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HomeMy WebLinkAbout08-145 Resolution No. 08-145 RESOLUTION AUTHORIZING EXECUTION OF AN AGREEMENT WITH SHALES McNUTT, LLC FOR REPAIRS TO THE EAGLE ROAD BRIDGE BE IT RESOLVED BY THE CITY COUNCIL OF THE CITY OF ELGIN,ILLINOIS,that pursuant to Elgin Municipal Code Section 5.02.020B(9) the City Council hereby finds that an exception to the requirements of the procurement ordinance is necessary and in the best interest of the city; and BE IT FURTHER RESOLVED that Olufemi Folarin,City Manager,and Diane Robertson, City Clerk,be and are hereby authorized and directed to execute an agreement on behalf of the City of Elgin with Shales McNutt LLC for repairs to the Eagle Road Bridge,a copy of which is attached hereto and made a part hereof by reference. s/Ed Schock Ed Schock, Mayor Presented: June 11, 2008 Adopted: June 11, 2008 Omnibus Vote: Yeas: 6 Nays: 0 Attest: s/Diane Robertson Diane Robertson, City Clerk AGREEMENT THIS AGREEMENT is dated this 28th day of May , 2008_ by and between the City of Elgin, an Illinois Municipal Corporation (herein called "City") and Shales, McNutt, LLC (herein called "Contractor"), a Limited Liability Company with a principal place of business at 425 Renner Drive, Elgin, IL 60123 WHEREAS, Contractor submitted a timely bid on February 6, 2008; and WHEREAS, the City's City Council has deemed Contractor to be the lowest price responsive and responsible bidder for City's Repair of its Bridge at Eagle Road, hereinafter referred to as"Work;" NOW THEREFORE, in consideration of the mutual covenants herein set forth, the sufficiency of which is hereby acknowledged, the parties hereto hereby agree as follows: Article 1. Work. Contractor shall complete the Work as specified in the Contract Documents . The Work is generally described as follows: Provide structural repairs to the bridge including new micropile installation. Article 2. ENGINEER. The Work has been designed by Walker Restoration Consultants ("Engineer"). Engineer shall act as City's representative and shall assume and provide such duties and obligations to the extent provided in the Contract Documents. Article 3. Work COMPLETION, LIQUIDATED DAMAGES, DELAYS AND DAMAGES. 3.1. Work Completion. The Work shall be completed as provided in the Contract Documents. Time is of the essence of this Agreement. Work to be completed within 90 days of approved contract. 3.3. Delays and Damages. In the event Contractor is delayed in the prosecution and completion of the Work or achievement of any Contract Times because of any delays caused by City or Engineer, Contractor shall have no claim against City or Engineer for damages or contract adjustment other than an extension of the Contract Times as provided herein. Article 4. CONTRACT PRICE. City shall pay Contractor$ 228,006.37 as indicated in the Contractor's Bid for completion of the Work in accordance with the Contract Documents. Article 5. PAYMENTS. 5.1. Payments. City shall make payments on the basis of Contractor's Applications for Payment as recommended by Engineer, in conformance with the City of Elgin's accounts payable schedule. All payments shall be based on the progress of the Work measured by the schedules provided in the Contract Documents. Notwithstanding anything to the contrary in any Contract Documents, City shall be entitled to withhold any payments pending the submission of partial or full waivers of lien and/or certifications verifying the receipt of payment for all work performed by all subcontractors up to the date of Contractor's application for partial or final payment in City's sole discretion. City shall further be entitled to make such payments directly to any subcontractors as may be necessary to obtain such lien waivers and/or certifications. In the event City makes any such payments directly to any subcontractors, the amount of such payments shall be deducted from the total amount due to Contractor pursuant to this agreement; and Contractor shall provide a written release to City in the amount of any such payments upon ten (10) days written demand. Concurrent with all applications for payment, Contractor shall provide City with a sworn certification of all work performed by all subcontractors and amounts paid to all subcontractors as of the date of application. 5.2. Retainaqe. City may withhold, from all payments prior to Substantial Completion, an amount 0 equal to upto ten percent 10/o of work completed, at City's sole discretion. g P ( ) P Y Upon Substantial Completion, City may release a portion of the retainage to Contractor, retaining at all times an amount sufficient to cover the cost of the Work remaining to be completed, at City's sole discretion. The time for payment of any retainage from City to Contractor shall be at City's sole discretion. Such payment shall not be unreasonably withheld. 5.3. Final Payment. The City shall not be required to make final payment prior to completion and acceptance of the Work by the City. Article 6. CONTRACT DOCUMENTS. There are no Contract Documents other than those listed below. The Contract Documents which comprise the entire agreement between City and Contractor concerning the Work consist of the following: a. This Agreement. b. Certificates of Insurance. c. Bonds. d. Notice of Award. e. Notice to Proceed. f. General Conditions. g. Supplementary Conditions. h. Specifications. i. Drawings consisting of 3 sheets, with each sheet bearing one of the following general titles: Cover Page—2/5/08 R-101 Plan and Repair Details—2/5/08 R-001 General Notes—2/5/08 Sheet titles are listed on the cover sheet of each drawing set. j. Any Addenda. -2 - l k. Contractor's Bid— See Attachment"A" I. City Forms. m. Any subsequent Written Amendments to any documents listed above and other documents amending, modifying, or supplementing the Contract Documents, which may be delivered or issued after the Effective Date of the Agreement and are not attached hereto. This Agreement and the Contract Documents listed above comprise the sole and exclusive Agreement between the parties hereto. There are no other agreements between the parties hereto either oral or written, and neither this Agreement nor any Contract Documents shall be modified or amended without the written consent of the authorized representatives of the parties hereto. Article 7. MISCELLANEOUS. a. Terms used in this Agreement shall have the meanings indicated in the General Conditions. b. No assignment or delegation by a party hereto of any rights under, obligations or interests in the Contract Documents shall be binding on another party hereto without the written consent of the party sought to be bound; and specifically but without limitation moneys that may become due and moneys that are due may not be assigned without such consent (except to the extent that the effect of this restriction may be limited by law); and unless specifically stated to the contrary in any written consent to an assignment, no assignment shall release or discharge the assignor from any duty or responsibility under the Contract Documents. c. City and Contractor each binds itself, its partners, successors, employees, assigns, and agents to the other party hereto, its partners, successors, employees, assigns, and agents in respect of all covenants, agreements, and obligations contained in the Contract Documents. d. The business address of Contractor is hereby designated as the place to which all notices, letters, and other communication to Contractor shall be mailed or delivered. The address of City is hereby designated as the place to which all notices, letters, and other communication to City shall be mailed or delivered. Such notices, letters and other communications shall be directed to the City's General Services Manager. Either party may change its address at any time by an instrument in writing delivered to Engineer and to the other party. e. The terms and provisions of this Agreement shall be severable. In the event any of the terms or provisions of this Agreement shall be deemed to be void or otherwise unenforceable for any reason, the remainder of this Agreement shall remain in full force and effect. f. This Agreement shall be subject to and governed by the laws of the State of Illinois. Venue for the resolution of any disputes and the enforcement of any rights arising out of or in connection with the Agreement shall be in the Circuit Court of Kane County, Illinois. - 3 - g. This Agreement shall not be construed so as to create a partnership, joint venture, employment or agency relationship between the parties hereto except as may be specifically provided for herein. h. In the event of any conflict between any of the terms or provisions of this Agreement and any other Contract Documents, the terms and provisions of this Agreement shall control. i. Indemnification. To the fullest extent permitted by law, Contractor agrees to and shall indemnify, defend and hold harmless the City, the Engineer, Engineer's consultants and the officers, employees, boards and commissions of each and any of them from and against any and all claims, suits, judgments, costs, attorneys' fees, damages or any and all other relief or liability arising out of or resulting from or through, or alleged to arise out of, any acts or negligent acts or omissions of Contractor or Contractor's officers, employees, agents or subcontractors in the performance of this agreement, or arising out of or in connection with litigation based on any mechanic's lien or other claims, suits, judgments and/or demands for damages by subcontractors. In the event of any action against the City, its officers, employees, agents, boards or commissions covered by the foregoing duty to indemnify, defend and hold harmless, such action shall be defended by legal counsel of City's choosing. In the event and to the extent that any legal work is performed by City's in-house legal counsel pursuant to the provisions of this section, City shall be reimbursed by Contractor for such legal work at the rate of $200 per hour, which rate Contractor hereby agrees and acknowledges to be a reasonable rate for such in-house attorneys' fees. The provisions of this paragraph shall survive any expiration and/or termination of this agreement. j. Compliance with Laws. Notwithstanding any other provision of this CONTRACT it is expressly agreed and understood that in connection with the performance of this CONTRACT that the CONTRACTOR shall comply with all applicable Federal, State, City and other requirements of law, including, but not limited to, any applicable requirements regarding prevailing wages, minimum wage, workplace safety and legal status of employees. Without limiting the foregoing, CONTRACTOR hereby certifies, represents and warrants to the CITY that all CONTRACTOR'S employees and/or agents who will be providing products and/or services with respect to this CONTRACT shall be legal residents of the United States. CONTRACTOR shall also at its expense secure all permits and licenses, pay all charges and fees and give all notices necessary and incident to the due and lawful prosecution of the work, and/or the products and/or services to be provided for in this CONTRACT. The CITY shall have the right to audit any records in the possession or control of the CONTRACTOR to determine CONTRACTOR'S compliance with the provisions of this section. In the event the CITY proceeds with such an audit the CONTRACTOR shall make available to the CITY the CONTRACTOR'S relevant records at no cost to the CITY. IN WITNESS WHEREOF, City and Contractor have signed this Agreement. One counterpart each has been delivered to City, Contractor, Surety, and Engineer. This Agreement shall be effective on -4 - CITY: Cit • EI•in Attest: By: tat% — __ �cti: -�- Folari Diane Robertson, ity Clerk Title: it :na:er Address for giving notices 150 Dexter Court Elgin, IL 60120-5555 CONTRACTOR: Shales McNutt LLC By: John R. McNutt Title: Partner Address for giving notices 425 Renner Drive Elgin, IL 60123 FEIN # : 36-4483664 F:\Legal Dept\Agreement\CITY CONTRACTOR AGREEMENT-2006.doc - 5 - Page 1 of 1 John McNutt From: John McNutt Sent: Wednesday, February 06, 2008 9:43 AM To: 'Steve Pertzborn' Cc: Ron Straub Subject: Eagle Rd. Bridge Attachments: Expanded Estimate Feb. 6 2008.xls; Eagle Rd Bridge Quotes.pdf Steve, Here is a revised estimate with more explanation. I have also attached the proposals we received from Mix-On- Site (piles), IHC (miscellaneous metals), and Alliance (concrete coring). Notice that we increased the length of the piles to 60' each thus increasing the price from Mix-On-Site. If the piles reach bearing at less than 60', the City will be credited accordingly. I have also attached a copy of the invoice for work performed to date. Please call if you have any questions. John lic]Vutt a ss E tLtes {:'n it w st-i 4I 4ol-t 425 Renner Drive Elgin 11 60123 johninenutt@shalesmcnutt.com rtPwshalesmcnutt,cum P 847-G22-1214 I 847-622-1224 02/06/2008 City of Elgin Eagle Rd. Bridge Micropile Repair Option Expanded Estimate Shales McNutt Construction Feb.6,2008 Base Scope _ Div. Item Description Quantity Unit Unit Price Total Comments 2 Site Work Asphalt paving 171 sy _ $40.95 $7,000.00 Deck and Disturbed Area Traffic Protection 1 Is $800.00 $800.00 Barricades Street Cleaning 8 hrs. $95.00 _ $760.00 Bobcat w/operator Vacuum Truck 0 Is $9,000.00 $0.00 By Owner Prepare Deck 576 sf $8.16 $4,700.00 Remove Asphalt/sandblast Landscaping/Restoration 1 Is $1,000.00 $1,000.00 Allowance 3 Concrete Micropile-Mix on Site 1 Is $104,300.00 $104,300.00 8-60 ft.piles-see proposal Concrete Coring-Alliance 1 Is $9,900.00 $9,900.00 Multiple Trips-see proposal Grout Cores 8 ea $400.00 $3,200.00 5 Structural Steel Miscellaneous Metal Materials-IHC 1 Is $6,200.00 $6,200.00 All Galvanized-see proposal Install threaded rod and plates f 8 ea $680.00 $5,440.00 8 labor hours each Install Angles 24 ea $180.00 , $4,320.00 2 labor hours each 7 Thermal/Moisture Waterproofing 625 sf___ $8.00 $5,000.00 17 General _Supervision 10 day $760.00 $7,600.00 Subtotal $160,220.00 GC Fees (7%) $11,215.40 Performance Bond $1,542.92 Design Fees $11,915.35 Total Construction Cost $184,893.67 Costs To Date $ 43,112.70 See attached invoice Revised Total Project Cost $228,006.37 Page 1 of 1 02/06/2008 12/21/2007 13 50 rAX: 84 816-3420 A O{f/SIIE ILJj091/003 ite 0 � Q__© (.0t0) (9) if VIA FACSIMILE: 847,622.1224 DATE: December 21, 2007 TO: John McNutt I Shales McNutt Construction FROM: Davin Born I cell 847.818,7872 RE: Eagle Road Bridge -Micropilea QUOTE .........__. MixOnSite, LLC (MOS) proposes to furnish all labor, material, equipment and supervision to install eight(8)micropiles at the above referenced project per Walker Parking drawings SK-1, SK-2 and email dated 12/12/07 for the following price, terms and conditions: LUMP SUM PRICE: $83,500.00 • Pile Capacity: 50 kips Ultimate, Estimated Pile Length: 50' c.• 8 Plies' $7,500.00 each • Production Rate: 2 piles per day ■ Unit Price: $150.00 per liner foot This proposal is clarified and qualified as follows: 1. Any substantial difference in soil conditions or the encountering of obstruction wilt be subject to a change order. 2. One move-in is included. Additional move-ins will be billed at$5,000.00 each. 3. Concrete coring to facilitate pile installation is included: 8 Cores at 6 'A'. 4. MOS Includes soil test, calculations and stamped shop drawings for the micrapiles. Exact pile length is subject to final engineering design. Pile lengths over 50'will be billed at above unit price. (example: pile lengths of 60". 60' -50' included in base bid = 10' additional per pile. 10'x 8 piles = 80' total 80' x$150/ft _ $1,200.00 additional cost.) 5. Work to be performed Monday through Friday, 8-hour shift. 6. Obstructions, below water level, such as concrete footings, concrete and asphalt paving, pipes, conduits, metal objects,timber, metal or concrete piles, boulders, cobbles and existing active or inactive utilities below the existing sub-grade will be removed or drilled through on a time and material basis. MixonSite, LLC • 1340 S. Butterfield Road • Mundelein, IL 60060 Phone: 847-415-9601 • Fax: 847-816-3420 I 12/21/ 00? 13 50 FAX e47$1s342 111MS1 Z003/001 e, No overhead restrictions. Drill height fully extended is 25 foet. Fox River December 21.2007 Page 3 10.7he responsibility for delays or liabilities incurred by conditions other than represented shall be borne by the Owner/General Contractor_ 11.Arbitration -any disputes arising out of or in connection with this Agreement shall be determined pursuant to the rules and procedures of the American Arbitration Association, allowing for a three-man board. 12.Payment Terms: Final payment including any retention shall be made within thirty (30) days after the completion of our work. 13.Price valid if accepted within 10(ten)days of bid date. ACCEPTANCE This proposal dated December 21, 2007 including all specifications, terms and conditions and payment terms is accepted subject to being awarded the work. Signature of Client Date P.O. No. M wiixori5i►oekhoc ivuore s espi food t$eropr`is 0001E4ot MixOnSite, LIC • 1340 S. Butterfield Road .• Mundelein, IL 60060 Phone: 847-415-9601 • Fax: 847-816-3420 P/4-15`2L 1B 07:ti'9c FROM:ALLIANCE. 04778 95 110:10476 81224 P.1 45`flwle'$'6," Alliance Concrete Sawing & Drilling IV, LLC Pl we l Sowing—(nkrl or Stab R rno }—L°ltngis Slab Swing—Slab Sowbng Corr Drilling—8r»kk Services l° i .p, 570 Rock Road Dr,Unit N Toll Free: (877) 339-6600 1 past Dundee,IL, 60118 (847) 783-6585 "tr gyp" y ww.ailiancesawing.com Fax: (847)783-6595 }bersoo e-mail: info rz alliancesawing.Corn Fax Transmittal 'Fax: 7 `60 2 2- -- / Z 2- `( Company: c J C v if Date: vs, .- CY To: L v., . ' - From: L. -- Ct\- Job: l--r( i�.. g,r1 3..4 Number of pages: (including cover sheet) g% \'''‘ / t), — - r--- f-- 44 -- 'c . . d—_,_ f( 1-C.—S f_t_,/- ( .(1--a., • Thank you, JAN-15-2t3©8 07:29R FROti 11.1.1.44CE 6477936595 TD:19476221224 f'.2 °' 'e 0 Alliance Concrete Sawing & Drilling IV, LLC A ��� 0 ,7 \ o wall Sawing-Interior Slab Removal- Electric Slab Sawing-Stab Sawing-Core Drilling r drokk Services 3 570 Rock Road Dr.Unit N Toll Free: (877)339-6600 7 g' c East Dundee,IL. 60018 (847) 783-6585 47 "tt, \./� �. www.allianctasauinb.cflm Fax: (847)783-6595 ade�`c' e-mail:jtraftcanoir,alliancesaWil g.con1 Members ASA Chicago- Concrete Sawing&Drilling Asse.- National Association of Demolition Contractors Lieenaed City of Chicago Concrete Cutting Contractor Jan. 15tb,2008 REVISED Shales McNutt Attn. Ron Straub Elgin Bridge Work. Two(2)piles per day Cut 5%"piles flush to bridge deck Eight(8)12"x 18"boxes cut and chip out to a 4 '/:"depth Cut off 5 "dia. Piles in same boxes Core Sixteen (16) 1 rh" dia. Cores thru 48" deep bridge deck and beam Cut and Core and clean up debris Cost for scope per your sheet-$ 9,900.00 Two(2)guys with equipment for work and traffic control All correct lay out by others Thank you —John M.Traficano—Alliance Concrete Sawing—847-783-6585 c/og ( 1\41 Figures Based Upon: • Layout of cutting coring/removal area provided by customer. • Alliance is not responsible for cutting any conduits,pipes,or any other structures in or below the concrete. • Any changes or alterations to above scope of work will result in extra charges above and beyond original proposal. • Items susceptible to water,dust,or debris damage must be removed or protected by plastic or plywood by customer. • Holes/openings to be covered and/or barricaded per OHSA requirements by others. • Work to take place M-F,7 am to 330 pm.Alliance is available to work after hours on a premium time basis. • Removal and disposal of concrete is to be provided by customer unless other arrangements have been made in advance. • i;or removal purposes all concrete is considered to be"titan"according to local concrete recycling facilities. • work arcs will be left broom clean. • Invoices arc due in 30 days. • Alliance Concrete Sawing&Drilling IV LLC Standard Insurance Certificate • 'This proposal may be with drawn by Alliance if not accepted within thirty days. r I , On$ite o Oo gbh VIA FACSIMILE: 847,622.1224 January rY 11, 2008 TO: John McNutt / Shales McNutt Construction FROM: Davin Born / cell 847,818.7872 RE: Eagle Road Bridge - Micropiles REVISED QUOTE MixOnSite, LLC (MOS) proposes to furnish all labor, material, equipment and supervision to install eight (8) micropiles at the above referenced project per Walker Parking drawings SK-1, SK-2 and email dated 12/12/07 for the following price, terms and conditions: LUMP SUM PRICE: $92,300.00 • Pile Capacity: 50 kips Ult , Estimated Pile Length: 50' 0 8 Piles: $7,500.00 each • Production Rate: 2 piles per day • Unit Price: $150.00 per liner foot This proposal is clarified and qualified as follows: 1. Any substantial difference in soil conditions or the encountering of obstruction will subject to a change order. 2. Due to condition of timber piles, a crane is required to transfer drill rig from one side of the creek to the other, 3. One move-in is included. Additional move-ins will be billed at $5,000.00 each. 4. Concrete coring to facilitate pile installation is included; 8 cores at 7 W. 5. MOS includes soil test, calculations and stamped shop drawings for the micropiles. Exact pile length is subject to final engineering design. Pile lengths over 50'will be billed at above unit price. (example: pile lengths of 60'. 60' - 50' included in base bid = 10' additional per pile. 10' x 8 piles = 80' total. 80' x $150/ft = $1,200,00 additional cost.) 6. Work to be performed Monday through Friday, 8-hour shift. 7. Obstructions, below water level, such as concrete footings, concrete and asphalt paving, pipes, conduits, metal objects, timber, metal or concrete piles, boulders, cobbles and existing active or inactive utilities below the existing sub-grade will be removed or drilled through on a time and material basis. MixOnSite, LLC • 1340 S. Butterfield Road • Mundelein, IL 60060 Phone: 847-415-9601 • Fax: 847-816.3420 Eagle Road Bridge January 11, 2008 Page 2 8. The following items are to be provided by General Contractor/Owner at no cost to MOS: a. Any additional costs due to changes, including but not limited to, additional engineering costs after initial design. b. All engineering as to actual loads at pile locations, as well as any design for or construction of pile caps. c. All surveying and field layout of each pile location. d. Two inch water supply at City pressure. e. Staging area with good access suitable for trucks and equipment. f. Traffic control and flagman for pedestrian and vehicles, barricades, dumpsters and sanitary facilities. g. Environmental, erosion, water and dust control. h. All costs associated with handling, transporting or disposing of contaminated/regulated waste of any kind. Village to provide vacuum truck, if needed. MOS will use sand bags that are currently onsite to contain drill flushings. i. All utilities to be marked by others. MOS is not responsible for any damage of any kind resulting from drilling into unmarked or mismarked utilities. j. Access- Free and clear access, suitable for drilling equipment to the work area, must be provided by others at no cost to MOS. An adequate bench for operation of our drill is required. k. Coring debris removal from creek, if needed, 9. General Exclusions: a. Full time independent inspection of production work is excluded. b. Fees, bonds, permits or deposits. c. Survey controls and preconstruction examination. d, Removal of existing footings or installation of new footings. e. Restoration work including but not limited to landscaping. re-grading, concrete work, etc. f. Pile load test. g. Cutting of pile to final elevation. h. Connection of pile to bridge. 10.General Assumptions: a. Hydrant available for drilling operations b. Run off from drill flushings to flow into creek. c. Bridge is capable of handling drill weight of 51,000#'s. Eagle Road Bridge January 11, 2008 Page 3 d. Continuous access to all pile locations. e. No overhead restrictions. Drill height fully extended is 25 feet. 11.The responsibility for delays or liabilities incurred by conditions other than represented shall be borne by the Owner/General Contractor. 12.Arbitration - any disputes arising out of or in connection with this Agreement shall be determined pursuant to the rules and procedures of the American Arbitration Association, allowing for a three-man board. 13.Payment Terms: Final payment including any retention shall be made within thirty (30) days after the completion of our work. 14.Price valid if accepted within 10 {ten) days of bid date. ACCEPTANCE This proposal dated December 21, 2007 including all specifications, terms and conditions and payment terms is accepted subject to being awarded the work. Signature of Client Date P.O. No. M: ixOnSitetiBids-Jobs12007\B1015 Eagle Road Micropi1e QUOTE.doc MixOnSite, LLC • 1340 S. Butterfield Road • Mundelein, IL 60060 Phone: 847-415-9601 * Fax: 847-818-3420 Jan 21 08 07:0Da r„Aim ' cCo,,,. I I ONsT�uIESc'r101y LIG MC Builders IHC Metal Fabricators IBC General Contractors 1500 Executive Dr. IBC Construction Managers IIC Underground Contractors ELGLN IL 60123 FACSIMILE COVER SHEET DATE: 1/19/08 TIME: COMPANY: Shales/McNutt Consi. ATTN: Ron Straub FAX NO.: (847) 622-1224 TOTAL PAGES INCLUDING COVER SHEET: 1 RE: Eagle Bridge Materials COMMENTS: Ron, Supply following per list and details: (8) 2"x l 5"x 10-Plates with (3)holes, (16) 1°'xS"x5"Plate Wshrs., (16)A- 36 steel, I 'l"thnkl rod approx. 5'-0"long,(32) 1 ''A"Nuts(gr.2), (24)8"x4"xl/2"x l'-10"A-36 Angles w!(4)slots for%"Anchors, (48)%"x5 '/a°'Hi ti.Kwik Bolt 3.All materials and fasteners 1-I.D.Galv. .(48)%"x8"Hilti Kwik Bolt 3 Anchors H.D. Graly.(Not Specified, 10"not available). S 6,200.00 Lot. Delivery:2-3 weeks after P.O. Call with any questions Thanks, Jeff FROM: Jeff Ostdick IHC Construction Companies LLC PHONE NO.: 847-742-1516 DIRECT DIAL:847-742-1535 EXT. 344 FAX NO.847-289-6550 e-mail:jostdiek@ihcconstnlction.cOm if there are any problems with this transmission, please call our office immediately. shatesmcnutt CONSTRUCTION January 7, 200t3 INVOICE No. 1801 Mr. Dave Lawry City of Elgin 150 Dexter Court Elgin, IL 60120 Following is the billing for the Eagle Road Bridge work recently conducted: Project Manager- 12 hrs. © 105.00 1,260.00 Laborer Time -42.5 hrs. ©75.00 3,187.50 Superintendent-82 hrs. @ 95.00 7,790.00 Labor Total 12,237.50 Materials/Equipment Rental 3,355.96 Schneider Excavating- Inv 5883 11,982.75 Manning Concrete Inv 69161 1,095.00 Walker Parking- Inv 31678610001 11,634.65 Markup on Materials and Subcontractors 2,806.84 Subs and Materials Total 30,875.20 Invoice Total 43,112.70 Thank you. CCNSTRUCT7C04 MANAGEMENT i GEN£RAi.CON 71+4c rtr c.!Or S'GN Et1110 42i Renner Drive P 18A7)022 1214 I sha)9stnenuttro fl Etriin,ifl nois 60123 ° F (6471 622 1224 EXHIBIT A John McNutt — From: John McNutt Sent: Wednesday, February 06, 2008 9:43 AM To: 'Steve Pertzborn' Cc: Ron Straub Subject: Eagle Rd. Bridge Attachments: Expanded Estimate Feb. 6 2008.xls: Eagle Rd Bridge Quotes.pdf Steve, Here is a revised estimate with more explanation. I have also attached the proposals we received from Mix-On- Site(piles), IHC (miscellaneous metals), and Alliance (concrete coring). Notice that we increased the length of the piles to 60' each thus increasing the price from Mix-On-Site. If the piles reach bearing at less than 60', the City will be credited accordingly. I have also attached a copy of the invoice for work performed to date. Please call if you have any questions. John McNutt shaIesmenutt Cr:MST Ruti iota 425 Renner Drive Elgin II 60123 johnmcnutt u,shalesmcnutt.com ttiyrn.11talesmcnutt.com_ P 847-622-1214 F 847-622-1224 02/06/2008 City of Elgin Eagle Rd. Bridge Micropile Repair Option Expanded Estimate Shales McNutt Construction Feb.6,2008 Base Scope _ Div. Item Description Quantity Unit Unit Price _ Total Comments 2 Site Work Asphalt paving 171 sy $40.95 $7,000.00 Deck and Disturbed Area Traffic Protection 1 Is $800.00 $800.00 Barricades Street Cleaning 8 hrs. $95.00 . $760.00 Bobcat w/operator Vacuum Truck 0 Is $9,000.00 $0.00 By Owner Prepare Deck 576 sf _ $8.16 $4,700.00 Remove Asphalt/sandblast Landscaping/Restoration 1 Is $1,000.00 _ $1,000.00 Allowance 3 Concrete rMicropile-Mix on Site 1 Is $104,300.00 $104,300.00 8-60 ft. piles-see proposal Concrete Coring-Alliance 1 _ Is $9,900.00 $9,900.00 Multiple Trips-see proposal Grout Cores 8 ea $400.00 $3,200.00 5 Structural Steel Miscellaneous Metal Materials-IHC 1 Is $6,200.00 $6,200.00 All Galvanized-see proposal Install threaded rod and plates 8 ea $680.00 $5,440.00 8 labor hours each Install Angles 24 ea $180.00 $4,320.00 2 labor hours each 7 Thermal/Moisture ,Waterproofing 625 sf $8.00 $5,000.00 17 General _Supervision 10 day $760.00 $7,600.00 • Subtotal $160,220.00 GC Fees(7%) $11,215.40 Performance Bond $1,542.92 Design Fees $11,915.35 Total Construction Cost $184,893.67 m Costs To Date $ 43,112.70 See attached invoice >< Revised Total Project Cost $228,006.37 = CO —I > Page 1 of 1 02/06/2008 Supplemental Conditions SCOPE. These Supplemental Conditions amend or supplement the General Conditions and other provisions of the Contract Documents as indicated herein. All provisions which are not so amended or supplemented remain in full force and effect. The following is added as Section 5.03 D: Each policy must list the City as an additional insured. The Contractor and all Subcontractors waive subrogation rights against the City for all losses. Such insurance shall apply as primary insurance with respect to any other insurance or self-insurance program afforded to the City of Elgin. There shall be no endorsement or modification of such insurance to make it excess over other available insurance,and alternatively,if the insurance states that it is excess or pro rata,it shall be endorsed to be primary with respect to the City of Elgin. The insurance required shall include all major division of coverage and shall be on a comprehensive general basis including Premise and Operations(including X-C-U),Products and Completed Operations, and Owned,Non- owned,Leased,and Hired Motor Vehicles. Such insurance shall be written for not less than any limits of liability required by law or the following limits,whichever are greater: Commercial Liability General Aggregate $2 Million Products Completed Operations Aggregate $1 Million Personal Injury and Advertising Limit $1 Million Each Occurrence $1 Million Automotive-for all owned,non-owned,hired and leased vehicles Combined single limit $1 Million or Bodily injury- each person $500,000 each accident $1 Million Property damage-each occurrence $1 Million Umbrella Combined single limit $2 Million General aggregate $2 Million Worker's Compensation Statutory $1 Million Employer's Liability $100,000 Builder's Risk $ The Contractor may purchase and maintain excess liability insurance in the umbrella form in order to satisfy the limits of liability required for the insurance to be purchased and maintained in accordance with the requirements set forth above. Any such amounts must be in addition to the umbrella limits required,must list all underlying policies, and must list the City as an additional insured. Evidence of such excess liability shall be delivered to the City in the same form and manner as the required insurance policies. The City reserves the right,at its sole discretion,to amend the insurance requirements contained herein. All insurance shall be written on an occurrence basis,unless the City approves in writing coverage on a claims-made basis. Coverages whether written on an occurrence or a claims-made basis shall be maintained without interruption from the date of commencement of the Work until the date of final payment and termination of any coverage required to be maintained after final payment. Certificates of Insurance acceptable to the City and confirming the insurance coverage required herein are attached to the Contract. The City shall have no obligation to execute the Contract and may award the Contract to the next lowest responsible and responsive bidder,if such insurance certificates have not been provided to the City within five(5)business days after presentation of the Contract to the Contractor for execution. The Contractor shall furnish to the City copies of any endorsements that are subsequently issued amending limits of coverage. STANDARD GENERAL CONDITIONS OF THE CONSTRUCTION CONTRACT These General Conditions are based upon the EJCDC No. 1910-8(1996 Edition)and have been modified by the City of Elgin Illinois. Revised 7/2006. 00-700-1 Copyright©1996 National Society of Professional Engineers 1420 King Street,Alexandria,VA 22314 American Consulting Engineers Council 1015 15th Street N.W.,Washington,DC 20005 American Society of Civil Engineers 345 East 47th Street,New York,NY 10017 00-700-2 TABLE OF CONTENTS Page ARTICLE l -DEFINITIONS AND TERMINOLOGY 6 1.01 Defined Terms 6 1.02 Terminology 8 ARTICLE 2 -PRELIMINARY MATTERS 9 2.01 Delivery of Bonds 9 2.02 Copies of Documents 9 2.03 Commencement of Contract Times;Notice to Proceed 9 2.04 Starting the Work 9 2.05 Before Starting Construction 9 2.06 Preconstruction Conference 10 2.07 Initial Acceptance of Schedules 10 ARTICLE 3 -CONTRACT DOCUMENTS: INTENT,AMENDING,REUSE 10 3.01 Intent 10 3.02 Reference Standards 10 3.03 Reporting and Resolving Discrepancies .. 10 3.04 Amending and Supplementing Contract Documents 10 3.05 Reuse of Documents 11 ARTICLE 4 -AVAILABILITY OF LANDS; SUBSURFACE AND PHYSICAL CONDITIONS;REFERENCE POINTS 11 4.01 Availability of Lands l 1 4.02 Subsurface and Physical Conditions 11 4.03 Differing Subsurface or Physical Conditions 11 4.04 Underground Facilities 12 4.05 Reference Points 13 4.06 Hazardous Environmental Condition at Site 13 ARTICLE 5 -BONDS AND INSURANCE 14 5.01 Performance, Payment, and Other Bonds 14 5.02 Licensed Sureties and Insurers 14 5.03 Certificates of Insurance 14 5.04 CONTRACTOR'S Liability Insurance 14 5.06 Waiver of Rights 15 5.07 Acceptance of Bondy and Insurance; Option to Replace 16 5.8 Partial Utilization, Acknowledgment of Property Insurer 16 ARTICLE 6-CONTRACTORS RESPONSIBILITIES 16 6.01 Supervision and Superintendence 16 6.02 Labor; Working Hours 16 6.03 Services,Materials, and Equipment 17 6.04 Progress Schedule 17 6.05 Substitutes and Or-Equals 17 6.06 Concerning Subcontractors, Suppliers, and Others 18 6.07 Patent Fees and Royalties 19 6.08 Permits 19 6.09 Laws and Regulations 19 6.10 Taxes 19 6.11 Use of Site and Other Areas 19 6.12 Record Documents 20 6.13 Safety and Protection 20 6.14 Safety Representative 21 6.15 Hazard Communication Programs 21 6.16 Emergencies 21 6.17 Shop Drawings and Samples 21 00-700-3 6.18 Continuing the Work 22 6.19 CONTRACTORS General Warranty and Guarantee 22 6.20 Indemnification 22 ARTICLE 7-OTHER WORK 23 7.01 Related Work at Site 23 7.02 Coordination 23 ARTICLE 8-OWNERS RESPONSIBILITIES 24 8.01 Communications to Contractor 24 ARTICLE 9-ENGINEERS STATUS DURING CONSTRUCTION 24 9.01 OWNERS Representative 24 9.02 Visits to Site 25 9.03 Project Representative 25 9.04 Clarifications and Interpretations 25 9.05 Authorized Variations in Work 25 9.06 Rejecting Defective Work 25 9.07 Determinations for Unit Price Work 25 9.08 Decisions on Requirements of Contract Documents and Acceptability of Work 25 9.09 Limitations on ENGINEERS Authority and Responsibilities 26 ARTICLE 10-CHANGES IN THE WORK;CLAIMS 26 10.01 Authorized Changes in the Work 26 10.02 Unauthorized Changes in the Work 26 10.03 Execution of Change Orders 26 10.04 Notification to Surety 27 10.05 Claims and Disputes 27 ARTICLE 11 -COST OF THE WORK;CASH ALLOWANCES;UNIT PRICE WORK 27 11.01 Cost of the Work 27 11.02 Cash Allowances 29 11.03 Unit Price Work 29 ARTICLE 12-CHANGE OF CONTRACT PRICE;CHANGE OF CONTRACT TIMES 30 12.01 Change of Contract Price 30 12.02 Change of Contract Times 30 12.03 Delays Beyond CONTRACTORS Control 30 12.04 Delays Within CONTRACTORS Control 31 12.05 Delays Beyond OWNERS and CONTRACTORS Control 31 12.06 Delay Damages 31 ARTICLE 13 -TESTS AND INSPECTIONS;CORRECTION,REMOVAL OR ACCEPTANCE OF DEFECTIVE WORK 31 13.01 Notice of Defects 31 13.02 Access to Work 31 13.03 Tests and Inspections 31 13.04 Uncovering Work 32 13.05 OWNER May Stop the Work 32 13.06 Correction or Removal of Defective Work 32 13.07 Correction Period 32 13.08 Acceptance of Defective Work 33 13.09 OWNER May Correct Defective Work 33 ARTICLE 14-PAYMENTS TO CONTRACTOR AND COMPLETION 33 14.01 Schedule of Values 33 14.02 Progress Payments 33 14.03 CONTRACTORS Warranty of Title 35 14.04 Substantial Completion 35 14.05 Partial Utilization 35 14.06 Final Inspection 36 14.07 Final Payment 36 00-700-4 14.08 Waiver of Claims 36 ARTICLE 15 -TERMINATION 36 15.01 OWNER May Terminate for Cause 36 15.02 OWNER May Terminate For Convenience 37 ARTICLE 16-DISPUTE RESOLUTION 37 16.01 Methods and Procedures 37 ARTICLE 17-MISCELLANEOUS 37 17.01 Giving Notice 37 17.02 Computation of Times 38 17.03 Cumulative Remedies 38 17.04 Survival of Obligations 38 17.05 Controlling Law 38 17.06 Professional Fees and Court Costs Included 38 17.07 Prevailing Wage Rates 38 00-700-5 GENERAL CONDITIONS ARTICLE 1 -DEFINITIONS AND TERMINOLOGY 10. Claim--A demand or assertion by OWNER or CONTRACTOR seeking an adjustment of Contract Price or Contract Times,or both,or other relief with respect to 1.01 Defined Terms the terms of the Contract. A demand for money or services by a third party is not a Claim. A. Wherever used in the Contract Documents and printed with initial or all capital letters, the terms listed below shall 11. Contract--The entire and integrated written have the meanings indicated which are applicable to both the agreement between the OWNER and CONTRACTOR singular and plural thereof. concerning the Work. The Contract supersedes prior negotiations, representations, or agreements, whether 1. Addenda--Written or graphic instruments issued written or oral. prior to the opening of Bids which clarify, correct, or change the Bidding Requirements or the Contract 12. Contract Documents--The Contract Documents Documents. establish the rights and obligations of the parties and include the Agreement, Addenda (which pertain to the 2. Agreement--The written instrument which is Contract Documents), CONTRACTOR's Bid (including evidence of the agreement between OWNER and documentation accompanying the Bid and any post Bid CONTRACTOR covering the Work. documentation submitted prior to the Notice of Award),the Notice to Proceed, the Bonds, Certificates of Insurance, 3. Application for Payment--The form acceptable to these General Conditions,the Supplementary Conditions, ENGINEER which is to be used by CONTRACTOR the Specifications and the Drawings as the same are more during the course of the Work in requesting progress or specifically identified in the Agreement,together with all fmal payments and which is to be accompanied by such Written Amendments, Change Orders, Work Change supporting documentation as is required by the Contract Directives, Field Orders, and ENGINEER's written Documents. interpretations and clarifications issued on or after the Effective Date of the Agreement. Approved Shop 4. Asbestos--Any material that contains more than Drawings and the reports and drawings of subsurface and one percent asbestos and is friable or is releasing asbestos physical conditions are not Contract Documents. Only fibers into the air above current action levels established by printed or hard copies of the items listed in this paragraph the United States Occupational Safety and Health are Contract Documents. Files in electronic media format Administration. of text, data, graphics,and the like that may be furnished by OWNER to CONTRACTOR are not Contract 5. Bid--The offer or proposal of a bidder submitted Documents. on the prescribed form setting forth the prices for the Work to be performed. 13. Contract Price--The moneys payable by OWNER to CONTRACTOR for completion of the Work in 6. Bidding Documents--The Bidding Requirements accordance with the Contract Documents as stated in the and the proposed Contract Documents (including all Agreement(subject to the provisions of paragraph 11.03 in Addenda issued prior to receipt of Bids). the case of Unit Price Work). 7. Bidding Requirements--The Advertisement or 14. Contract Times--The number of days or the dates Invitation to Bid, Instructions to Bidders, Bid security stated in the Agreement to: (i) achieve Substantial form,if any,and the Bid form with any supplements. Completion;and(ii)complete the Work so that it is ready for final payment as evidenced by ENGINEER's written 8. Bonds--Performance and payment bonds and other recommendation of fmal payment. instruments of security. 15. CONTRACTOR--The individual or entity with 9. Change Order--a change in a contract term other whom OWNER has entered into the Agreement. than as specifically provided in the contract which authorizes or necessitates any increase or decrease in the 16. Cost of the Work--See paragraph 11.01.A for cost of the contract or the time of completion by thirty(30) definition. days or more. 00-700-6 17. Drawings or Plans--That part of the Contract Documents prepared or approved by ENGINEER which 28. Reserved graphically shows the scope, extent, and character of the Work to be performed by CONTRACTOR. Shop 29. Notice to Proceed--A written notice given by Drawings and other CONTRACTOR submittals are not OWNER to CONTRACTOR fixing the date on which the Drawings as so defined. Contract Times shall commence to run and on which CONTRACTOR shall start to perform the Work under the 18. Effective Date of the Agreement--The date Contract Documents. indicated in the Agreement on which it becomes effective, but if no such date is indicated,it means the date on which 30. OWNER--The City of Elgin the Agreement is signed and delivered by the last of the two parties to sign and deliver. 31. Partial Utilization--Use by OWNER of a substantially completed part of the Work for the purpose 19. ENGINEER--The individual or entity named as for which it is intended (or a related purpose) prior to such in the Agreement. Substantial Completion of all the Work. 20. ENGINEER's Consultant--An individual or entity 32. PCBs--Polychlorinated biphenyls. having a contract with ENGINEER to furnish services as ENGINEER's independent professional associate or 33. Petroleum--Petroleum,including crude oil or any consultant with respect to the Project and who is identified fraction thereof which is liquid at standard conditions of as such in the Supplementary Conditions. temperature and pressure(60 degrees Fahrenheit and 14.7 pounds per square inch absolute), such as oil,petroleum, 21. Field Order--A written order issued by fuel oil, oil sludge, oil refuse, gasoline,kerosene, and oil ENGINEER which requires minor changes in the Work but mixed with other non-Hazardous Waste and crude oils. which does not involve a change in the Contract Price or the Contract Times. 34. Project--The total construction of which the Work to be performed under the Contract Documents may be the 22. General Requirements--Sections of Division 1 of whole, or a part, as may be indicated elsewhere in the the Specifications. The General Requirements pertain to Contract Documents. all sections of the Specifications. 35. Project Manual--The bound documentary 23. Hazardous Environmental Condition--The information prepared for bidding and constructing the presence at the Site of Asbestos, PCBs, Petroleum, Work. A listing of the contents of the Project Manual, Hazardous Waste, or Radioactive Material in such which may be bound in one or more volumes,is contained quantities or circumstances that may present a substantial in the table(s)of contents. danger to persons or property exposed thereto in connection with the Work. 36. Radioactive Material--Source,special nuclear,or byproduct material as defined by the Atomic Energy Act of 24. Hazardous Waste--The term Hazardous Waste 1954(42 USC Section 2011 et seq.)as amended from time shall have the meaning provided in Section 1004 of the to time. Solid Waste Disposal Act (42 USC Section 6903) as amended from time to time. 37. Resident Project Representative--The authorized representative of ENGINEER who may be assigned to the 25. Laws and Regulations;Laws or Regulations—MySite or any part thereof. and all applicable laws, rules, regulations, ordinances, codes, and orders of any and all governmental bodies, 38. Samples--Physical examples of materials, agencies,authorities,and courts having jurisdiction. equipment,or workmanship that are representative of some portion of the Work and which establish the standards by 26. Liens--Charges, security interests, or which such portion of the Work shall be judged. encumbrances upon Project funds, real property, or personal property. 39. Shop Drawings--All drawings, diagrams, illustrations, schedules, and other data or information 27. Milestone--A principal event specified in the which are specifically prepared or assembled by or for Contract Documents relating to an intermediate completion CONTRACTOR and submitted by CONTRACTOR to date or time prior to Substantial Completion of all the illustrate some portion of the Work. Work. 00-700-7 40. Site--Lands or areas indicated in the Contract construction,and furnishing, installing,and incorporating Documents as being furnished by OWNER upon which the all materials and equipment into such construction, all as Work is to be performed, including rights-of-way and required by the Contract Documents. easements for access thereto, and such other lands furnished by OWNER which are designated for the use of 49. Work Change Directive--A written statement to CONTRACTOR. CONTRACTOR issued on or after the Effective Date of the Agreement and signed by OWNER ordering an 41. Specifications--That part of the Contract addition,deletion,or revision in the Work,or responding Documents consisting of written technical descriptions of to differing or unforeseen subsurface or physical conditions materials,equipment,systems,standards,and workmanship under which the Work is to be performed or to as applied to the Work and certain administrative details emergencies. A Work Change Directive shall not change applicable thereto. the Contract Price or the Contract Times but is evidence that the parties expect that the change ordered or 42. Subcontractor--An individual or entity having a documented by a Work Change Directive shall be direct contract with CONTRACTOR or with any other incorporated in a subsequently issued Change Order Subcontractor for the performance of a part of the Work at following negotiations by the parties as to its effect,if any, the Site. on the Contract Price or Contract Times. 43. Substantial Completion--"The time at which the 50. Written Amendment--A written statement Work (or a specified part thereof) has progressed to the modifying the Contract Documents, signed by OWNER point where,in the opinion of ENGINEER,the Work(or a and CONTRACTOR on or after the Effective Date of the specified part thereof) is sufficiently complete, in Agreement and normally dealing with the nonengineering accordance with the Contract Documents,so that the Work or nontechnical rather than strictly construction-related (or a specified part thereof)can be utilized for the purposes aspects of the Contract Documents. for which it is intended. The terms "substantially complete"and"substantially completed"as applied to all 1.02 Terminology or part of the Work refer to Substantial Completion thereof. A. Intent of Certain Terms or Adjectives 44. Supplementary Conditions--That part of the I. Whenever in the Contract Documents the terms Contract Documents which amends or supplements these "as allowed," "as approved," or terms of like effect or General Conditions. import are used,or the adjectives"reasonable,""suitable," "acceptable,""proper,""satisfactory,"or adjectives of like 45. Supplier--A manufacturer, fabricator, supplier, effect or import are used to describe an action or distributor,materialman,or vendor having a direct contract determination of ENGINEER as to the Work,it is intended with CONTRACTOR or with any Subcontractor to furnish that such action or determination shall be solely to materials or equipment to be incorporated in the Work by evaluate, in general,the completed Work for compliance CONTRACTOR or any Subcontractor. with the requirements of and information in the Contract Documents and conformance with the design concept of 46. Underground Facilities--All underground the completed Project as a functioning whole as shown or pipelines,conduits,ducts,cables,wires,manholes,vaults, indicated in the Contract Documents (unless there is a tanks,tunnels,or other such facilities or attachments,and specific statement indicating otherwise). The use of any any encasements containing such facilities,including those such term or adjective shall not be effective to assign to that convey electricity, gases, steam, liquid petroleum ENGINEER any duty or authority to supervise or direct the products, telephone or other communications, cable performance of the Work or any duty or authority to television,water,wastewater,storm water,other liquids or undertake responsibility contrary to the provisions of chemicals,or traffic or other control systems. paragraph 9.10 or any other provision of the Contract Documents. 47. Unit Price Work--Work to be paid for on the basis of unit prices. B. Day 48. Work--The entire completed construction or the 1. The word"day"shall constitute a calendar day of various separately identifiable parts thereof required to be 24 hours measured from midnight to the next midnight. provided under the Contract Documents. Work includes and is the result of performing or providing all labor, services, and documentation necessary to produce such 00-700-8 C. Defective A. OWNER shall furnish to CONTRACTOR up to ten copies of the Contract Documents. Additional copies shall be 1. The word"defective,"when modifying the word furnished upon request at the cost of reproduction. "Work," refers to Work that is unsatisfactory, faulty, or deficient in that it does not conform to the Contract 2.03 Commencement of Contract Times;Notice to Proceed Documents or does not meet the requirements of any inspection,reference standard,test,or approval referred to A. The Contract Times shall commence to run on the in the Contract Documents,or has been damaged prior to thirtieth day after the Effective Date of the Agreement or,if a ENGINEER's recommendation of fmal payment (unless Notice to Proceed is given,on the day indicated in the Notice responsibility for the protection thereof has been assumed to Proceed. A Notice to Proceed may be given at any time by OWNER at Substantial Completion in accordance with within 30 days after the Effective Date of the Agreement. paragraph 14.04 or 14.05). 2.04 Starting the Work D. Furnish, Install,Perform, Provide A. CONTRACTOR shall start to perform the Work on the l. The word"furnish,"when used in connection with date when the Contract Times commence to run. No Work services,materials,or equipment,shall mean to supply and shall be done at the Site prior to the date on which the Contract deliver said services,materials,or equipment to the Site(or Times commence to run. some other specified location)ready for use or installation and in usable or operable condition. 2.05 Before Starting Construction A. CONTRACTOR's Review of Contract Documents: 2. The word"install,"when used in connection with Before undertaking each part of the Work,CONTRACTOR services, materials, or equipment, shall mean to put into shall carefully study and compare the Contract Documents and use or place in final position said services, materials, or check and verify pertinent figures therein and all applicable equipment complete and ready for intended use. field measurements. CONTRACTOR shall promptly report in writing to ENGINEER any conflict, error, ambiguity, or 3. The words"perform"or"provide,"when used in discrepancy which CONTRACTOR may discover and shall connection with services, materials, or equipment, shall obtain a written interpretation or clarification from mean to furnish and install said services, materials, or ENGINEER before proceeding with any Work affected equipment complete and ready for intended use. 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 4. When"furnish,""install,""perform,"or"provide" unless CONTRACTOR knew or reasonably should have is not used in connection with services, materials, or known thereof. equipment in a context clearly requiring an obligation of CONTRACTOR,"provide"is implied. B. Preliminary Schedules: Within ten days after the Effective Date of the Agreement(unless otherwise specified in E. Unless stated otherwise in the Contract Documents, the General Requirements), CONTRACTOR shall submit to words or phrases which have a well-known technical or ENGINEER for its timely review: construction industry or trade meaning are used in the Contract Documents in accordance with such recognized meaning. 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 ARTICLE 2- PRELIMINARY MATTERS Milestones specified in the Contract Documents; 2. a preliminary schedule of Shop Drawing and 2.01 Delivery of Bonds Sample submittals which shall list each required submittal and the times for submitting, reviewing, and processing A. When CONTRACTOR delivers the executed such submittal;and Agreements to OWNER,CONTRACTOR shall also deliver to OWNER such Bonds and certificates of insurance as 3. a preliminary schedule of values for all of the CONTRACTOR may be required to furnish. Work which includes quantities and prices of items which when added together equal the Contract Price and 2.02 Copies of Documents subdivides the Work into component parts in sufficient detail to serve as the basis for progress payments during performance of the Work. Such prices shall include an 00-700-9 appropriate amount of overhead and profit applicable to those set forth in the Contract Documents,nor shall any each item of Work. such provision or instruction be effective to assign to OWNER, ENGINEER, or any of ENGINEER's 2.06 Preconstruction Conference Consultants,agents,or employees any duty or authority to supervise or direct the performance of the Work or any A. Within 10 days after the date of delivery of the Project duty or authority to undertake responsibility inconsistent Schedules referenced herein but before any Work at the Site is with the provisions of the Contract Documents. started, a conference attended by CONTRACTOR, ENGINEER,the OWNER and others as appropriate shall be 3.03 Reporting and Resolving Discrepancies held to establish a working understanding among the parties as to the Work and to discuss the schedules referred to in A. Reporting Discrepancies paragraph 2.05.B,procedures for handling Shop Drawings and 1. If, during the performance of the Work, other submittals, processing Applications for Payment, and CONTRACTOR discovers any conflict,error,ambiguity, maintaining required records. or discrepancy within the Contract Documents or between the Contract Documents and any provision of any Law or 2.07 Initial Acceptance of Schedules: reserved Regulation applicable to the performance of the Work or of any standard, specification, manual or code, or of any instruction of any Supplier,CONTRACTOR shall report it ARTICLE 3-CONTRACT DOCUMENTS: INTENT, to ENGINEER in writing within three business days. AMENDING,REUSE CONTRACTOR shall not proceed with the Work affected thereby(except in an emergency as required by paragraph 6.16.A)until an amendment or supplement to the Contract 3.01 Intent Documents has been issued by OWNER or ENGINEER as provided for herein. A. The Contract Documents are complementary;what is called for by one is as binding as if called for by all. B. Resolving Discrepancies B. Any applicable labor, documentation, services, 1. Except as may be otherwise specifically stated in materials,or equipment that may reasonably be inferred from the Contract Documents, the provisions of the Contract the Contract Documents or from prevailing custom or trade Documents shall take precedence in resolving any conflict, usage as being required to produce the intended result shall be error,ambiguity,or discrepancy between the provisions of provided whether or not specifically called for at no additional the Contract Documents and: cost to OWNER. a. the provisions of any standard,specification, C. Clarifications and interpretations of the Contract manual, code, or instruction (whether or not Documents shall be issued by ENGINEER as provided in specifically incorporated by reference in the Contract Article 9. Documents); provided however, that any conflict between the provisions of the Contract Documents 3.02 Reference Standards and any Laws or Regulations applicable to the performance of the Work shall be resolved in favor of A. Standards, Specifications, Codes, Laws, and the Laws or Regulations. Regulations 3.04 Amending and Supplementing Contract Documents 1. Reference to standards,specifications,manuals,or codes of any technical society,organization,or association, A. The Contract Documents may be amended to provide or to Laws or Regulations, whether such reference be for additions,deletions,and revisions in the Work or to modify specific or by implication, shall mean the standard, the terms and conditions thereof in one or more of the specification, manual, code, or Laws or Regulations in following ways: (i) a Written Amendment; (ii) a Change effect at the time of opening of Bids, except as may be Order;or(iii)a Work Change Directive. otherwise specifically stated in the Contract Documents. B. The requirements of the Contract Documents may be 2. No provision of any such standard,specification, supplemented, and minor variations and deviations in the manual or code, or any instruction of a Supplier shall be Work may be authorized, by one or more of the following effective to change the duties or responsibilities of ways:(i)a Field Order;(ii)ENGINEER's approval of a Shop OWNER,CONTRACTOR,or ENGINEER,or any of their Drawing or Sample; or (iii) ENGINEER's written subcontractors, consultants, agents, or employees from interpretation or clarification. 00-700-10 3.05 Reuse of Documents accuracy of the"technical data"contained in such reports and drawings, but such reports and drawings are not Contract A. CONTRACTOR and any Subcontractor or Supplier or Documents. Such "technical data" is identified in the other individual or entity performing or furnishing any of the Supplementary Conditions. Except for such reliance on such Work: (i) shall not have or acquire any title to or ownership "technical data,"CONTRACTOR may not rely upon or make rights in any of the Drawings, Specifications, or other any Claim against OWNER, ENGINEER, or any of documents(or copies of any thereof)prepared by or bearing ENGINEER's Consultants with respect to: the seal of ENGINEER or ENGINEER's Consultant,including electronic media editions;and(ii)shall not reuse any of such 1. the completeness of such reports and drawings for Drawings, Specifications,other documents,or copies thereof CONTRACTOR's purposes,including,but not limited to, on extensions of the Project or any other project without any aspects of the means,methods,techniques,sequences, written consent of OWNER and ENGINEER and specific and procedures of construction to be employed by written ratification by ENGINEER. This prohibition shall CONTRACTOR, and safety precautions and programs survive final payment, completion, and acceptance of the incident thereto;or Work,or termination or completion of the Contract. Nothing herein shall preclude CONTRACTOR from retaining copies of 2. other data, interpretations, opinions, and the Contract Documents for record purposes. information contained in such reports or shown or indicated in such drawings;or ARTICLE 4 -AVAILABILITY OF LANDS; 3. any CONTRACTOR interpretation of or SUBSURFACE AND PHYSICAL CONDITIONS; conclusion drawn from any "technical data" or any such REFERENCE POINTS other data,interpretations, opinions, or information. 4.03 D(ering Subsurface or Physical Conditions 4.01 Availability of Lands A. Notice: If CONTRACTOR believes that any A. OWNER shall furnish reasonable access to the Site. subsurface or physical condition at or contiguous to the Site OWNER shall notify CONTRACTOR of any encumbrances or that is uncovered or revealed either: restrictions not of general application but specifically related to use of the Site with which CONTRACTOR must comply in 1. is of such a nature as to establish that any performing the Work. OWNER shall obtain in a timely "technical data" on which CONTRACTOR is entitled to manner and pay for easements for permanent structures or rely as provided in paragraph 4.02 is materially inaccurate; permanent changes in existing facilities. or B. CONTRACTOR shall provide for all additional lands 2. is of such a nature as to require a change in the and access thereto that may be required for temporary Contract Documents;or construction facilities or storage of materials and equipment. 3. differs materially from that shown or indicated in 4.02 Subsurface and Physical Conditions the Contract Documents;or A. Reports and Drawings: The Supplementary 4. is of an unusual nature,and differs materially from Conditions identify: conditions ordinarily encountered and generally recognized as inherent in work of the character provided for in the 1. those reports of explorations and tests of Contract Documents; subsurface conditions at or contiguous to the Site that ENGINEER has used in preparing the Contract then CONTRACTOR shall, promptly after becoming aware Documents; and thereof and before further disturbing the subsurface or physical conditions or performing any Work in connection therewith 2. those drawings of physical conditions in or (except in an emergency as required by paragraph 6.16.A), relating to existing surface or subsurface structures at or notify OWNER and ENGINEER in writing about such contiguous to the Site(except Underground Facilities)that condition. CONTRACTOR shall not further disturb such ENGINEER has used in preparing the Contract condition or perform any Work in connection therewith Documents. (except as aforesaid)until receipt of written order to do so. B. Limited Reliance by CONTRACTOR on Technical B. ENGINEER's Review: After receipt of written notice Data Authorized: CONTRACTOR may rely upon the general as required by paragraph 4.03.A,ENGINEER shall promptly 00-700-11 review the pertinent condition, determine the necessity of and other professionals and all court or arbitration or other OWNER's obtaining additional exploration or tests with dispute resolution costs)sustained by CONTRACTOR on respect thereto,and advise OWNER in writing(with a copy to or in connection with any other project or anticipated CONTRACTOR)of ENGINEER's findings and conclusions. project. C. Possible Price and Times Adjustments 4.04 Underground Facilities I. The Contract Price or the Contract Times, or A. Shown or Indicated:Any information and data shown both, shall be equitably adjusted,in the form of a Change or indicated in the Contract Documents with respect to existing Order, to the extent that the existence of such differing Underground Facilities at or contiguous to the Site is based on subsurface or physical condition causes an increase or information and data furnished to OWNER or ENGINEER by decrease in CONTRACTOR's cost of,or time required for, the owners of such Underground Facilities, including performance of the Work; subject, however, to the OWNER, or by others. Unless it is otherwise expressly following: provided in the Supplementary Conditions: a. such condition must meet any one or more of 1. OWNER and ENGINEER shall not be responsible the categories described in paragraph 4.03.A;and for the accuracy or completeness of any such information or data;and b. with respect to Work that is paid for on a Unit Price Basis,any adjustment in Contract Price shall be 2. the cost of all of the following shall be included in subject to the provisions of paragraphs 9.08 and 11.03. the Contract Price, and CONTRACTOR shall have full responsibility for: 2. CONTRACTOR shall not be entitled to any adjustment in the Contract Price or Contract Times if: a. reviewing and checking all such information and data, a. CONTRACTOR knew of the existence of such conditions at the time CONTRACTOR made a b. locating all Underground Facilities shown or final commitment to OWNER in respect of Contract indicated in the Contract Documents, Price and Contract Times by the submission of a Bid or becoming bound under a negotiated contract;or c. coordination of the Work with the owners of such Underground Facilities, including OWNER, b. the existence of such condition could during construction,and reasonably have been discovered or revealed as a result of any examination, investigation,exploration, d. the safety and protection of all such test,or study of the Site and contiguous areas required Underground Facilities and repairing any damage by the Bidding Requirements or Contract Documents thereto resulting from the Work. to be conducted by or for CONTRACTOR prior to CONTRACTOR's making such final commitment;or B. Not Shown or Indicated 1. If an Underground Facility is uncovered or c. CONTRACTOR failed to give the written revealed at or contiguous to the Site which was notice promptly and as required by paragraph 4.03.A. not shown or indicated,or not shown or indicated with reasonable accuracy in the Contract d. CONTRACTOR represents he has made a Documents, CONTRACTOR shall, promptly reasonable inspection of the construction site and after becoming aware thereof and before further hereby voluntarily waives the incorporation of the disturbing conditions affected thereby or provisions of30 ILCS 557/1 et seq.and represents that performing any Work in connection therewith the negotiated contract price is the sole consideration (except in an emergency as required by paragraph for the construction of the improvement described in 6.16.A), identify the owner of such Underground this contract. Further,OWNER shall not be liable to Facility and give written notice to that owner and CONTRACTOR for any amount of money over the to OWNER and ENGINEER. ENGINEER shall negotiated contract price. promptly review the Underground Facility and determine the extent,if any,to which a change is 3. OWNER, ENGINEER, and ENGINEER's required in the Contract Documents to reflect and Consultants shall not be liable to CONTRACTOR for any document the consequences of the existence or claims,costs,losses,or damages(including but not limited location of the Underground Facility. During to all fees and charges of engineers,architects,attorneys, such time, CONTRACTOR shall be responsible 00-700-12 for the safety and protection of such Underground and procedures of construction to be employed by Facility. CONTRACTOR and safety precautions and programs incident thereto;or 2. If ENGINEER concludes that a change in the Contract Documents is required,a Work Change 2. other data, interpretations, opinions and Directive or a Change Order may be issued at information contained in such reports or shown or OWNER'S discretion to reflect and document indicated in such drawings; or such consequences. 3. any CONTRACTOR interpretation of or C. The provisions of paragraphs 4.02,4.03,and 4.04 shall not conclusion drawn from any "technical data" or any such apply to a Hazardous Environmental Condition uncovered other data,interpretations,opinions or information. or revealed at the Site. C. CONTRACTOR shall not be responsible for any 4.05 Reference Points Hazardous Environmental Condition uncovered or revealed at the Site which was not shown or indicated in Drawings or A. OWNER shall provide land surveys necessary to Specifications or identified in the Contract Documents to be establish right of way, easements and property lines. within the scope of the Work. CONTRACTOR shall be ENGINEER shall provide base lines, benchmarks and responsible for a Hazardous Environmental Condition created reference points which in ENGINEER'S judgment are with any materials brought to the Site by CONTRACTOR, necessary to enable CONTRACTOR to proceed with the Subcontractors, Suppliers, or anyone else for whom Work. CONTRACTOR shall provide all stakes, markers, CONTRACTOR is responsible. labor and assistance required by ENGINEER. CONTRACTOR shall be responsible for laying out the Work, D. If CONTRACTOR encounters a Hazardous shall protect and preserve the established reference points and Environmental Condition or if CONTRACTOR or anyone for property monuments,and shall make no changes or relocations whom the CONTRACTOR is responsible creates a Hazardous Environmental Condition,CONTRACTOR shall immediately: without the prior written approval of OWNER. CONTRACTOR shall report to ENGINEER whenever any (i) secure or otherwise isolate such condition; (ii) stop all reference point or property monument is lost or destroyed or Work in connection with such condition and in any area requires relocation because of necessary changes in grades or affected thereby (except in an emergency as required by locations, and shall be responsible and pay for the accurate paragraph 6.16); and (iii) notify OWNER and ENGINEER replacement or relocation of such reference points or property (and promptly thereafter confirm such notice in writing(and monuments by professionally qualified personnel. promptly thereafter confirm such notice in writing). OWNER shall promptly consult with ENGINEER concerning the 4.06 Hazardous Environmental Condition at Site necessity for OWNER to retain a qualified expert to evaluate such condition or take corrective action if any. A. Reports and Drawings: Reference is made to the Supplementary Conditions for the identification of those E. CONTRACTOR shall not be required to resume Work reports and drawings relating to a Hazardous Environmental in connection with such condition or in any affected area until Condition identified at the Site,if any,that have been utilized after OWNER has obtained any required permits related by the ENGINEER in the preparation of the Contract thereto and delivered to CONTRACTOR written notice: (i) Documents. specifying that such condition and any affected area is or has been rendered safe for the resumption of Work; or (ii) B. Limited Reliance by CONTRACTOR on Technical specifying any special conditions under which such Work may Data Authorized: CONTRACTOR may rely upon the general be resumed safely. accuracy of the"technical data"contained in such reports and drawings, but such reports and drawings are not Contract F. If after receipt of such written notice CONTRACTOR Documents. Such "technical data" is identified in the does not agree to resume such Work or does not agree to Supplementary Conditions. Except for such reliance on such resume such Work under such special conditions, then "technical data,"CONTRACTOR may not rely upon or make OWNER may order the portion of the Work that is in the area any Claim against OWNER, ENGINEER or any of affected by such condition to be deleted from the Work. ENGINEER's Consultants with respect to: OWNER shall be entitled to deduct the cost of such Work from the Contract Price. 1. the completeness of such reports and drawings for CONTRACTOR's purposes,including,but not limited to, G. To the fullest extent permitted by Laws and any aspects of the means,methods,techniques,sequences Regulations, CONTRACTOR shall indemnify and hold harmless OWNER,ENGINEER,ENGINEER's Consultants, 00-700-13 and the officers,directors,partners,employees,agents,other Illinois to issue Bonds or insurance policies for the limits and consultants,and subcontractors of each and any of them from coverages so required. Such surety and insurance companies and against all claims, costs, losses, and damages(including shall also meet such additional requirements and qualifications but not limited to all fees and charges of engineers,architects, as may be provided in the Supplementary Conditions. attorneys,and other professionals and all court or arbitration or other dispute resolution costs) arising out of or relating to a 5.03 Certificates of Insurance Hazardous Environmental Condition created by CONTRACTOR or by anyone for whom CONTRACTOR is A. CONTRACTOR shall deliver to OWNER,with copies responsible. Nothing in this paragraph shall obligate to each additional insured identified in the Supplementary CONTRACTOR to indemnify any individual or entity from Conditions, certificates of insurance (and other evidence of and against the consequences of that individual's or entity's insurance requested by OWNER or any other additional own negligence. insured)which CONTRACTOR is required to purchase and maintain. OWNER shall deliver to CONTRACTOR, with ARTICLE 5 -BONDS AND INSURANCE copies to each additional insured identified in the Supplementary Conditions,certificates of insurance(and other evidence of insurance requested by CONTRACTOR or any 5.01 Performance, Payment, and Other Bonds other additional insured) which OWNER is required to purchase and maintain. A. CONTRACTOR shall furnish performance and payment Bonds, each in an amount at least equal to the B. Such insurance shall apply as primary insurance with Contract Price as security for the faithful performance and respect to any other insurance or self-insurance program payment of all CONTRACTOR's obligations under the afforded to the City of Elgin. There shall be no endorsement Contract Documents. These Bonds shall remain in effect at or modification of such insurance to make it excess over other least until one year after the date when final payment becomes available insurance, and alternatively, if the insurance states due,except as provided otherwise by Laws or Regulations or that it is excess or pro rata, it shall be endorsed to be primary by the Contract Documents. CONTRACTOR shall also with respect to the City of Elgin. furnish such other Bonds as are required by the Contract Documents. C. The policies to be purchased and maintained shall be furnished by insurers with A.M. Best Company rating of at B. All Bonds shall be in the form prescribed by the least A- (Excellent) and a financial size category of VIII or Contract Documents except as provided otherwise by Laws or greater. Regulations, and shall be executed by such sureties as are named in the current list of"Companies Holding Certificates 5.04 CONTRACTOR's Liability Insurance of Authority as Acceptable Sureties on Federal Bonds and as Acceptable Reinsuring Companies" as published in Circular A. CONTRACTOR shall purchase and maintain such 570(amended)by the Financial Management Service,Surety liability and other insurance as is appropriate for the Work Bond Branch, U.S. Department of the Treasury or as may being performed and as shall provide protection from claims otherwise be acceptable to OWNER at OWNER'S discretion. set forth below which may arise out of or result from All Bonds signed by an agent must be accompanied by a CONTRACTOR's performance of the Work and certified copy of such agent's authority to act. CONTRACTOR's other obligations under the Contract Documents,whether it is to be performed by CONTRACTOR, C. If the surety on any Bond furnished by any Subcontractor or Supplier, or by anyone directly or CONTRACTOR is declared bankrupt or becomes insolvent or indirectly employed by any of them to perform any of the its right to do business is terminated in any state where any Work,or by anyone for whose acts any of them may be liable: part of the Project is located or it ceases to meet the requirements of paragraph 5.01.B, CONTRACTOR shall 1. claims under workers' compensation, disability within 20 days thereafter substitute another Bond and surety, benefits, and other similar employee benefit acts; both of which shall comply with the requirements of paragraphs 5.01.B and 5.02. 2. claims for damages because of bodily injury, occupational sickness or disease, or death of 5.02 Licensed Sureties and Insurers CONTRACTOR's employees; A. All Bonds and insurance required by the Contract 3. claims for damages because of bodily injury, Documents to be purchased and maintained by OWNER or sickness or disease, or death of any person other than CONTRACTOR shall be obtained from surety or insurance CONTRACTOR's employees; companies that are duly licensed or authorized in the state of 00-700-14 I I' 4. claims for damages insured by reasonably correcting, removing, or replacing defective Work in available personal injury liability coverage which are accordance with paragraph 13.07; and sustained: (i) by any person as a result of an offense directly or indirectly related to the employment of such 7. with respect to completed operations insurance, person by CONTRACTOR,or(ii)by any other person for and any insurance coverage written on a claims-made basis, any other reason; remain in effect for at least two years after final payment (and CONTRACTOR shall furnish OWNER and each 5. claims for damages,other than to the Work itself, other additional insured identified in the Supplementary because of injury to or destruction of tangible property Conditions, to whom a certificate of insurance has been wherever located,including loss of use resulting therefrom; issued, evidence satisfactory to OWNER and any such and additional insured of continuation of such insurance at final payment and one year thereafter). 6. claims for damages because of bodily injury or death of any person or property damage arising out of the 5.05 Contractor's Property Insurance ownership,maintenance or use of any motor vehicle. A. Contractor shall purchase and maintain property B. The policies of insurance so required by this paragraph insurance coverage for the Work at each site in the amount 5.04 to be purchased and maintained shall: of the full replacement cost thereof. This insurance shall: 1. with respect to insurance required by paragraphs 1. include the interests of Owner, Contractor, 5.04.A.3 through 5.04.A.6 inclusive,include as additional Subcontractors,Engineer,and Engineer's Consultants, insureds(subject to any customary exclusion in respect of each of whom is deemed to have an insurable interest professional liability) OWNER, ENGINEER, and shall be listed as a named insured; ENGINEER's Consultants, and any other individuals or entities identified in the Supplementary Conditions,all of 2. be written on a Builder's Risk "all-risk" or open whom shall be listed as additional insureds, and include peril or special causes of loss policy form that shall at coverage for the respective officers, directors, partners, least include insurance for physical loss or damage to employees, agents, and other consultants and the Work, temporary buildings, falsework, Work in subcontractors of each and any of all such additional transit including ocean transit,and Work in storage at insureds, and the insurance afforded to these additional each project site or at another location acceptable to insureds shall provide primary coverage for all claims Owner,and shall insure against at least the following covered thereby; perils: fire, lightning, extended coverage, theft, vandalism and malicious mischief, earthquake, 2. include at least the specific coverages and be collapse, debris removal, demolition occasioned by written for not less than the limits of liability provided in enforcement of Laws and Regulations,water damage, the Supplementary Conditions or required by Laws or flood,and damage caused by frost and freezing; Regulations,whichever is greater; 3. include expenses incurred in the repair or 3. include completed operations insurance; replacement of any insured property (including, but not limited to, fees and charges of engineers and 4. include contractual liability insurance covering architects);and CONTRACTOR's indemnity obligations under paragraphs 6.07,6.11,and 6.20; 4. be maintained in effect until final payment is made unless otherwise agreed to in writing by Owner, 5. contain a provision or endorsement that the Contractor,and Engineer,with 30 days'written notice coverage afforded shall not be canceled, materially to each other insured. changed or renewal refused until at least thirty days prior written notice has been given to OWNER and 5.06 Waiver of Rights CONTRACTOR and to each other additional insured identified in the Supplementary Conditions to whom a A. OWNER and CONTRACTOR intend that all policies certificate of insurance has been issued(and the certificates purchased in accordance with paragraph 5.05 shall protect of insurance furnished by the CONTRACTOR pursuant to OWNER, CONTRACTOR, Subcontractors, ENGINEER, paragraph 5.03 shall so provide); ENGINEER's Consultants,and all other individuals or entities identified in the Supplementary Conditions to be listed as 6. remain in effect at least until final payment and at insureds or additional insureds (and the officers, directors, all times thereafter when CONTRACTOR may be partners, employees, agents, and other consultants and 00-700-15 subcontractors of each and any of them)in such policies and providing the property insurance pursuant to paragraph 5.05 shall provide primary coverage for all losses and damages have acknowledged notice thereof and in writing effected any caused by the perils or causes of loss covered thereby. All changes in coverage necessitated thereby. The insurers such policies shall contain provisions to the effect that in the providing the property insurance shall consent by endorsement event of payment of any loss or damage the insurers shall have on the policy or policies,but the property insurance shall not no rights of recovery against any of the insureds or additional be canceled or permitted to lapse on account of any such insureds thereunder. OWNER and CONTRACTOR waive all partial use or occupancy. rights against each other and their respective officers, directors, partners, employees, agents, and other consultants and subcontractors of each and any of them for all losses and ARTICLE 6-CONTRACTOR'S RESPONSIBILITIES damages caused by,arising out of or resulting from any of the perils or causes of loss covered by such policies and any other property insurance applicable to the Work; and, in addition, 6.01 Supervision and Superintendence waive all such rights against Subcontractors, ENGINEER, ENGINEER's Consultants,and all other individuals or entities A. CONTRACTOR shall supervise, inspect, and direct identified in the Supplementary Conditions to be listed as the Work competently and efficiently,devoting such attention insureds or additional insureds (and the officers, directors, thereto and applying such skills and expertise as may be partners, employees, agents, and other consultants and necessary to perform the Work in accordance with the Contract subcontractors of each and any of them)under such policies Documents. CONTRACTOR shall be solely responsible for for losses and damages so caused. None of the above waivers the means,methods,techniques,sequences,and procedures of shall extend to the rights that any party making such waiver construction,but CONTRACTOR shall not be responsible for may have to the proceeds of insurance held by OWNER as the negligence of OWNER or ENGINEER in the design or trustee or otherwise payable under any policy so issued. specification of a specific means,method,technique,sequence, or procedure of construction which is shown or indicated in 5.07 Acceptance of Bonds and Insurance; Option to and expressly required by the Contract Documents. Replace CONTRACTOR shall be responsible to see that the completed Work complies accurately with the Contract Documents. A. If either OWNER or CONTRACTOR has any objection to the coverage afforded by or other provisions of B. At all times during the progress of the Work, the Bonds or insurance required to be purchased and CONTRACTOR shall assign a competent resident maintained by the other party in accordance with Article 5 on superintendent thereto who shall not be replaced without the basis of non-conformance with the Contract Documents, written notice to OWNER and ENGINEER. The the objecting party shall so notify the other party in writing superintendent shall be CONTRACTOR's representative at the within 10 days after receipt of the certificates (or other Site and shall have authority to act on behalf of evidence requested)required by paragraph 2.05.C. OWNER CONTRACTOR. All communications given to or received and CONTRACTOR shall each provide to the other such from the superintendent shall be binding on CONTRACTOR. additional information in respect of insurance provided as the other may reasonably request. If either party does not 6.02 Labor; Working Hours purchase or maintain all of the Bonds and insurance required of such party by the Contract Documents, such party shall A. CONTRACTOR shall provide competent, suitably notify the other party in writing of such failure to purchase qualified personnel to survey,lay out,and construct the Work prior to the start of the Work, or of such failure to maintain as required by the Contract Documents. CONTRACTOR shall prior to any change in the required coverage. Without at all times maintain good discipline and order at the Site. prejudice to any other right or remedy, the other party may elect to obtain equivalent Bonds or insurance to protect such B. Except as otherwise required for the safety or other parry's interests at the expense of the party who was protection of persons or the Work or property at the Site or required to provide such coverage,and a Change Order shall adjacent thereto,and except as otherwise stated in the Contract be issued to adjust the Contract Price accordingly. Documents, all Work at the Site shall be performed during regular working hours, and CONTRACTOR shall not permit 5.8 Partial Utilization, Acknowledgment of Property overtime work or the performance of Work on Saturday, Insurer Sunday, or any legal holiday without OWNER's written consent(which shall not be unreasonably withheld)given after A. If OWNER finds it necessary to occupy or use a prior written notice to ENGINEER or except as may otherwise portion or portions of the Work prior to Substantial by specifically provided by the Contract Documents. Completion of all the Work as provided in paragraph 14.05,no such use or occupancy shall commence before the insurers 00-700-16 6.03 Services,Materials, and Equipment no substitution is permitted, other items of material or equipment or material or equipment of other Suppliers may be A. Unless otherwise specified in the General submitted to ENGINEER for review under the circumstances Requirements, CONTRACTOR shall provide and assume at described below. CONTRACTOR'S cost, full responsibility for all services, 1. The procedure for review by ENGINEER for"or materials, equipment, labor, transportation, construction equal"or substitute items shall be as set forth in below,as equipment and machinery,tools,appliances,fuel,power,light, supplemented in the General Requirements and as heat,telephone,water,sanitary facilities,temporary facilities, ENGINEER may decide is appropriate under the and all other facilities and incidentals necessary for the circumstances. performance,testing,start-up,and completion of the Work. 2. CONTRACTOR shall first make written B. All materials and equipment incorporated into the application to ENGINEER for review of a proposed Work shall be as specified or,if not specified,shall be of good substitute item of material or equipment that quality and new,except as otherwise provided in the Contract CONTRACTOR seeks to furnish or use. The application Documents. All warranties and guarantees specifically called shall certify that the proposed substitute item shall for by the Specifications shall expressly run to the benefit of perform adequately the functions and achieve the results OWNER. If required by ENGINEER,CONTRACTOR shall called for by the general design,be similar in substance to furnish satisfactory evidence (including reports of required that specified, and be suited to the same use as that tests) as to the source, kind, and quality of materials and specified. The application shall state the extent,if any,to equipment. All materials and equipment shall be stored, which the use of the proposed substitute item shall applied,installed,connected,erected,protected,used,cleaned, prejudice CONTRACTOR's achievement of Substantial and conditioned in accordance with instructions of the Completion on time,whether or not use of the proposed applicable Supplier, except as otherwise may be provided in substitute item in the Work shall require a change in any the Contract Documents. of the Contract Documents (or in the provisions of any other direct contract with OWNER for work on the 6.04 Progress Schedule Project) to adapt the design to the proposed substitute item and whether or not incorporation or use of the A. CONTRACTOR shall adhere to the progress schedule proposed substitute item in connection with the Work is established in accordance with the Contract Documents as may subject to payment of any license fee or royalty. All be adjusted from time to time as provided below. variations of the proposed substitute item from that specified shall be identified in the application, and 1. CONTRACTOR shall submit to ENGINEER for available engineering, sales, maintenance, repair, and acceptance (to the extent indicated in the Contract replacement services shall be indicated. The application Documents) any proposed adjustments in the progress shall also contain an itemized estimate of all costs or schedule that shall not result in changing the Contract credits that shall result directly or indirectly from use of Times (or Milestones). Such adjustments shall conform such substitute item, including costs of redesign and generally to the progress schedule then in effect and claims of other contractors affected by any resulting additionally shall comply with any provisions of the change,all of which shall be considered by ENGINEER General Requirements applicable thereto. in evaluating the proposed substitute item. ENGINEER may require CONTRACTOR to furnish additional data 2. Proposed adjustments in the progress schedule that about the proposed substitute item. shall change the Contract Times (or Milestones) shall be submitted in accordance with the requirements of Article B. Substitute Construction Methods or Procedures: If a 12. Such adjustments may only be made by a Change specific means,method,technique,sequence,or procedure of Order or Written Amendment in accordance with Article construction is shown or indicated in and expressly required by 12. the Contract Documents, CONTRACTOR may furnish or utilize a substitute means, method, technique, sequence, or 6.05 Substitutes and "Or-Equals" procedure of construction approved by ENGINEER. CONTRACTOR shall submit sufficient information to allow A. Whenever an item of material or equipment is ENGINEER, in ENGINEER's sole discretion, to determine specified or described in the Contract Documents by using the that the substitute proposed is equivalent to that expressly name of a proprietary item or the name of a particular called for by the Contract Documents. The procedure for Supplier, the specification or description is intended to review by ENGINEER shall be substantially similar to that establish the type,function,appearance,and quality required. provided in subparagraph 6.05.A.2. Unless the specification or description contains or is followed by words reading that no like,equivalent,or"or-equal"item or 00-700-17 C. Engineer's Evaluation: ENGINEER shall be allowed OWNER's acceptance(either in writing or by failing to make a reasonable time within which to evaluate each proposal or written objection thereto by the date indicated for acceptance submittal made pursuant to paragraphs 6.05.A and 6.05.B. or objection in the Bidding Documents or the Contract ENGINEER shall be the sole judge of acceptability. No Documents) of any such Subcontractor, Supplier, or other "or-equal" or substitute shall be ordered,installed or utilized individual or entity so identified may be revoked on the basis until ENGINEER's review is complete, which shall be of reasonable objection after due investigation. evidenced by either a Change Order for a substitute or an CONTRACTOR shall submit an acceptable replacement for approved Shop Drawing for an"or equal." ENGINEER shall the rejected Subcontractor, Supplier, or other individual or advise CONTRACTOR in writing of any negative entity, and the Contract Price shall be adjusted by the determination. difference in the cost occasioned by such replacement,and an appropriate Change Order shall be issued or Written D. Special Guarantee: OWNER may require Amendment signed. No acceptance by OWNER of any such CONTRACTOR to furnish at CONTRACTOR's expense a Subcontractor,Supplier,or other individual or entity,whether special performance guarantee or other surety with respect to initially or as a replacement,shall constitute or be construed as any substitute. a waiver of any right of OWNER or ENGINEER to reject defective Work. E. ENGINEER's Cost Reimbursement: ENGINEER shall record time required by ENGINEER and ENGINEER's C. CONTRACTOR shall be fully responsible to OWNER Consultants in evaluating substitute proposed or submitted by and ENGINEER for all acts and omissions of the CONTRACTOR pursuant to paragraphs 6.05.A.2 and 6.05.B Subcontractors, Suppliers, and other individuals or entities and in making changes in the Contract Documents (or in the performing or furnishing any of the Work just as provisions of any other direct contract with OWNER for work CONTRACTOR is responsible for CONTRACTOR's own on the Project) occasioned thereby. Whether or not acts and omissions. Nothing in the Contract Documents shall ENGINEER approves a substitute item so proposed or create for the benefit of any such Subcontractor,Supplier,or submitted by CONTRACTOR, CONTRACTOR shall other individual or entity any contractual relationship between reimburse OWNER for the charges of ENGINEER and OWNER or ENGINEER and any such Subcontractor,Supplier ENGINEER's Consultants for evaluating each such proposed or other individual or entity,nor shall it create any obligation substitute. on the part of OWNER or ENGINEER to pay or to see to the payment of any moneys due any such Subcontractor,Supplier, F. CONTRACTOR's Expense: CONTRACTOR shall or other individual or entity except as may otherwise be provide all data in support of any proposed substitute or required by Laws and Regulations. "or-equal"at CONTRACTOR's expense. D. CONTRACTOR shall be solely responsible for 6.06 Concerning Subcontractors,Suppliers, and Others scheduling and coordinating the Work of Subcontractors, Suppliers, and other individuals or entities performing or A. CONTRACTOR shall not employ any Subcontractor, furnishing any of the Work under a direct or indirect contract Supplier, or other individual or entity (including those with CONTRACTOR. acceptable to OWNER as indicated in paragraph 6.06.B), whether initially or as a replacement,against whom OWNER E. CONTRACTOR shall require all Subcontractors, may have reasonable objection. CONTRACTOR shall not be Suppliers,and such other individuals or entities performing or required to employ any Subcontractor, Supplier, or other furnishing any of the Work to communicate with ENGINEER individual or entity to furnish or perform any of the Work through CONTRACTOR. against whom CONTRACTOR has reasonable objection. Any person employed by CONTRACTOR or Subcontractors who F. The divisions and sections of the Specifications and does not perform his work in a proper and skillful manner,or the identifications of any Drawings shall not control who is intemperate, disorderly, or otherwise objectionable, CONTRACTOR in dividing the Work among Subcontractors shall,at the written request of OWNER,be forthwith removed or Suppliers or delineating the Work to be performed by any from the project site and shall not be employed again in any specific trade. portion of the Work without written consent of OWNER. G. All Work performed for CONTRACTOR by a B. If the Supplementary Conditions require the identity of Subcontractor or Supplier shall be pursuant to an appropriate certain Subcontractors, Suppliers, or other individuals or agreement between CONTRACTOR and the Subcontractor or entities to be submitted to OWNER in advance for acceptance Supplier which specifically binds the Subcontractor or by OWNER by a specified date prior to the Effective Date of Supplier to the applicable terms and conditions of the Contract the Agreement, and if CONTRACTOR has submitted a list Documents for the benefit of OWNER and ENGINEER. thereof in accordance with the Supplementary Conditions, Whenever any such agreement is with a Subcontractor or 00-700-18 Supplier who is listed as an additional insured on the property 6.09 Laws and Regulations insurance provided in paragraph 5.05,the agreement between the CONTRACTOR and the Subcontractor or Supplier shall A. CONTRACTOR shall give all notices and comply with contain provisions whereby the Subcontractor or Supplier all Laws and Regulations applicable to the performance of the waives all rights against OWNER, CONTRACTOR, Work. Except where otherwise expressly required by ENGINEER, ENGINEER's Consultants, and all other applicable Laws and Regulations, neither OWNER nor individuals or entities identified in the Supplementary ENGINEER shall be responsible for monitoring Conditions to be listed as insureds or additional insureds(and CONTRACTOR's compliance with any Laws or Regulations. the officers,directors,partners,employees,agents, and other consultants and subcontractors of each and any of them)for all B. If CONTRACTOR performs any Work knowing or losses and damages caused by, arising out of,relating to, or having reason to know that it is contrary to Laws or resulting from any of the perils or causes of loss covered by Regulations, CONTRACTOR shall bear all claims, costs, such policies and any other property insurance applicable to losses,and damages(including but not limited to all fees and the Work. If the insurers on any such policies require separate charges of engineers, architects, attorneys, and other waiver forms to be signed by any Subcontractor or Supplier, professionals and all court or arbitration or other dispute CONTRACTOR shall obtain the same. resolution costs) arising out of or relating to such Work; however, it shall not be CONTRACTOR's primary 6.07 Patent Fees and Royalties responsibility to make certain that the Specifications and Drawings are in accordance with Laws and Regulations,but A. CONTRACTOR shall pay all license fees and royalties this shall not relieve CONTRACTOR of CONTRACTOR's and assume all costs incident to the use in the performance of obligations under paragraph 3.03. the Work or the incorporation in the Work of any invention, design, process, product, or device which is the subject of C. Changes in Laws or Regulations not known at the time patent rights or copyrights held by others. If a particular of opening of Bids(or,on the Effective Date of the Agreement invention, design, process, product, or device is specified in if there were no Bids)having an effect on the cost or time of the Contract Documents for use in the performance of the performance of the Work may be the subject of an adjustment Work and if to the actual knowledge of OWNER or in Contract Price or Contract Times. If OWNER and ENGINEER its use is subject to patent rights or copyrights CONTRACTOR are unable to agree on entitlement to or on calling for the payment of any license fee or royalty to others, the amount or extent, if any,of any such adjustment,a Claim the existence of such rights shall be disclosed by OWNER in may be made therefor as provided in paragraph 10.05. the Contract Documents. To the fullest extent permitted by Laws and Regulations, CONTRACTOR shall indemnify and 6.10 Taxes hold harmless OWNER, ENGINEER, ENGINEER's Consultants,and the officers,directors,partners,employees or A. CONTRACTOR shall pay all sales,consumer,use,and agents,and other consultants of each and any of them from and other similar taxes required to be paid by CONTRACTOR in against all claims, costs, losses, and damages(including but accordance with the Laws and Regulations of the place of the not limited to all fees and charges of engineers, architects, Project which are applicable during the performance of the attorneys,and other professionals and all court or arbitration or Work. other dispute resolution costs)arising out of or relating to any infringement of patent rights or copyrights incident to the use 6.11 Use of Site and Other Areas in the performance of the Work or resulting from the incorporation in the Work of any invention,design,process, A. Limitation on Use of Site and Other Areas product, or device not specified in the Contract Documents. 1. CONTRACTOR shall confine construction 6.08 Permits equipment,the storage of materials and equipment,and the operations of workers to the Site and other areas permitted A. Unless otherwise provided in the Supplementary by Laws and Regulations, and shall not unreasonably Conditions, CONTRACTOR shall obtain and pay for all encumber the Site and other areas with construction construction permits and licenses. OWNER shall assist equipment or other materials or equipment. CONTRACTOR, when necessary, in obtaining such permits CONTRACTOR shall assume full responsibility for any and licenses. CONTRACTOR shall pay all governmental damage to any such land or area, or to the owner or charges and inspection fees necessary for the prosecution of occupant thereof,or of any adjacent land or areas resulting the Work which are applicable at the time of opening of Bids. from the performance of the Work. CONTRACTOR shall pay all charges of utility owners for connections to the Work. 2. Should any claim be made by any such owner or occupant because of the performance of the Work, 00-700-19 CONTRACTOR shall promptly settle with such other party Shop Drawings shall be available to ENGINEER and OWNER by negotiation or otherwise resolve the claim as provided for reference. Upon completion of the Work, these record by law. documents,Samples,and Shop Drawings shall be delivered to ENGINEER for OWNER. 3. To the fullest extent permitted by Laws and Regulations, CONTRACTOR shall indemnify and hold 6.13 Safety and Protection harmless OWNER, ENGINEER, ENGINEER's Consultant,and the officers,directors,partners,employees, A. CONTRACTOR shall be solely responsible for agents,and other consultants of each and any of them from initiating,maintaining and supervising all safety precautions and against all claims, costs, losses, and damages and programs in connection with the Work. CONTRACTOR (including but not limited to all fees and charges of shall take all necessary precautions for the safety of,and shall engineers,architects,attorneys,and other professionals and provide the necessary protection to prevent damage,injury or all court or other dispute resolution costs)arising out of or loss to: relating to any claim or action,legal or equitable,brought by any such owner or occupant against OWNER, 1. all persons on the Site or who may be affected by ENGINEER, or any other party indemnified hereunder to the Work; the extent caused by or based upon CONTRACTOR's performance of the Work. CONTRACTOR shall to the 2. all the Work and materials and equipment to be greatest extent allowable by law, hold harmless and incorporated therein,whether in storage on or off the Site; indemnify OWNER from and against any and all suits, and causes of action, and any and all liability of any nature arising out of or in connection with CONTRACTOR's 3. other property at the Site or adjacent thereto, negligent or illegal failure to comply with any law or including trees, shrubs, lawns, walks, pavements, regulation, including but not limited to any claim for roadways,structures,utilities,and Underground Facilities injunctive relief or for any attorney's fees incurred thereof. not designated for removal,relocation, or replacement in the course of construction. B. Removal of Debris During Performance of the Work: During the progress of the Work CONTRACTOR shall keep B. CONTRACTOR shall comply with all applicable Laws the Site and other areas free from accumulations of waste and Regulations relating to the safety of persons or property, materials,rubbish,and other debris. Removal and disposal of or to the protection of persons or property from damage, such waste materials,rubbish,and other debris shall conform injury, or loss; and shall erect and maintain all necessary to applicable Laws and Regulations. safeguards for such safety and protection. CONTRACTOR shall notify owners of adjacent property and of Underground C. Cleaning: Prior to Substantial Completion of the Facilities and other utility owners when prosecution of the Work CONTRACTOR shall clean the Site and make it ready Work may affect them, and shall cooperate with them in the for utilization by OWNER. At the completion of the Work protection, removal, relocation, and replacement of their CONTRACTOR shall remove from the Site all tools, property. All damage,injury,or loss to any property referred appliances,construction equipment and machinery,and surplus to in paragraph 6.13.A.2 or 6.13.A.3 caused, directly or materials and shall restore to original condition all property not indirectly, in whole or in part, by CONTRACTOR, any designated for alteration by the Contract Documents. Subcontractor, Supplier, or any other individual or entity directly or indirectly employed by any of them to perform any D. Loading Structures: CONTRACTOR shall not load of the Work, or anyone for whose acts any of them may be nor permit any part of any structure to be loaded in any manner liable,shall be remedied by CONTRACTOR(except damage that shall endanger the structure, nor shall CONTRACTOR or loss attributable to the fault of Drawings or Specifications or subject any part of the Work or adjacent property to stresses or to the acts or omissions of OWNER or ENGINEER or pressures that shall endanger it. ENGINEER's Consultant, or anyone employed by any of them,or anyone for whose acts any of them may be liable,and 6.12 Record Documents not attributable, directly or indirectly, in whole or in part,to the fault or negligence of CONTRACTOR or any A. CONTRACTOR shall maintain in a safe place at the Subcontractor, Supplier,or other individual or entity directly Site one record copy ofall Drawings,Specifications,Addenda, or indirectly employed by any of them). CONTRACTOR's Written Amendments, Change Orders, Work Change duties and responsibilities for safety and for protection of the Directives, Field Orders, and written interpretations and Work shall continue until such time as all the Work is clarifications in good order and annotated to show changes completed and ENGINEER has issued a notice to OWNER made during construction. These record documents together and CONTRACTOR in accordance with paragraph 14.07.B with all approved Samples and a counterpart of all approved 00-700-20 that the Work is acceptable (except as otherwise expressly provided in connection with Substantial Completion). C. Where a Shop Drawing or Sample is required by the Contract Documents or the schedule of Shop Drawings and 6.14 Safety Representative Sample submittals acceptable to ENGINEER as required by paragraph 2.07, any related Work performed prior to A. CONTRACTOR shall designate a qualified and ENGINEER's review and approval of the pertinent submittal experienced safety representative at the Site whose duties and shall be at the sole expense and responsibility of responsibilities shall be the prevention of accidents and the CONTRACTOR. maintaining and supervising of safety precautions and programs. D. Submittal Procedures 6.15 Hazard Communication Programs 1. Before submitting each Shop Drawing or Sample, A. CONTRACTOR shall be responsible for coordinating CONTRACTOR shall have determined and verified: any exchange of material safety data sheets or other hazard communication information required to be made available to a. all field measurements, quantities, or exchanged between or among employers at the Site in dimensions,specified performance criteria,installation accordance with Laws and Regulations. requirements,materials,catalog numbers,and similar information with respect thereto; 6.16 Emergencies b. all materials with respect to intended use, A. In emergencies affecting the safety or protection of fabrication,shipping,handling,storage,assembly,and persons or the Work or property at the Site or adjacent thereto, installation pertaining to the performance of the Work; CONTRACTOR is obligated to act to prevent threatened c. all information relative to means, methods, damage, injury, or loss. CONTRACTOR shall give techniques,sequences,and procedures of construction ENGINEER prompt written notice if CONTRACTOR believes and safety precautions and programs incident thereto; that any significant changes in the Work or variations from the and Contract Documents have been caused thereby or are required as a result thereof. If ENGINEER determines that a change in d. CONTRACTOR shall also have reviewed and the Contract Documents is required because of the action taken coordinated each Shop Drawing or Sample with other by CONTRACTOR in response to such an emergency,a Work Shop Drawings and Samples and with the Change Directive or Change Order shall be issued. requirements of the Work and the Contract Documents. 6.17 Shop Drawings and Samples 2. Each submittal shall bear a stamp or specific A. CONTRACTOR shall submit Shop Drawings to written indication that CONTRACTOR has satisfied ENGINEER for review and approval in accordance with the CONTRACTOR's obligations under the Contract acceptable schedule of Shop Drawings and Sample submittals. Documents with respect to CONTRACTOR's review and All submittals shall be identified as ENGINEER may require approval of that submittal. and in the number of copies specified in the General Requirements. The data shown on the Shop Drawings shall be 3. At the time of each submittal, CONTRACTOR complete with respect to quantities, dimensions, specified shall give ENGINEER specific written notice of such performance and design criteria,materials,and similar data to variations, if any, that the Shop Drawing or Sample show ENGINEER the services, materials, and equipment submitted may have from the requirements of the Contract CONTRACTOR proposes to provide and to enable Documents,such notice to be in a written communication ENGINEER to review the information. separate from the submittal;and,in addition,shall cause a specific notation to be made on each Shop Drawing and B. CONTRACTOR shall also submit Samples to Sample submitted to ENGINEER for review and approval ENGINEER for review and approval in accordance with the of each such variation. acceptable schedule of Shop Drawings and Sample submittals. Each Sample shall be identified clearly as to material, E. ENGINEER's Review Supplier,pertinent data such as catalog numbers,and the use for which intended and otherwise as ENGINEER may require 1. ENGINEER shall timely review and approve Shop to enable ENGINEER to review the submittal for the limited Drawings and Samples in accordance with the schedule of purposes required by paragraph 6.17.E.The numbers of each Shop Drawings and Sample submittals acceptable to Sample to be submitted shall be as specified in the ENGINEER. ENGINEER's review and approval shall be Specifications. only to determine if the items covered by the submittals 00-700-21 shall, after installation or incorporation in the Work, 1. abuse,modification,or improper maintenance or conform to the information given in the Contract operation by persons other than CONTRACTOR, Documents and be compatible with the design concept of Subcontractors,Suppliers,or any other individual or entity the completed Project as a functioning whole as indicated for whom CONTRACTOR is responsible;or by the Contract Documents. 2. normal wear and tear under normal usage. 2. ENGINEER's review and approval shall not extend to means, methods, techniques, sequences, or This warranty shall guarantee all work for a period of three procedures of construction (except where a particular years from the date of acceptance of the Work and final means, method, technique, sequence, or procedure of acceptance by the OWNER, except for equipment, motors, construction is specifically and expressly called for by the electrical controls and other mechanical devices that shall be Contract Documents)or to safety precautions or programs guaranteed for a period of two years from the date or incident thereto. The review and approval of a separate acceptance and use of each item of equipment by OWNER item as such shall not indicate approval of the assembly in unless a different guarantee period of time is specified under which the item functions. other parts of the Contract Documents. 3. ENGINEER's review and approval of Shop B. CONTRACTOR's obligation to perform and complete Drawings or Samples shall not relieve CONTRACTOR the Work in accordance with the Contract Documents shall be from responsibility for any variation from the requirements absolute. None of the following shall constitute an acceptance of the Contract Documents unless CONTRACTOR has in of Work that is not in accordance with the Contract Documents writing called ENGINEER's attention to each such or a release of CONTRACTOR's obligation to perform the variation at the time of each submittal as required by Work in accordance with the Contract Documents: paragraph 6.17.D.3 and ENGINEER has given written approval of each such variation by specific written notation 1. observations by ENGINEER; thereof incorporated in or accompanying the Shop Drawing or Sample approval;nor shall any approval by ENGINEER 2. recommendation by ENGINEER or payment by relieve CONTRACTOR from responsibility for complying OWNER of any progress or final payment; with the requirements of the Contract Documents. 3. the issuance of a certificate of Substantial F. Resubmittal Procedures Completion by ENGINEER or any payment related thereto by OWNER; 1. CONTRACTOR shall make corrections required by ENGINEER and shall return the required number of 4. use or occupancy of the Work or any part thereof corrected copies of Shop Drawings and submit as required by OWNER; new Samples for review and approval. CONTRACTOR shall direct specific attention in writing to revisions other 5. any acceptance by OWNER or any failure to do than the corrections called for by ENGINEER on previous so; submittals. 6. any review and approval of a Shop Drawing or 6.18 Continuing the Work Sample submittal or the issuance of a notice of acceptability by ENGINEER; A. CONTRACTOR shall carry on the Work and adhere to the progress schedule during all disputes or disagreements with 7. any inspection,test,or approval by others;or OWNER. No Work shall be delayed or postponed pending resolution of any disputes or disagreements, except as 8. any correction of defective Work by OWNER. permitted by the Contract Documents or as OWNER and 6.20 Indemnification CONTRACTOR may otherwise agree in writing. A. Indemnification. To the fullest extent permitted by 6.19 CONTRACTOR's General Warranty and Guarantee law,Contractor agrees to and shall indemnify,defend and hold harmless the Owner,the Engineer,Engineer's consultants and A. CONTRACTOR warrants and guarantees to OWNER, the officers,employees,boards and commissions of each and ENGINEER, and ENGINEER's Consultants that all Work any of them from and against any and all claims, suits, shall be in accordance with the Contract Documents and shall judgments,costs,attorneys'fees,damages or any and all other not be defective. CONTRACTOR's warranty and guarantee relief or liability arising out of or resulting from or through,or hereunder excludes defects or damage caused by: alleged to arise out of,any acts or negligent acts or omissions of Contractor or Contractor's officers, employees, agents or 00-700-22 subcontractors in the performance of this agreement,or arising 2. if OWNER and CONTRACTOR are unable to out of or in connection with litigation based on any mechanic's agree on entitlement to or on the amount or extent,if any, lien or other claims, suits, judgments and/or demands for of any adjustment in the Contract Price or Contract Times damages by subcontractors. In the event of any action against that should be allowed as a result of such other work, a the Owner, its officers, employees, agents, boards or Claim may be made therefor as provided in paragraph commissions covered by the foregoing duty to indemnify, 10.05. defend and hold harmless, such action shall be defended by legal counsel of Owner's choosing. In the event and to the B. CONTRACTOR shall afford each other contractor extent that any legal work is performed by Owner's in-house who is a party to any contract or work as provided in the legal counsel pursuant to the provisions of this section,Owner paragraph above and each utility owner (and OWNER, if shall be reimbursed by Contractor for such legal work at the OWNER is performing the other work with OWNER'S rate of$200 per hour,which rate Contractor hereby agrees and employees)proper and safe access to the Site and a reasonable acknowledges to be a reasonable rate for such in-house opportunity for the introduction and storage of materials and attorneys'fees.The provisions of this paragraph shall survive equipment and the execution of such other work and shall any expiration and/or termination of this agreement. properly coordinate the Work with theirs. Unless otherwise provided in the Contract Documents,CONTRACTOR shall do B. Contractor Specification Indemnification. To the fullest all cutting, fitting, and patching of the Work that may be extent permitted by law, and notwithstanding anything to the required to properly connect or otherwise make its several contrary in any specifications,plans or Contract Documents, parts come together and properly integrate with such other Contractor hereby warrants and represents that it has work. CONTRACTOR shall not endanger any work of others thoroughly and carefully reviewed all specifications,plans and by cutting, excavating, or otherwise altering their work and Contract Documents;and Contractor hereby waives,releases, shall only cut or alter their work with the written consent of indemnifies and agrees to hold harmless Owner, Engineer, ENGINEER, OWNER and the others whose work may be Engineer's consultants, and any and all other entities which affected. may have contributed or been involved in or with the preparation or drafting of any plans,specifications or Contract C. If the proper execution or results of any part of Documents, and the officers, employees, boards and CONTRACTOR's Work depends upon work performed by others under this Article 7,CONTRACTOR shall inspect such commissions of each and any of them from and against any and all claims,suits,judgments,costs,attorneys'fees,damages other work and promptly report to ENGINEER in writing any or any and all other relief or liability arising out of or resulting delays,defects,or deficiencies in such other work that render it from or through or alleged to arise out of or through unavailable or unsuitable for the proper execution and results ' ' of CONTRACTOR's Work. CONTRACTOR's failure to so ambiguities,errors or conflicts in such specifications,plans or report shall constitute an acceptance of such other work by Contract Documents. Contractor hereby agrees and CONTRACTOR as fit and proper for integration with acknowledges that any such claims, suits,judgments, costs, CONTRACTOR's Work except for latent defects and attorneys'fees,damages or any and all other relief or liability deficiencies in such other work. shall inherently and per se be based upon and result from Contractor's negligent acts or omissions in failing to detect any 7.02 Coordination such errors, ambiguities or conflicts. The provisions of this paragraph shall survive any expiration and/or termination of A. If OWNER intends to contract with others for the this agreement. performance of other work on the Project at the Site, the following shall be set forth in Supplementary Conditions: ARTICLE 7-OTHER WORK 1. the individual or entity who shall have authority and responsibility for coordination of the activities among the various contractors shall be identified; 7.01 Related Work at Site 2. the specific matters to be covered by such A. OWNER may perform other work related to the authority and responsibility shall be itemized;and Project at the Site or let other direct contracts therefor,or have other work performed by utility owners. If such other work is 3. the extent of such authority and responsibilities not noted in the Contract Documents,then: shall be provided. I. written notice thereof shall be given to B. Unless otherwise provided in the Supplementary CONTRACTOR prior to starting any such other work;and Conditions, OWNER shall have sole authority and responsibility for such coordination. 00-700-23 ARTICLE 8-OWNER'S RESPONSIBILITIES D. Limitations on the OWNER's Responsibilities. The OWNER shall not supervise, direct, or have control or 8.01 Communications to Contractor authority over,nor be responsible for the CONTRACTOR'S means, methods, techniques, sequences, or procedures of A. Except as otherwise provided in these General construction or the safety precautions and programs incident Conditions, OWNER shall issue all communications to thereto, or for any failure of the CONTRACTOR to comply CONTRACTOR through ENGINEER. with laws,codes and regulations applicable to the furnishing or performance of the Work. The OWNER will not be B. Requirements to Provide Documents. To the extent responsible for the CONTRACTOR'S failure to perform or they are available, the OWNER shall furnish surveys furnish the Work in accordance with the Contract Documents. describing physical characteristics,legal limitations,and utility The OWNER is not responsible for the acts or omissions of the locations for the site of the Project,and a legal description of CONTRACTOR, any Subcontractor, Supplier,or anyone for the Site. whose acts the CONTRACTOR, any Subcontractor or Suppliers may be liable. The OWNER shall obtain and pay for necessary approvals, easements, assessments, and charges which are customarily The OWNER's authority to review any of the secured prior to the execution of the Contract. CONTRACTOR's progress schedules,or its decision to raise or not to raise any objections about such schedules shall not The OWNER shall furnish information or services required impose on the OWNER any responsibility for the timing, of the OWNER hereunder with reasonable promptness after planning,scheduling,or execution of the Work,nor in any way receipt from the CONTRACTOR of a written request for such give rise to any duty or responsibility on the part of the information or services. OWNER to exercise this authority for the benefit of the CONTRACTOR, any Subcontractor or Supplier or any other The OWNER shall provide the CONTRACTOR, at no party. charge, such copies of the Project Manual as are reasonably necessary for the execution of the Work. The OWNER's decision to raise or not to raise objections with regard to any aspects of the CONTRACTOR's insurance C. OWNER's Right to Perform Construction and to Award shall in no way give rise to any duty or responsibility on the Separate Contracts. The OWNER reserves the right to part of the OWNER to or for the benefit of the perform construction or operations at the Site with its own CONTRACTOR, any Subcontractor, any Supplier, or any forces or others. If the CONTRACTOR claims that a delay or other party. additional cost is involved because of such action by the OWNER, the CONTRACTOR shall make such Claim as E. Reservation of Rights. The OWNER reserves the right provided elsewhere in the Contract Documents. to correct at any time any error in any progress payment that may have been made. When the separate contracts are awarded for different portions of the Project or other construction or operations on Should defective Work be discovered subsequent to final the site, the term"Contractor" in the Contract Documents in payment,the OWNER reserves the right to make a claim and each case shall mean the Contractor who executes each recover all costs and professional fees associated therewith, separate OWNER-Contractor Agreement. including the cost of removing and/or replacing the defective Work. The OWNER shall provide for coordination of the activities of the OWNER's own forces and of each separate F. Waivers. All waivers by the OWNER are valid only to contractor with the Work of the CONTRACTOR, who shall the extent that they are signed by the OWNER. Any such cooperate with them. The CONTRACTOR shall afford each waivers pertain only to the specific matter contained in the other person access to the Site and shall properly coordinate its waiver and not to any similar,subsequent matters. Work with that of the persons performing other work. The CONTRACTOR shall participate with other separate ARTICLE 9-ENGINEER'S STATUS DURING contractors and the OWNER in reviewing their construction CONSTRUCTION schedules when directed to do so. The CONTRACTOR shall make any revisions to the construction schedules deemed necessary after a joint review and mutual agreement. The 9.01 OWNER'S Representative construction schedules shall then constitute the schedules to be used by the CONTRACTOR, separate contractors, and the A. ENGINEER shall be OWNER's OWNER until subsequently revised. representative during the construction period. The duties and 00-700-24 responsibilities and the limitations of authority of ENGINEER Such written clarifications and interpretations shall be binding as OWNER's representative during construction are set forth on OWNER and CONTRACTOR. in the Contract Documents and shall not be changed without written consent of OWNER and ENGINEER. 9.05 Authorized Variations in Work 9.02 Visits to Site A. ENGINEER may authorize minor variations in the Work from the requirements of the Contract Documents A. ENGINEER shall make visits to the Site at which do not involve an adjustment in the Contract Price or the intervals appropriate to the various stages of construction as Contract Times and are compatible with the design concept of ENGINEER reasonably deems necessary in order to observe the completed Project as a functioning whole as indicated by the progress that has been made and the quality of the various the Contract Documents. These may be accomplished by a aspects of CONTRACTOR's executed Work. Based on Field Order and shall be binding on CONTRACTOR, who information obtained during such visits and observations, shall perform the Work involved promptly. ENGINEER, shall determine, in general, if the Work is proceeding in accordance with the Contract Documents. 9.06 Rejecting Defective Work ENGINEER shall not be required to make exhaustive or continuous inspections on the Site to check the quality or A. ENGINEER shall have authority to quantity of the Work. On the basis of such visits and disapprove or reject Work which ENGINEER believes to be observations,ENGINEER shall keep OWNER informed of the defective, or that ENGINEER believes shall not produce a progress of the Work and shall use its best efforts to guard completed Project that conforms to the Contract Documents or OWNER against defective Work. that shall prejudice the integrity of the design concept of the completed Project as a functioning whole as indicated by the B. ENGINEER's visits and observations are Contract Documents. ENGINEER shall also have authority to subject to all the limitations on ENGINEER's authority and require special inspection or testing of the Work as provided responsibility set forth herein, and particularly, but without herein whether or not the Work is fabricated, installed, or limitation, during or as a result of ENGINEER's visits or completed. observations of CONTRACTOR's Work ENGINEER shall not supervise, direct, control, or have authority over or be 9.07 Determinations for Unit Price Work responsible for CONTRACTOR's means, methods, techniques, sequences, or procedures of construction, or the A. ENGINEER shall determine the actual safety precautions and programs incident thereto, or for any quantities and classifications of Unit Price Work performed by failure of CONTRACTOR to comply with Laws and CONTRACTOR. ENGINEER shall review with Regulations applicable to the performance of the Work. CONTRACTOR the ENGINEER's preliminary determinations on such matters before rendering a written decision thereon(by 9.03 Project Representative recommendation of an Application for Payment or otherwise). ENGINEER's written decision thereon shall be fmal and A. If OWNER and ENGINEER agree, binding(except as modified by ENGINEER to reflect changed ENGINEER shall furnish a Resident Project Representative to factual conditions or more accurate data)upon OWNER and assist ENGINEER in providing more extensive observation of CONTRACTOR,subject to the provisions of paragraph 10.05. the Work. The responsibilities and authority and limitations thereon of any such Resident Project Representative and 9.08 Decisions on Requirements of Contract Documents assistants shall be as provided in paragraph 9.10 and in the and Acceptability of Work Supplementary Conditions. If OWNER designates another representative or agent to represent OWNER at the Site who is A. ENGINEER shall be the initial interpreter of not ENGINEER's Consultant, agent or employee, the the requirements of the Contract Documents and judge of the responsibilities and authority and limitations thereon of such acceptability of the Work thereunder. Claims, disputes and other individual or entity shall be as provided in the other matters relating to the acceptability of the Work, the Supplementary Conditions. quantities and classifications of Unit Price Work, the interpretation of the requirements of the Contract Documents 9.04 Clarifications and Interpretations pertaining to the performance of the Work,and Claims seeking changes in the Contract Price or Contract Times shall be A. ENGINEER shall issue with reasonable referred initially to ENGINEER in writing,in accordance with promptness such written clarifications or interpretations of the the provisions of paragraph 10.05,with a request for a formal requirements of the Contract Documents as ENGINEER may decision. determine necessary,which shall be consistent with the intent of and reasonably inferable from the Contract Documents. 00-700-25 B. When functioning as provided under paragraph 9.07, ENGINEER shall not show partiality to OWNER or CONTRACTOR and shall not be liable in 10.01 Authorized Changes in the Work connection with any interpretation or decision rendered in good faith in such capacity. The rendering of a decision by A. Without invalidating the Agreement and without ENGINEER pursuant to this paragraph 9.08 with respect to notice to any surety,OWNER may,at any time or from time to any such Claim, dispute, or other matter shall be a condition time,order additions,deletions,or revisions in the Work by a precedent to any exercise by OWNER or CONTRACTOR of Written Amendment, a Change Order, or a Work Change such rights or remedies as either may otherwise have under the Directive. Upon receipt of any such document, Contract Documents or by Laws or Regulations in respect of CONTRACTOR shall promptly proceed with the Work any such Claim, dispute, or other matter. involved which shall be performed under the applicable conditions of the Contract Documents (except as otherwise 9.09 Limitations on ENGINEER's Authority and specifically provided). Responsibilities A. Neither ENGINEER's authority or B. If OWNER and CONTRACTOR are unable to agree responsibility under this Article 9 or under any other provision on entitlement to, or on the amount or extent, if any, of an of the Contract Documents nor any decision made by adjustment in the Contract Price or Contract Times, or both, ENGINEER in good faith either to exercise or not exercise that should be allowed as a result of a Work Change Directive, such authority or responsibility or the undertaking,exercise,or a Claim may be made therefor as provided in paragraph 10.05. performance of any authority or responsibility by ENGINEER shall create,impose,or give rise to any duty in contract,tort, 10.02 Unauthorized Changes in the Work or otherwise owed by ENGINEER to CONTRACTOR, any Subcontractor,any Supplier,any other individual or entity,or A. CONTRACTOR shall not be entitled to an increase in to any surety for or employee or agent of any of them. the Contract Price or an extension of the Contract Times with respect to any work performed that is not required by the B. ENGINEER shall not supervise, direct, Contract Documents as amended,modified,or supplemented control, or have authority over or be responsible for as provided in paragraph 3.04, except in the case of an CONTRACTOR's means,methods,techniques,sequences,or emergency as provided in paragraph 6.16 or in the case of procedures of construction, or the safety precautions and uncovering Work as provided in paragraph 13.04.B. programs incident thereto, or for any failure of CONTRACTOR to comply with Laws and Regulations 10.03 Execution of Change Orders applicable to the performance of the Work. ENGINEER shall not be responsible for CONTRACTOR's failure to perform the A. OWNER and CONTRACTOR shall execute Work in accordance with the Contract Documents. appropriate Change Orders recommended by ENGINEER(or Written Amendments)covering: C. ENGINEER shall not be responsible for the acts or omissions of CONTRACTOR or of any Subcontractor, I. changes in the Work which are: (i)required by any Supplier, or of any other individual or entity performing law (ii) ordered by OWNER pursuant to paragraph any of the Work. 10.01.A,(iii)required because of acceptance of defective Work under paragraph 13.08.A or OWNER's correction D. ENGINEER's review of the final of defective Work under paragraph 13.09,(iv)agreed to Application for Payment and accompanying documentation by the parties; and all maintenance and operating instructions, schedules, guarantees, Bonds, certificates of inspection, tests and 2. changes in the Contract Price or Contract Times approvals, and other documentation required to be delivered which are agreed to by the parties, including any by paragraph 14.07.A shall be to determine that their content undisputed sum or amount of time for Work actually complies with the requirements of, and in the case of performed in accordance with a Work Change Directive; certificates of inspections,tests,and approvals that the results and certified indicate compliance with,the Contract Documents. 3. changes in the Contract Price or Contract Times E. The limitations upon authority and which embody the substance of any written decision responsibility set forth in this paragraph 9.09 shall also apply rendered by ENGINEER pursuant to paragraph 10.05; to ENGINEER's Consultants,Resident Project Representative, provided that, in lieu of executing any such Change and assistants. Order,an appeal may be taken from any such decision in accordance with the provisions of the Contract ARTICLE 10-CHANGES IN THE WORK;CLAIMS Documents and applicable Laws and Regulations, but 00-700-26 during any such appeal, CONTRACTOR shall carry on appealing party in a forum of competent jurisdiction the Work and adhere to the progress schedule as provided within 60 days after the date of such decision or within 60 in paragraph 6.18.A. days after Substantial Completion, whichever is later (unless otherwise agreed in writing by OWNER and 10.04 Notification to Surety CONTRACTOR),to exercise such rights or remedies as the appealing party may have with respect to such Claim, A. If notice of any change affecting the general scope of dispute, or other matter in accordance with applicable the Work or the provisions of the Contract Documents Laws and Regulations. (including, but not limited to, Contract Price or Contract Times)is required by the provisions of any Bond to be given C. If ENGINEER does not render a formal decision in to a surety, the giving of any such notice shall be writing within the time stated in paragraph 10.05.B,a decision CONTRACTOR's responsibility. The amount of each denying the Claim in its entirety shall be deemed to have been applicable Bond shall be adjusted to reflect the effect of any issued 31 days after receipt of the last submittal of the such change. claimant or the last submittal of the opposing party, if any. 10.05 Claims and Disputes D. No Claim for an adjustment in Contract Price or Contract Times(or Milestones)shall be valid if not submitted A. Notice: Written notice stating the general nature of in accordance with this paragraph 10.05. each Claim,dispute,or other matter shall be delivered by the claimant to ENGINEER and the other party to the Contract ARTICLE 11 -COST OF THE WORK; CASH promptly(but in no event later than 30 days)after the start of ALLOWANCES;UNIT PRICE WORK the event giving rise thereto. Notice of the amount or extent of the Claim,dispute,or other matter with supporting data shall be delivered to the ENGINEER and the other party to the 11.01 Cost of the Work Contract within 60 days after the start of such event (unless ENGINEER allows additional time for claimant to submit A. Costs Included: The term Cost of the Work means additional or more accurate data in support of such Claim, the sum of all costs necessarily incurred and paid by dispute, or other matter). A Claim for an adjustment in CONTRACTOR in the proper performance of the Work. Contract Price shall be prepared in accordance with the When the value of any Work covered by a Change Order or provisions of paragraph 12.01.B. A Claim for an adjustment when a Claim for an adjustment in Contract Price is in Contract Time shall be prepared in accordance with the determined on the basis of Cost of the Work, the costs to be provisions of Article 12. Each Claim shall be accompanied by reimbursed to CONTRACTOR shall be only those additional claimant's written statement that the adjustment claimed is the or incremental costs required because of the change in the entire adjustment to which the claimant believes it is entitled as Work or because of the event giving rise to the Claim. Except a result of said event. The opposing party shall submit any as otherwise may be agreed to in writing by OWNER, such response to ENGINEER and the claimant within 30 days after costs shall be in amounts no higher than those prevailing in the receipt of the claimant's last submittal (unless ENGINEER locality of the Project,shall include only the following items, allows additional time). and shall not include any of the costs itemized in paragraph 11.01.B. B. ENGINEER's Decision: ENGINEER shall render a formal decision in writing within 30 days after receipt of the 1. Payroll costs for employees in the direct employ last submittal of the claimant or the last submittal of the of CONTRACTOR in the performance of the Work under opposing party,if any. ENGINEER's written decision on such schedules of job classifications agreed upon by OWNER Claim,dispute,or other matter shall be final and binding upon and CONTRACTOR. Such employees shall include OWNER and CONTRACTOR unless: without limitation superintendents, foremen, and other personnel employed full time at the Site. Payroll costs for 1. an appeal from ENGINEER's decision is taken employees not employed full time on the Work shall be within the time limits and in accordance with the dispute apportioned on the basis of their time spent on the Work. resolution procedures set forth in Article 16;or Payroll costs shall include,but not be limited to,salaries and wages plus the cost of fringe benefits, which shall 2. if no such dispute resolution procedures have include social security contributions, unemployment, been set forth in Article 16,a written notice of intention to excise,and payroll taxes,workers'compensation,health appeal from ENGINEER's written decision is delivered and retirement benefits,bonuses,sick leave,vacation and by OWNER or CONTRACTOR to the other and to holiday pay applicable thereto. The expenses of ENGINEER within 30 days after the date of such performing Work outside of regular working hours, on decision, and a formal proceeding is instituted by the 00-700-27 Saturday, Sunday,or legal holidays,shall be included in thereof. All such costs shall be in accordance with the above to the extent authorized by OWNER. the terms of said rental agreements. The rental of any such equipment,machinery,or parts shall cease when 2. Cost of all materials and equipment furnished and the use thereof is no longer necessary for the Work. incorporated in the Work, including costs of transportation and storage thereof, and Suppliers' field d. Sales,consumer,use,and other similar taxes services required in connection therewith. All cash related to the Work,and for which CONTRACTOR discounts shall accrue to CONTRACTOR unless is liable, imposed by Laws and Regulations. OWNER deposits funds with CONTRACTOR with which to make payments,in which case the cash discounts shall e. Deposits lost for causes other than accrue to OWNER. All trade discounts, rebates and negligence of CONTRACTOR,any Subcontractor,or refunds and returns from sale of surplus materials and anyone directly or indirectly employed by any of equipment shall accrue to OWNER,and CONTRACTOR them or for whose acts any of them may be liable, shall make provisions so that they may be obtained. and royalty payments and fees for permits and licenses. 3. Payments made by CONTRACTOR to Subcontractors for Work performed by Subcontractors. f. Losses and damages(and related expenses) If required by OWNER, CONTRACTOR shall obtain caused by damage to the Work,not compensated by competitive bids from subcontractors acceptable to insurance or otherwise,sustained by CONTRACTOR OWNER and CONTRACTOR and shall deliver such bids in connection with the performance of the Work to OWNER,who shall then determine,with the advice of (except losses and damages within the deductible ENGINEER, which bids, if any, shall be acceptable. If amounts of property insurance established in any subcontract provides that the Subcontractor is to be accordance with paragraph 5.05), provided such paid on the basis of Cost of the Work plus a fee, the losses and damages have resulted from causes other Subcontractor's Cost of the Work and fee shall be than the negligence of CONTRACTOR, any determined in the same manner as CONTRACTOR's Subcontractor, or anyone directly or indirectly Cost of the Work and fee as provided in this paragraph employed by any of them or for whose acts any of 11.01. them may be liable. Such losses shall include settlements made with the written consent and 4. Costs of special consultants (including but not approval of OWNER. No such losses,damages,and limited to engineers, architects, testing laboratories, expenses shall be included in the Cost of the Work surveyors, attorneys, and accountants) employed for for the purpose of determining CONTRACTOR's services specifically related to the Work. fee. 5. Supplemental costs including the following: g. The cost of utilities, fuel, and sanitary facilities at the Site. a. The proportion of necessary transportation, travel, and subsistence expenses of h. Minor expenses such as telegrams, long CONTRACTOR's employees incurred in discharge distance telephone calls,telephone service at the Site, of duties connected with the Work. expressage, and similar petty cash items in connection with the Work. b. Cost, including transportation and maintenance, of all materials, supplies, equipment, i. When the Cost of the Work is used to machinery, appliances, office, and temporary determine the value of a Change Order or of a Claim, facilities at the Site,and hand tools not owned by the the cost of premiums for additional Bonds and workers,which are consumed in the performance of insurance required because of the changes in the the Work,and cost, less market value,of such items Work or caused by the event giving rise to the Claim. used but not consumed which remain the property of CONTRACTOR. j. When all the Work is performed on the basis of cost-plus,the costs of premiums for all Bonds and c. Rentals of all construction equipment and insurance CONTRACTOR is required by the machinery,and the parts thereof whether rented from Contract Documents to purchase and maintain. CONTRACTOR or others in accordance with rental agreements approved by OWNER with the advice of B. Costs Excluded:The term Cost of the Work shall not ENGINEER,and the costs of transportation,loading, include any of the following items: unloading, assembly, dismantling, and removal 00-700-28 1. Payroll costs and other compensation of Documents and shall cause the Work so covered to be CONTRACTOR's officers, executives, principals (of performed for such sums as may be acceptable to OWNER and partnerships and sole proprietorships),general managers, ENGINEER. CONTRACTOR agrees that: engineers, architects, estimators, attorneys, auditors, accountants, purchasing and contracting agents, 1. the allowances include the cost to expediters, timekeepers, clerks, and other personnel CONTRACTOR(less any applicable trade discounts)of employed by CONTRACTOR, whether at the Site or in materials and equipment required by the allowances to be CONTRACTOR's principal or branch office for general delivered at the Site,and all applicable taxes; and administration of the Work and not specifically included in the agreed upon schedule of job classifications referred 2. CONTRACTOR's costs for unloading and to in paragraph 1 l.01.A.1 or specifically covered by handling on the Site, labor, installation costs, overhead, paragraph 11.01.A.4, all of which are to be considered profit, and other expenses contemplated for the administrative costs covered by the CONTRACTOR's allowances have been included in the Contract Price and fee. not in the allowances, and no demand for additional payment on account of any of the foregoing shall be valid. 2. Expenses of CONTRACTOR's principal and branch offices other than CONTRACTOR's office at the B. Prior to final payment,an appropriate Change Order Site. shall be issued as recommended by ENGINEER to reflect actual amounts due CONTRACTOR on account of Work 3. Any part of CONTRACTOR's capital expenses, covered by allowances, and the Contract Price shall be including interest on CONTRACTOR's capital employed correspondingly adjusted. for the Work and charges against CONTRACTOR for delinquent payments. 11.03 Unit Price Work 4. Costs due to the negligence of CONTRACTOR, A. Where the Contract Documents provide that all or any Subcontractor, or anyone directly or indirectly part of the Work is to be Unit Price Work, initially the employed by any of them or for whose acts any of them Contract Price shall be deemed to include for all Unit Price may be liable,including but not limited to,the correction Work an amount equal to the sum of the unit price for each of defective Work, disposal of materials or equipment separately identified item of Unit Price Work times the wrongly supplied, and making good any damage to estimated quantity of each item as indicated in the Agreement. property. The estimated quantities of items of Unit Price Work are not guaranteed and are solely for the purpose of comparison of 5. Other overhead or general expense costs of any Bids and determining an initial Contract Price. Determinations kind and the costs of any item not specifically and of the actual quantities and classifications of Unit Price Work expressly included in paragraphs 11.01.A and 11.01.B. performed by CONTRACTOR shall be made by ENGINEER subject to the provisions of paragraph 9.08. C. CONTRACTOR's Fee: When all the Work is performed on the basis of cost-plus, CONTRACTOR's fee B. Each unit price shall be deemed to include an amount shall be determined as set forth in the Agreement. When the considered by CONTRACTOR to be adequate to cover value of any Work covered by a Change Order or when a CONTRACTOR's overhead and profit for each separately Claim for an adjustment in Contract Price is determined on the identified item. basis of Cost of the Work, CONTRACTOR's fee shall be determined as set forth in paragraph 12.01.C. C. OWNER or CONTRACTOR may make a Claim for an adjustment in the Contract Price in accordance with D. Documentation: Whenever the Cost of the Work for paragraph 10.05 if: any purpose is to be determined pursuant to paragraphs 11.O1.A and 11.01.B, CONTRACTOR shall establish and 1. the quantity of any item of Unit Price Work maintain records thereof in accordance with generally accepted performed by CONTRACTOR differs materially and accounting practices and submit in a form acceptable to significantly from the estimated quantity of such item ENGINEER an itemized cost breakdown together with indicated in the Agreement; and supporting data. 2. there is no corresponding adjustment with respect 11.02 Cash Allowances any other item of Work; and A. It is understood that CONTRACTOR has included in 3. if CONTRACTOR believes that CONTRACTOR the Contract Price all allowances so named in the Contract is entitled to an increase in Contract Price as a result of 00-700-29 having incurred additional expense or OWNER believes c. where one or more tiers of subcontracts are that OWNER is entitled to a decrease in Contract Price on the basis of Cost of the Work plus a fee and no fixed fee is agreed upon, the intent of paragraph ARTICLE 12 -CHANGE OF CONTRACT PRICE; 12.01.C.2.a is that the Subcontractor who actually CHANGE OF CONTRACT TIMES performs the Work,at whatever tier,shall be paid a fee of 15 percent of the costs incurred by such Subcontractor under paragraphs I1.01.A.1 and 12.01 Change of Contract Price I l.01.A.2 and that any higher tier Subcontractor and CONTRACTOR shall each be paid a fee of five A. The Contract Price may only be changed by a Change percent of the amount paid to the next lower tier Order or by a Written Amendment. Any Claim for an Subcontractor; adjustment in the Contract Price shall be based on written notice submitted by the party making the Claim to the d. no fee shall be payable on the basis of costs ENGINEER and the other party to the Contract in accordance itemized under paragraphs 11.01.A.4,11.01.A.5,and with the provisions of paragraph 10.05. 1 I.01.B; B. The value of any Work covered by a Change Order or e. the amount of credit to be allowed by of any Claim for an adjustment in the Contract Price shall be CONTRACTOR to OWNER for any change which determined as follows: results in a net decrease in cost shall be the amount of the actual net decrease in cost plus a deduction in 1. where the Work involved is covered by unit CONTRACTOR's fee by an amount equal to five prices contained in the Contract Documents, by percent of such net decrease; and application of such unit prices to the quantities of the items involved (subject to the provisions of paragraph f. when both additions and credits are involved 11.03 );or in any one change, the adjustment in CONTRACTOR's fee shall be computed on the basis 2. where the Work involved is not covered by unit of the net change in accordance with paragraphs prices contained in the Contract Documents, by a 12.01.C.2.a through 12.01.C.2.e,inclusive. mutually agreed lump sum; or 12.02 Change of Contract Times 3. where the Work involved is not covered by unit prices contained in the Contract Documents and A. The Contract Times (or Milestones) may only be agreement to a lump sum is not reached under paragraph changed by a Change Order or by a Written Amendment. Any 12.01.B.2, on the basis of the Cost of the Work Claim for an adjustment in the Contract Times(or Milestones) (determined as provided in paragraph 11.01) plus a shall be based on written notice submitted by the party making CONTRACTOR's fee for overhead and profit the claim to the ENGINEER and the other party to the (determined as provided in paragraph 12.01.C). Contract in accordance with the provisions of paragraph 10.05. C. CONTRACTOR's Fee: The CONTRACTOR's fee B. Any adjustment of the Contract Times(or Milestones) for overhead and profit shall be determined as follows: covered by a Change Order or of any Claim for an adjustment in the Contract Times(or Milestones)shall be determined in 1. a mutually acceptable fixed fee;or accordance with the provisions of this Article 12. 2. if a fixed fee is not agreed upon,then a fee based 12.03 Delays Beyond CONTRACTOR's Control on the following percentages of the various portions of the Cost of the Work: A. Where CONTRACTOR is prevented from completing any part of the Work within the Contract Times(or a. for costs incurred under paragraphs Milestones) due to delay beyond the control of 1 l.01.A.1 and 1 1.01.A.2,the CONTRACTOR's fee CONTRACTOR,the Contract Times(or Milestones)shall be shall be 15 percent; extended in an amount equal to the time lost due to such delay if a Claim is made therefor as provided in paragraph 12.02.A. b. for costs incurred under paragraph Delays beyond the control of CONTRACTOR shall include, 11.01.A.3, the CONTRACTOR's fee shall be five but not be limited to, acts or neglect by OWNER, acts or percent; 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. 00-700-30 12.04 Delays Within CONTRACTOR's Control A. OWNER, ENGINEER,ENGINEER's Consultants, other representatives and personnel of OWNER,independent A. The Contract Times (or Milestones) shall not be testing laboratories, and governmental agencies with extended due to delays within the control of CONTRACTOR. jurisdictional interests shall have access to the Site and the Delays attributable to and within the control of a Work at reasonable times for their observation,inspecting,and Subcontractor or Supplier shall be deemed to be delays within testing. CONTRACTOR shall provide them proper and safe the control of CONTRACTOR. conditions for such access and advise them of CONTRACTOR's Site safety procedures and programs so that 12.05 Delays Beyond OWNER'S and CONTRACTOR's they may comply therewith as applicable. Control 13.03 Tests and inspections A. Where CONTRACTOR is prevented from completing any part of the Work within the Contract Times(or A. CONTRACTOR shall give ENGINEER timely notice Milestones)due to delay beyond the control of both OWNER of readiness of the Work for all required inspections,tests,or and CONTRACTOR,an extension of the Contract Times(or approvals and shall cooperate with inspection and testing Milestones) in an amount equal to the time lost due to such personnel to facilitate required inspections or tests. delay shall be CONTRACTOR's sole and exclusive remedy for such delay. B. OWNER shall employ and pay for the services of an independent testing laboratory to perform all inspections,tests, 12.06 Delay Damages or approvals required by the Contract Documents except: A. In no event shall OWNER or ENGINEER be liable to 1. for inspections, tests, or approvals covered by CONTRACTOR, any Subcontractor, any Supplier, or any paragraphs 13.03.0 and 13.03.D below; other person or organization,or to any surety for or employee or agent of any of them,for damages arising out of or resulting 2. that costs incurred in connection with tests or from: inspections conducted pursuant to paragraph 13.04.B shall be paid as provided in said paragraph 13.04.B;and 1. delays caused by or within the control of CONTRACTOR;or 3. as otherwise specifically provided in the Contract Documents. 2. delays beyond the control of both OWNER and CONTRACTOR including but not limited to fires,floods, C. If Laws or Regulations of any public body having epidemics,abnormal weather conditions,acts of God,or jurisdiction require any Work(or part thereof)specifically to acts or neglect by utility owners or other contractors be inspected, tested, or approved by an employee or other performing other work as contemplated by Article 7. representative of such public body, CONTRACTOR shall assume full responsibility for arranging and obtaining such B. Nothing in this paragraph 12.06 bars a change in inspections, tests, or approvals, pay all costs in connection Contract Price pursuant to this Article 12 to compensate therewith,and furnish ENGINEER the required certificates of CONTRACTOR due to delay, interference, or disruption inspection or approval. directly attributable to actions or inactions of OWNER or anyone for whom OWNER is responsible. D. CONTRACTOR shall be responsible for arranging and obtaining and shall pay all costs in connection with any ARTICLE 13 -TESTS AND INSPECTIONS; inspections, tests, or approvals required for OWNER's and CORRECTION,REMOVAL OR ACCEPTANCE OF ENGINEER's acceptance of materials or equipment to be DEFECTIVE WORK incorporated in the Work; or acceptance of materials, mix designs, or equipment submitted for approval prior to CONTRACTOR's purchase thereof for incorporation in the 13.01 Notice of Defects Work. Such inspections,tests,or approvals shall be performed by organizations acceptable to OWNER and ENGINEER. A. Prompt notice of all defective Work of which OWNER or ENGINEER has actual knowledge shall be given E. If any Work (or the work of others) that is to be to CONTRACTOR. All defective Work may be rejected, inspected,tested,or approved is covered by CONTRACTOR corrected, or accepted as provided in this Article 13. without written concurrence of ENGINEER, it must, if requested by ENGINEER,be uncovered for observation. 13.02 Access to Work 00-700-31 F. Uncovering Work as provided in paragraph 13.03.E court or arbitration or other dispute resolution costs) arising shall be at CONTRACTOR's expense unless CONTRACTOR out of or relating to such correction or removal(including but has given ENGINEER timely notice of CONTRACTOR's not limited to all costs of repair or replacement of work of intention to cover the same and ENGINEER has not acted with others). reasonable promptness in response to such notice. 13.07 Correction Period 13.04 Uncovering Work A. If within three years after the date of Substantial A. If any Work is covered contrary to the written request Completion(except for equipment,motors,electrical controls of ENGINEER, it must, if requested by ENGINEER, be and other mechanical devices which are guaranteed for a uncovered for ENGINEER's observation and replaced at period of two years from the date of acceptance and use of CONTRACTOR's expense. each item of equipment by OWNER pursuant to Section 6.19(A) herein),or such longer period of time as may be prescribed by B. If ENGINEER considers it necessary or advisable Laws or Regulations or by the terms of any applicable special that covered Work be observed by ENGINEER or inspected or guarantee required by the Contract Documents or by any tested by others, CONTRACTOR, at ENGINEER's request, specific provision of the Contract Documents, any Work is shall uncover, expose, or otherwise make available for found to be defective, or if the repair of any damages to the observation,inspection,or testing as ENGINEER may require, land or areas made available for CONTRACTOR's use by that portion of the Work in question, furnishing all necessary OWNER or permitted by Laws and Regulations as labor,material,and equipment. If it is found that such Work is contemplated in paragraph 6.1 1.A is found to be defective, defective,CONTRACTOR shall pay all Claims,costs,losses, CONTRACTOR shall promptly,without cost to OWNER and and damages(including but not limited to all fees and charges in accordance with OWNER's written instructions: (i)repair of engineers,architects,attorneys,and other professionals and such defective land or areas, or (ii) correct such defective all court or arbitration or other dispute resolution costs)arising Work or,if the defective Work has been rejected by OWNER, out of or relating to such uncovering, exposure, observation, remove it from the Project and replace it with Work that is not inspection, and testing, and of satisfactory replacement or defective, and (iii) satisfactorily correct or repair or remove reconstruction(including but not limited to all costs of repair and replace any damage to other Work,to the work of others or replacement of work of others); and OWNER shall be or other land or areas resulting therefrom. If CONTRACTOR entitled to an appropriate decrease in the Contract Price. If the does not promptly comply with the terms of such instructions, parties are unable to agree as to the amount thereof,OWNER , or in an emergency where delay would cause serious risk of may make a Claim therefor as provided in paragraph 10.05 or loss or damage, OWNER may have the defective Work as may otherwise by provided by law. corrected or repaired or may have the rejected Work removed and replaced, and all Claims, costs, losses, and damages 13.05 OWNER May Stop the Work (including but not limited to all fees and charges of engineers, architects, attorneys, and other professionals and all court or A. If the Work is defective,or CONTRACTOR fails to arbitration or other dispute resolution costs)arising out of or supply sufficient skilled workers or suitable materials or relating to such correction or repair or such removal and equipment,or fails to perform the Work in such a way that the replacement(including but not limited to all costs of repair or completed Work shall conform to the Contract Documents, replacement of work of others) shall be paid by OWNER may order CONTRACTOR to stop the Work,or any CONTRACTOR. portion thereof, until the cause for such order has been eliminated;however,this right of OWNER to stop the Work B. In special circumstances where a particular item of shall not give rise to any duty on the part of OWNER to equipment is placed in continuous service before Substantial exercise this right for the benefit of CONTRACTOR, any Completion of all the Work,the correction period for that item Subcontractor,any Supplier,any other individual or entity,or may start to run from an earlier date if so provided in the any surety for,or employee or agent of any of them. Specifications or by Written Amendment. 13.06 Correction or Removal of Defective Work C. Where defective Work (and damage to other Work resulting therefrom) has been corrected or removed and A. CONTRACTOR shall correct all defective Work, replaced under this paragraph 13.07, the correction period whether or not fabricated, installed, or completed, or, if the hereunder with respect to such Work shall be extended for an Work has been rejected by ENGINEER, remove it from the additional period of one year after such correction or removal Project and replace it with Work that is not defective. and replacement has been satisfactorily completed. CONTRACTOR shall pay all Claims, costs, losses, and damages(including but not limited to all fees and charges of D. CONTRACTOR's obligations under this paragraph engineers,architects,attorneys,and other professionals and all 13.07 are in addition to any other obligation or warranty. The 00-700-32 provisions of this paragraph 13.07 shall not be construed as a access to the Site to enable OWNER to exercise the rights and substitute for or a waiver of the provisions of any applicable remedies under this paragraph. statute of limitation or repose. C. All Claims,costs,losses,and damages(including but 13.08 Acceptance of Defective Work not limited to all fees and charges of engineers, architects, attorneys,and other professionals and all court or arbitration or A. If, instead of requiring correction or removal and other dispute resolution costs) incurred or sustained by replacement of defective Work, OWNER (and, prior to OWNER in exercising the rights and remedies under this ENGINEER's recommendation of fmal payment, paragraph 13.09 shall be charged against CONTRACTOR, ENGINEER) prefers to accept it, OWNER may do so. and a Change Order shall be issued incorporating the CONTRACTOR shall pay all Claims, costs, losses, and necessary revisions in the Contract Documents with respect to damages(including but not limited to all fees and charges of the Work. Such claims, costs, losses and damages shall engineers,architects,attorneys,and other professionals and all include but not be limited to all costs of repair,or replacement court or arbitration or other dispute resolution costs) of work of others destroyed or damaged by correction, attributable to OWNER's evaluation of and determination to removal,or replacement of CONTRACTOR's defective Work. accept such defective Work (such costs to be approved by ENGINEER as to reasonableness)and the diminished value of D. CONTRACTOR shall not be allowed an extension of the Work to the extent not otherwise paid by CONTRACTOR the Contract Times(or Milestones)because of any delay in the pursuant to this sentence. If any such acceptance occurs prior performance of the Work attributable to the exercise by to ENGINEER's recommendation of fmal payment,a Change OWNER of OWNER's rights and remedies under this Order shall be issued incorporating the necessary revisions in paragraph 13.09. the Contract Documents with respect to the Work, and OWNER shall be entitled to an appropriate decrease in the ARTICLE 14 - PAYMENTS TO CONTRACTOR AND Contract Price, reflecting the diminished value of Work so COMPLETION accepted. If the parties are unable to agree as to the amount thereof, OWNER may make a Claim therefor as provided in paragraph 10.05. If the acceptance occurs after such 14.01 Schedule of Values recommendation, an appropriate amount shall be paid by CONTRACTOR to OWNER. A. The schedule of values established as provided in paragraph 2.07.A shall serve as the basis for progress 13.09 OWNER May Correct Defective Work payments and shall be incorporated into a form of Application for Payment acceptable to ENGINEER. Progress payments on A. If CONTRACTOR fails within a reasonable time account of Unit Price Work shall be based on the number of after written notice from ENGINEER to correct defective units completed. Work or to remove and replace rejected Work as required by ENGINEER in accordance with paragraph 13.06.A, or if B. CONTRACTOR shall submit revisions to the initial CONTRACTOR fails to perform the Work in accordance with schedule of progress payments whenever actual outlays for the the Contract Documents,or if CONTRACTOR fails to comply Work vary beyond -5 percent and +10 percent from the with any other provision of the Contract Documents,OWNER schedule,as determined by ENGINEER. may, after seven days written notice to CONTRACTOR, correct and remedy any such deficiency. 14.02 Progress Payments B. In exercising the rights and remedies under this A. Applications for Payments paragraph, OWNER shall proceed expeditiously. In connection with such corrective and remedial action,OWNER 1. At least 20 days before the date established for may exclude CONTRACTOR from all or part of the Site,take each progress payment (but not more often than once a possession of all or part of the Work and suspend month),CONTRACTOR shall submit to ENGINEER for CONTRACTOR's services related thereto,take possession of review an Application for Payment filled out and signed CONTRACTOR's tools,appliances, construction equipment by CONTRACTOR covering the Work completed as of and machinery at the Site, and incorporate in the Work all the date of the Application and accompanied by such materials and equipment stored at the Site or for which supporting documentation as is required by the Contract OWNER has paid CONTRACTOR but which are stored Documents. If payment is requested on the basis of elsewhere. CONTRACTOR shall allow OWNER,OWNER's materials and equipment not incorporated in the Work but representatives, agents and employees, OWNER's other delivered and suitably stored at the Site or at another contractors, and ENGINEER and ENGINEER's Consultants location agreed to in writing,the Application for Payment shall also be accompanied by a bill of sale, invoice, or 00-700-33 1 other documentation warranting that OWNER has received the materials and equipment free and clear of all 3. By recommending any such payment Liens and evidence that the materials and equipment are ENGINEER shall not thereby be deemed to have covered by appropriate property insurance or other represented that:(i)inspections made to check the quality arrangements to protect OWNER's interest therein,all of or the quantity of the Work as it has been performed have which must be satisfactory to OWNER. been exhaustive,extended to every aspect of the Work in progress, or involved detailed inspections of the Work 2. Beginning with the second Application for beyond the responsibilities specifically assigned to Payment, each Application shall include an affidavit of ENGINEER in the Contract Documents;or(ii)that there CONTRACTOR stating that all previous progress may not be other matters or issues between the parties that payments received on account of the Work have been might entitle CONTRACTOR to be paid additionally by applied on account to discharge CONTRACTOR's OWNER or entitle OWNER to withhold payment to legitimate obligations associated with prior Applications CONTRACTOR. for Payment. 4. ENGINEER may refuse to recommend the whole 3. The amount ofretainage with respect to progress or any part of any payment if.in ENGINEER's opinion,it payments shall be as stipulated in the Agreement. would be incorrect to make the representations to OWNER referred to in paragraph 14.02.B.2. B. Review of Applications ENGINEER may also refuse to recommend any such payment or,because of subsequently discovered evidence I. ENGINEER shall,within l 0 days after receipt of or the results of subsequent inspections or tests,revise or each Application for Payment,either indicate in writing a revoke any such payment recommendation previously recommendation of payment and present the Application made, to such extent as may be necessary in to OWNER or return the Application to CONTRACTOR ENGINEER's opinion to protect OWNER from loss indicating in writing ENGINEER's reasons for refusing to because: recommend payment. In the latter case,CONTRACTOR may make the necessary corrections and resubmit the a. the Work is defective, or completed Work Application. has been damaged, requiring correction or replacement; 2. ENGINEER's recommendation of any payment requested in an Application for Payment shall constitute a b. the Contract Price has been reduced by representation by ENGINEER to OWNER, based on Written Amendment or Change Orders; ENGINEER's observations on the Site of the executed Work as an experienced and qualified design professional c. OWNER has been required to correct and on ENGINEER's review of the Application for defective Work or complete Work in accordance with Payment and the accompanying data and schedules,that paragraph 13.09; or to the best of ENGINEER's knowledge,information and belief: d. ENGINEER has actual knowledge of the occurrence of any of the events enumerated in a. the Work has progressed to the point paragraph 15.02.A. indicated; C. Payment Becomes Due b. the quality of the Work is generally in accordance with the Contract Documents(subject to I. Within 30 days after presentation of the an evaluation of the Work as a functioning whole Application for Payment to OWNER with ENGINEER's prior to or upon Substantial Completion, to the recommendation,the amount recommended shall(subject results of any subsequent tests called for in the to the provisions of paragraph I4.02.D)become due,and Contract Documents, to a final determination of when due shall be paid by OWNER to CONTRACTOR. quantities and classifications for Unit Price Work under paragraph 9.08,and to any other qualifications D. Reduction in Payment stated in the recommendation); and 1. OWNER may refuse to make payment of the full c. the conditions precedent to amount recommended by ENGINEER because: CONTRACTOR's being entitled to such payment appear to have been fulfilled in so far as it is ENGINEER's responsibility to observe the Work. 00-700-34 a. claims have been made against OWNER on substantially complete,ENGINEER shall within said 14 days account of CONTRACTOR's performance or execute and deliver to OWNER and CONTRACTOR a furnishing of the Work; definitive and final certificate of Substantial Completion(with a revised tentative list of items to be completed or corrected) b. Liens have been filed in connection with the reflecting such changes from the tentative certificate as Work; ENGINEER believes justified after consideration of any objections from OWNER. At the time of delivery of the c. there are other items entitling OWNER to a tentative certificate of Substantial Completion ENGINEER set-off against the amount recommended,including, shall deliver to OWNER and CONTRACTOR a written but not limited to,the failure of Contractor to provide recommendation as to division ofresponsibilities pending final any lien waivers and/or certifications which may be payment between OWNER and CONTRACTOR with respect required by Owner or as a result of Owner's payments to security, operation, safety, and protection of the Work, to subcontractors pursuant to the provisions of the maintenance, heat, utilities, insurance, and warranties and Contract Documents;or guarantees. Unless OWNER and CONTRACTOR agree otherwise in writing and so inform ENGINEER in writing d. OWNER has actual knowledge of the prior to ENGINEER's issuing the definitive and final occurrence of any of the events enumerated in certificate of Substantial Completion,ENGINEER's aforesaid paragraphs 14.02.B.5.a through 14.02.B.5.c or recommendation shall be binding on OWNER and paragraph 15.02.A. CONTRACTOR until final payment. B. OWNER shall have the right to exclude 14.03 CONTRACTOR'S Warranty of Title CONTRACTOR from the Site after the date of Substantial Completion, but OWNER shall allow CONTRACTOR A. CONTRACTOR warrants and guarantees that title to reasonable access to complete or correct items on the tentative all Work, materials, and equipment covered by any list. Application for Payment,whether incorporated in the Project or not,shall pass to OWNER no later than the time of payment 14.05 Partial Utilization free and clear of all Liens. A. Use by OWNER at OWNER's option of any 14.04 Substantial Completion substantially completed part of the Work that has specifically been identified in the Contract Documents,or which OWNER, A. When CONTRACTOR considers the entire Work ENGINEER, and CONTRACTOR agree constitutes a ready for its intended use CONTRACTOR shall notify separately functioning and usable part of the Work that can be OWNER and ENGINEER in writing that the entire Work is used by OWNER for its intended purpose without significant substantially complete(except for items specifically listed by interference with CONTRACTOR's performance of the CONTRACTOR as incomplete)and request that ENGINEER remainder of the Work, may be accomplished prior to issue a certificate of Substantial Completion. Promptly Substantial Completion of all the Work subject to the thereafter,OWNER,CONTRACTOR,and ENGINEER shall following conditions. make an inspection of the Work to determine the status of completion. If ENGINEER does not consider the Work 1. OWNER at any time may request substantially complete, ENGINEER shall notify CONTRACTOR in writing to permit OWNER to use any CONTRACTOR in writing giving the reasons therefor. If such part of the Work which OWNER believes to be ENGINEER considers the Work substantially complete, ready for its intended use and substantially complete. If ENGINEER shall prepare and deliver to OWNER a tentative CONTRACTOR agrees that such part of the Work is certificate of Substantial Completion which shall fix the date substantially complete, CONTRACTOR shall certify to of Substantial Completion. There shall be attached to the OWNER and ENGINEER that such part of the Work is certificate a tentative list of items to be completed or corrected substantially complete and request ENGINEER to issue a before final payment. OWNER shall have fourteen days after certificate of Substantial Completion for that part of the receipt of the tentative certificate during which to make written Work. CONTRACTOR at any time may notify OWNER objection to ENGINEER as to any provisions of the certificate and ENGINEER in writing that CONTRACTOR or attached list. If, after considering such objections, considers any such part of the Work ready for its intended ENGINEER concludes that the Work is not substantially use and substantially complete and request ENGINEER to complete,ENGINEER shall within 14 days after submission of issue a certificate of Substantial Completion for that part the tentative certificate to OWNER notify CONTRACTOR in of the Work. Within a reasonable time after either such writing,stating the reasons therefor. If,after consideration of request, OWNER, CONTRACTOR, and ENGINEER OWNER's objections, ENGINEER considers the Work shall make an inspection of that part of the Work to 00-700-35 determine its status of completion. If ENGINEER does Payment and accompanying documentation as required by not consider that part of the Work to be substantially the Contract Documents,ENGINEER is satisfied that the complete, ENGINEER shall notify OWNER and Work has been completed and CONTRACTOR's other CONTRACTOR in writing giving the reasons therefor. If obligations under the Contract Documents have been ENGINEER considers that part of the Work to be fulfilled,ENGINEER shall,within ten days after receipt substantially complete,the provisions of paragraph 14.04 of the final Application for Payment, indicate in writing shall apply with respect to certification of Substantial ENGINEER's recommendation of payment and present Completion of that part of the Work and the division of the Application for Payment to OWNER for payment. At responsibility in respect thereof and access thereto. the same time ENGINEER shall also give written notice to OWNER and CONTRACTOR that the Work is 2. No occupancy or separate operation of part of the acceptable subject to the provisions of paragraph 14.09. Work may occur prior to compliance with the Otherwise, ENGINEER shall return the Application for requirements of paragraph 5.10 regarding property Payment to CONTRACTOR, indicating in writing the insurance. reasons for refusing to recommend final payment, in which case CONTRACTOR shall make the necessary 14.06 Final Inspection corrections and resubmit the Application for Payment. A. Upon written notice from CONTRACTOR that the C. Payment Becomes Due entire Work or an agreed portion thereof is complete, ENGINEER shall promptly make a final inspection with 1. Thirty days after the presentation to OWNER of OWNER and CONTRACTOR and shall notify the Application for Payment and accompanying CONTRACTOR in writing of all particulars in which this documentation,the amount recommended by ENGINEER inspection reveals that the Work is incomplete or defective. shall become due and, when due, shall be paid by CONTRACTOR shall immediately take such measures as are OWNER to CONTRACTOR. necessary to complete such Work or remedy such deficiencies. 14.07 Final Payment 14.08 Waiver of Claims A. Application for Payment A. The making and acceptance of final payment shall constitute: 1. After CONTRACTOR has, in the opinion of ENGINEER, satisfactorily completed all corrections I. a waiver of all Claims by OWNER against identified during the final inspection and has delivered,in CONTRACTOR, except Claims arising from unsettled accordance with the Contract Documents,all maintenance Liens, from defective Work appearing after final and operating instructions,schedules,guarantees,Bonds, inspection pursuant to paragraph 14.06, from failure to certificates or other evidence of insurance certificates of comply with the Contract Documents or the terms of any inspection,marked-up record documents(as provided in special guarantees specified therein, or from paragraph 6.12), and other documents,CONTRACTOR CONTRACTOR's continuing obligations under the may make application for final payment following the Contract Documents;and procedure for progress payments. 2. a waiver of all Claims by CONTRACTOR 2. The final Application for Payment shall be against OWNER other than those previously made in accompanied(except as previously delivered)by: (i)all writing which are still unsettled. documentation called for in the Contract Documents, including but not limited to the evidence of insurance required by subparagraph 5.04.B.7; (ii) consent of the ARTICLE 15 -TERMINATION surety, if any, to final payment; and (iii) complete and legally effective releases or waivers (satisfactory to OWNER)of all Lien rights arising out of or Liens filed in connection with the Work. 15.01 OWNER May Terminate for Cause B. Review of Application and Acceptance A. The occurrence of any one or more of the following events shall justify termination for cause: I. If, on the basis of ENGINEER's observation of the Work during construction and final inspection, and 1. CONTRACTOR's persistent failure to perform ENGINEER's review of the final Application for the Work in accordance with the Contract Documents 00-700-36 (including,but not limited to,failure to supply sufficient prejudice to any other right or remedy of OWNER, elect to skilled workers or suitable materials or equipment or terminate the Contract. In such case,CONTRACTOR shall be failure to adhere to the progress schedule established paid(without duplication of any items): under paragraph 2.07 as adjusted from time to time pursuant to paragraph 6.04); 1. for completed and acceptable Work executed in accordance with the Contract Documents prior to the 2. CONTRACTOR's disregard of Laws or effective date of termination, including fair and Regulations of any public body having jurisdiction; reasonable sums for overhead and profit on such Work; 3. CONTRACTOR's disregard of the authority of 2. for expenses sustained prior to the effective date ENGINEER; or of termination in performing services and furnishing labor,materials,or equipment as required by the Contract 4. CON 1 RACTOR's violation in any substantial Documents in connection with uncompleted Work,plus way of any provisions of the Contract Documents. fair and reasonable sums for overhead and profit on such expenses; B. If one or more of the events identified in paragraph 15.01.A occur, OWNER may, after giving CONTRACTOR 3. for all claims, costs, losses, and damages (and the surety,if any)seven days written notice,terminate the (including but not limited to all fees and charges of services of CONTRACTOR, exclude CONTRACTOR from engineers, architects, attorneys, and other professionals the Site, and take possession of the Work and of all and all court or arbitration or other dispute resolution CONTRACTOR's tools,appliances,construction equipment, costs) incurred in settlement of terminated contracts with and machinery at the Site,and use the same to the full extent Subcontractors, Suppliers,and others;and they could be used by CONTRACTOR (without liability to CONTRACTOR for trespass or conversion),incorporate in the 4. for reasonable expenses directly attributable to Work all materials and equipment stored at the Site or for termination. which OWNER has paid CONTRACTOR but which are stored elsewhere, and finish the Work as OWNER may deem B. CONTRACTOR shall not be paid on account of loss expedient. In such case,CONTRACTOR shall not be entitled of anticipated profits or revenue or other economic loss arising to receive any further payment until the Work is finished. If out of or resulting from such termination. the unpaid balance of the Contract Price exceeds all claims, costs,losses,and damages(including but not limited to all fees ARTICLE 16-DISPUTE RESOLUTION and charges of engineers, architects, attorneys, and other professionals and all court or arbitration or other dispute resolution costs) sustained by OWNER arising out of or 16.01 Methods and Procedures relating to completing the Work,such excess shall be paid to CONTRACTOR. If such claims, costs,losses,and damages A. This Agreement shall be subject to and governed by exceed such unpaid balance, CONTRACTOR shall pay the the laws of the State of Illinois. Venue for the resolution of difference to OWNER. Such claims, costs, losses, and any dispute or the enforcement of any rights pursuant to this damages incurred by OWNER shall be reviewed by Agreement shall be in the Circuit Court of Kane County. ENGINEER as to their reasonableness and,when so approved by ENGINEER, incorporated in a Change Order. When exercising any rights or remedies under this paragraph ARTICLE 17-MISCELLANEOUS OWNER shall not be required to obtain the lowest price for the Work performed. 17.01 Giving Notice C. Where CONTRACTOR's services have been so terminated by OWNER, the termination shall not affect any A. Whenever any provision of the Contract Documents rights or remedies of OWNER against CONTRACTOR then requires the giving of written notice,it shall be deemed to have existing or which may thereafter accrue. Any retention or been validly given if delivered in person to the individual or to payment of moneys due CONTRACTOR by OWNER shall a member of the firm or to an officer of the corporation for not release CONTRACTOR from liability. whom it is intended,or if delivered at or sent by registered or certified mail, postage prepaid, to the last business address 15.02 OWNER May Terminate For Convenience known to the giver of the notice. A. Upon seven days written notice to CONTRACTOR and ENGINEER, OWNER may, without cause and without 00-700-37 17.02 Computation of Times A. When any period of time is referred to in the Contract Documents by days, it shall 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 shall be omitted from the computation. 17.03 Cumulative Remedies A. The duties and obligations imposed by these General Conditions and the rights and remedies available hereunder to the parties hereto 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 shall 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. 17.04 Survival of Obligations A. 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, shall survive fmal payment, completion, and acceptance of the Work or termination or completion of the Agreement. 17.05 Controlling Law A. This Contract is to be governed by the law of Illinois. 17.06 Professional Fees and Court Costs Included A. Whenever reference is made to Aclaims,costs,losses and damages,it shall specifically exclude all fees and charges of attorneys and all court or dispute resolution costs. 17.07 Prevailing Wage Rates A. CONTRACTOR shall comply with the attached prevailing wage rates as determined by the Illinois Department of Labor. 00-700-38 1 /2/: 0 May 22, 2008 . TO: Mayor and Members of the City Council ` FROM: Olufemi Folarin, CityManager `fia!'iiallyMtge g City Covet writ tit David Lawry,P.E., General Services Group Director SUBJECT: Eagle Road Bridge Repairs PURPOSE The purpose of this memorandum is to provide the Mayor and members of the City Council with information to consider approval of a contract with Shales McNutt Construction (SMC) for repairs to the Eagle Road Bridge. RECOMMENDATION It is recommended that the City Council approve a contract with SMC for repairs to the Eagle Road Bridge in the amount of $228,006.37 and authorize the City Manager to execute the contract. BACKGROUND Subsequent to the heavy rainfalls in August of 2007, several voids appeared in the roadway adjacent to the piers of the bridge crossing Tyler Creek on Eagle Road. An investigation determined that extensive undermining of the roadway had occurred immediately beyond the ends of both bridge piers. This undermining was caused by deterioration of timber lagging placed along the abutments, thus allowing the stream to erode the embankment material from under the roadway. In addition, it was noted that the timber piling supporting the abutments are in very poor condition and in need of repair. The bridge provides access to three properties west of Tyler Creek and the Eagles Property. Because this is the only access point to the properties, the bridge must remain open. In an effort to keep the bridge open over the winter, SMC, at the City's direction, repaired the timber lagging and backfilled behind the bridge abutments. The subject contract includes this work plus repairs to the piling. The piling repairs will consist of drilling "micro" piles to a depth of 60 feet which will than be anchored to the existing pier caps. Upon completion of the pier caps, the asphalt pavement approaching the bridge on each end and the bridge deck will be ground and resurfaced. Eagle Road Bridge Repairs May 22, 2008 Page 2 COMMUNITY GROUPS/INTERESTED PERSONS CONTACTED None FINANCIAL IMPACT The contract cost with SMC will total $228,006.37. Of this amount, $43,909.20 has already been paid for temporary repairs, backfilling by the abutments and permit application. Currently $85,000 has been budgeted for this project with $41,090 remaining. The amount needed to fund the proposed contract ($184,893.67) will need to be transferred from the recently completed 2007 Street Rehabilitation program, project number 59909B "Todd Farm/Forest " where $163,334 is available and the Park Development Fund-Neighborhood Zone #10, where $31,500 is available(account number 340-0000-795.92-32 "Land Improvements"would be charged). LEGAL IMPACT Approval of this contract is considered an exception to the procurement ordinance and a two thirds vote by City Council is required. ALTERNATIVES 1. The Council may choose to approve the contract with Shales McNutt Construction. 2. The Council may choose not to approve the contract with Shales McNutt Construction. Respectfully submitted for Council consideration. do Attachment