 Reference Points................................ ........................4.4 Reference to Standards and Specifications of Technical Societies................................ .........3.3 Regulations, Laws and (or)................................ ......6.14 Rejecting Defective Work ................................ ..........9.6 Related Work-- at Site ................................ ........................7..1-7.3 Performed prior to Shop Drawings and Samples submittals review......................6.28 Remedies, cumulative................................ ......17.4, 17.5 Removal or Correction of Defective Work................13..11 rental agreements, OWNER approval required......11.4.5.3 replacement of ENGINEER, by OWNER.....................8.2 Reporting and Resolving Discrepancies................................ .2.5, 3.3.2, 6.14.2 Reports-- and Drawings................................ ..................4.2.1 and Tests, OWNER's responsibility.......................8.4 Resident and Project Representative-- definition of................................ ......................1.33 provision for................................ .............................9..3 of the Work..........................5..15, 6.30.2.4, 14.10 written consent or approval required................................ .........9.1, 6.3, 11.4 Precedence................................ ................3..1, 3.3.3 Reference to................................ .....................3.3.1 Safety and Protection................................ 6.20, 13.2 Subcontractors, Suppliers and Others............6.8-6.11 Article or Paragraph Number Tests and Inspections................................ ...13.5 Use of Premises................................ .................6..16 Visits to Site................................ ........................9.2 Liability Insurance-- CONTRACTOR's................................ ................5.4 OWNER's................................ ...........................5..5 Licensed Sureties and Insurers................................ .. 5.3 Liens-- Application for Progress Paymen.t.......................14.. 2 CONTRACTOR's Warranty of Title....................14..3 Final Application for Payment...........................14.. 12 definition of................................ .......................1.. 23 Waiver of Claims................................ .............14.15 Limitations on ENGINEER's authority and responsibilities................................ ..................9..13 Limited Reliance by CONTRACTOR Authorized................................ .......................4.. 2.2 Maintenance and Operating Manuals-- Final Application for Payment...........................14.. 12 Manuals (of others)-- Precedence................................ ....................3..3.3.1 Reference to in Contract Documents...................3..3.1 Materials and equipment-- furnished by CONTRACTOR...............................6..3 not incorporated in Work................................ ....14.2 Materials or equipment--equivalen.t...........................6..7 Mediation (Optional)................................ ..............16..7 Milestones--definition of................................ ..........1.24 Miscellaneous-- Computation of Times................................ ........17.2 Cumulative Remedies................................ .........17.4 Giving Notice................................ ....................17.. 1 Notice of Claim................................ .................17..3 Professional Fees and Court Costs Included..........17.5 Multi-prime contracts................................ ..................7 Not Shown or Indicated................................ ..........4.3.2 Notice of-- Acceptability of Project................................ .....14.13 Award, definition of................................ ...........1.25 Claim ................................ ............................17... 3 Defects,13.1 Differing Subsurface or Physical Conditions........4.2.3 Giving ................................ ............................17... 1 Tests and Inspections................................ ..........13.3 Variation, Shop Drawing and Sample..................6..27 Notice to Proceed-- definition of................................ .......................1.. 26 giving of................................ .............................2..3 Recommendation of Payment....................14..4, 14.13 Article or Paragraph Number Responsibilities--Limitations on...................9.11-9.13 Review of Reports on Differing Subsurface and Physical Conditions..............................4.. 2.4 Shop Drawings and Samples, review responsibility................................ ...............6.26 Status During Construction-- authorized variations in the Work....................9.5 Clarifications and Interpretation.s....................9.4 Decisions on Disputes...........................9..11-9.12 Determinations on Unit Price.......................9..10 ENGINEER as Initial Interpreter...........9.11-9.12 ENGINEER's Responsibilities.................9.1-9.12 Limitations on ENGINEER's Authority and Responsibilities................................ 9.13 OWNER's Representative...............................9.. 1 Project Representative................................ ...9.3 Rejecting Defective Work...............................9.. 6 Shop Drawings, Change Orders and Payments................................ ....9.7-9.9 Visits to Site................................ ..................9.2 Unit Price determinations................................ ..9.10 Visits to Site................................ .......................9..2 Written consent required................................ 7.2, 9.1 Equipment, Labor, Materials and.........................6..3-6.5 Equipment rental, Cost of the Work....................11.4.5.3 Equivalent Materials and Equipmen.t.........................6..7 error or omissions................................ ....................6.33 Evidence of Financial Arrangements........................8..11 Explorations of physical conditions.........................4..2.1 Fee, CONTRACTOR's--Costs Plus...........................11..6 Field Order-- definition of................................ ......................1..19 issued by ENGINEER................................ 3.6.1, 9.5 Final Application for Payment................................ 14.12 Final Inspection................................ .....................14.11 Final Payment-- and Acceptance................................ ......14.13-14.14 Prior to, for cash allowances...............................11.. 8 General Provisions................................ ..........17.3-17.4 General Requirements-- definition of................................ ......................1..20 principal references to................2.6, 6.4, 6.6-6.7, 6.24 Giving Notice................................ .........................17..1 Guarantee of Work--by CONTRACTOR .........6.30, 14.12 Hazard Communication Programs............................6..22 Hazardous Waste-- definition of................................ ......................1..21 general ................................ .............................. 4.5 OWNER's responsibility for................................ 8.10 Contractual Liability Insurance..............................5... 4.10 Contractual Time Limits................................ ..........12.2 Article or Paragraph Number Coordination-- CONTRACTOR's responsibility.........................6.. 9.2 Copies of Documents................................ ................2.2 Correction Period................................ ..................13..12 Correction, Removal or Acceptance of Defective Work-- in general................................ ...10.4.1, 13.10-13.14 Acceptance of Defective Work...........................13.. 13 Correction or Removal of Defective Work................................ .6.30, 13.11 Correction Period................................ .............13.12 OWNER May Correct Defective Work...............13.14 OWNER May Stop Work ................................ .13.10 Cost-- of Tests and Inspections................................ ......13.4 Records11.7 Cost of the Work-- Bonds and insurance, additional....................11..4.5.9 Cash Discounts................................ ...............11..4.2 CONTRACTOR's Fee ................................ ........11.6 Employee Expenses................................ ......11.4.5.1 Exclusions to................................ .....................11.. 5 General11.4-11.5 Home office and overhead expenses.....................11..5 Losses and damages................................ .....11.4.5.6 Materials and equipment................................ .11.4.2 Minor expenses................................ ............11.4.5.8 Payroll costs on changes................................ ..11.4.1 performed by Subcontractors............................11.. 4.3 Records11.7 Rentals of construction equipment and machinery................................ .......11.4.5.3 Royalty payments, permits and license fees................................ .............11.4.5.5 Site office and temporary facilities.................11..4.5.2 Special Consultants, CONTRACTOR's.............11.4.4 Supplemental ................................ .................11..4.5 Taxes related to the Work..............................11.. 4.5.4 Tests and Inspection................................ ...........13.4 Trade Discounts................................ ..............11.4.2 Utilities, fuel and sanitary facilitie.s................11.4.5.7 Work after regular hours................................ .11.4.1 Covering Work................................ ...............13..6-13.7 Cumulative Remedies................................ ......17.4-17.5 Cutting, fitting and patching................................ .....7.2 Data, to be furnished by OWNER...............................8..3 Day--definition of................................ ................17..2.2 Decisions on Disputes................................ .....9.11, 9.12 defective--definition of................................ ............1..14 defective Work-- Acceptance of................................ .......10.4.1, 13.13 Number Compensation................................ ............11.1-11.2 Continuing Obligation................................ .....14.15 Defective Work................................ 9.6, 13.10-13.14 Duty to correct defective Work..........................13..11 Duty to Report-- Changes in the Work caused by Emergency................................ ............6.23 Defects in Work of Others..............................7.. 3 Differing conditions................................ ....4.2.3 Discrepancy in Documents.........2.5, 3.3.2, 6.14.2 Underground Facilities not indicated............4.3.2 Emergencies................................ .....................6..23 Equipment and Machinery Rental, Cost of the Work................................ ...........11.4.5.3 Fee--Cost Plus...........................11..4.5.6, 11.5.1, 11.6 General Warranty and Guarantee........................6..30 Hazard Communication Programs.......................6.22 Indemnification.........................6.. 12, 6.16, 6.31-6.33 Inspection of the Work................................ 7.3, 13.4 Labor, Materials and Equipment.....................6..3-6.5 Laws and Regulations, Compliance by..............6.14.1 Liability Insurance................................ ...............5.4 Notice of Intent to Appeal...........................9.10, 10.4 obligation to perform and complete the Work................................ .....................6.30 Patent Fees and Royalties, paid for by..................6.12 Performance and Other Bonds..............................5.. 1 Permits, obtained and paid for by........................6..13 Progress Schedule............................2.. 6, 2.8, 2.9, 6.6, ................................ .........6.29, 10.4, 15.2.1 Request for formal decision on disputes...............9.11 Responsibilities-- Changes in the Work................................ ...10.1 Concerning Subcontractors, Suppliers and Others................................ ......6.8-6.11 Continuing the Work...........................6..29, 10.4 CONTRACTOR's expense...........................6..7.1 CONTRACTOR's General Warranty and Guarantee................................ .......6.30 CONTRACTOR's review prior to Shop Drawing or Sample submittal..................6.25 Coordination of Work................................ . 6.9.2 Emergencies................................ ................6.23 ENGINEER's evaluation, Substitutes or "Or-Equal" Items..............................6.. 7.3 For Acts and Omissions of Others.............................6..9.1-6.9.2, 9.13 for deductible amounts, insurance....................5.9 general................................ .........6, 7.2, 7.3, 8.9 Hazardous Communication Programs............6.22 Indemnification................................ ...6.31-6.33 Article or Paragraph Number CONTRACTOR's liability...........5.4, 6.12, 6.16, 6.31 Cost of the Work................................ .......11.4, 11.5 Decisions on Disputes................................ 9.11, 9.12 Dispute Resolution................................ ............16..1 Dispute Resolution Agreement....................16..1-16.6 ENGINEER as initial interpretor.........................9.. 11 Lump Sum Pricing................................ ..........11.3.2 Notice of................................ ...........................17... 3 OWNER's....................9..4, 9.5, 9.11, 10.2, 11.2, 11.9 ........................12..1, 13.9, 13.13, 13.14, 17.3 OWNER's liability................................ ...............5.5 OWNER may refuse to make payment.................14..7 Professional Fees and Court Costs Included................................ ......................17.. 5 request for formal decision on.............................9... 11 Substitute Items................................ ..............6.7.1.2 Time Extension................................ .................12..1 Time requirements................................ ....9.11, 12.1 Unit Price Work................................ ..............11.9.3 Value of ................................ ...........................11... 3 Waiver of--on Final Payment...................14.14, 14.15 Work Change Directive................................ ......10.2 written notice required.......................9..11, 11.2, 12.1 Clarifications and Interpretations..............3.6.3, 9.4, 9.11 Clean Site ................................ ............................6... 17 Codes of Technical Society, Organization or Association................................ ..................3..3.3 Commencement of Contract Times............................2..3 Communications-- general ................................ ...............6.2, 6.9.2, 8.1 Hazard Communication Programs.......................6.. 22 Completion-- Final Application for Payment...........................14.. 12 Final Inspection................................ ...............14..11 Final Payment and Acceptance.................14.13-14.14 Partial Utilization................................ .............14.10 Substantial Completion......................1..38, 14.8-14.9 Waiver of Claims................................ .............14.15 Computation of Times................................ 17.2.1-17.2.2 Concerning Subcontractors, Suppliers and Others................................ ...................6.8-6.11 Conferences-- initially acceptable schedules................................ 2.9 preconstruction................................ ....................2.8 Conflict, Error, Ambiguity, Discrepancy-- CONTRACTOR to Report...........................2.. 5, 3.3.2 Construction, before starting by CONTRACTOR ................................ ............2.5-2.7 Construction Machinery, Equipment, etc....................6.4 Continuing the Work................................ ......6.29, 10.4 Contract Documents-- Amending................................ ..........................3..5 Bonds ................................ .............................. 5.1 Availability of Lands................................ ..........4.1, 8.4 Award, Notice of--defined................................ .......1.25 Before Starting Construction................................ 2.5-2.8 Bid--definition of..........................1.. 5 (1.1, 1.10, 2.3, 3.3, .........................4..2.6.4, 6.13, 11.4.3, 11.9.1) Bidding Documents--definition of ................................ ...................1..6 (6.8.2) Bidding Requirements--definition of ................................ ..........1.7 (1.1, 4.2.6.2) Bonds-- acceptance of................................ .....................5.14 additional bonds................................ ..10.5, 11.4.5.9 Cost of the Work................................ .............11.5.4 definition of................................ ........................1..8 delivery of................................ .....................2.1, 5.1 final Application for Payment..................14.12-14.14 general ................................ .......1.10, 5.1-5.3, 5.13, ................................ ........ 9.13, 10.5, 14.7.6 Performance, Payment and Other.....................5.1-5.2 Bonds and Insurance--in genera.l............................... ..5 Builder's risk "all-risk" policy form.........................5..6.2 Cancellation Provisions, Insurance..........5.4.11, 5.8, 5.15 Cash Allowances................................ .....................11.8 Certificate of Substantial Completion.........1.38, 6.30.2.3, ................................ ..................14..8, 14.10 Certificates of Inspection....................9..13.4, 13.5, 14.12 Certificates of Insurance...............2.7, 5.3, 5.4.11, 5.4.13, ........................5.6.5, 5.8, 5.14, 9.13.4, 14.12 Change in Contract Price-- Cash Allowances................................ ...............11.8 claim for price adjustment.............4.1, 4.2.6, 4.5, 5.15, 6.8.2, 9.4 ....................9.5, 9.11, 10.2, 10.5, 11.2, 13.9, ........................13.13, 13.14, 14.7, 15.1, 15.5 CONTRACTOR's fee................................ .........11.6 Cost of the Work general................................ ................11.4-11.7 Exclusions to,................................ ..............11.5 Cost Records................................ .....................11..7 in general..............1.19, 1.44, 9.11, 10.4.2, 10.4.3, 11 Lump Sum Pricing................................ ..........11.3.2 Notification of Surety................................ .........10.5 Scope of,................................ ....................10.3-10.4 Testing and Inspection, Uncovering the Work................................ ..13.9 Work................................ .....28-29 14. PAYMENTS TO CONTRACTOR AND COMPLETION ................................ ..................29 14.1 Schedule of Values..........................29 14.2 Application for Progress Payment ................................ .....29 14.3 CONTRACTOR's Warranty of Title ................................ ...........29 14.4-14.7 Review of Applications for Progress Payments...................29-30 14.8-14.9 Substantial Completion...................30 14.10 Partial Utilization.......................30-31 14.11 Final Inspection..............................31 . 14.12 Final Application for Payment.........31 14.13-14.14 Final Payment and Acceptance........31 14.15 Waiver of Claims.......................31-32 15. SUSPENSION OF WORK AND TERMINATION ................................ ................32 15.1 OWNER May Suspend Work..........32 15.2-15.4 OWNER May Terminate.................32 15.5 CONTRACTOR May Stop Work or Terminate..................32-33 16. DISPUTE RESOLUTION ................................ .. 33 17. MISCELLANEOUS ................................ ...........33 17.1 Giving Notice................................ 33 17.2 Computation of Times.....................33 17.3 Notice of Claim..............................33 . 17.4 Cumulative Remedies......................33 17.5 Professional Fees and Court Costs Included.............................33 . 17.6 Applicable State Laws................33-34 Intentionally left blank................................ .......35 EXHIBIT GC-A: (Optional) Dispute Resolution Agreement......................GC-A1 16.1-16.6 Arbitration..............................GC-. A1 16.7 Mediation................................ GC-A1 6.26 Shop Drawing & Sample Submit- tals Review by ENGINEER......16-17 6.27 Responsibility for Variations From Contract Documents............17 6.28 Related Work Performed Prior to ENGINEER's Review and Approval of Required Submittals................................ ...17 6.29 Continuing the Work......................17 . 6.30 CONTRACTOR's General Warranty and Guarantee...............17 6.31-6.33 Indemnification.........................17-.18 6.34 Survival of Obligations....................18 7. OTHER WORK................................ ..................18 7.1-7.3 Related Work at Site.......................18 . 7.4 Coordination................................ ..18 8. OWNER'S RESPONSIBILITIES .........................18 . 8.1 Communications to CON- TRACTOR ................................ .18 8.2 Replacement of ENGINEER............18 8.3 Furnish Data and Pay Promptly When Due ................................ ..18 8.4 Lands and Easements; Reports and Tests................................ 18-19 8.5 Insurance................................ .......19 8.6 Change Orders................................ 19 8.7 Inspections, Tests and Approvals................................ ...19 8.8 Stop or Suspend Work; Terminate CONTRACTOR's Services................................ ......19 8.9 Limitations on OWNER'S Responsibilities............................19 . 8.10 Asbestos, PCBs, Petroleum, Hazardous Waste or Radioactive Material.....................19 8.11 Evidence of Financial Arrangements..............................19 . 9. ENGINEER'S STATUS DURING CONSTRUCTION ................................ ..............19 9.1 OWNER's Representative................19 9.2 Visits to Site................................ ..19 9.3 Project Representative.................19-21 9.4 Clarifications and Interpre- tations................................ .........21 9.5 Authorized Variations in Work........21 2.3 Commencement of Contract Times; Notice to Proceed................3 2.4 Starting the Work.............................3 . 2.5-2.7 Before Starting Construction; CONTRACTOR's Responsibility to Report; Preliminary Schedules; Delivery of Certificates of Insurance................................ ...3-4 2.8 Preconstruction Conference...............4 2.9 Initially Acceptable Schedules...........4 3. CONTRACT DOCUMENTS: INTENT, AMENDING, REUSE................................ ..........4 3.1-3.2 Intent ................................ ..............4 3.3 Reference to Standards and Speci- fications of Technical Societies; Reporting and Resolving Dis- crepancies ................................ . 4-5 3.4 Intent of Certain Terms or Adjectives................................ .....5 3.5 Amending Contract Documents.........5 3.6 Supplementing Contract Documents ................................ ... 5 3.7 Reuse of Documents..........................5 4. AVAILABILITY OF LANDS; SUBSURFACE AND PHYSICAL CONDITIONS; REFERENCE POINTS................................ .........5 4.1 Availability of Lands......................5-6 4.2 Subsurface and Physical Conditions................................ ....6 4.2.1 Reports and Drawings.......................6 4.2.2 Limited Reliance by CONTRAC- TOR Authorized; Technical Data ................................ .............6 4.2.3 Notice of Differing Subsurface or Physical Conditions....................6 4.2.4 ENGINEER's Review........................6 4.2.5 Possible Contract Documents Change................................ .........6 4.2.6 Possible Price and Times Adjustments...............................6-. 7 4.3 Physical Conditions--Underground Facilities................................ .......7 4.3.1 Shown or Indicated..........................7 . 4.3.2 Not Shown or Indicated.....................7 4.4 Reference Points...............................7 .