Loading...
R-10-08-12-9E5 - 8/12/2010RESOLUTION NO. R -10-08-12-9E5 WHEREAS, the City of Round Rock desires to retain professional design and construction services for a Solar Photovoltaic (PV) System to be installed on the top floor of the Round Rock City Hall Parking Garage located at 231 East Main Street ("Project"), and WHEREAS, Solar Works, LLC dba Solar Community has submitted a Standard Form of Agreement Between Owner and Contractor ("Agreement") and accompanying "Incentive Recipient Change Request" to provide said services, and WHEREAS, the City Council desires to enter into said Agreement and accompanying "Incentive Recipient Change Request" with Solar Works, LLC dba Solar Community, Now Therefore BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK, TEXAS, That the Mayor is hereby authorized and directed to execute on behalf of the City a Standard Form of Agreement Between Owner and Contractor and accompanying "Incentive Recipient Change Request" with Solar Works, LLC dba Solar Community for the Project, a copy of same being attached hereto as Exhibit "A" and incorporated herein for all purposes. The City Council hereby finds and declares that written notice of the date, hour, place and subject of the meeting at which this Resolution was adopted was posted and that such meeting was open to the public as required by law at all times during which this Resolution and the subject matter hereof were discussed, considered and formally acted upon, all as required by the Open Meetings Act, Chapter 551, Texas Government Code, as amended. RESOLVED this 12th day of August, 2010. ATTEST: atti/L - titaiPtt. SARA L. WHITE, City Secretary O:Awdox\SCCInts,0112' 1005' MUNICIPAL'00199149.DOC/rmc ALAN MCGRAW, Mayor City of Round Rock, Texas City of Round Rock, Texas Contract Forms Standard Form of Agreement: Section 00500 City of Round Rock, Texas Standard Form of Agreement between Owner and Contractor AGREEMENT made as of the ( ) day of in the year 2010. (In words, indicate day, month and yeah) BETWEEN the Owner: (Name, address, other information) and the Contractor (Name, address, other information) The Project is described as: City of Round Rock, Texas (hereafter "Owner" or "City") 221 East Main Street Round Rock, Texas 78664 Solar Works LLC dba Solar Community (hereafter "Contractor" or "Solar") 4704 East Cesar Chavez Street, Suite 120B Austin, Texas 78702 Design and construction (including installation, connection, and commission) of a nominal 100kW grid -tied Solar Photovoltaic (PV) System to be installed on the top floor of the Round Rock City Hall Parking Garage located at 231 East Main Street, Round Rock, Williamson County, Texas, same to be mounted on a structurally -attached steel structure. The solar module system shall provide electricity production to feed the 480 volt service panel, and the system shall include a complete data monitoring package. The Engineer is: Design of the solar PV system shall be provided by Contractor. (Name, address, other information) For and in consideration of the mutual terms, conditions and covenants of this Agreement and all accompanying documents between Owner and Contractor, the receipt and sufficiency of which are hereby acknowledged, Owner and Contractor agree as follows: ARTICLE 1 THE CONTRACT DOCUMENTS 1.1 The Contract Documents consist of this Agreement and any exhibits and attachments appended hereto, Conditions of the Contract (General, Supplementary and other Conditions), Drawings, Specifications, Addenda issued prior to execution of this Agreement, other documents listed in this Agreement and Modifications issued after execution of this Agreement; these form the Contract, and are as fully a part of the Contract as if attached to this Agreement or repeated herein. The Contract represents the entire and integrated agreement between the parties hereto and supersedes prior negotiations, representations or agreements, either written or oral. An enumeration of the Contract Documents, other than Modifications, appears in Article 8. 1.2 Owner selected Contractor to supply the goods and services outlined in RFP 10-021, Specification No. 10- 290-82 dated May 2010, all as are specified in Exhibit "A" attached hereto and Inde a part hereof for all purposes. Contractor expressly agrees to meet all requirements as stated in the attached Exhibit "A," including the following attachments: 1. Attachment A entitled "City of Round Rock Insurance Requirements" 00195186/j kg EXHIBIT „A» Standard Foran of Agreement 2. Attachment B entitled "Special Terms and Conditions to be Included in Contracts Funded in Whole or in Part by The American Recovery and Reinvestment Act of 2009" 3. Attachment C entitled "Davis -Bacon and Copeland Anti -Kickback Acts" 4. Attachment D entitled "Davis -Bacon Wage information as of 5/3/2010." 1.3 Owner expressly acknowledges its duty as a recipient of federal Recovery Act funds to "separately identify to each subrecipient, and document at the time of_subaward and at the time of disbursement of funds, the Federal award number, CFDA number, and amount of Recovery Act fiords." In accordance therewith, Owner furnishes the following required information: Federal Award Number DE-SC0001618; CFDA Number 81.128; amount of Recovery Act funds for the portion of the project described herein: $362,832.00. ARTICLE 2 THE WORK OF THiS CONTRACT 2.1 Contractor shall fully execute the Work described in the Contract Documents, except to the extent specifically indicated in the Contract Documents to be the responsibility of others. ARTICLE 3 DATE OF COMMENCEMENT; DATE OF SUBSTANTIAL COMPLETION; DATE OF FINAL COMPLETION 3.1 The date of commencement of the Work shall be the date of this Agreement unless a different date is stated below or provision is made for the date to be fixed in a Notice to Proceed issued by Owner. (Insert the date of commencement if it differs from the date of this Agreement or, if applicable, state that the date will be fixed in a Notice to Proceed.) The date of commencement of the Work shall be fixed as of the date of issuance of the Notice to Proceed. 3.2 The Contract Time shall be measured from the date delineated in the Notice to Proceed. 3.3 Contractor shall commence Work within seven (7) calendar days from the date delineated in the Notice to Proceed. 3.4 Contractor shall achieve Final Completion of the entire Work no later than one hundred eighty (180) calendar days from issuance by Owner of the first Notice to Proceed. (Insert number of calendar days. Alternatively, a calendar date may be used when coordinated with the date of commnencenrent. Unless stated elsewhere in the Contract Documents. insert any requirements for earlier Substantia! Completion of certain portions of the (Pork.) subject to adjustments of this Contract Time as provided in the Contract Documents. (Insert provisions, ij any, for liquidated damages relating to failure to complete on thne or for bonus payments for early completion of the Work) 3.5 If Contractor fails to achieve Final Completion of the Work (or any portion thereof) on or before the date(s) specified for Final Completion in the Agreement, Contractor shall pay to Owner, as liquidated damages, the Sum of One Hundred Dollars ($100.00) for each calendar day that Final Completion is delayed after the date(s) specified for Final Completion. It is hereby agreed that the liquidated damages to which Owner is entitled hereunder are a reasonable forecast of just compensation for the harm that would be caused by Contractor's failure to achieve Final Completion of the Work (or any portion thereof) on or before the date(s) specified for Final Completion in the Agreement. It is agreed that the harm that would be caused by such failure, which includes Ioss of expected use of the Project areas, provision of alternative storage facilities and rescheduling of moving and occupancy dates, is one that is incapable or very difficult of accurate estimation. The date(s) specified for Final Completion of the Work (or any portion thereof) herein shall be subject to adjustment as provided in the Contract Documents. 2 ARTICLE 4 CONTRACT SUM 4.1 Owner shall pay Contractor the Contract Sum in current funds for Contractor's performance of the Contract. The Contract Sum shall be Three Hundred Ten Thousand Dollars and No/l00 ($310,000.00), subject to additions and deductions as provided in the Contract Documents. 4.2 Owner and Contractor acknowledge that the total amount of the contract is $485,000.00, with Owner being responsible for payment of the above -recited $310,000.00 Contract Sum in accordance with the contractual terms of this Agreement, and with Contractor being responsible for securing the available rebate of $175,000.00 through Oncor's Solar Rebate Program. Owner expressly agrees to assign its rights to such rebate to Contractor. 4.3 The Contract Sum is based upon the following alternates which are described in the Contract Documents and are hereby accepted by Owner: (State the numbers or other identification of accepted alternates. If decisions on other alternates are to be made by Owner subsequent to the execution of this Agreement, attach a schedule of such other alternates showing the amount for each and the date when that amount expires) 4.4 Unit prices, if any, are as follows: Not applicable. ARTICLE 5 PAYMENTS 5.1 PROGRESS PAYMENTS 5.1.1 Based upon Applications for Payment submitted to Owner by Contractor, and Certificates for Payment issued by and not disputed by Owner and/or Owner's lender, Owner shall make progress payments on account of the Contract Sum to Contractor as provided below, in Article 14 of the City of Round Rock General Conditions, and elsewhere in the Contract Documents. 5.1.2 The period covered by each Application for Payment shall be one calendar month ending on the last day of the month. 5.1.3 Provided that an Application for Payment is received by Owner not later than the first (1st) day of a month, Owner shall make payment to Contractor not later than the second Friday of that month. If an Application for Payment is received by Owner after the application date fixed above, payment shall be made by Owner not later than one month thereafter. 5.1.4 Each Application for Payment shall be based on the most recent schedule of values submitted by Contractor in accordance with the Contract Documents. The schedule of values shall allocate the Contract Sum among the various portions of the Work. The schedule of values shall be prepared in such form and supported by such data to substantiate its accuracy as Owner may require. This schedule, unless objected to by Owner, shall be used as a basis for reviewing Contractor's Applications for Payment. 5.1.5 Applications for Payment shall warrant the percentage of completion of each portion of the Work as of the end of the period covered by the Application for Payment. 5.1.6 Subject to other provisions of the Contract Documents, the amount of each progress payment shall be computed as provided in Article 14 of the City of Round Rock General Conditions. 3 5.2 FINAL PAYMENT 5.2.1 Final payment, constituting the entire unpaid balance of the Contract Sum, shall be made by Owner to Contractor when: .1 Contractor has fully performed the Contract except for Contractor's responsibility to correct Work, and to satisfy other requirements, if any, which extend beyond final payment; and .2 a final Certificate for Payment has been issued by Owner. 5.2.2 Owner's final payment to Contractor shall be made no later than thirty (30) days after the issuance of final Certificate for Payment. In no event shall final payment be required to be made prior to thirty (30) days after all Work on the Contract has been fully performed. Defects in the Work discovered prior to final payment shall be treated as non -conforming Work and shall be corrected by Contractor prior to final payment, and shall not be treated as warranty items. ARTICLE 6 TERMINATION OR SUSPENSION 6.1 The Contract may be terminated by Owner or Contractor as provided in Article 15 of the City of Round Rock General Conditions. 6.2 The Work may be suspended by Owner as provided in Article 15 of the City of Round Rock General Conditions. ARTICLE 7 MISCELLANEOUS PROVISIONS 7.1 Where reference is made in this Agreement to a provision of any document, the reference refers to that provision as amended or supplemented by other provisions of the Contract Documents. 7.2 Undisputed final payment due and unpaid under the Contract Documents shall bear interest from the sixty- first (61st) day after the date such undisputed final payment is due at the legal rate prevailing from time to time at the place where the Project is located. (Usury laws and requirements under the Federal 'blab in Lending Act, similar slate and local consumer credit lags and other regulations at Owner's and Contractor's principal places of business, the location of the Project and elsewhere may affect the validity of this provision. Legal advice should be obtained with respect to deletions, modifications, disclosures or waivers) 7.3 Owner's representatives are: (Name, address, other information) James R. Nuse, P.E. City Manager, City of Round Rock 221 East Main Street Round Rock, Texas 78664 Larry Madsen Construction Manager, City of Round Rock Engineering and Development Services Department 2008 Enterprise Drive Round Rock, Texas 78664 Telephone: 512-218-5552 Facsimile: 512-218-5563 Email: Iartym@round-rock.tx.us 4 7.4 Contractor's representative is: Jeff Wolfe President, Solar Works LLC dba Solar Community 4707 East Cesar Chavez Street, Suite 120B Austin, Texas 78702 Telephone: 512-739-9928 Facsimile: 512-464-1191 Email: jeff@solarcommunity.net 7.5 Neither Owner's nor Contractor's representatives shall be changed without ten (10) days' written notice to the other party. ARTICLE 8 ENUMERATION OF CONTRACT DOCUMENTS 8.1 The Contract Documents, except for Modifications issued after execution of this Agreement, are enumerated as follows: 8.1.1 The Agreement is this executed version of the City of Round Rock, Texas Standard Forni of Agreement between Owner and Contractor, as modified. 8.1.2 The General Conditions are the "City of Round Rock Contract Forms 00700," General Conditions, as modified. 8.1.3 The Supplementary, Special, and other Conditions of the Contract are those contained in the Project Manual: Not applicable. 8.1.4 The Specifications are those contained in the Project Manual: Not applicable. 8.1.5 The Drawings, if any, are those contained in the Project Manual: Not applicable. 8.1.6 The Addenda, if any, are as follows: Date Received Date Received Date Received Portions of Addenda relating to bidding requirements are not part of the Contract Documents unless the bidding requirements are also enumerated in this Article 8. 8.1.7 If this Agreement covers construction involving federal funds, thereby requiring inclusion of mandated contract clauses, such federally required clauses are those contained in the "City of Round Rock Contract Forms 03000," Federally Required Contract Clauses, as modified. 8.18 Other documents, if any, forming part of the Contract Documents are as follows: None. ARTICLE 9 MISCELLANEOUS 9.1 Waiver of any breach of this Agreement shall not constitute waiver of any subsequent breach. 9.2 Owner agrees to pay Contractor from available funds for satisfactory performance of this Agreement in accordance with the bid or proposal submitted therefor, subject to proper additions and deductions, all as provided in 5 the General Conditions, Supplemental Conditions, and Special Conditions of this Agreement, and Owner agrees to make payments on account thereof as provided therein. Lack of funds shall render this Agreement null and void to the extent funds are not available. This Agreement is a commitment of City of Round Rock's current revenues only. 9.3 Although this Agreement is drawn by Owner, both parties hereto expressly agree and assert that, in the event of any dispute over its meaning or application, this Agreement shall be interpreted reasonably and fairly, and neither more strongly for nor against either party. 9.4 This Agreement shall be enforceable in Round Rock, Texas, and if legal action is necessary by either party with respect to the enforcement of any or all of the terms or conditions herein, exclusive venue for same shall lie in Williamson County, Texas. This Agreement shall be governed by and construed in accordance with the laws and court decisions of the State of "Texas. 9.5 Both parties hereby expressly agree that no claims or disputes between the parties arising out of or relating to this Agreement or a breach thereof shall be decided by an arbitration proceeding, including without limitation, any proceeding under the Federal Arbitration Act (9 USC Section 1-14) or any applicable state arbitration statute. 9.6 The parties, by execution of this Agreement, bind themselves, their heirs, successors, assigns, and legal representatives for the full and faithful performance of the terms and provisions hereof. This Agreement is entered into as of the day and year first written above and is executed in at least two (2) original copies, of which one is to be delivered to Contractor, and one to Owner for use in the administration of the Contract. OWNER CITY OF ROUND ROCK, TEXAS FOR CiTY, ATTEST: By: By: Sara L. White, City Secretary Printed Name: Nan fVtC&reuul Title: Date Signed: ' /2 /0 CONTRACTOR SOLAR WORKS LLC dba SOLAR COMMUNITY By: Printed Title: Date Signed: 6 FOR CI : , APPRt VED S TO FORM: Y •_.� k Stepha L. Sheets, City Attorney 4 TAKE A L0AD Aoma, SAVING ENERGY MAKES CENTS Incentive Recipient Change Request Program Year 2010, Version 20091102 Use this form change the incentive recipient on an approved project in Oncor's Take a Load Off Texas Solar PV program. This form must be used with the latest version of Adobe Reader (available at http://aet.adobe.com/reader). Submit this form electronically to opvapps@frontierassoc.com with "Incentive Recipient Change Request — OPVOXXX" in the subject line. If you need to fax a copy of the signed signature page only, send it to (512) 669-5624. For questions please contact the Program Manager. Proiect Information Project Number: Customer Last Name: Incentive Amount: LOPV0545 C" o Romp $1;75 000.0 Original Incentive Recipient: Ct ,of;Round Rk New Incentive Recipient Information O%oxp Recipient Name: ,. IM L Recipient Company Name aapplicable): If business: Tax ID#:23979 6' Recipient Address Line 1: 134Q3N o: Recipient City: Address Line 2: I53 5Hus ot n' i_ X28 85 Phone Number Email. ,zach embry@ont y.comortitom pash State: ATX Zip Code: 7708 Fax..28,1 854 4� Customer Signature Customer hereby attests that all information provided on this form is truthful and accurate, and that the proposed change reflects the wishes of both the service provider and the customer. Customer Signature (Authorized Officer) Printed Name Company (if applicable) Date " Title (if app cable) Service Provider Signature Service Provider hereby attests that all information provided on this form is truthful and accurate, and that the proposed change reflects the wishes of both the service provider and the customer. Signature of Authorized Officer Je Wolfe a Printed Name Take A Load Off, Texas® is provided by Oncor Electric Delivery LLC as part of the company's commitment to reduce energy consumption and demand. Frontier Associates and Clean Energy Associates implement the Take A Load Off, Texas Solar PV Program as an independent contractor. www.takealoadofftexas.com SolarCommunity July 15, 2010 RE: Incentive Recipient Change Request I, _Jeff Wolfe, the authorized signatory for Solar Works LLC dba Solar Community, hereby authorize and direct the City of Round Rock, Texas to sign the attached "Incentive Recipient Change Request" form, and expressly acknowledge the understanding of Solar Works LLC dba Solar Community that such directive thereby assigns the referenced $175,000 incentive amount/rebate to Ontility LLC. Sincerely, Jeff Wolfe President Solar Community 512.739.9928 jeff@solarcommunity.net 4704 E Cesar Chavez St, Ste 120B • Austin, Texas • 78702 • Voice 512.904.9006 • Facsimile 512.464.1191 • www.solarcommunity.net RFP 10-021 Specification No. 10-290-82 DATE: May 2010 City of Round Rock REQUEST FOR PROPOSALS SOLAR PHOTOVOLTAIC (PV) SYSTEM PART I GENERAL INFORMATION PURPOSE: The City of Round Rock seeks proposals from qualified Contractors to install, connect and commission a nominal 100kW solar Photovoltaic (PV) System on the top floor of the Round Rock City Hall Parking Garage. Steel structural reinforcements shall allow a frame for the solar arrays to be integrated into the existing walls in a productive and aesthetic manner. The system shall be mounted on a structurally attached steel frame integrated with the facility's existing vertical support members. The system shall offer the necessary southeast sun exposure for electricity production to feed the 480v service panel. No adverse environmental impact shall occur during the building retrofit. The system shall include a complete data monitoring package to allow real-time and historical analysis of critical system performance information to ensure realization of the system's maximum potential lifetime value. The tuna -key price proposed shall include all necessary drawings for permits, permitting, installation, training of facility maintenance personnel, commissioning of the system, final drawings, and operation manuals. 2. DEFINITIONS: The following definitions will be used for identified terns throughout the specification and proposal document: 2.1. Agreement — a mutually binding legal document obligating the Vendor to furnish the goods, equipment or services, and obligating the City to pay for it. 2.2. City — identifies the City of Round Rock, Travis and Williamson Counties, Texas. 2.3. Deliverables - the goods, products, materials, and/or services to be provided to the City by Proposer if awarded the agreement. 2.4. Goods - represent materials, supplies, commodities and equipment. 2.5. Proposal - complete, properly signed response to a Solicitation that if accepted, would bind the Proposer to perform the resulting agreement. 2.6. Proposer - identifies persons and entities that submit a proposal. 2.7. Services - work performed to meet a demand. The furnishing of labor, time, or effort by the vendor and their ability to comply with promised delivery dates, specification and technical assistance specified. 2.8. Subcontractor - any person or business enterprise providing goods, labor, and/or services to a Vendor if such goods, equipment, labor, and/or services are procured or used in fulfillment of the Vendor's obligations arising from an agreement with the City. 2.9. Vendor (sometimes referred to as Contractor) - a person or business enterprise providing goods, equipment, labor and/or services to the City as fulfillment of obligations arising from an agreement or purchase order. EXHIBIT "An Page 1 of 10 RFP 10-021 Specification No. 10-290-82 DATE: May 2010 3. CONFLICT OF INTEREST 3.1. Effective March 1, 2006, Chapter 176 of the Texas Local Government Code (House Bill 914) requires that any vendor or person considering doing business with a local government entity disclose the vendor or person's affiliation or business relationship that might cause a conflict of interest with a local government entity. The Conflict of Interest Questionnaire form is available from the Texas Ethics Commission at www.ethics.state.tx.us. Completed Conflict of Interest Questionnaires may be mailed or delivered by hand to the City Secretary. If mailing a completed form, please mail to: City of Round Rock City Secretary 221 East Main Street Round Rock, Texas 78664-5299 3.2. Any attempt to intentionally or unintentionally conceal or obfuscate a conflict of interest may automatically result in the disqualification of the vendor's proposal. 4. CITY CONTACT: AU responses for Request for Proposals (RFP), as well as any questions, clarifications or requests for general inforination are to be directed to: Randy Barker Purchasing Supervisor 221 East Main Street Round Rock, TX 78664-5299 Telephone (512) 218-3295 Fax (512) 218-7028 rbarker(round-rock.tx.us 4.1. The individual above may be contacted for clarification of the specifications of this Request for Proposals only. No authority is intended or implied that specifications may be amended or alternates accepted prior to closing date without written approval of the City. Under no circumstances will private meetings be scheduled between Proposer and City staff. 5. EX PARTE COMMUNICATION: 5.1. Please note that to insure the proper and fair evaluation of a proposal, the City prohibits ex parte communication (e.g., unsolicited) initiated by the Proposer to a City Official or Employee evaluating or considering the proposals prior to the time a formal decision has been made. Questions and other communication from vendors will be permissible until 5:00 pin on the day specified as the deadline for questions. Any communication between Proposer and the City after the deadline for questions will be initiated by the appropriate City Official or Employee in order to obtain information or clarification needed to develop a proper and accurate evaluation of the proposal. Ex parte communication may be grounds for disqualifying the offending Proposer from consideration or award of the solicitation then in evaluation, or any future solicitation. 6. PROPOSAL SCHEDULE: 6.1. It is the City's intention to comply with the following proposal timeline: 6.1.1. Request for Proposals released May 8, 2010 6.1.2. Pre -Proposal Meeting May 17, 2010 6.1.3. Deadline for questions May 18, 2010 6.1.4. City response to all questions/addendums May 20, 2010 6.1.5. Responses to RFP due by 3:00 p.m. May 25, 2010 Page 2of10 RPP 10-021 Specification No. 10-290-82 DATE: May 2010 NOTE: These dates represent a tentative schedule of events. The City reserves the right to modify these dates at any time, with appropriate notice to prospective Proposer. 6.2. All questions regarding the RFP shall be submitted in writing (either electronically, fax, or regular mail) by 5:00 pm on May 18, 2010 to above named City Contact. All interested firms will be provided with a copy of the questions submitted and the City's response. Questions shall be submitted to the contact named above. 7. PRE -PROPOSAL MEETING: 7.1 The City will conduct a Pre -Proposal Meeting for all interested Proposers to familiarize thein with the requested services and to give all potential Proposers an opportunity to ask questions they may have concerning this service. The meeting will be held in the Council Chambers at City Hall, 221 East Main Street, Round Rock, Texas, 78664. Date: Monday, May 17, 2010 Time: 2:00 — 3:00 p.m., CDT 8. PROPOSAL DUE DATE: 8.1. Sealed proposals are due no later than 3:00 p.nt., May 25, 2010 to the office of the Purchasing Department. Mail or carry sealed proposals to: City of Round Rock Attn: Randy Barker 221 East Main Street Round Rock, Texas 78664-5299 8.2. Proposals received after this time and date will not be considered. 8.3. Sealed proposals shall be clearly marked "DO NOT OPEN — RTP 10-021 Solar Photovoltaic (PV) System". 8.4. Facsimile or electronically transmitted proposals are not acceptable. 8.5. Each proposal and each proposal variation shall be submitted in one (1) original and three (3) copies. 9. PROPOSAL SUBMISSION REOUIREMENTS: Interested and qualified firms or teams shall: 9.1, Submit one (1) original and three (3) copies of materials that demonstrate their experience in performing projects of this scale and complexity. 9.2. Documentation shall include: 9.2.1. Identification of the finn/team responding to the RFP to include a brief summary of team member experiences. 9.2.2. A sutntnary demonstrating the firm's/team's qualifications to satisfy all the technical areas identified in the specification. 9.2.3. A representative list of projects of a scale and complexity similar to the project being considered by the City. The list should include the project location, client, services provided by your firm for the project, term of sponsorship and an owner contact name. 9.2.4. Project titneline outlining the steps the firm would take in the implementation of the project. 9.3. Provide references: Provide the name, address, telephone number and point of contact of at least three clients that have utilized the same or similar product and services within the last 3 years. References may be checked prior to award. Any negative responses received may result in disqualification from consideration for award. Failure to include references with submittal may result in disqualification from consideration for award. 9.4. Identify any subcontractors to be used for this project. Experience, qualifications and references of the subcontractors shall be submitted. The City reserves the right to approve or disapprove all subcontractors prior to any work being performed. Page 3 of 10 RFP 10-021 Specification No. 10-290-82 DATE: May 2010 10. PROPOSER PROFILE 10.1. Provide the following infonnation about your firm: 10.1.1. Firm name and business address, including telephone number. 10.1.2. Year established (include fonner firm names and year established, if applicable). 10.1.3. Office locations (relative to this project). 10.1.4. Number of current contracts and contract amounts. 10.1.5. Current limits of professional liability insurance. 11. COST PROPOSAL: 11.1. The cost proposal shall be identified in sumrnary page(s) or section of the proposal for clear identification. 11.2. The cost proposal shall include an official offer to undertake the proposed work at the quoted price and a detailed explanation of the quoted price which shall include a cost break down by each module or deliverable. 11.3. The cost shall include an estimate of the number of hours to be spent by the Proposer on the project and a proposed project schedule. 11.4. The official offer shall include a commitment to perform all financial responsibilities relative to the performance of the proposed contract including submitting all invoices and accounting for all funds. 12. ASSURANCES, ERRORS, AND OMISSIONS: 12.1. A brief statement providing assurances that the Proposer shall be cognizant of, comply with and enforce all applicable Federal, State and Local statutes and ordinances and a description of the proponent's methodology for handling errors and omissions in the project management and implementation as part of this project. 13. CONFIDENTIALITY OF PROPOSAL CONTENT: 13.1. All proposals submitted in response to this RFP shall be held confidential until an agreement is awarded. Following the agreement award, proposals are subject to release as public information unless the proposal or specific parts of the proposal can be shown to be exempt from the Texas Public Information Act. Proposers are advised to consult with their legal counsel regarding disclosure issues and take the appropriate precautions to safeguard trade secrets or any other proprietary information. The City assumes no obligation or responsibility for asserting legal arguments on behalf of potential Proposers. 13.2. If a Proposer believes that a proposal or parts of a proposal are confidential, then the Proposer shall so specify. The Proposer shall stamp in bold red letters the teen "CONFIDENTIAL" on that part of the proposal, which the Proposer believes to be confidential. Vague and general claims as to confidentiality shall not be accepted. All proposals and parts of proposals that are not marked as confidential will be automatically considered public information after the agreement is awarded. 14. CLARIFICATION OF PROPOSALS: 14.1. The City reserves the right to request clarification or additional information specific to any proposal after all proposals have been received. 15. EVALUATION CRITERIA: All proposals received shall be evaluated based on the best value for the City by considering all or part of the criteria listed below, as well as any relevant criteria specifically listed in the solicitation: 15.1. Price; 15.2. Long-term cost to the City to acquire Proposer's goods and services; 15.3. The extent to which the goods or services meet the City's needs; 15.4. Project process and outline; Page 4 of 10 RFP 10-021 Specification No. 10-290-82 DATE: May 2010 15.5. Reputation of the Proposer and the Proposer's services; 15.6. Technical expertise; 15.7. Client list/sponsor reference and experience; 15.8. Proposer's past relationship with the City. All vendors will be evaluated on their past performance and prior dealings with the City to include, but not limited to, failure to meet specifications, poor quality, poor workmanship, late delivery. 16. EVALUATION PROCESS: 16.1. A committee comprised of City Staff and others as appropriate will review the responses to the RFP and may develop a short list of firms/teams. 16.2. Interviews and/or demonstrations may be conducted with any responding firms/teams to discuss their qualifications, resources, and availability to provide the services requested. 16.2.1. Upon completion of the evaluation, the selection committee may recommend a firm/team for the project identified. 16.2.2. An agreement with the recommended firm/team for the project will then be negotiated. This process will be completed with the City Council's authorization to the Mayor for the execution of the agreement or the execution of the agreement by the City Manager. 16.3. The City will not provide compensation or defray any cost incurred by any firm related to the response to this request. The City reserves the right to negotiate with any and all persons or firms. The City also reserves the right to reject any or all proposals, or to accept any proposal deemed most advantageous, or to waive any irregularities or informalities in the proposal received, and to revise the process and/or schedule as circumstances require. PART II GENERAL TERMS AND CONDITIONS 1. AGREEMENT: 1.1. The terns of the Agreement resulting from the solicitation shall be until full and satisfactory completion of the work specified herein is achieved. 1.2. The Agreement shall remain in fill( force and effect unless and until it expires by operation of the teen negotiated between the City and Vendor during the contractual process or until terminated or extended as provided. 2. ;PRICE: The agreement price shall be firm for the duration of the agreement or extension periods except as provided for in paragraph below. No separate line item charges shall be permitted for either proposal or invoice purposes, which shall include equipment rental, demurrage, costs associated with obtaining permits or any other extraneous charges. 3. INTERLOCAL COOPERATIVE CONTRACTING: Other governmental entities within the State of Texas may be extended the opportunity to purchase off of the City's solicitation, with the consent and agreement of the successful vendor(s) and the City. Such consent and agreement shall be conclusively inferred from lack of exception to this clause in vendor's response. However, all parties indicate their understanding and all parties hereby expressly agree that the City is not an agent of, partner to, or representative of those outside agencies or entities and that the City is not obligated or liable for any action or debts that may arise out of such independently -negotiated "piggyback" procurements. 4. INDEMNIFICATION: The successful Proposer shall indemnify, save harmless and exempt the City, its officers, agents, servants, and employees from and against any and all suits, actions, legal proceedings, claims, demands, damages, costs, expenses, attorney fees and any and all other costs or fees incident to any work done as a result of this quote and arising out of a willful or negligent act or omission of the successful Proposer, its officers, agents, servants, and employees; provided, however, that the successful Proposer shall not be liable for any suits, actions, legal proceedings, claims, demands, damages, costs, expenses and attorney fees arising out of a willful or negligent act or omission of the City, its officers, agents, servants and employees, or third parties. Page 5 of 10 RFP 10-021 Specification No. 10-290-82 DATE: May 2010 5. INSURANCE: The successful Proposer shall meet or exceed ALL insurance requirements set forth by the City as identified in Attachment A to the specifications. Any additional insurance requirements of participating or cooperative parties will be included as subsequent Attachments and shall require mandatory compliance. 6. VENUE: The agreement shall be governed by and construed in accordance with the laws of the State of Texas. Venue shall be in the applicable court, Williamson County, Texas. 7. DISCLOSURE OF LITIGATION: 7.1. Each Proposer shall include in its proposal a complete disclosure of any civil or criminal litigation or investigation pending which involves the Proposer or in which the Proposer has been judged guilty. 8. RIGHT TO REPRODUCE DOCUMENTATION AND OTHER INFORMATION: 8.1. The City shall have the right to reproduce any and all manuals, documentation, software or other information stored on electronic media supplied pursuant to the agreement at no additional cost to the City, regardless of whether the satne be copyrighted or otherwise restricted as proprietary information; provided, however, that such reproductions shall be subject to the same restrictions on use and disclosure as are set forth in the agreement. 8.2. The Awarded Proposer agrees to execute any non-exclusive copyright assignments or reproduction authorizations that may be necessary for the City to utilize the rights granted in this subparagraph. 9. INDEPENDENT CONTRACTOR: 9.1. It is understood and agreed that the Contractor shall not be considered an employee of the City. 9.2. The Contractor shall not be within protection or coverage of the City's Worker Compensation insurance, Health Insurance, Liability Insurance or any other insurance that the City from time to time may have in force and effect. PART III SPECIFICATIONS 1. SCOPE OF WORK: 1.1. A nominal 100 kW system output rated grid tied solar PV system shall be provided by a NABCEP certified solar PV installer/designer who shall develop the actual contract drawings and provide a turn -key system total installation cost. Certified installer shall be listed with the State of Texas PV solar rebate program and shall have a minimum five years experience installing PV systems including working with the local utility on maximizing their specific rebate program. To `provide' shall include, but not be limited to, all fabrication, delivery, installation, plus operation and maintenance for the warranty period. 1.2. Contractor shall be responsible for securing all permits and approvals from governing agencies, all labor, taxes, services, materials and equipment to produce a fully operational PV system as required herein. 1.3. This project is funded by a Department of Energy grant (DE-SC0001618) under the American Recovery and Reinvestment Act of 2009 (Recovery Act). Section 1606 of the Recovery Act requires compliance with Davis - Bacon and related Acts. 1.4. The system shall be designed to maximize the City of Round Rock's economic return by taking full advantage of the rebate available through Oncor's Solar Rebate Program. Contractor shall secure the available rebate for the City of Round Rock through Oncor's Solar Rebate Program 1.5. Selected PV installer shall provide a submittal indicating at a minimum: 1.5.1. Timeline and project schedule; - 1.5.2. System description; Page 6 of 10 RFP 10-021 Specification No. 10-290-82 DATE: May 2010 1.5.3. All system components and intended equipment with sizes and options indicated; 1.5.4. Wiring distribution diagram showing conductor, raceway, disconnect or other equipment with sizes; 1.5.5. All equipment indicating manufacturer and model numbers; 1.5.6. All completed energy analysis, financial analysis and rebate forms; 1.5.7. Location of all equipment shown on floor plans with method of separating and protecting equipment from access in a public garage and integrated in an unobtrusive manner acceptable to the City while maintaining ease of access for maintenance, all equipment locations shall be approved by the City prior to any installation; 1.5.8. Location and manner of connecting the PV system output into the building service entrance equipment; and, 1.5.9. List of all data monitoring system parameters with examples of computer display(s). 1.6. Contractor shall provide an estimated simple payback analysis including the funds to be received through the local utility rebate program, and using an electric rate of $0.06556/kwh. No adjustment for electric rate increases shall be made prior to June 2012, and annual rate increases beyond that rnontli shall be limited to 5% per year. Installer shall complete and submit all required forms associated with the rebate program on behalf of the owner. Installer shall notify the owner of any potential changes to the local utility rebate program that could affect the rebate amounts between start of system design and installation. Financial analyses used in determining the feasibility of this project will include the above stated $/kwh and the rebate amounts in the total installation cost. 1.7. All costs for monitoring & verification (M&V) including system sub -metering and annual verification of electric consumption shall be included as a 1 -year alternate proposal. 1.8. Life expectancy of the installed system shall be no less than the calculated simple payback period, with a minimum warranty life of 25 years for all components except the inverter(s) which shall be fully warranted for a minimum of 10 years. 1.9. Installer shall analyze the exiting roof structure to determine the best system orientation and insure required system will fit on the interior area of the roof structure. Solar panels shall be placed on elevated support structure(s) having a minimum 7' AFF to allow cars to park below. There shall be minimal loss of parking spaces as a result of this project. 1.10. Contractor shall be responsible for contracting the services of a licensed professional structural engineer who will analyze the existing garage structure to ascertain its ability to support the complete solar panel/structural support system. Structural analysis shall include both static and live loads plus wind shear or lift constraints. Structural engineer shall be required to produce a set of signed/sealed, approved and permitted contract drawings. Drawings shall indicate all new structure and modifications to existing structure. 1.11. All PV system materials such as conductors, raceways and other distribution equipment shall comply with all local codes and City requirements. 1.12. A data monitoring system, complete with all hardware attd software to allow continuous monitoring of the critical system performance metrics from a location set up within the City Library across Main Street through the sites existing Ethernet connection. Monitoring system shall include remote computer interactive display of installed system, output performance of each solar PV module or string, input/output performance of each inverter, total system output to utility grid connection. System shall be able to flag and report any equipment malfunctions or should system or components, on an identified component basis, fall below their normal operating range. System shall be able to retain performance history for one year. Contractor shall work with and train City personnel on use of system and provide all programming to allow the system to illustrate monitored data in a user friendly and simple manner acceptable to the City. 2. PROPOSAL SUBMITTAL: 2.1. Base Proposal: A nominal 100 kW Grid -Tied PV System including all materials and labor to produce a completely operable system. Cost shall include (but not be limited to) solar panels, renewable energy components, equipment and associated hardware, attachments, racking, wiring, combiner boxes, conduit, electric submeter, disconnect, and single inverter. Installer shall complete all technical components of the utility interconnection agreement. All penetrations and the sealing of those penetrations shall be included Page7of 10 RFP 10-021 Specification No. 10-290-82 DATE: May 2010 within the Proposers cost for this project. Submitted Total Installation Cost shall also include costs of permits, labor, interconnection to existing system and commissioning of the installed system. 2.1.1. Alternate 1 Proposal: Provide annual cost for fust year M&V 2.1.2. Alternate 2 Proposal: in Lieu of providing 1 inverter for the entire PV system, provide and install one (1) inverter for each ten (10) k\V section of the PV system. 2.1.3. Alternate 3 Proposal: In lieu of providing one (1) inverter for the entire PV system, provide and install one (1) inverter (micro -inverter) for each solar panel. 3. MATERIALS AND EQUIPMENT: At a minimum materials and equipment used shall be as follows: 3.1. All equipment shall be UL listed; 3.2. All wiring shall be copper conductor, #10 and smaller shall be solid with THWN-2 insulation, feeders less than 250' in length shall be continuous without splice or terminations for pulling; 3.3. All conductors shall be contained in boxes or raceways, exposed conduit shall be rigid galvanized steel, interior conduit protected from weather or damage may be galvanized steel EMT with UL grounding type compression connectors, cable and PVC conduit is not allowed; 3.4. All exposed equipment (including interior to the garage) shall have a NEMA 3R rating; installation shall comply with all local City and National Codes including the 2008 National Electrical Code with specific attention applied to Article 690. 2. PROJECT MANAGEMENT: 2.1. The selected Vendor shall provide a project manager for the duration of the project. The project manager shall work closely with designated City personnel to develop a project charter, project plan, statement of work, detailed work breakdown structure, task durations and dependencies matrix and risk management plan. 2.1.1. Project reports: Prepare and submit weekly progress reports to the City. Progress reports shall briefly summarize progress of work tasks, key decisions which require input from or discussion with the City staff, project adherence to schedule, and a list of problems or unresolved issues. Vendor staff shall maintain an issues list, identifying the issue, date it was known as an issue, person responsible for solution, date solution required, and date solution implemented. 2.1.2. Meetings and presentations: Participate in meetings with City staff including an initial meeting, monthly progress meetings (at a minimum), and follow up meetings as required. 2.13. Utilization of all features of the system: Vendor shall recommend Best Practices in utilization of system features as well as ways to streamline any process using the photovoltaic system. Based upon recommendations, the City will decide whether to proceed with the recommendations. Project Manager shall include recommended changes into the project scope. 3. POWER CONVERSION: Ounce installed, the PV array shall produce DC electricity when exposed to sunlight. The array shall connect to the building's main electrical system through DC to AC inverter(s), which will convert the DC power produced by the solar modules to AC power supplied by the utility and used in the building. The system shall operate under the current Oncor Net Metering protocol, which allows power generated beyond the immediate usage of the building to be fed back into the utility grid. 4. SAFETY CODES AND PROCEDURES: Grid -tied solar electric systems shalt be regulated by the National Electric Code and shall include standards for every component and process used to install and operate the system and all components shall have the necessary UL listing. To prevent the possibility of feeding live power into a non -electrified grid, the system shall automatically shut down during a power outage. In addition, in accordance with Oncor's solar rebate program, before the system is commissioned, an Oncor official shall be required to perform a complete final inspection. _ Page 8of10 RFP 10-021 Specification No. 10-290-82 DATE: May 2010 5. MAINTENANCE REQUIREMENTS: The proposed system shall be designed for minimal maintenance requirements. These shall include checks annually to ensure mechanical and electrical connections are sound, the array is clean and power -conditioning equipment is working properly. 6. WARRANTIES: Proposal shall clearly define the manufacturers' warranty on all major system components. Modules shall cany a limited power warranty that guarantees their output at to a minimum of 80% of nameplate rating for 25 years. The inverters shall cany a minimum warranty of 10 years. Contractor shall further warrant balance of system components and all defects in workmanship for a minimum of 5 years. This warranty shall cover all equipment and services supplied by Contractor, including the modules, inverters, switchgear, and all wiring between system components. 7. ENGINEERING AND SAFETY: Additional dead and live loads associated with installation shall be evaluated by a structural engineer to ensure compatibility with existing roof stucture. The complete system shall undergo electrical and structural engineering review and be designed to meet or exceed local building code requirements, electrical code, and National Electric Code (NEC) guidelines. Costs for the aforementioned services shall be included in Contractor's proposed turnkey price. 5. DISPOSAL All waste materials generated by the installation of the PV system shall be disposed of by the licensed contractor, according to state and local regulations. PART IV INVOICE AND PAYMENT 1. ACCEPTANCE: City will determine successful completion of deliverables as specified. Vendor will be notified if service provided is not in fill compliance with the project scope for corrective action. If any service is canceled for non-acceptance, the needed service may be procured elsewhere and Vendor may be charged full increase, if any, in cost. 2. INVOICING: 2.1. Vendor shall submit one original and two copies of each invoice referencing the assigned Purchase Order or Contract number to the following address: City of Round Rock Attn: Accounts Payable 221 East Main Street Round Rock, TX 78664-5299 3. PROMPT PAYMENT POLICY: 3.1. Payments will be made within thirty days atter the City receives the supplies, materials, equipment, or the day on which the performance of services was completed, or the day on which the City receives a correct invoice for the service, whichever is later. The Contractor may charge a late fee (fee shall not be greater than that which is permitted by Texas law) for payments not made in accordance with this prompt payment policy; however, this policy does not apply to payments made by the City in the event: 3.1.1. There is a bona fide dispute between the City and Contractor concerning the supplies, materials, services or equipment delivered or the services performed that causes the payment to be late; or 3.1.2. The terms of a federal contract, grant, regulation, or statute prevent the City from making a timely payment with Federal Funds; or Page 9 of 10 RFP 10-021 Specification No. 10-290-82 DATE: May 2010 3.1.3. There is a bona fide dispute between the Contractor and a subcontractor or between a subcontractor and its suppliers concerning supplies, material, or equipment delivered or the services performed which caused the payment to be late; or 3.1.4. The invoice is not mailed to the City in strict accordance with instructions, if any, on the purchase order or agreement or other such contractual agreement. 4. OVERCHARGES: 4.1. Contractor hereby assigns to purchaser any and alt claims for overcharges associated with this purchase which arise under the antitrust laws of the United States, 15 USGA Section 1 et seq., and which arise under the antitrust laws of the State of Texas, Bus. and Com. Code, Section 15.01, et sic . Page 10 of 10 ATTACHMENT A City of Round Rock Insurance Requirements ATTACHMENT A CITY OF ROUND ROCK INSURANCE REQUIREMENTS 1, INSURANCE: The Vendor shall procure and maintain at its sole cost and expense for the duration of the contract or purchase order resulting from a response to this bid/Specification insurance against claims for injuries to persons or damages to property which may arise from or in connection with the performance of the work as a result of this bid by the successful bidder. its agents, representatives, volunteers. employees or subcontractors. 1.1. Certificates of Insurance and endorsements shall be furnished to the City and approved by the City before work commences. 1.2. The following standard insurance policies shall be required: 1.2.1. General Liability Policy 1.2.2. Automobile Liability Policy 1.2.3. Worker's Compensation Policy 1.3. The following general requirements are applicable to all policies: 1.3.1. Only insurance companies licensed and admitted to do business in the State of Texas shall be accepted. 1.3.2. Deductibles shall be listed on the Certificate of Insurance and are acceptable only on a per occurrence basis for property damage only. 1.3.3. Claims made policies shall not be accepted, except for Professional Liability Insurance. 1.3.4. Upon request, certified copies of all insurance policies shall be furnished to the City 1.3.5. Policies shall include, but not be limited to, the following minimum limits: 1.3.5.1. Minimum Bodily Injury Limits of $300,000.00 per occurrence. 1.3.5.2. Property Damage Insurance with minimum limits of $50,000.00 for each occurrence. 1.3.5.3. Automobile Liability Insurance for all owned, non -owned, and hired vehicles with minimum limits for Bodily Injury of $100,000.00 each person, and $300,000.00 for each occurrence, and Property Damage Minimum limits of $50,000.00 for each occurrence. 1.3.5.4. Statutory Worker's Compensation Insurance and minimum $100,000.00 Employers Liability Insurance. 1.3.6. Coverage shall be maintained for two years minimum after the termination of the Contract. 1.4. The City shall be entitled, upon request, and without expense to receive copies of insurance policies and all endorsements thereto and may make reasonable request for deletion, revision, or modification of particular policy terms, conditions, limitations, or exclusions (except where policy provisions are established by law or regulation binding either of the parties hereto or the underwriter of any of such policies). Upon such request by the City, the Vendor shall exercise reasonable efforts to accomplish such changes in policy coverage and shall pay the cost thereof. All insurance and bonds shall meet the requirements of the bid specification and the insurance endorsements stated below. 1.5. Vendor agrees that with respect to the required insurance. all insurance contracts and certificate(s) of insurance will contain and slate, in writing, on the certificate or its attachment, the following provisions: Page 1 of 4 1.5.1. Provide for an additional insurance endorsement clause declaring the Vendor's insurance as primary. 1.5.2. Name the City and its officers, employees, and elected officials as additional insured's, (as the interest of each insured may appear) as to all applicable coverage. 1.5.3. Provide thirty days notice to the City of cancellation, non -renewal, or material changes 1.5.4. Remove all language on the certificate of insurance indicating: 1.5.4.1. That the insurance company or agentlbroker shall endeavor to notify the City; and, 1.5.4.2. Failure to do so shall impose no obligation of liability of any kind upon the company, its agents, or representatives. 1.5.5. Provide for notice to the City at the addresses listed below by registered mail: 1.5.6. Vendor agrees to waive subrogation against the City, its officers, employees, and elected officials for injuries, including death, property damage, or any other loss to the extent same may be covered by the proceeds of insurance. 1.5.7. Provide that all provisions of this contract concerning liability, duty, and standard of care together with the indemnification provision, shall be underwritten by contractual liability coverage sufficient to include such obligations within applicable policies. 1.5.8. All copies of the Certificate of Insurance shall reference the project name, bid number or purchase order number for which the insurance is being supplied. 1.5.9. Vendor shall notify the City in the event of any change in coverage and shall give such notices not less than thirty days prior notice to the change, which notice shall be accomplished by a replacement Certificate of Insurance. 1.5.10. All notices shall be mailed to the City at the following addresses: Assistant City Manager City of Round Rock 221 East MaIn Round Rock, TX 78664-5299 City Attorney City of Round Rock 309 East Main Round Rock, TX 78664 2. WORKERS COMPENSATION INSURANCE 2.1. Texas Labor Code, Section 406.098 requires workers' compensation insurance coverage for all persons providing services on building or construction projects for a governmental entity. 2.1.1. Certificate of coverage ("certificate") - A copy of a certificate of insurance, a certificate of authority to self -insure issued by the Texas Workers' Compensation Commission, or a coverage agreement (TWCC-81, TWCC-82, TWCC-83, or TWCC-84), showing statutory workers' compensation insurance coverage for the person's or entity's employees providing services on a project, for the duration of the project. 2.1.2. Duration of the project - includes the time from the beginning of the work on the project until the CONTRACTOR'S /person's work on the project has been completed and accepted by the OWNER. 2.2. Persons providing services on the project ("subcontractor") in Section 406.096 - includes all persons or entities performing alt or part of the services the CONTRACTOR has undertaken to perform on the project, regardless of whether that person contracted directly with the CONTRACTOR and regardless of whether that person has employees. This includes, without limitation, independent contractors, subcontractors, leasing companies, motor carriers, owner -operators, employees of any such entity, or employees of any entity, which furnishes persons to provide services on the project. "Services" include, without limitation, providing, hauling, or delivering equipment or materials, or providing labor, transportation, or other service related to a project. "Services" does not Page 2 of 4 include activities unrelated to the project, such as food/beverage vendors, office supply deliveries, and delivery of portable toilets. 2.3. The CONTRACTOR shall provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, that meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all employees of the CONTRACTOR providing services on the project, for the duration of the project. 2.4. The CONTRACTOR must provide a certificate of coverage to the OWNER prior to being awarded the contract. 2.5. If the coverage period shown on the CONTRACTOR'S current certificate of coverage ends during the duration of the project, the CONTRACTOR must, prior to the end of the coverage period, file a new certificate of coverage with the OWNER showing that coverage has been extended. 2.6. The CONTRACTOR shall obtain from each person providing services on a project, and provide to the OWNER: 2.6.1. a certificate of coverage, prior to that person beginning work on the project, so the OWNER will have on fife certificates of coverage showing coverage for all persons providing services on the project; and 2.6.2. no later than seven calendar days after receipt by the CONTRACTOR, a new certificate of coverage showing extension of coverage, If the coverage period shown on the current certificate of coverage ends during the duration of the project. 2.7. The CONTRACTOR shall retain all required certificates of coverage for the duration of the project and for one year thereafter. 2.8. The CONTRACTOR shall notify the OWNER in writing by certified mail or personal delivery, within 10 calendar days after the CONTRACTOR knew or should have known, or any change that materially affects the provision of coverage of any person providing services on the project. 2.9. The CONTRACTOR shall post on each project site a notice, in the text, form and manner prescribed by the Texas Workers' Compensation Commission, informing all persons providing services on the project that they are required to be covered, and stating how a person may verify coverage and report lack of coverage. 2.10. The CONTRACTOR shall contractually require each person with whom it contracts to provide services on a project, to: 2.10.1. provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, that meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all its employees providing services on the project, for the duration of the project; 2.10.2. provide to the CONTRACTOR, prior to that person beginning work on the project, a certificate of coverage showing that coverage is being provided for all employees of the person providing services on a project, for the duration of the project; 2.10.3. provide the CONTRACTOR, prior to the end of the coverage period, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 2.10.3.1. obtain from each other person with whom it contracts, and provide to the CONTRACTOR: 2.10.3.1.1. 2.10.3.1.2. a certificate of coverage, prior to the other person beginning work on the project; and a new certificate of coverage showing extension of coverage, prior to the end of the coverage period, if the coverage period shown on the current certificate of coverage ends during the duration of the project Page 3 of 4 2.10.3.2. retain all required certificates of coverage on file for the duration of the project and for one year thereafter; 2.10.3.3. notify the OWNER in writing by certified mail or personal delivery, within 10 calendar days after the person knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project; and 2.10.3.4. contractually require each person with whom it contracts, to perform as required by paragraphs (A thru G), with the certificates of coverage to be provided to the person for whom they are providing services. 2.10.3.5. By signing the solicitation associated with this specification, or providing, or causing to be provided a certificate of coverage, the Contractor is representing to the Owner that all employees of the Contractor who will provide services on the project will be covered by workers' compensation coverage for the duration of the project, that the coverage will be based on proper reporting of classification codes and payroll amounts, and that all coverage agreements will be filed with the appropriate insurance carrier or, in the case of a self-insured, with the Commission's Division of Self -Insurance Regulation. Providing false or misleading information may subject the Contractor to administrative penalties, criminal penalties, civil penalties, or other civil actions. 2.10.3.6. The Contractor's failure to comply with any of these provisions is a breach of contract by the Contractor that entitles the Owner to declare the contract void if the Contractor does not remedy the breach within ten calendar days after receipt of notice of breach from the owner. Page 4 of 4 ATTACHMENT B The American Recovery and Reinvestment Act (ARRA) Requirements ATTACHMENT B Special Terms and Conditions To Be Included In Contracts Funded In Whole or In Part by The American Recovery and Reinvestment Act Of 2009 The following are Special Terms and Conditions to be used for procurements funded by the American Recovery and Reinvestment Act of 2009. Other special terms and conditions may be developed and included when appropriate or as required by the Federal granting agency. 1. GENERAL: This Contract is governed, in part, by the provisions of the American Recovery and Reinvestment Act of 2009, Pub. L. 111-5 (the "Recovery Act" or "ARRA") and Federal Regulations and other guidance from the federal government implementing the Recovery Act (collectively, "Recovery Act Requirements" or "ARRA Requirements"), and the Contractor agrees that it will comply with all Recovery Act Requirements applicable to this contract. In the event of a conflict between the terms of this Contract and the Recovery Act Requirements, the provisions of the Recovery Act Requirements shall be controlling. The Contractor acknowledges that these Special Terns and Conditions may require changes due to future revisions of the Recovery Act Requirements, and Contractor agrees that it shall comply with any such changes upon receipt of written notification from the City of such changes. Such changes will become a material part of the Contract without the necessity of either party executing an amendment to this Contract. Contractor also agrees that it will provide all information and documentation required by the City in order to comply with the Recovery Act Requirements. Contractor agrees that, to the extent ARRA Requirements conflict with State of Texas or City of Round Rock, Texas requirements, the ARRA Requirements shall control. 2. JOB CREATION AND RETENTION: The Contractor shall provide to the City an estimate of the number of new positions created and filled, positions retained, or previously existing unfilled positions that are filled or retained as a result of this Contract. The estimated number shall be expressed as full-time equivalent (FTE), calculated cumulatively as all hours worked divided by the total number of hours in a full-time schedule, as defined by the Contractor. The Contractor shall update the information regarding jobs creation and retention on a quarterly basis, and shall provide each updated report to the City no later than ten business days before the end of each calendar quarter. The Contractor shall provide a brief description of the types of jobs created or jobs retained in the United States and outlying areas. This description may rely on job titles, broader labor categories, or the Contractor's existing practice for describing jobs provided the terms are widely understood and describe the general nature of the work. 3. AUDITING: The Contractor shall retain all books, records, and other documents to this Contract for five (5) years after final payment. Section 902 of the Arnerican Recovery and Reinvestment Act of 2009 provides the U.S. Comptroller General and his representatives with the authority to: (1) examine any records of the Contractor or any of its subcontractors, or any State or local agency administering such contract, that directly pertain to, and involve transactions relating to, the contract or any subcontract; and (2) interview any officer or employee of the Contractor or any of its subcontractors, or of any State or local government agency administering the contract, regarding such transactions. Accordingly, the Comptroller General and his representatives shall have the authority and rights as provided under Section 902 of the Recovery Act with respect to this Contract, which is funded with funds made available under the Recovery Act. Section 902 further states that nothing in this section shall be interpreted to limit or restrict in any way any existing authority of the Comptroller General. Additionally, Section 1515(a) of the Recovery Act provides authority for any representatives of an appropriate inspector general appointed under Section 3 or 8G of the Inspector General Act of 1978 to examine any records or interview any employee or officers of the Contractor or its subcontractors working on this Contract. The Contractor is advised that any representatives of an appropriate Inspector General appointed under Section 3 or 1of2 8G of the Inspector General Act of 1978 have the authority to examine any record and interview any employee or officer of the Contractor, its subcontractors or other firms working on this Contract. This right of examination shall also include inspection at all reasonable times of the Contractor's plants, or parts of them, engaged in performing the Contract. Section 1515(b) further provides that nothing in this section shall be interpreted to limit or restrict in any way any existing authority of an Inspector General. The City's contracting officer and other representatives of the City shall have, in addition to any other audit or inspection right in this Contract, all the audit and inspection rights contained in this section. 4. BUY AMERICAN: Section 1605 of the Recovery Act prohibits use of recovery fiords for a project for the construction, alteration, maintenance, or repair of a public building or public work unless all of the iron, steel, and manufactured goods used in the project are produced in the United States. The law requires that this prohibition be applied in a manner consistent with U.S. obligations under international agreements, and it provides for waiver by the head of the federal agency awarding the ARRA funds under three circumstances: (a) Iron, steel, or relevant manufactured goods are not produced in the United States in sufficient and reasonably available quantities and of a satisfactory quality; (b) Inclusion of iron, steel, or manufactured goods produced in the United States will increase the cost of the overall project by more than 25 percent; or (c) Applying the domestic preference would be inconsistent with the public interest. 5. WAGE RATE REOUIREMENTS: (a) Section 1606 of the Recovery Act requires that all laborers and mechanics employed by contractors and subcontractors on projects funded directly by or assisted in whole or in part by and through the Federal Govenunent pursuant to the Recovery Act shall be paid wages at rates not less than those prevailing on projects of a character similar in the locality as determined by the Secretary of Labor i» accordance with subchapter IV of chapter 31 of title 40, United States Code. Pursuant to Reorganization Plan No. 14 and the Copeland Act, 40 U.S.C. 3145, the Department of Labor has issued regulations at 29 CFR parts 1, 3, and 5 to implement the Davis -Bacon and related Acts. Regulations in 29 CFR 5.5 instruct agencies concerning application of the standard Davis -Bacon contract clauses set forth in that section. The standard Davis -Bacon contract clauses found in 29 CFR 5.5(a) are incorporated into this Contract and any subcontracts that that are in excess of $2,000 for construction, alteration or repair (including painting and decorating). (b) Inquiries concerning the application of Davis -Bacon requirements to a particular federally assisted project should be directed to the Federal agency funding the project. The Secretary of Labor retains final coverage authority under Reorganization Plan Number 14. Please reference Attachment D to this specification for wage information as of 5/3/10. Contractor shall be advised that this information is subject to change. Current wage information for this project can be found at: http://www.wdol.gov/dba.aspx#0 6. REPORTING REOUIREI\IENTS: Pursuant to Section 1512 of the ARRA, entities, including the City, receiving ARRA funds must subunit a report to the federal government containing information on the use of ARRA funds no later than ten (10) calendar days after the end of each calendar quarter. Accordingly, Contractor agrees to provide the City with such information, no later than five (5) calendar days after the end of each calendar quarter, as is required by the City to comply with ARRA reporting requirements. Section 1512 of ARRA, its implementing regulations (2 CFR §176.50), guidance provided by the White House Office of Management and Budget and the terms of the ARRA grant that provides funds for this Contract provide guidance on what information must be reported. 7. SUBCONTRACTOR FLOW -DOWN REOUIREMENTS: Contractor agrees that it shall include these supplemental terms and conditions, including this requirement, in any of its subcontracts in connection with projects funded in whole or in part with funds available under the American Recovery and Reinvestment Act of 2009, Pub. L. 111-5. 2 of 2 ATTACHMENT C [ INTENTIONALLY LEFT BLANK ] Formerly Davis -Bacon Act Requirements, now contained elsewhere in exhibits - ATTACHMENT D Davis -Bacon Wage Information as of 5/3/2010 General Decision Number: TX100098 03/12/2010 TX98 Superseded General Decision Number: TX20080098 State: Texas Construction Type: Building Counties: Caldwell, Hays and Williamson Counties in Texas. BUILDING CONSTRUCTION PROJECTS (does not include residential construction consisting of single family homes and apartments up to and including 4 stories). (Use current Heavy and Highway General Wage Determination for Paving and Utilities Incidental to Building Construction). Modification Number Publication Date 0 03/12/2010 * ELEC0520-002 11/30/2009 Rates Fringes ELECTRICIAN (Including Sound, Communication, Signalling and Alarm Installation) $ 26.18 6.66 1R0N0482-003 06/01/2009 Rates Fringes IRONWORKER, STRUCTURAL (Excluding Metal Building Erection) $ 19.55 4.90 PLUM0286-002 06/01/2009 Rates PLUMBER (Including HVAC Work)....$ 25.00 Fringes 8.80 PL0M0286-003 06/01/2009 PIPEFITTER (Excluding HVAC Work) Rates Fringes $ 25.00 8.80 * SHEE0067-002 07/06/2009 Rates Fringes SHEETMETAL WORKER (Including HVAC Duct Work) $ 24.30 10.18 SUTX1995-002 03/10/1995 Rates Fringes Page 1 of 3 http://www.wdol.gov/wdol/scafiles/davisbacon/TX98.dvb 5/3/2010 Page 2 of 3 BRICKLAYER $ 14.46 CARPENTER (Including Acoustical Installation and Excluding Drywall Hanging) $ 10.85 CEMENT MASON/CONCRETE FINISHER$ 9.32 DRYWALL HANGER $ 11.04 GLAZIER $ 10.79 Laborers: Brick Tender $ 8.00 Common $ 7.25 PAINTER: Brush Only (Including Drywall Finishing)....$ 9.00 Power equipment operators: Front End Loader $ 9.60 SPRINKLER FITTER $ 13.50 2.04 WELDERS - Receive rate prescribed for craft performing operation to which welding is incidental. Unlisted classifications needed for work not included within the scope of the classifications listed may be added after award only as provided in the labor standards contract clauses (29CFR 5.5 (a) (1) (ii)). In the listing above, the "SU" designation means that rates listed under the identifier do not reflect collectively bargained wage and fringe benefit rates. Other designations indicate unions whose rates have been determined to be prevailing. WAGE DETERMINATION APPEALS PROCESS 1.) Has there been an initial decision in the matter? This can be: * an existing published wage determination * a survey underlying a wage determination * a Wage and Hour Division letter setting forth a position on a wage determination matter * a conformance (additional classification and rate) ruling On survey related matters, initial contact, including requests for summaries of surveys, should be with the Wage and Hour Regional Office for the area in which the survey was conducted because those Regional Offices have responsibility for the http://www.wdol.gov/wdol/scafiles/davisbaconfl'X98.dvb 5/3/2010 Page 3 of 3 Davis -Bacon survey program. If the response from this initial contact is not satisfactory, then the process described in 2.) and 3.) should be followed. With regard to any other matter not yet ripe for the formal process described here, initial contact should be with the Branch of Construction Wage Determinations. Write to: Branch of Construction Wage Determinations Wage and Hour Division U.S. Department of Labor 200 Constitution Avenue, N W. Washington, DC 20210 2.) If the answer to the question in 1.) is yes, then an interested party (those affected by the action) can request review and reconsideration from the Wage and Hour Administrator (See 29 CFR Part 1.8 and 29 CFR Part 7). Write to: Wage and Hour Administrator U.S. Department of Labor 200 Constitution Avenue, N.W. Washington, DC 20210 The request should be accompanied by a full statement of the interested party's position and by any information (wage payment data, project description, area practice material, etc.) that the requestor considers relevant to the issue. 3.) If the decision of the Administrator is not favorable, an interested party may appeal directly to the Administrative Review Board (formerly the Wage Appeals Board). Write to: Administrative Review Board U.S. Department of Labor 200 Constitution Avenue, N.W. Washington, DC 20210 4.) All decisions by the Administrative Review Board are final. END OF GENERAL DECISION http://www.wdol.gov/wdo1/scafites/davisbacon/TX98.dvb 5/3/2010 03000 FEDERALLY REQUIRED CONTRACT CLAUSES Special Provisions A. Prohibition on Use of Funds None of the funds provided under this agreement derived from the American Recovery and Reinvestment Act of 2009, Pub. L. 111-5, may be used by any State or local government, or any private entity, for any casino or other gambling establishment, aquarium, zoo, golf course, or swimming pool. B. Access to Records With respect to each financial assistance agreement awarded utilizing at least some of the funds appropriated or otherwise made available by the American Recovery and Reinvestment Act of 2009, Pub. L. 111-5, any representative of an appropriate inspector general appointed under section 3 or 8G of the Inspector General Act of 1988 (5 U.S.C. App.) or of the Comptroller General is authorized — (1) To examine any records of the City, contractor and any of its subcontractors, or sub - grantees, or any State or local agency administering such contract that pertain to, and involve transactions in relation to, the contract, subcontract, grant, or subgrant; and (2) To interview any officer or employee of the City, contractor and any of its subcontractors, or, sub -grantees, or agency regarding such transactions. C. Publication In the event that a contract or subcontract contains technical data and other data, including trade secrets and/or privileged or confidential information, which the contractor does not want disclosed to the public or used by the Government for any purpose other than the contract: The contractor may specifically identify each page including each line or paragraph thereof containing the data to be protected and mark the cover sheet of the contract with the following Notice as well as referring to the notice on each page to which the Notice applies: Notice of Restriction on Disclosure and Use of Data The data contained in pages --- of this contract has been submitted in confidence and contains trade secrets or proprietary information, and such data shall be used or disclosed only for evaluation purposes, provided that DOE shall have the right to use or disclose the data here to the extent provided in the award. This restriction does not limit the Government's right to use or disclose data obtained without restriction from any source, including the contractor. Information about this agreement will be published on the Internet and linked to the website www.recovery.gov., maintained by the Accountability and Transparency Board. The Board may exclude posting contractual or other information on the website on a case-by-case basis when necessary to protect national security or to protect information that is not subject to disclosure under section 552 and 552a of title 5, United States Code. D. Protecting State and Local Government and Contractor Whistleblowers The requirements of Section 1553 of the Act are summarized below. They include, but are not limited to: Prohibition on Reprisals: An employee of any non -Federal employer receiving covered funds under the American Recovery and Reinvestment Act of 2009, Pub. L. 111-5, may not be discharged, demoted, or otherwise discriminated against as a reprisal for disclosing, including a disclosure made in the ordinary course of an employee's duties, to the Accountability and Transparency Board, an inspector general, the Comptroller General, a member of Congress, a State or Federal regulatory or law enforcement agency, a person with supervisory authority over the employee (or other person working for the employer who has the authority to investigate, discover or terminate misconduct), a court or grand jury, the head of a Federal Agency, or their representatives information that the employee believes is evidence of : • Gross mismanagement of an agency contract or grant relating to covered funds; • A gross waste of covered funds; • A substantial and specific danger to public health or safety related to the implementation or use of covered funds; • An abuse of authority related to the implementation or use of covered funds; or • A violation of law, rule, or regulation related to an agency contract (including the competition for or negotiation of a contract) or grant, awarded or issued relating to covered funds. Agency Action: Not later than 30 days after receiving an inspector general report of an alleged reprisal, the head of the agency shall determine whether there is sufficient basis to conclude that the non -Federal employer has subjected the employee to a prohibited reprisal. The agency shall either issue an order denying relief in whole or in part or shall take one or more of the following actions: • Order the employer to take affirmative action to abate the reprisal. • Order the employer to reinstate the person to the position that the person held before the reprisal, together with compensation including back pay, compensatory damages, employment benefits, and other terms and conditions of employment that would apply to the person in that position if the reprisal hand not been taken. • Order the employer to pay the employee an amount equal to the aggregate amount of all costs and expenses (including attorneys' fees and expert witnesses' fees) that were reasonably incurred by the employee for or in connection with, bringing the complaint regarding the reprisal, as determined by the head of a court of competent jurisdiction. Non -enforceability of Certain Provision Waiving Rights and Remedies or Requiring Arbitration: Except as provided in a collective bargaining agreement, the rights and remedies provided to aggrieved employees by this section may not be waived by any agreement, policy, form, or condition of employment, including any pre -dispute arbitration agreement. No pre -dispute arbitration agreement shall be valid or enforceable if it requires arbitration of a dispute arising out of this section. Requirement to Post Notice of Rights and Remedies: Any employer receiving covered funds under the American Recovery and Reinvestment Act of 2009, Pub. L. 111-5, shall post notice of the rights and remedies as required therein. E. False Claims Act The City shall promptly refer to the DOE or other appropriate Inspector General any credible evidence that a principal, employee, agent, contractor, sub -grantee, subcontractor or other person has submitted a false claim under the False Claims Act or has committed a criminal or civil violation of laws pertaining to fraud, conflict of interest, bribery, gratuity or similar misconduct involving those funds. DAVIS BACON ACT REQUIREMENTS (MAY 2009) (a) Definition . — "Site of the work" — (1) Means — (i) The primary site of the work. The physical place or places where the construction called for in the award will remain when work on it is completed; and (ii) The secondary site of the work, if any. Any other site where a significant portion of the building or work is constructed, provided that such site is --- (A)Located in the United States; and (B) Established specifically for the performance of the award or project; (2) Except as provided in paragraph (3) of this definition, includes any fabrication plants, mobile factories, batch plants, borrow pits, job headquarters, tool yards, etc., provided — (i) They are dedicated exclusively, or nearly so, to performance of the award or project; and (ii) They are adjacent or virtually adjacent to the "primary site of the work" as defined in paragraph (a)(1)(i), or the "secondary site of the work" as defined in paragraph (a)(1)(ii) of this definition; (3) Does not include permanent home offices, branch plant establishments, fabrication plants, or tool yards of a Contractor or subcontractor whose locations and continuance in operation are determined wholly without regard to a particular Federal award or project. In addition, fabrication plants, batch plants, borrow pits, job headquarters, yards, etc., of a commercial or material supplier which are established by a supplier of materials for the project before opening of bids and not on the Project site, are not included in the "site of the work." Such permanent, previously established facilities are not a part of the "site of the work" even if the operations for a period of time may be dedicated exclusively or nearly so, to the performance of a award. (b) (1) All laborers and mechanics employed or working upon the site will be paid unconditionally and not less often than once a week, and without subsequent deduction or rebate on any account (except such payroll deductions as are permitted by regulations issued by the Secretary of Labor under the Copeland Act (29 CFR Part3)), the full amount of wages and bona fide fringe benefits (or cash equivalents thereof) due at time of payment computed at rates not less than those contained in the wage determination of the Secretary of Labor which is attached hereto and made a part hereof, or as may be incorporated for a secondary site of the work, regardless of any contractual relationship which may be alleged to exist between the Contractor and such laborers and mechanics. Any wage determination incorporated for a secondary site of the work shall be incorporated without any adjustment in award price or estimated cost. Laborers employed by the construction Contractor or construction subcontractor that are transporting portions of the building or work between the secondary site of the work and primary site of the work shall be paid in accordance with the wage determination applicable to the primary site of the work. (2) Contributions made or costs reasonably anticipated for bona fide fringe benefits under section 1 (b)(2) of the Davis -Bacon Act on behalf of laborers or mechanics are considered wages paid to such laborers or mechanics, subject to the provisions of paragraph (e) of this article; also, regular contributions made or costs incurred for more than a weekly period (but not less often than quarterly) under plans, funds, or programs which cover the particular weekly period, are deemed to be constructively made or incurred during such period. (3) Such laborers and mechanics shall be paid not less than the appropriate wage rate and fringe benefits in the wage determination for the classification of work actually performed, without regard to skill, except as provided in the article entitled Apprentices and Trainees. Laborers or mechanics performing work in more than one classification may be compensated at the rate specified for each classification for the time actually worked therein; provided, that the employer's payroll records accurately set forth the time spent in each classification in which the work is performed. (4) The wage determination (including any additional classifications and wage rates conformed under paragraph (c) of this article) and the Davis -Bacon poster (WH -1321) shall be posted at all times by the Contractor and its subcontractors at the site of the work in a prominent and accessible place where it can be easily seen by the workers. c. (1) The Contracting Officer shall require that any class of laborers or mechanics which is not listed in the wage determination and which is to be employed under the award shall be classified in conformance with the wage determination. The Contracting Officer shall approve an additional classification and wage rate and fringe benefits therefore only when all the following criteria have been met: (i) The work to be performed by the classification requested is not performed by a classification in the wage determination. (ii) The classification is utilized in the area by the construction industry. (iii) The proposed wage rate, including any bona fide fringe benefits, bears a reasonable relationship to the wage rate contained in the wage determination. (2) If the Contractor and the laborers and mechanics to be employed in the classification (if known), or their representatives and the Contracting Officer agree on the classification and wage rate (including the amount designated for fringe benefits, where appropriate), a report of the action taken shall be sent by the Contracting Officer to the Administrator of the: Wage and Hour Division Employment Standards Administration U.S. Department of Labor Washington, DC 20210 The Administrator or an authorized representative will approve, modify, or disapprove every additional classification action within 30 days of receipt and so advise the Contracting Officer or will notify the Contracting Officer within the 30 -day period that additional time is necessary. (3) In the event the Contractor, the laborers or mechanics to be employed in the classification, or their representatives, and the Contracting Officer do not agree on the proposed classification and wage rate (including the amount designated for fringe benefits, where appropriate), the Contracting Officer shall refer the questions, including the views of all interested parties and the recommendation of the Contracting Officer, to the Administrator of the Wage and Hour Division for determination. The Administrator, or an authorized representative, will issue a determination within 30 days of receipt and so advise the Contracting Officer or will notify the Contracting Officer within the 30 -day period that additional time is necessary. (4) The wage rate (including fringe benefits, where appropriate) determined pursuant to subparagraphs (c)(2) and (c)(3) of this article shall be paid to all workers performing work in the classification under this award from the first day on which work is performed in the classification. (d) Whenever the minimum wage rate prescribed in the award for a class of laborers or mechanics includes a fringe benefit which is not expressed as an hourly rate, the Contractor shall either pay the benefit as stated in the wage determination or shall pay another bona fide fringe benefit or an hourly cash equivalent thereof. (e) if the Contractor does not make payments to a trustee or other third person, the Contractor may consider as part of the wages of any laborer or mechanic the amount of any costs reasonably anticipated in providing bona fide fringe benefits under a plan or program; provided, that the Secretary of Labor has found, upon the written request of the Contractor, that the applicable standards of the Davis -Bacon Act have been met. The Secretary of Labor may require the Contractor to set aside in a separate account assets for the meeting of obligations under the plan or program. Rates of Wages The minimum wages to be paid laborers and mechanics under this award involved in performance of work at the project site, as determined by the Secretary of Labor to be prevailing for the corresponding classes of laborers and mechanics employed on projects of a character similar to the contract work in the pertinent locality, are included as an attachment to this award. These wage rates are minimum rates and are not intended to represent the actual wage rates that the Contractor may have to pay. Payrolls and Basic Records (a) Payrolls and basic records relating thereto shall be maintained by the Contractor during the course of the work and preserved for a period of 3 years thereafter for all laborers and mechanics working at the site of the work. Such records shall contain the name, address, and social security number of each such worker, his or her correct classification, hourly rates of wages paid (including rates of contributions or costs anticipated for bona fide fringe benefits or cash equivalents thereof of the types described in section 1 (b)(2)(B) of the Davis -Bacon Act), daily and weekly number of hours worked, deductions made, and actual wages paid. Whenever the Secretary of Labor has found, under paragraph (d) of the article entitled Davis -Bacon Act, that the wages of any laborer or mechanic include the amount of any costs reasonable anticipated in providing benefits under a plan or program described in section 1 (b)(2)(B) of the Davis -Bacon Act, the Contractor shall maintain records which show that the commitment to provide such benefits is enforceable, that the plan or program is financially responsible, and the plan or program has been communicated in writing to the laborers or mechanics affected, and records which show the costs anticipated or the actual cost incurred in providing such benefits. Contractors employing apprentices or trainees under approved programs shall maintain written evidence of the registration of apprenticeship programs and certification of trainee programs, the registration of the apprentices and trainees, and the ratios and wage rates prescribed in the applicable programs. (b) (1) The Contractor shall submit weekly for each week in which any award work is performed a copy of all payrolls to the Contracting Officer. The payrolls submitted shall set out accurately and completely all of the information required to be maintained under paragraph (a) of this article. This information may be submitted in any form desired. Optional Form WH -347 (Federal Stock Number 029-005-00014-1) is available for this purpose and may be purchased from the — Superintendent of Documents U.S. Government Printing Office Washington, DC 20402. The Prime Contractor is responsible for the submission of copies of payrolls by all subcontractors. (2) Each payroll submitted shall be accompanied by a "Statement of Compliance," signed by the Contractor or subcontractor or his or her agent who pays or supervises the payment of the person employed under the award and shall certify — (i) That the payroll for the payroll period contains the information required to be maintained under paragraph (a) of this article and that such information is correct and complete; (ii) That each laborer or mechanic (including each helper, apprentice, and trainee) employed on the award during the payroll period has been paid the full weekly wages earned, without rebate, either directly or indirectly, and that no deductions have been made either directly or indirectly from the full wages earned, other than permissible deductions as set forth in the Regulations, 29 CFR Part 3; and (iii) That each laborer or mechanic has been paid not less than the applicable wage rates and fringe benefits or cash equivalents for the classification of work performed, as specified in the applicable wage determination incorporated into the award. (3) The weekly submission of a properly executed certification set forth on the reverse side of Optional Form WH -347 shall satisfy the requirement for submission of the "Statement of Compliance" required by subparagraph (b)(2) of this article. (4) The falsification of any of the certifications in this article may subject the Contractor or subcontractor to civil or criminal prosecution under Section 1001 of Title 18 and Section 3729 of Title 31 of the United State Code. (c) The Contractor or subcontractor shall make the records required under paragraph (a) of this article available for inspection, copying, or transcription by the Contracting Officer or authorized representatives of the Contracting Officer or the Department of Labor. The Contractor or subcontractor shall permit the Contracting Officer or representatives of the Contracting Officer or the Department of Labor to interview employees during working hours on the job. If the Contractor or subcontractor fails to submit required records or to make them available, the Contracting Officer may, after written notice to the Contractor, take such action as may be necessary to cause the suspension of any further payment. Furthermore, failure to submit the required records upon request or to make such records available may be grounds for debarment action pursuant to 29 CFR 5.12. Withholding of Funds The Contracting Officer shall, upon his or her own action or upon written request of an authorized representative of the Department of Labor, withhold or cause to be withheld from the Contractor under this award or any other Federal award with the same Prime Contractor, or any other federally assisted award subject to Davis -Bacon prevailing wage requirements, which is held by the same Prime Contractor, so much of the accrued payments or advances as may be considered necessary to pay laborers and mechanics, including apprentices, trainees, and helpers, employed by the Contractor or any subcontractor the full amount of wages required by the award. In the event of failure to pay any laborer or mechanic, including any apprentice trainee, or helper, employed or working on the site of the work, all or part of the wages required by the award, the Contracting Officer may, after written notice to the Contractor, take such action as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds until such violations have ceased. Apprentices and Trainees (a) Apprentices. (1) An apprentice will be permitted to work at less than the predetermined rate for the work they performed when they are employed — (i) Pursuant to an individually registered in a bona fide apprenticeship program registered with the U.S. Department of Labor, Employment and training Administration, Office of Apprenticeship and Training, Employer, and Labor Services (OATELS) or with a State Apprenticeship Agency recognized by the OATESL; or (ii) In the first 90 days of probationary employment as an apprentice in such an apprenticeship program, even though not individually registered in the program, if certified by the OATELS or a State Apprenticeship Agency (where appropriate) to be eligible for probationary employment as an apprentice. (2) The allowable ratio of apprentices to journeymen on the job site in any craft classification shall not be greater than the ratio permitted to the Contractor as to the entire work force under the registered program. (3) Any worker listed on a payroll at an apprentice wage rate, who is not registered or otherwise employed as stated in paragraph (a)(1) of this article, shall be paid not less than the applicable wage determination for the classification of work actually performed. In addition, any apprentice performing work on the job site in excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate on the wage determination for the work actually performed. (4) Where a contractor is performing construction on a project in a locality other than that in which its program is registered, the ratios and wage rates (expressed in percentage of the journeyman's hourly rate) specified in the Contractor's or subcontractor's registered program shall be observed. Every apprentice must be paid at not less than the rate specified in the registered program for the apprentice's level of progress, expressed as a percentage of the journeyman hourly rate specified in the applicable wage determination. (5) Apprentices shall be paid fringe benefits in accordance with the provisions of the apprenticeship program. If the apprenticeship program does not specify fringe benefits, apprentices must be paid the full amount of fringe benefits listed on the wage determination for the applicable classification. If the Administrator determines that a different practice prevails for the applicable apprentice classification, fringes shall be paid in accordance with that determination. (6) In the event OATELS, or a State Apprenticeship Agency recognized by OATELS, withdraws approval of an apprenticeship program, the Contractor will no longer be permitted to utilize apprentices at less than the applicable predetermined rate for the work performed until an acceptable program is approved. (b) Trainees. (1) Except as provided in 29 CFR 5.16, trainees will not be permitted to work at less than the predetermined rate for the work performed unless they are employed pursuant to and individually registered in a program which has received prior approval, evidenced by formal certification by the U.S. Department of Labor, Employment and Training Administration, Office of Apprenticeship Training, Employer, and Labor Services (OATELS). The ratio of trainees to journeymen on the job site shall not be greater than permitted under the plan approved by OATELS. (2) Every trainee must be paid at not less than the rate specified in the approved program for the trainee's level of progress, expressed as a percentage of the journeyman hourly rate specified in the applicable wage determination. Trainees shall be paid fringe benefits in accordance with the provisions of the trainee program. If the trainee program does not mention fringe benefits, trainees shall be paid the full amount of fringe benefits listed in the wage determination unless the Administrator of the Wage and Hour Division determines that there is an apprenticeship program associated with the corresponding journeyman wage rate in the wage determination which provides for less than full fringe benefits for apprentices. Any employee listed on the payroll at a trainee rate who is not registered and participating in a training plan approved by the OATELS shall be paid not less than the applicable wage rate in the wage determination for the classification of work actually performed. In addition, any trainee performing work on the job site in excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate in the wage determination for the work actually performed. (3) In the event OATELS withdraws approval of a training program, the Contractor will no longer be permitted to utilize trainees at less than the applicable predetermined rate for the work performed until an acceptable program is approved. (c) Equal employment opportunity. The utilization of apprentices, trainees, and journeymen under this article shall be in conformity with the equal employment opportunity requirements of Executive Order 11246, as amended, and 29 CFR Part 30. Compliance with Copeland Act Requirements The Contractor shall comply with the requirement of 29 CFR Part 3, which are hereby incorporated by reference in this award. Subcontract (Labor Standards) (a) Definition. "Construction, alteration or repair," as used in this article means all types of work done by laborers and mechanics employed by the construction Contractor or construction subcontractor on a particular building or work at the site thereof, including without limitation — (1) Altering, remodeling, installation (if appropriate) on the site of the work of items fabricated off-site; (2) Painting and decorating; (3) Manufacturing or furnishing of materials, articles, supplies, or equipment on the site of the building or work; (4) Transportation of materials and supplies between the site of the work within the meaning of paragraphs (a)(1)(i) and (ii) of the "site of the work" as defined in the article entitled Davis Bacon Act of this award, and a facility which is dedicated to the construction of the building or work and is deemed part of the site of the work within the meaning of paragraph (2) of the "site of work" definition; and (5) Transportation of portions of the building or work between a secondary site where a significant portion of the building or work is constructed, which is part of the "site of the work" definition in paragraph (a)(1)(ii) of the Davis -bacon Act article, and the physical place or places where the building or work will remain (paragraph (a)(1)(i) of the Davis Bacon Act article, in the "site of the work" definition). (b) The Contractor or subcontractor shall insert in any subcontracts for construction, alterations and repairs within the United States the articles entitled — (1) Davis -Bacon Act; (2) Contract Work Hours and Safety Standards Act — Overtime Compensation (if the article is included in this award); (3) Apprentices and Trainees; (4) Payrolls and Basic Records; (5) Compliance with Copeland Act Requirements; (6) Withholding of Funds: (7) Subcontracts (Labor Standards) (8) Contract Termination — Debarment; (9) Disputes Concerning Labor Standards; (10) Compliance with Davis -Bacon and Related Act Regulations; and (11) Certification of Eligibility. (c) The Prime Contractor shall be responsible for compliance by any subcontractor or lower tier subcontractor performing construction within the United States with all the award articles cited in paragraph (b). (d) (1) Within 14 days after issuance of the award, the Contractor shall deliver to the Contracting Officer a completed Standard Form (SF) 1413, Statement and Acknowledgement, for each subcontract for construction within the United States, including the subcontractor's signed and dated acknowledgement that the articles set forth in paragraph (b) of this article have been included in the subcontract. Within 14 days after the award of any subsequently awarded subcontract the Contractor shall deliver to the Contracting Officer an updated completed SF 1413 for such additional subcontract. (e) The Contractor shall insert the substance of this article, including this paragraph (e) in all subcontracts for construction within the United States. Contract Termination — Debarment A breach of the award articles entitled Davis -Bacon Act, Contract Work Hours and Safety Standards Act — Overtime Compensation, Apprentices and Trainees, Payrolls and Basic Records, Compliance with Copeland Act Requirements, Subcontracts (Labor Standards), Compliance with Davis -Bacon and Related Act Regulations, or Certification of Eligibility may be grounds for termination of the whole award or in part for the Recovery Act covered work only, and for debarment as a Contractor and subcontractor as provided in 29 CFR 5.12. Compliance with Davis -Bacon and Related Act Regulations All rulings and interpretations of the Davis -Bacon and Related Acts contained in 29 CFR Parts 1, 3, and 5 are hereby incorporated by reference in this award. Disputes Concerning Labor Standards The United States Department of Labor has set forth in 29 CFR Parts 5, 6, and 7 procedures for resolving disputes concerning labor standards requirements. Such disputes shall be resolved in accordance with those procedures and not the Disputes and Appeals as defined in 10 CFR 600.22. Disputes within the meaning of this article include disputes between the Contractor (or any of its subcontractors) and the contracting agency, the U.S. Department of Labor, or the employees or their representatives. Certification of Eligibility (a) By entering into this award, the Contractor certifies that neither it (nor he or she) nor any person or firm who has an interest in the Contractor's firm is a person or firm ineligible to be awarded Government awards by virtue of section 3(a) of the Davis -Bacon Act or 29 CFR 5.12(a)(1). (b) No part of this award shall be subcontracted to any person or firm ineligible for award of a Government award by virtue of section 3(a) of the Davis -Bacon Act or 29 CFR 5.12 (a)(1). (c) The penalty for making false statements is prescribed in the U.S. Criminal Code, 18 U.S.C. 1001. Approval of Wage Rates All straight time wage rates, and overtime rates based thereon, for laborers and mechanics engaged in work under this award must be submitted for approval in writing by the head of the contracting activity or a representative expressly designated for this purpose, if the straight time wages exceed the rates for corresponding classifications contained in the applicable Davis -Bacon Act minimum wage determination included in the award. Any amount paid by the Contractor to any laborer or mechanic in excess of the agency approved wage rate shall be at the expense of the Contractor and shall not be reimbursed by the Government. If the Government refuses to authorize the use of the overtime, the Contractor is not released from the obligation to pay employees at the required overtime rates for any overtime actually worked. NATIONAL POLICY ASSURANCES TO BE INCORPORATED AS AWARD TERMS (August 2008) To the extent that a term does not apply to a particular type of activity or award, it is self - deleting. I. Nondiscrimination Policies You must comply with applicable provisions of the following national policies prohibiting discrimination: 1 On the basis of race, color, or national origin, in Title VI of the Civil Rights Act of 1964 (42 U.S.C. 2000d et seq.), as implemented by DOE regulations at 10 CFR part 1040; 2 On the basis of sex or blindness, in Title IX of the Education Amendments of 1972 (20 U.S.C. 1681 et seq.), as implemented by DOE regulations at 10 CFR parts 1041 and 1042; 3 On the basis of age, in the Age Discrimination Act of 1975 (42 U.S.C.6101 et seq.), as implemented by Department of Health and Human Services regulations at 45 CFR part 90 and DOE regulations at 10 CFR part 1040; 4 On the basis of disability, in Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. 794), as implemented by Department of Justice regulations at 28 CFR part 41 and DOE regulations at 10 CFR part 1041; 5 On the basis of race, color, national origin, religion, disability, familial status, and sex under Title VIII of the Civil Rights Act (42 U.S.C. 3601 et seq.) as implemented by the Department of Housing and Urban Development at 24 CFR part 100; and 6 On the basis of disability in the Architectural Barriers Act of 1968(42 U.S.C. 4151 et seq.) for the design, construction, and alteration of buildings and facilities financed with Federal funds. II. Environmental Policies You must: 1 Comply with applicable provisions of the Clean Air Act (42 U.S.C.7401, et. seq.) and Clean Water Act (33 U.S.C. 1251, et. seq.), as implemented by Executive Order 11738 [3 CFR, 1971-1975 Comp., p. 799] and Environmental Protection Agency rules at 40 CFR part 32, Subpart J. 2 Immediately identify to us, as the awarding agency, any potential impact that you find this award may have on: a. The quality of the human environment, including wetlands, and provide any help we may need to comply with the National Environmental Policy Act (NEPA, at 42 U.S.C. 4321 et. seq.) and assist us to prepare Environmental Impact Statements or other environmental documentation. In such cases, you may take no action that will have an adverse environmental impact (e.g., physical disturbance of a site such as breaking of ground) or limit the choice of reasonable alternatives until we provide written notification of Federal compliance with NEPA, as implemented by DOE at 10 CFR part 1021. b. Flood -prone areas, and provide any help we may need to comply with the National Flood Insurance Act of 1968 and Flood Disaster Protection Act of 1973 (42 U.S.C. 4001 et. seq.), which require flood insurance, when available, for Federally assisted construction or acquisition in flood -prone areas, as implemented by DOE at 10 CFR part 1022. c. Use of land and water resources of coastal zones, and provide any help we may need to comply with the Coastal Zone Management Act of 1972(16 U.S.C. 1451, et. seq.). d. Coastal barriers along the Atlantic and Gulf coasts and Great Lakes' shores, and provide help we may need to comply with the Coastal Barriers Resource Act (16 U.S.C. 3501 et. seq.), concerning preservation of barrier resources. e. Any existing or proposed component of the National Wild and Scenic Rivers system, and provide any help we may need to comply with the Wild and Scenic Rivers Act of 1968 (16 U.S.C. 1271 et seq.). f. Underground sources of drinking water in areas that have an aquifer that is the sole or principal drinking water source, and provide any help we may need to comply with the Safe Drinking Water Act(42 U.S.C. 300h-3). 3 Comply with applicable provisions of the Lead -Based Paint Poisoning Prevention Act (42 U.S.C. 4821-4846), as implemented by the Department of Housing and Urban Development at 24 CFR part 35. The requirements concern lead-based paint in housing owned by the Federal Government or receiving Federal assistance. 4 Comply with section 6002 of the Resource Conservation and Recovery Act of 1976, as amended (42 U.S.C. 6962), and implementing regulations of the Environmental Protection Agency, 40 CFR Part 247, which require the purchase of recycled products by States or political subdivision of States. III. Live Organisms 1 Human research subjects. You must protect the rights and welfare of individuals that participate as human subjects in research under this award in accordance with the Common Federal Policy for the Protection of Human Subjects (45 CFR part 46), as implemented by DOE at 10 CFR part 745. 2 Animals and plants. a. You must comply with applicable provisions of Department of Agriculture rules at 9 CFR parts 1-4 that implement the Laboratory Animal Welfare Act of 1966 (7 U.S.C. 2131- 2156) and provide for humane transportation, handling, care, and treatment of animals used in research, experimentation, or testing under this award. b. You must follow the guidelines in the National Academy of Sciences(NAS) Publication "Guide for the Care and Use of Laboratory Animals"(1996, which may be found currently at http://www.nap.edu/readingroom/books/labrats/) and comply with the Public Health Service Policy and Government principles Regarding the Care and use of animals (included as Appendix D to the NAS Guide). c. You must immediately identify to us, as the awarding agency, any potential impact that you find this award may have on endangered species, as defined by the Endangered Species Act of 1973, as amended ("the Act," 16 U.S.C. 1531-1543), and implementing regulations of the Departments of the Interior (50 CFR parts 10-24) and Commerce (50 CFR parts 217-227). You also must provide any help we may need to comply with 16 U.S.C. 1536(a)(2). This is not in lieu of responsibilities you have to comply with provisions of the Act that apply directly to you as a U.S. entity, independent of receiving this award. IV. Other National Policies 1 Debarment and suspension. You must comply with requirements regarding debarment and suspension in Subpart C of 2 CFR parts 180 and 901. 2 Drug-free workplace. You must comply with drug-free workplace requirements in Subpart B of 10 CFR part 607, which implements sec. 5151-5160 of the Drug -Free Workplace Act of 1988 (Pub. L. 100-690, Title V, Subtitle D; 41 U.S.C. 701, et seq.). 3 Lobbying. a. You must comply with the restrictions on lobbying in 31 U.S.C.1352, as implemented by DOE at 10 CFR part 601, and submit all disclosures required by that statute and regulation. b. If you are a nonprofit organization described in section 501(c)(4)of title 26, United States Code (the Internal Revenue Code of 1968),you may not engage in lobbying activities as defined in the Lobbying Disclosure Act of 1995 (2 U.S.C., Chapter 26). If we determine that you have engaged in lobbying activities, we will cease all payments to you under this and other awards and terminate the awards unilaterally for material failure to comply with the award terms and conditions. By submitting an application and accepting funds under this agreement, you assure that you are not an organization described in section 501(c)(4) that has engaged in any lobbying activities described in the Lobbying Disclosure Act of 1995 (2 U.S.C. 1611). c. You must comply with the prohibition in 18 U.S.C. 1913 on the use of Federal funds, absent express Congressional authorization, to pay directly or indirectly for any service, advertisement or other written matter, telephone communication, or other device intended to influence at any time a Member of Congress or official of any government concerning any legislation, law, policy, appropriation, or ratification. 4. Officials not to benefit. You must comply with the requirement that no member of Congress shall be admitted to any share or part of this agreement, or to any benefit arising from it, in accordance with 41U.S.C. 22. 5 Hatch Act. If applicable, you must comply with the provisions of the Hatch Act (5 U.S.C. 1501-1508 and 7324-7326), as implemented by the Office of Personnel Management at 5 CFR part 151, which limits political activity of employees or officers of State or local governments whose employment is connected to an activity financed in whole or part with Federal funds. 6 Native American graves protection and repatriation. If you control or possess Native American remains and associated funerary objects, you must comply with the requirements of 43 CFR part 10, the Department of the Interior implementation of the Native American Graves Protection and Repatriation Act of 1990 (25 U.S.C., chapter 32). 7 Fly America Act. You must comply with the International Air Transportation Fair Competitive Practices Act of 1974 (49 U.S.C. 40118), commonly referred to as the "Fly America Act," and implementing regulations at 41 CFR 301-10.131 through 301-10.143. The law and regulations require air transport of people or property to, from, between or within a country other than the United States, the cost of which is supported under this award, to be performed by or under a cost-sharing arrangement with a U.S. flag carrier, if service is available. 8. Use of United States -flag vessels. a. Pursuant to Pub. L. 664 (43 U.S.C. 1241(b)), at least 50 percent of any equipment, materials or commodities procured, contracted for or otherwise obtained with funds under this award, and which may be transported by ocean vessel, must be transported on privately owned United States -flag commercial vessels, if available. b. Within 20 days following the date of loading for shipments originating within the United States or within 30 working days following the date of loading for shipments originating outside the United States, a legible copy of a rated, "on -board" commercial ocean bill -of -lading in English for each shipment of cargo described in paragraph 9.a of this section shall be furnished to both our award administrator (through you in the case of your contractor's bill -of - lading) and to the Division of National Cargo, Office of Market Development, Maritime Administration, Washington, DC 20590. 9 Research misconduct. You must comply with the government -wide policy on research misconduct issued by the Office of Science and Technology Policy (available in the Federal Register at 65 FR 76260, December 6,2000, or on the Internet at www.ostp.gov), as implemented by DOE at 10 CFR part 733 and 10 CFR 600.31. 10 Requirements for an Institution of Higher Education Concerning Military recruiters and Reserve Officers Training Corps (ROTC). a. As a condition for receiving funds under an award by the National Nuclear Security Administration of the Department of Energy, you agree that you are not an institution of higher education that has a policy or practice placing any of the restrictions specified in 10 U.S.C. 983. as implemented by 32 CFR part 216, on: i. Maintenance, establishment, or operation of Senior ROTC units, or student participation in those units; or ii. Military recruiters' access to campuses, students on campuses, or information about students. b. If you are determined, using the procedures in 32 CFR part 216, to be such an institution of higher education during the period of performance of this award, we: i. Will cease all payments to you of funds under this award and all other awards subject to the requirements in 32 CFR part 216; and ii. May suspend or terminate those awards unilaterally for material failure to comply with the award terms and conditions. 11. Historic preservation. You must identify to us any: a. Any property listed or eligible for listing on the National Register of Historic Places that will be affected by this award, and provide any help we may need, with respect to this award, to comply with Section 106 of the National Historic Preservation Act of 1966 (16 U.S.C. 470f), as implemented by the Advisory Council on Historic Preservation regulations at 36 CFR part 800 and Executive Order 11593, "Identification and Protection of Historic Properties," [3 CFR, 1971-1975 Comp., p. 559]. b. Potential under this award for irreparable loss or destruction of significant scientific, prehistorical, historical, or archeological data, and provide any help we may need, with respect to this award, to comply with the Archaeological and Historic Preservation Act of 1974 (16 U.S.C.469a-1, et seq.). 12 Relocation and real property acquisition. You must comply with applicable provisions of 49 CFR part 24, which implements the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970(42 U.S.C. 4601, et seq.) and provides for fair and equitable treatment of persons displaced by federally assisted programs or persons whose property is acquired as a result of such programs. 13 Confidentiality of patient records. You must keep confidential any records that you maintain of the identity, diagnosis, prognosis, or treatment of any patient in connection with any program or activity relating to substance abuse education, prevention, training, treatment, or rehabilitation that is assisted directly or indirectly under this award, in accordance with 42 U.S.C. 290dd-2. 14 Constitution Day. You must comply with Public Law 108-447, Div. J, Title I, Sec. 111 (36 U.S.C. 106 note), which requires each educational institution receiving Federal funds in a Federal fiscal year to hold an educational program on the United States Constitution on September 17thduring that year for the students served by the educational institution. 15 Trafficking in Persons a. Provisions applicable to a recipient that is a private entity. 1. You as the recipient, your employees, subrecipients under this award, and subrecipients' employees may not— i. ot i. Engage in severe forms of tracking in persons during the period of time that the award is in effect; ii. Procure a commercial sex act during the period of time that the award is in effect; or iii. Use forced labor in the performance of the award or subawards under the award. 2. We as the Federal awarding agency may unilaterally terminate this award, without penalty, if you or a subrecipient that is a private entity – i. Is determined to have violated a prohibition in paragraph a.1 of this award term; or ii. Has an employee who is determined by the agency official authorized to terminate the award to have violated a prohibition in paragraph a.1 of this award term through conduct that is either— A. Associated with performance under this award; or B. Imputed to you or the subrecipient using the standards and due process for imputing the conduct of an individual to an organization that are provided in 2 CFR part 180, "OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (Nonprocurement)," as implemented by our agency at 2 CFR part 901. b. Provision applicable to a recipient other than a private entity. We as the Federal awarding agency may unilaterally terminate this award, without penalty, if a subrecipient that is a private entity - 1. Is determined to have violated an applicable prohibition in paragraph a.1 of this award term; or 2. Has an employee who is determined by the agency official authorized to terminate the award to have violated an applicable prohibition in paragraph a.1 of this award term through conduct that is either— i. Associated with performance under this award; or ii. Imputed to the subrecipient using the standards and due process for imputing the conduct of an individual to an organization that are provided in 2 CFR part 180, "OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (Nonprocurement)," as implemented by our agency at 2 CFR part 901. c. Provisions applicable to any recipient. 1. You must inform us immediately of any information you receive from any source alleging a violation of a prohibition in paragraph a.1 of this award term. 2. Our right to terminate unilaterally that is described in paragraph a.2 or b. of this section: i. Implements section 106(g) of the Trafficking Victims Protection Act of 2000 (TVPA), as amended (22 U.S.C. 7104(g)), and ii. Is in addition to all other remedies for noncompliance that are available to us under this award. 3. You must include the requirements of paragraph a.1 of this award term in any subaward you make to a private entity. d. Definitions. For purposes of this award term: 1. "Employee" means either: i. An individual employed by you or a subrecipient who is engaged in the performance of the project or program under this award; or ii. Another person engaged in the performance of the project or program under this award and not compensated by you including, but not limited to, a volunteer or individual whose services are contributed by a third party as an in-kind contribution toward cost sharing or matching requirements. 2. "Forced labor" means labor obtained by any of the following methods: the recruitment, harboring, transportation, provision, or obtaining of a person for labor or services, through the use of force, fraud, or coercion for the purpose of subjection to involuntary servitude, peonage, debt bondage, or slavery. 3. "Private entity": i. Means any entity other than a State, local government, Indian tribe, or foreign public entity, as those terms are defined in 2 CFR 175.25. ii. Includes: A. A nonprofit organization, including any nonprofit institution of higher education, hospital, or tribal organization other than one included in the definition of Indian tribe at 2 CFR 175.25(b). B. A for-profit organization. 4. "Severe forms of trafficking in persons," "commercial sex act," and "coercion" have the meanings given at section 103 of the TVPA, as amended (22 U.S.C. 7102). V. National Policy Requirements for Subawards. Recipient responsibility. You must include in any subaward you make under this award the requirements of the national policy requirements in Sections I through IV of this document that apply, based on the type of subawardee organization and situation. 00700 GENERAL CONDITIONS City of Round Rock Contract Forms General Conditions Section 00700 TABLE OF CONTENTS OF GENERAL CONDITIONS Article Page Number & Title Number 1. DEFINITIONS 2 2. PRELIMINARY MATTERS 5 3. CONTRACT DOCUMENTS: INTENT, AMENDING, REUSE 7 4. AVAILABILITY OF LANDS; SUBSURFACE AND PHYSICAL CONDITIONS; REFERENCE POINTS 8 5. BONDS AND INSURANCE 10 6. CONTRACTORS RESPONSIBILITIES 15 7. OTHER WORK 23 8. OWNER'S RESPONSIBILITIES 23 9. ENGINEER/ARCHITECT'S STATUS DURING CONSTRUCTION 24 10. CHANGES IN THE WORK 25 11. CHANGE OF CONTRACT AMOUNT 26 12. CHANGE OF CONTRACT TIMES 29 13. TESTS AND INSPECTIONS; AND CORRECTION OR REMOVAL OF DEFECTIVE WORK 30 14. PAYMENTS TO CONTRACTOR AND COMPLETION 32 15. SUSPENSION OF WORK AND TERMINATION 36 16. DISPUTE RESOLUTION 38 17 RIGHT TO AUDIT 39 18. MISCELLANEOUS 40 00700 7-2009 00162837 Page 1 General Conditions GENERAL CONDITIONS ARTICLE 1 - DEFINITIONS Whenever used in these General Conditions or in the other Contract Documents the following terms have the meanings indicated which are applicable to both the singular and plural thereof: 1.1 Addenda - Written or graphic instruments issued prior to the receipt of Proposals or the opening of Bids that clarify, correct or change the proposal or bidding requirements or the Contract Documents. 1.2 Agreement - Prescribed form, referenced as Section 00500. 1.3 Alternative Dispute Resolution - The process by which a disputed Claim may be settled if the OWNER and the CONTRACTOR cannot reach an agreement between themselves, as an alternative to litigation. 1.4 Bid - Proposal of bidder on prescribed forms setting forth prices for performing the Work described in the Contract Documents. 1.5 Bid Documents - The advertisement or invitation for bids, instructions to bidders, the bid form, the Contract Documents and Addenda. 1.6 Calendar Day - Any day of the week; no days being excepted. Work on Saturdays, Sundays, and/or Legal Holidays shall only be conducted with prior express written consent of the OWNER. 1.7 Change Directive - A written directive to the CONTRACTOR, signed by the OWNER, ordering a change in the Work and stating a proposed basis for adjustment, if any, in the Contract Amount or Contract Time, or both. A Change Directive may be used in the absence of total agreement on the terms of a Change Order. A Change Directive does not change the Contract Amount or Contract Time, but is evidence that the parties expect that the change directed or documented by a Change Directive will be incorporated in a subsequently issued Change Order. 1.8 Change Orders - Written agreements entered into between the CONTRACTOR and the OWNER authorizing an addition, deletion, or revision to the Contract, issued on or after the Execution Date of the Agreement and within the Contract term. 1.9 Claim - A written demand seeking, as a matter of right, adjustment or interpretation of Contract terms, payment of money, extension of time or other relief with respect to the terms of the Contract. 1.10 Contract - The Contract represents the entire and integrated agreement between the OWNER and the CONTRACTOR for performance of the Work, as evidenced by the Contract Documents. 1.11 Contract Amount - The amount payable by the OWNER to the CONTRACTOR for completion of the Work in accordance with the Contract Documents. 1.12 Contract Documents — Invitation to Bid, Instructions to Bidders, General Conditions, Supplemental General Conditions, Special Conditions, Technical Specifications, Project Manual, Drawings, Addenda and Change Orders. 1.13 Contract Time - The number of days allowed for completion of the Work as defined by the Contract. When any period is referred to in days, it will be computed to exclude the first and include the last day of such period. A day of twenty-four (24) hours measured from midnight to the next midnight will constitute a day. 1.14 CONTRACTOR - The individual, firm, corporation, or other business entity with whom the OWNER has entered into the Contract. 00700 7-2009 Page 2 General Conditions 1.15 Drawings - Those portions of the Contract Documents which are graphic representations of the scope, extent and character of the Work to be furnished and performed by the CONTRACTOR and which have been approved by the OWNER. Drawings may include plans, elevations, sections, details, schedules and diagrams. Shop Drawings are not Drawings as so defined. 1.16 Engineer/Architect (E/A) - The OWNER's design professional identified as such in the Contract. The titles of "Architect/Engineer," "Architect" and "Engineer" used in the Contract Documents shall be read the same as Engineer/Architect (E/A). Nothing contained in the Contract Documents shall create any contractual or agency relationship between E/A and the CONTRACTOR. 1.17 Equal - The terms "equal" or "approved equal" shall have the same meaning. 1.18 Execution Date - Date of last signature of the parties to the Agreement. 1.19 Field Order - A written order issued by Owner's Representative which orders minor changes in the Work and which does not involve a change in the Contract Amount or the Contract Time. 1.20 Final Acceptance — The stage in the Contract process when, in the OWNER's opinion, Final Completion of the Work has been attained and a Certificate of Acceptance approved by the OWNER is issued. 1.21 Final Completion - The stage in the progress of the Work when, in the OWNER's opinion, the entire Work has been completed, the CONTRACTOR's obligations under the Contract Documents have been fulfilled, and the OWNER is processing or has made final payment to the CONTRACTOR, as evidenced by a Certificate of Acceptance approved by the OWNER. 1.22 Inspector - The authorized representative of any regulatory agency that has jurisdiction over any portion of the Work. 1.23 Legal Holidays 1.23.1 The following are recognized by the OWNER: Holiday Date Observed New Year's Day January 1 Martin Luther King, Jr.'s Third Monday Birthday in January President's Day Third Monday in February Memorial Day Last Monday in May Independence Day July 4 Labor Day First Monday in September Veteran's Day November 11 Thanksgiving Day Fourth Thursday in November Friday after Friday after Thanksgiving Thanksgiving Christmas Eve December 24 00700 7-2009 Page 3 General Conditions Christmas Day December 25 1.23.2 If a Legal Holiday falls on Saturday, it will be observed on the preceding Friday. If a Legal Holiday falls on Sunday, it will be observed on the following Monday. 1.23.3 If Christmas Eve falls on a Saturday or a Sunday, the preceding Friday is observed as the Christmas Eve holiday. 1.23.4 If Christmas Day falls on a Saturday or a Sunday, the following Monday is observed as the Christmas Day holiday. 1.24 Milestones - A significant event specified in the Contract Documents relating to an intermediate completion date or time prior to Substantial Completion of all the Work. 1.25 Notice to Proceed - A Written Notice given by the OWNER to the CONTRACTOR fixing the date on which the Contract Times will commence to run and on which the CONTRACTOR shall start to perform the CONTRACTOR's obligations under the Contract Documents. 1.26 OWNER — The City of Round Rock, Texas, a municipal corporation, home -rule city and political subdivision organized and existing under the laws of the State of Texas, acting through the City Manager or his/her designee, officers, agents or employees to administer design and construction of the Project. 1.27 Owner's Representative - The designated representative of the OWNER. 1.28 Partial Occupancy or Use - Use by the OWNER of a partially completed part of the Work for the purpose for which it is intended (or a related purpose) prior to Substantial Completion of ail the Work. 1.29 Project - The total construction of which the Work to be provided under the Contract Documents may be the whole, or a part, as indicated elsewhere in the Contract Documents. 1.30 Project Manual - That portion of the Contract Documents which may include the following: introductory information; bidding requirements, Contract forms and General and Supplemental General Conditions; General Requirements; Specifications; Drawings; Project Safety Manual; and Addenda. 1.31 Proposal — Proposal of Offeror, under Local Government Code §271.113 providing for alternative project delivery methods, on prescribed forms setting forth prices for performing the Work described in the Contract Documents. 1.32 Proposal Documents — The advertisement or invitation for Proposals, instruction to Offerors, the Proposal form, the Contract Documents and Addenda. 1.33 Resident Project Representative - The authorized representative of E/A who may be assigned to the site or any part thereof. 1.34 Shop Drawings - All drawings, diagrams, illustrations, schedules and other data or information which are specifically prepared or assembled by or for the CONTRACTOR and submitted by the CONTRACTOR as required by the Contract Documents. 1.35 Specifications - Those portions of the Contract Documents consisting of written technical descriptions as applied to the Work, which set forth to the CONTRACTOR, in detail, the requirements which must be met by all materials, equipment, construction systems, standards, workmanship, equipment and services in order to render a completed and useful project. 1.36 Substantial Completion - The stage in the progress of the Work when the Work, or designated portions thereof, may still require minor modifications or adjustments but, in the OWNER's opinion, the Work has progressed to the point such that all parts of the Work under consideration are fully operational, as evidenced by a Certificate of Substantial Completion approved by the OWNER. 00700 7-2009 Page 4 General Conditions 1.37 Subcontractor - An individual, firm, or corporation having a direct contract with the CONTRACTOR for the performance of a part of the Work. 1.38 Sub -subcontractor - A person or entity who has a direct or indirect contract with a Subcontractor to perform a portion of the Work. 1.39 Superintendent - The representative of the CONTRACTOR authorized in writing to receive and fulfill instructions from Owner's Representative, and who shall supervise and direct construction of the Work. 1.40 Supplemental General Conditions - The part of the Contract Documents which either amends or supplements the General Conditions. All General Conditions which are not so amended or so supplemented shall be considered as remaining in full force and effect. 1.41 Supplier - An individual or entity having a direct contract with the CONTRACTOR or with any Subcontractor to furnish materials or equipment to be incorporated in the Work by the CONTRACTOR or any Subcontractor. 1.42 Time Extension Request - An approved request for time extension on a form acceptable to the OWNER. 1.43 Work - The entire completed construction, or the various separately identifiable parts thereof, required to be furnished under the Contract Documents. 1.44 Working Day - Any day of the week, not including Saturdays, Sundays, or Legal Holidays, in which conditions not under the CONTRACTOR's control will permit work for at least seven (7) hours of the Working Times. Upon authorization by the Owner's Representative, work on Saturdays, Sundays and/or Legal Holidays may be allowed and in that event a Working Day will be counted for each such day. 1.45 Working Times — Times of day(s) during which work may be performed. Unless authorized by Owner's Representative, all Work shall be performed between 7:00 a.m. and 6:00 p.m. on weekdays and, if previously authorized as provided for in paragraph 1.44 or paragraph 1.6 herein, as applicable, between 9:00 a.m. and 6:00 p.m. on Saturdays, Sundays or Legal Holidays. When the CONTRACTOR has been authorized to perform Work during hours outside Working Times, such hours shall be considered time worked on Working Day contracts. Notwithstanding the preceding, emergency work may be done without prior permission only as provided in paragraph 6.11.5 herein. 1.46 Written Notice - Written communication between the OWNER and the CONTRACTOR. Written Notice shall be deemed to have been duly served if delivered in person to Owner's Representative or to the CONTRACTOR's duly authorized representative, or if such Written Notice is delivered to or sent by registered or certified mail to the attention of Owner's Representative or to the CONTRACTOR's duly authorized representative at the last business address known to the party giving notice. ARTICLE 2 - PRELIMINARY MATTERS 2.1 Delivery of Agreement, Bonds, Insurance, and Other Documentation: Within ten (10) Calendar Days after written notification of award of Contract, the CONTRACTOR shall deliver to the OWNER signed Agreement, Bond(s), Insurance Certificate(s) and other documentation required for execution of the Contract. 2.2 Copies of Documents: The OWNER shall furnish to the CONTRACTOR two (2) copies of the Contract Documents unless otherwise specified. Additional copies will be furnished, upon request, at the cost specified in the Supplemental General Conditions. 00700 7-2009 Page 5 General Conditions 2.3 Commencement of Contract Times; Notice to Proceed: The Contract Time(s) will begin to run on the day indicated in the Notice to Proceed. Notice to Proceed will be given at any time within sixty (60) Calendar Days after the Execution Date of the Agreement, unless extended by written agreement of the parties. 2.4 Before Starting Construction: 2.4.1 No Work shall be done at the site prior to the preconstruction conference without the OWNER's approval. Before undertaking each part of the Work, the CONTRACTOR shall carefully study and compare the Contract Documents and check and verify pertinent figures shown thereon and all applicable field measurements. The CONTRACTOR shall promptly report in writing to Owner's Representative any conflict, error, ambiguity or discrepancy which the CONTRACTOR may discover and shall obtain a written interpretation or clarification from Owner's Representative before proceeding with any Work affected thereby. The CONTRACTOR shall be liable to the OWNER for failure to report any conflict, error, ambiguity or discrepancy in the Contract Documents of which the CONTRACTOR knew or reasonably should have known. 2.4.2 The CONTRACTOR shall submit the following to Owner's Representative for review and approval no later than the preconstruction conference: .1 a preliminary progress schedule indicating the times (number of days or dates) for starting and completing the various stages of the Work, including any Milestones specified in the Contract Documents, identifying when all Subcontractors will be utilized, and taking into consideration any limitations on Working Hours; .2 a preliminary schedule of Shop Drawing and sample submittals; .3 a preliminary schedule of values for all of the Work, subdivided into component parts in sufficient detail to serve as the basis for progress payments during construction. Such prices will include an appropriate amount of overhead and profit applicable to each item of Work; .4 a letter designating CONTRACTOR's Superintendent; .5 a letter from the CONTRACTOR and Subcontractor(s) listing any salaried specialists; .6 if applicable, a letter designating the "Competent Person(s)" on general safety and trench safety measures; .7 if applicable, a trench safety system plan; .8 if applicable, a plan illustrating proposed locations of temporary facilities; .9 if applicable, a traffic control plan; .10 a completed Non -Use of Asbestos Affidavit (Prior to Construction); and .11 if applicable, a letter designating the Texas Registered Professional Land Surveyor for layout of the Work. 2.5 Preconstruction Conference: Prior to commencement of Work at the site, a preconstruction conference attended by the CONTRACTOR, Owner's Representative and others will be held. 00700 7-2009 Page 6 General Conditions 2.6 Initially Acceptable Schedules: Unless otherwise provided in the Contract Documents, the CONTRACTOR shall obtain approval of Owner's Representative on final versions of the schedules submitted in accordance with paragraph 2.4.2 before the first progress payment will be made to the CONTRACTOR. The progress schedule must provide for an orderly progression of the Work to completion within any specified Milestones and Contract Times. Acceptance of the schedule by Owner's Representative will neither impose on Owner's Representative responsibility for the sequencing, scheduling or progress of the Work nor interfere with or relieve the CONTRACTOR from the CONTRACTOR's full responsibility therefor. The CONTRACTOR's schedule of Shop Drawings and sample submissions must provide an arrangement agreeable to the parties for reviewing and processing the required submittals. ARTICLE 3 - CONTRACT DOCUMENTS: INTENT, AMENDING, REUSE 3.1 Intent: 3.1.1 The intent of the Contract Documents is to include all information necessary for the proper execution and completion of the Work by the CONTRACTOR. The Contract Documents are complementary, and what is required by one shall be as binding as if required by all. In cases of disagreement, the following order of precedence shall govern (top item receiving priority of interpretation): Signed Agreement Addenda to the Contract Documents Special Conditions Supplemental General Conditions General Conditions Other Bidding Requirements and Contract Forms Special Provisions to the Standard Technical Specifications Special Specifications Standard Technical Specifications Drawings (figured dimensions shall govern over scaled dimensions) Project Safety manual, if applicable 3.1.2 Unless otherwise stated in the Contract Documents, words which have well-known technical or construction industry meanings are used in the Contract Documents in accordance with such recognized meanings. 3.2 Reporting and Resolving Discrepancies: If, during the performance of the Work, the CONTRACTOR discovers any conflict, error, ambiguity or discrepancy within the Contract Documents or between the Contract Documents and any provisions of any such law or regulation applicable to the performance of the Work or of any such standard, specification, manual or code or instructions of any Supplier, the CONTRACTOR shall immediately report it to Owner's Representative in writing, and the CONTRACTOR shall not proceed with the Work affected thereby until an amendment or supplement to the Contract Documents has been issued by one of the methods indicated in paragraph 3.3.1 or paragraph 3.3.2. The CONTRACTOR shall be liable to the OWNER for failure to report any such conflict, error, ambiguity or discrepancy of which the CONTRACTOR knew or reasonably should have known. 3.3 Amending and Supplementing Contract Documents: 3.3.1 The Contract Documents may be amended to provide for additions, deletions and revisions in the Work or to modify the terms and conditions thereof in one or more of the following ways: .1 Change Order. .2 Change Directive. 00700 7-2009 Page 7 General Conditions .3 Time Extension Request. 3.3.2 In addition, the requirements of the Contract Documents may be supplemented, and minor variations and deviations in the Work may be authorized, in one or more of the following ways: .1 Field Order. .2 Review of a Shop Drawing or sample. .3 Written interpretation or clarification. 3.4 Reuse of Documents Prohibited: The CONTRACTOR and any Subcontractor or Supplier or other person or organization performing or furnishing any of the Work under a direct or indirect contract with the OWNER: (i) shall not have or acquire any title to or ownership rights in any of the Drawings, Specifications or other documents (or copies of any thereof) prepared by or bearing the seal of E/A or E/A's consultants, and (ii) shall not reuse any of such Drawings, Specifications, other documents or copies on extensions of the Project or any other project without written consent of the OWNER and E/A. ARTICLE 4 - AVAILABILITY OF LANDS; SUBSURFACE AND PHYSICAL CONDITIONS; REFERENCE POINTS 4.1 Availability of Lands: The OWNER shall furnish, as indicated in the Contract Documents, all required rights to use the lands upon which the Work is to be performed, rights-of-way and easements for access thereto, and such other lands which are designated for the use of the CONTRACTOR. The OWNER shall identify any encumbrances or restrictions not of general application but specifically related to use of lands so furnished with which the CONTRACTOR will have to comply in performing the Work. Easements for permanent structures or permanent changes in existing facilities will be obtained and paid for by the OWNER, unless otherwise provided in the Contract Documents. If the OWNER fails to furnish these lands, rights-of-way or easements in a timely manner, the CONTRACTOR may make a Claim for adjustments in the Contract Times. The CONTRACTOR shall provide for all additional lands and access thereto that may be required for temporary construction facilities or storage of materials and equipment. 4.2 Subsurface and Physical Conditions: 4.2.1 The CONTRACTOR hereby covenants that it has examined the site of the proposed Work and is familiar with all of the conditions surrounding construction of the Project, having conducted all inquiries, tests and investigations deemed necessary and proper. 4.2.2 If conditions are encountered at the site which are (1) subsurface or otherwise concealed physical conditions that differ materially from those indicated in the Contract Documents or (2) unknown physical conditions of an unusual nature, that differ materially from those normally encountered in the type of work being performed under this Contract, then notice by the observing party shall be given to the other party promptly before conditions are disturbed and in no event later than seven (7) calendar days after first observance of the conditions. Owner's Representative will promptly investigate such conditions with EIA and, if they differ materially and cause an increase or decrease in the CONTRACTOR's cost of, or time required for, performance of any part of the Work, will recommend an equitable adjustment in the Contract Amount or Contract Time, or both. If Owner's Representative determines that the conditions at the site are not materially different from those indicated in the Contract Documents and that no change in the terms of the Contract is justified, the CONTRACTOR shall be notified in writing, stating the reasons. Any disputes arising from Owner's Representative's determination shall be resolved in accordance with Article 16. 4.2.3 Notwithstanding any other provision of this Contract, the CONTRACTOR shall be solely responsible for the location and protection of any and all public lines and utility customer service lines in the Work area. For the 00700 7-2009 Page 8 General Conditions purposes of this section, "public lines" means the utility distribution and supply system within public rights-of-way or easements, and "utility customer service lines" (service) means any utility line connecting a utility customer to the utility distribution system. Generally, existing service connections within right-of-way or easements are not shown on the Drawings. The CONTRACTOR shall notify the OWNER and "One Call" and exercise due care to locate and to mark, uncover or otherwise protect all such lines in the construction zone and any of the CONTRACTOR's work or storage areas. The CONTRACTOR's obligation hereunder shall be primary and nondelegable. The CONTRACTOR shall indemnify or reimburse such expenses or costs (including fines that may be levied against the OWNER) that may result from unauthorized or accidental damage to all public lines and utility customer service lines in the Work area. The OWNER reserves the right to repair such damage the CONTRACTOR may cause, at the CONTRACTOR's expense. 4.2.4 The CONTRACTOR shall take reasonable precaution to avoid disturbing primitive records and antiquities of archaeological, paleontological or historical significance. No objects of this nature shall be disturbed without written permission of the OWNER and the Texas Department of Antiquities Protection. When such objects are uncovered unexpectedly, the CONTRACTOR shall stop all Work in close proximity and notify Owner's Representative and the Texas Department of Antiquities Protection of their presence and shall not disturb them until written permission and permit to do so is granted. AH primitive rights and antiquities uncovered on the OWNER's property shall remain property of the State of Texas, the Texas Department of Antiquities Protection conforming to the Texas Natural Resources Code. If it is determined by the OWNER, in consultation with the Texas Department of Antiquities Protection, that exploration or excavation of primitive records or antiquities on Project site is necessary to avoid loss, the CONTRACTOR shall cooperate in salvage work attendant to preservation. If the Work stoppage or salvage work causes an increase in the CONTRACTOR's cost of, or time required for, performance of the Work, the Contract Amount and/or Contract Time may be equitably adjusted. 4.3 Reference Points: Unless otherwise specified, the OWNER will furnish all reference points, benchmarks, survey monuments, and control points which, in the OWNER's opinion, are suitable for laying out the Work. Such benchmarks and reference points will be placed at intervals not to exceed 1,500 feet. All reference points, benchmarks, survey monuments and control points shall be carefully preserved by the CONTRACTOR by use of flags, laths or other appropriate measures and, in case of destruction or removal by the CONTRACTOR or its employees, such reference points, benchmarks, survey monuments, and control points shall be replaced by a Registered Professional Land Surveyor at the CONTRACTOR's expense. When reference points, benchmarks, survey monuments, or control points are in conflict with the Work, then reestablishment will be the OWNER's responsibility during or upon completion of the Work. 4.4 Hazardous Materials: 4.4.1 The OWNER shall be responsible for any hazardous material uncovered or revealed at the site which was not shown, indicated or identified in the Contract Documents to be within the scope of the Work and which may present a substantial danger to persons or property exposed thereto in connection with the Work at the site. The CONTRACTOR shall immediately notify Owner's Representative of any suspected hazardous materials encountered before or during performance of the Work and shall take all necessary precautions to avoid further disturbance of the materials. 4.4.2 The CONTRACTOR shall be responsible for any hazardous materials brought to the site by the CONTRACTOR, Subcontractor, Suppliers or anyone else for whom the CONTRACTOR is responsible. 4.4.3 No asbestos -containing materials shall be incorporated into the Work or brought on the Project site without prior approval of the OWNER. 00700 7-2009 Page 9 General Conditions ARTICLE 5 - BONDS AND INSURANCE 5.1 Surety and Insurance Companies: All bonds and insurance required by the Contract Documents shall be obtained from solvent surety or insurance companies that are duly licensed by the State of Texas and authorized to issue bonds or insurance policies for the limits and coverages required by the Contract Documents. The bonds shall be in a form acceptable to the OWNER and shall be issued by a surety which complies with the requirements of Art. 7.19-1, Texas Insurance Code (1997) and which is otherwise acceptable to the OWNER. OWNER may require the surety to obtain reinsurance for any portion of the risk that exceeds 10% of the surety's capital and surplus. For bonds exceeding $100,000, the surety must also hold a certificate of authority from the U.S. Secretary of the Treasury or have obtained reinsurance from a reinsurer that is authorized as a reinsurer in Texas and holds a certificate of authority from the U.S. Secretary of the Treasury. 5.2 Workers' Compensation Insurance Coverage: 5.2.1 Definitions: .1 Certificate of coverage ("certificate") - A copy of a certificate of insurance, a certificate of authority to self -insure issued by the commission, or a coverage agreement showing statutory workers' compensation insurance coverage for the person's or entity's employees providing services on the Project, for the duration of the Project. .2 Duration of the Project - includes the time from the beginning of the Work on the Project until the CONTRACTOR's/ person's Work on the Project has been completed and accepted by the OWNER. .3 Persons providing services on the Project ("subcontractor" herein) - includes all persons or entities performing all or part of the services the CONTRACTOR has undertaken to perform on the Project, regardless of whether that person contracted directly with the CONTRACTOR and regardless of whether that person has employees. This includes, by way of illustration and not of limitation, independent contractors, Subcontractors, leasing companies, motor carriers, owner -operators, employees of any such entity, or employees of any entity which furnishes persons to provide services on the Project. "Services" include, without limitation, providing, hauling, or delivering equipment or materials, or providing labor, transportation, or other service related to a project. "Services" does not include activities unrelated to the Project, such as food/beverage vendors, office supply deliveries, and delivery of portable toilets. 5.2.2 The CONTRACTOR shall provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all employees of the CONTRACTOR providing services on the Project, for the duration of the Project. 5.2.3 The OWNER will not execute the Contract prior to the CONTRACTOR providing all required certificates of coverage. 5.2.4 If the coverage period shown on the CONTRACTOR's current certificate of coverage ends during the duration of the Project, the CONTRACTOR must, prior to the end of the coverage period, file a new certificate of coverage with the OWNER showing that coverage has been extended. 5.2.5 The CONTRACTOR shall obtain from each person providing services on the Project, and provide to the OWNER: .1 a certificate of coverage, prior to that person beginning Work on the Project, so the OWNER will have on file certificates of coverage showing coverage for all persons providing services on the Project; and .2 no later than seven (7) days after receipt by the CONTRACTOR, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the Project. - 00700 7-2009 Page 10 General Conditions 5.2.6 The CONTRACTOR shall retain all required certificates of coverage for the duration of the Project and for one (1) year thereafter. 5.2.7 The CONTRACTOR shall notify the OWNER in writing by certified mail or personal delivery within ten (10) days after the CONTRACTOR knew or should have known of any change that materially affects the provision of coverage of any person providing services on the Project. 5.2.8 The CONTRACTOR shall post at its office or on each Project site a notice, in the text, form and manner prescribed by the Texas Workers' Compensation Commission, informing all persons providing services on the Project that they are required to be covered, and stating how a person may verify coverage and report lack of coverage. 5.2.9 The CONTRACTOR shall contractually require each person with whom it contracts to provide services on a Project to: .1 provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all of its employees providing services on the Project, for the duration of the Project; .2 provide to the CONTRACTOR, prior to that person beginning Work on the Project, a certificate of coverage showing that coverage is being provided for all employees of the person providing services on the Project, for the duration of the Project; .3 provide the CONTRACTOR, prior to the end of the coverage period, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the Project; .4 obtain from each other person with whom it contracts, and provide to the CONTRACTOR: a) a certificate of coverage, prior to the other person beginning Work on the Project; and b) a new certificate of coverage showing extension of coverage, prior to the end of the coverage period, if the coverage period shown on the current certificate of coverage ends during the duration of the Project; .5 retain all required certificates of coverage on file for the duration of the Project and for one (1) year thereafter; .6 notify the OWNER in writing by certified mail or personal delivery within ten (10) days after the person knew or should have known of any change that materially affects the provision of coverage of any person providing services on the Project; and .7 contractually require each person with whom it contracts, to perform as required by paragraphs 5.2.9.1 - 5.2.9.7, with the certificates of coverage to be provided to the person for whom they are providing services. 5.2.10 By signing this Contract or providing or causing to be provided a certificate of coverage, the CONTRACTOR is representing to the OWNER that all employees of the CONTRACTOR who will provide services on the Project will be covered by workers' compensation coverage for the duration of the Project, that the coverage will be based on proper reporting of classification codes and payroll amounts, and that ail coverage agreements will be filed with the appropriate insurance carrier or, in the case of a self-insured, with the commission's Division of Self -Insurance Regulation. Providing false or misleading information may subject the CONTRACTOR to administrative penalties, criminal penalties, civil penalties, or other civil actions. 5.2.11 The CONTRACTOR's failure to comply with any of these provisions is a breach of Contract by the CONTRACTOR which entitles the OWNER to declare the Contract void if the CONTRACTOR does not remedy the breach within ten (10) days after receipt of notice of breach from the OWNER. 00700 7-2009 Page 11 General Conditions 5.3 Contractor Insurance Requirements: For specific bond requirements and additional insurance requirements, refer to the Supplemental General Conditions. 5.3.1.1 General Requirements: .1 CONTRACTOR shall carry insurance in the types and amounts indicated below for the duration of the Contract, which shall include items owned by OWNER in the care, custody and control of CONTRACTOR prior to and during construction and warranty period. .2 CONTRACTOR must complete and forward the required Certificates of Insurance to OWNER before the Contract is executed as verification of coverage required below. CONTRACTOR shall not commence Work until the required insurance is obtained and until such insurance has been reviewed by OWNER. Approval of insurance by OWNER shall not relieve or decrease the liability of CONTRACTOR hereunder and shall not be construed to be a limitation of liability on the part of CONTRACTOR. CONTRACTOR must also complete and forward the required Certificates of Insurance to OWNER whenever a previously identified policy period has expired as verification of continuing coverage. .3 CONTRACTOR's insurance coverage is to be written by companies licensed to do business in the State of Texas at the time the policies are issued and shall be written by companies with A.M. Best ratings of B+VII or better, except for hazardous material insurance which shall be written by companies with A.M. Best ratings of A- or better. .4 All endorsements naming the OWNER as additional insured, waivers, and notices of cancellation endorsements as well as the Certificate of Insurance shall indicate: City of Round Rock, 221 E. Main St., Round Rock, Texas 78664. .5 The 'other" insurance clause shall not apply to the OWNER where the OWNER is an additional insured shown on any policy. It is intended that policies required in the Contract, covering both OWNER and CONTRACTOR, shall be considered primary coverage as applicable. .6 If insurance policies are not written for amounts specified below, CONTRACTOR shall carry Umbrella or Excess Liability Insurance for any differences in amounts specified. If Excess Liability Insurance is provided, it shall follow the form of the primary coverage. .7 OWNER shall be entitled, upon request and without expense, to receive certified copies of policies and endorsements thereto and may make any reasonable requests for deletion or revision or modification of particular policy terms, conditions, limitations, or exclusions except where policy provisions are established by law or regulations binding upon either of the parties hereto or the underwriter on any such policies. .8 OWNER reserves the right to review the insurance requirements set forth during the effective period of this Contract and to make reasonable adjustments to insurance coverage, limits, and exclusions when deemed necessary and prudent by OWNER based upon changes in statutory law, court decisions, the claims history of the industry or financial condition of the insurance company as well as CONTRACTOR. .9 CONTRACTOR shall not cause any insurance to be canceled nor permit any insurance to lapse during the term of the Contract or as required in the Contract. .10 CONTRACTOR shall be responsible for premiums, deductibles and self-insured retentions, if any, stated in policies. All deductibles or self-insured retentions shall be disclosed on the Certificate of Insurance. 00700 7-2009 Page 12 General Conditions .11 CONTRACTOR shall provide OWNER thirty (30) days written notice of erosion of the aggregate limits below occurrence limits for all applicable coverages indicted within the Contract. .12 If OWNER -owned property is being transported or stored off-site by CONTRACTOR, then the appropriate property policy will be endorsed for transit and storage in an amount sufficient to protect OWNER's property. .13 The insurance coverages required under this contract are required minimums and are not intended to limit the responsibility or liability of CONTRACTOR. 5.3.1.2 Business Automobile Liability Insurance. Provide coverage for all owned, non -owned and hired vehicles. The policy shall contain the following endorsements in favor of OWNER: a) Waiver of Subrogation endorsement TE 2046A; b) 30 day Notice of Cancellation endorsement TE 0202A; and c) Additional Insured endorsement TE 9901 B. Provide coverage in the following types and amounts: .1 A minimum combined single limit of $500,000 per occurrence for bodily injury and property damage. Alternate acceptable limits are $250,000 bodily injury per person, $500,000 bodily injury per occurrence and at least $100,000 property damage liability each accident. 5.3.1.3 Workers' Compensation and Employers' Liability Insurance: Coverage shall be consistent with statutory benefits outlined in the Texas Workers' Compensation Act (Section 401). CONTRACTOR shall assure compliance with this Statute by submitting two (2) copies of a standard certificate of coverage (e.g. ACCORD form) to Owner's Representative for every person providing services on the Project as acceptable proof of coverage. The required Certificate of Insurance must be presented as evidence of coverage for CONTRACTOR. Workers' Compensation Insurance coverage written by the Texas Workers Compensation Fund is acceptable to OWNER. CONTRACTOR's policy shall apply to the State of Texas and include these endorsements in favor of OWNER: a) Waiver of Subrogation, form WC 420304; and b) 30 day Notice of Cancellation, form WC 420601. The minimum policy limits for Employers' Liability Insurance coverage shall be as follows: .1 $100,000 bodily injury per accident, $500,000 bodily injury by disease policy limit and $100,000 bodily injury by disease each employee. 5.3.1.4 Commercial General Liability Insurance. The Policy shall contain the following provisions: a) Blanket contractual liability coverage for liability assumed under the Contract and all contracts relative to this Project. b) Completed Operations/Products Liability for the duration of the warranty period. c) Explosion, Collapse and Underground (X, C & U) coverage. 00700 7-2009 Page 13 General Conditions d) Independent Contractors coverage. e) Aggregate limits of insurance per project, endorsement CG 2503. f) OWNER listed as an additional insured, endorsement CG 2010. g) 30 day notice of cancellation in favor of OWNER, endorsement CG 0205. h) Waiver of Transfer of Recovery Against Others in favor of OWNER, endorsement CG 2404. Provide coverages A&B with minimum limits as follows: .1 A combined bodily injury and property damage limit of $500,000 per occurrence. 5.3.1.5 Builders' Risk Insurance. CONTRACTOR shall maintain Builders' Risk Insurance or Installation Insurance on an all risk physical Toss form in the Contract Amount. Coverage shall continue until the Work is accepted by OWNER. OWNER shall be a loss payee on the policy. If off site storage is permitted, coverage shall include transit and storage in an amount sufficient to protect property being transported or stored. 5.4 Bonds: 5.4.1 General. .1 Bonds, when required, shall be executed on forms furnished by or acceptable to OWNER. All bonds signed by an agent must be accompanied by a certified copy of such agent's authority to act. .2 If the surety on any bond furnished by CONTRACTOR is declared bankrupt or becomes insolvent or its right to do business is terminated in the State of Texas or it ceases to meet the requirements of the preceding paragraph, CONTRACTOR shall within ten (10) days thereafter substitute another bond and surety, both of which must be acceptable to OWNER. .3 When Performance Bonds and/or Payment Bonds are required, each shall be issued in an amount of one hundred percent (100%) of the Contract Amount as security for the faithful performance and/or payment of all CONTRACTOR's obligations under the Contract Documents. Performance Bonds and Payment Bonds shall be issued by a solvent surety company authorized to do business in the State of Texas, and shall meet any other requirements established by law or by OWNER pursuant to applicable law. Any surety duly authorized to do business in Texas may write Performance and Payment Bonds on a project without reinsurance to the limit of 10 percent of its capital and surplus. Such a surety must reinsure any obligations over 10 percent. 5.4.2 Performance Bond. .1 If the Contract Amount exceeds $100,000, CONTRACTOR shall furnish OWNER with a Performance Bond in the form set out by OWNER. .2 If the Contract Amount exceeds $25,000 but is less than or equal to $100,000, CONTRACTOR shall furnish OWNER with a Performance Bond in the form set out by OWNER, unless the original Contract Time is 60 Calendar Days/40 Working Days or less, in which case CONTRACTOR can agree to the following terms and conditions for payment in lieu of providing a Performance Bond: no money will be paid to CONTRACTOR until completion and acceptance of the Work by OWNER; CONTRACTOR shall be entitled to receive 95% of the Contract Amount following Final Completion, and the remaining 526of the Contract Amount following the one year warranty period. .3 If the Contract Amount is less than or equal to $25,000, CONTRACTOR will not be required to furnish a Performance Bond; provided that no money will be paid to CONTRACTOR until 00700 7-2009 Page 14 General Conditions completion and acceptance of the Work by OWNER under the following terms and conditions: CONTRACTOR shall be entitled to receive 95% of the Contract Amount following Final Completion, and the remaining 5% of the Contract Amount following the one year warranty period. .4 If a Performance Bond is required to be furnished, it shall extend for the one year warranty period. 5.4.3 Payment Bond. .1 If the Contract Amount exceeds $25,000, CONTRACTOR shall furnish OWNER with a Payment Bond in the form set out by OWNER. .2 If the Contract Amount is less than or equal to $25,000, CONTRACTOR will not be required to furnish a Payment Bond; provided that no money will be paid to CONTRACTOR until completion and acceptance of the Work by OWNER under the terms and conditions specified in paragraph 5.4.2.3. ARTICLE 6 - CONTRACTOR'S RESPONSIBILITIES 6.1 Supervision and Superintendence: 6.1.1 The CONTRACTOR shall supervise, inspect and direct the Work competently and efficiently, devoting such attention thereto and applying such skills and expertise as may be necessary to perform the Work in accordance with the Contract Documents. Unless otherwise directed by the OWNER in the Contract Documents, the CONTRACTOR shall be solely responsible for the means, methods, techniques, sequences and procedures of construction. The CONTRACTOR shall be responsible to see that the completed Work complies accurately with the Contract Documents. 6.1.2 The CONTRACTOR shall have an English-speaking, competent Superintendent on the Work at all times that work is in progress. Upon request of Owner's Representative, the CONTRACTOR shall present the resume of the proposed Superintendent to Owner's Representative showing evidence of experience and successful superintendence and direction of work of a similar scale and complexity. If, in the opinion of Owner's Representative, the proposed Superintendent does not indicate sufficient experience in line with the Work, he/she will not be allowed to be the designated Superintendent for the Work. The Superintendent shall not be replaced without Written Notice to Owner's Representative. If the CONTRACTOR deems it necessary to replace the Superintendent, the CONTRACTOR shall provide the necessary information for approval, as stated above, on the proposed new Superintendent. A qualified substitute Superintendent may be designated in the event that the designated Superintendent is temporarily away from the Work, but not to exceed a time limit acceptable to Owner's Representative. The CONTRACTOR shall replace the Superintendent upon the OWNER's request in the event the Superintendent is unable to perform to the OWNER's satisfaction. The Superintendent will be the CONTRACTOR's representative on the Work and shall have the authority to act on behalf of the CONTRACTOR. All communications given to the Superintendent shall be as binding as if given to the CONTRACTOR. Either the CONTRACTOR or the Superintendent shall provide an emergency and home telephone number at which one or the other may be reached if necessary when work is not in progress. 6.2 Labor, Materials and Equipment: 6.2.1 The CONTRACTOR agrees to employ only orderly and competent workers, skillful in performance of the type of Work required under this Contract. The CONTRACTOR, Subcontractors, Sub -subcontractors, and their employees may not use or possess any firearms, alcoholic or other intoxicating beverages, illegal drugs or controlled substances while on the job or on the OWNER's property, nor may such workers be intoxicated, or under the influence of alcohol or drugs, on the job. If the OWNER or Owner's Representative notifies the CONTRACTOR that any worker is incompetent, disorderly or disobedient, has knowingly or repeatedly violated safety regulations, has possessed any firearms, or has possessed or was under the influence of alcohol or drugs on the job, the CONTRACTOR shall immediately remove such worker from performing Contract Work, and may not employ such worker again on Contract Work without the OWNER's prior written consent. The CONTRACTOR shall at all times maintain good discipline and order -on or off the site in all matters pertaining to the Project. The 00700 7-2009 Page 15 General Conditions CONTRACTOR shall pay workers no Tess than the wage rates established in Section 00830, and maintain weekly payroll reports as evidence thereof. 6.2.2 Unless otherwise specified, the CONTRACTOR shall provide and pay for all materials, equipment, labor, transportation, construction equipment and machinery, tools, appliances, fuel, power, light, heat, telephone, water, sanitary facilities, temporary facilities and all other facilities and incidentals necessary for the furnishing, performance, re -testing of defective work, start-up and completion of the Work. 6.2.3 All materials and equipment shall be of good quality and new (including new products made of recycled materials), except as otherwise provided in the Contract Documents. If required by Owner's Representative, the CONTRACTOR shall furnish satisfactory evidence (reports of required tests, manufacturer's certificates of compliance with material requirements, mill reports, etc.) as to the kind, quantity and quality of materials and equipment. All materials and equipment shall be applied, installed, connected, erected, used, cleaned and conditioned in accordance with instructions of the applicable Supplier, except as otherwise provided in the Contract Documents. 6.2.4 Substitutes and "Approved Equal" Items: 6.2.4.1 Whenever an item of material or equipment is specified or described in the Contract Documents by using the name of a proprietary item or the name of a particular Supplier, the specification or description is intended to establish the type, function and quality required. Unless the specification or description contains words reading that no like, equivalent or "approved equal" item or no substitution is permitted, other items of material or equipment of other Suppliers may be submitted to Owner's Representative under the following circumstances: .1 "Approved Equal": If, in the OWNER's sole discretion, an item of material or an item of equipment proposed by the CONTRACTOR is functionally equal to that named and sufficiently similar so that no change in related Work will be required, it may be considered by the OWNER as an "approved equal" item, in which case review of the proposed item may, in the OWNER's sole discretion, be accomplished without compliance with some or all of the requirements for evaluation of proposed substitute items. The CONTRACTOR shall provide the OWNER with the documentation required for the OWNER to make its determination. .2 Substitute Items: If, in the OWNER's sole discretion, an item of material or an item of equipment proposed by the CONTRACTOR does not qualify as an "approved equal" item under paragraph 6.2.4.1.1, then it will be considered a proposed substitute item. The CONTRACTOR shall submit sufficient information to allow the OWNER to determine that the item of material or item of equipment proposed is essentially equivalent to that named and a substitute therefor. 6.2.4.2 Substitute Construction Methods and Procedures: If a specific means, method, technique, sequence or procedure of construction is shown or indicated in and expressly required by the Contract Documents, the CONTRACTOR may with prior approval of the OWNER furnish or utilize a substitute means, method, technique, sequence, or procedure of construction. The CONTRACTOR shall submit sufficient information to Owner's Representative to allow the OWNER, in the OWNER's sole discretion, to determine that the substitute proposed is equivalent to that expressly called for by the Contract Documents. 6.2.4.3 OWNER's Evaluation: The OWNER will be allowed a reasonable time within which to evaluate each proposal or submittal made pursuant to paragraph 6.2.4.1.1 and paragraph 6.2.4.1.2. The OWNER will be the sole judge of acceptability. No "approved equal" or substitute shall be ordered, installed, or utilized until the OWNER's review is complete, which will be evidenced by either a Change Order or completion of the Shop Drawing review procedure. The OWNER may require the CONTRACTOR to furnish at the CONTRACTOR's expense a special performance guarantee or other surety bond with respect to any "approved equal" or substitute. The OWNER shall not be responsible for any delay due to review time for any "approved equal" or substitute. 6.2.4.4 CONTRACTOR's Expense: All data to be provided by the CONTRACTOR in support of any proposed "approved equal" or substitute item will be at the CONTRACTOR's expense. 6.2.5 The CONTRACTOR agrees to assign to the OWNER any rights it may have to bring antitrust suits against its Suppliers for overcharges on materials incorporated in the Project growing out of illegal price fixing 00700 7-2009 Page 16 General Conditions agreements. The CONTRACTOR further agrees to cooperate with the OWNER should the OWNER wish to prosecute suits against Suppliers for illegal price fixing. 6.3 Progress Schedule: Unless otherwise directed, the CONTRACTOR shall adhere to the progress schedule established in accordance with paragraph 2.6 as it may be adjusted from time to time as provided below: .1 The CONTRACTOR shall submit to Owner's Representative for acceptance proposed adjustments in the progress schedule that will not change the Contract Times or Milestones. Such adjustments will_ conform generally to the progress schedule then in effect. .2 Proposed adjustments in the progress schedule that will change the Contract Times or Milestones shall be submitted in accordance with the requirements of Article 12. Such adjustments may only be made by a Change Order or Time Extension Request in accordance with Article 12. 6.4 Concerning Subcontractors, Suppliers and Others: 6.4.1 Assignment: The CONTRACTOR agrees to retain direct control of and give direct attention to the fulfillment of this Contract. The CONTRACTOR agrees not to, by Power of Attorney or otherwise, assign said Contract without the prior written consent of the OWNER. 6.4.2 Award of Subcontracts for Portions of the Work: The CONTRACTOR shall not employ any Subcontractor, Supplier or other person or organization, whether initially or as a substitute, against whom the OWNER may have reasonable objection. The CONTRACTOR must provide the OWNER with a list of all Subcontractors, Suppliers, or other persons or organizations it will use in the Work, and such list must be provided prior to the preconstruction conference. Should the OWNER have objections, the OWNER will communicate such objections by Written Notice. If the OWNER requires a change without good cause of any Subcontractor, person or organization previously accepted by OWNER, the Contract Amount may be increased or decreased by the difference in the cost occasioned by any such change, and an appropriate Change Order shall be issued. The CONTRACTOR shall not substitute any Subcontractor, person or organization that has been accepted by the OWNER, unless the substitute has been accepted in writing by the OWNER. No acceptance by the OWNER of any Subcontractor, Supplier or other person or organization shall constitute a waiver of any right of the OWNER to reject defective Work. 6.4.3 The CONTRACTOR shall enter into written agreements with all Subcontractors and Suppliers which specifically bind the Subcontractors or Suppliers to the applicable terms and conditions of the Contract Documents for the benefit of the OWNER and E/A. The OWNER reserves the right to specify that certain requirements shall be adhered to by all Subcontractors and Sub -subcontractors as indicated in other portions of the Contract Documents and these requirements shall be made a portion of the agreement between the CONTRACTOR and Subcontractor or Supplier. 6.4.4 The CONTRACTOR shall be fully responsible to the OWNER for all acts and omissions of the Subcontractors, Suppliers and other persons and organizations performing or furnishing any of the Work under a direct or indirect contract with the CONTRACTOR just as the CONTRACTOR is responsible for the CONTRACTOR's own acts and omissions. Nothing in the Contract Documents shall create for the benefit of any such Subcontractor, Supplier or other person or organization any contractual relationship between the OWNER and any such Subcontractor, Supplier or other person or organization, nor shall it create any obligation on the part of the OWNER or E/A to pay or to see to the payment of any amounts due any such Subcontractor, Supplier or other person or organization except as may otherwise be required by laws and regulations. 6.4.5 The CONTRACTOR shall be solely responsible for scheduling and coordinating the Work of Subcontractors, Suppliers and other persons and organizations performing or furnishing any of the Work under a direct or indirect contract with the CONTRACTOR. The CONTRACTOR shall require all Subcontractors, Suppliers and such other persons and organizations performing or furnishing any of the Work to communicate with Owner's Representative through the CONTRACTOR. 00700 7-2009 Page 17 General Conditions 6.4.6 The divisions and sections of the Specifications and the identifications of any Drawings shall not control the CONTRACTOR in dividing or delineating the Work to be performed by any specific trade. 6.4.7 The CONTRACTOR shall pay each Subcontractor and Supplier their appropriate share of payments made to the CONTRACTOR not later than ten (10) Calendar Days after the CONTRACTOR's receipt of payment from the OWNER. 6.5 Patent Fees and Royalties: 6.5.1 The CONTRACTOR shall be responsible at all times for compliance with applicable patents or copyrights encompassing, in whole or in part, any design, device, material, or process utilized, directly or indirectly, in the performance of the Work or the formulation or presentation of its Bid. 6.5.2 The CONTRACTOR shall pay all royalties and license fees and shall provide, prior to commencement of Work hereunder and at all times during the performance of same, for lawful use of any design, device, material or process covered by letters, patent or copyright by suitable legal agreement with the patentee, copyright holder, or their duly authorized representative whether or not a particular design, device, material, or process is specified by the OWNER. 6.5.3 The CONTRACTOR shall defend all suits or claims for infringement of any patent or copyright and shall save the OWNER harmless from any loss or liability, direct or indirect, arising with respect to the CONTRACTOR's process in the formulation of its bid or the performance of the Work or otherwise arising in connection therewith. The OWNER reserves the right to provide its own defense to any suit or claim of infringement of any patent or copyright in which event the CONTRACTOR shall indemnify and save harmless the OWNER from all costs and expenses of such defense as well as satisfaction of all judgments entered against the OWNER. 6.5.4 The OWNER shall have the right to stop the Work and/or terminate this Agreement at any time in the event the CONTRACTOR fails to disclose to the OWNER that the CONTRACTOR's work methodology includes the use of any infringing design, device, material or process. 6.6 Permits, Fees: Unless otherwise provided in the Supplemental General Conditions, the CONTRACTOR shall obtain and pay for all construction permits, licenses and fees required for prosecution of the Work. OWNER will obtain and pay for the following permits, licenses and/or fees, if required: .1 Site Development Permit. .2 Building Permit(s). .3 Texas Department of Transportation permit for work in State rights-of-way. .4 Railroad Utility License Agreement. 6.7 Laws and Regulations: 6.7.1 The CONTRACTOR shall give all notices and comply with all laws and regulations applicable to furnishing and performing the Work. Except where otherwise expressly required by applicable laws and regulations, neither the OWNER nor E/A shall be responsible for monitoring the CONTRACTOR's compliance with any laws and regulations. 6.7.2 The CONTRACTOR shall plan and execute its operations in compliance with all applicable Federal, State and local laws and regulations, including those concerning control and abatement of water pollution and prevention and control of air pollution. 6.7.3 If the CONTRACTOR performs any Work knowing or having reason to know that it is contrary to laws or regulations, then the CONTRACTOR shall bear all claims, costs, losses and damages arising therefrom; however, 00700 7-2009 Page 18 General Conditions it shall not be the CONTRACTOR's primary responsibility to make certain that the Specifications and Drawings are in accordance with laws and regulations, but this does not relieve the CONTRACTOR of the CONTRACTOR's obligations under Article 3. 6.8 Taxes: 6.8.1 The CONTRACTOR shall pay all sales, consumer, use and other similar taxes required to be paid by the CONTRACTOR in accordance with the laws and regulations of the State of Texas. 6.8.2 The OWNER is an exempt organization as defined by Chapter 11 of the Property Tax Code of Texas and is thereby exempt from payment of Sales Tax under Chapter 151, limited Use Sales, Excise and Use Tax, Texas Tax Code, and Article 1066 (C), Local Sales and Use Tax Act, Revised Civil Statutes of Texas. 6.9 Use of Premises: 6.9.1 The CONTRACTOR shall confine construction equipment, the storage of materials and equipment and the operations of workers to the site and land and areas identified in and permitted by the Contract Documents and other land and areas permitted by laws and regulations, rights-of-way, permits and easements, and shall not unreasonably encumber the premises with construction equipment or other materials or equipment. The CONTRACTOR shall assume full responsibility for any damage to any such land or area, or to the owner or occupant thereof or of any adjacent land or areas, resulting from the performance of the Work. Should any claim be made by any such owner or occupant because of the performance of the Work, the CONTRACTOR shall promptly settle with such other party by negotiation or otherwise resolve the claim by dispute resolution proceeding or at law. The CONTRACTOR shall indemnify, defend and hold harmless the OWNER, E/A, E/A's consultants and anyone directly or indirectly employed by any of them from and against all claims, costs, losses and damages (including court costs and reasonable attorneys' fees) arising out of or resulting from any claim or action, legal or equitable, brought by any such owner or occupant against the OWNER, E/A or any other party indemnified hereunder to the extent caused by or based upon performance of the Work or failure to perform the Work. 6.9.2 During the progress of the Work and on a daily basis, the CONTRACTOR shall keep the premises free from accumulations of waste materials, rubbish and other debris resulting from the Work. At the completion of the Work, the CONTRACTOR shall remove all waste materials, rubbish and debris from and about the premises as well as all tools, appliances, construction equipment and machinery and surplus materials. The CONTRACTOR shall leave the site clean and ready for occupancy by the OWNER at Substantial Completion of the Work. The CONTRACTOR shall, at a minimum, restore to original condition all property not designated for alteration by the Contact Documents. 6.9.3 The CONTRACTOR shall not load nor permit any part of any structure to be loaded in any manner that will endanger the structure, nor shall the CONTRACTOR subject any part of the Work or adjacent property to stresses or pressures that will endanger it. 6.10 Record Documents: The CONTRACTOR shall maintain in a safe place at the site, or other location acceptable to the OWNER, one (1) record copy of all Drawings, Specifications, Addenda, Change Orders, Change Directives, Field Orders and written interpretations and clarifications (issued pursuant to paragraph 9.5) in good order and annotated to show all changes made during construction. These record documents, together with all final samples and all final Shop Drawings, will be available to the OWNER and E/A for reference during performance of the Work. Upon Substantial Completion of the Work, these record documents, samples and Shop Drawings shall be promptly delivered to Owner's Representative. 6.11 Safety and Protection: 6.11.1 The CONTRACTOR shall be responsible for initiating, maintaining and supervising all safety precautions and programs in connection with the Work. Upon request, and prior to installation of measures, the CONTRACTOR shall submit a site security plan for approval by the OWNER. By reviewing the plan or making recommendations or comments, the OWNER will not assume liability nor will the CONTRACTOR be relieved of 00700 7-2009 Page 19 General Conditions liability for damage, injury or loss. The CONTRACTOR shall take all necessary precautions for the safety of and shall provide the necessary protection to prevent damage, injury or Toss to: .1 all persons on the Work site or who may be affected by the Work; .2 all the Work and materials and equipment to be incorporated therein, whether in storage on or off the site; and .3 other property at the site or adjacent thereto, including but not limited to, trees, shrubs, lawns, walks, pavements, roadways, structures, utilities and underground facilities not designated for removal, relocation or replacement in the course of construction. 6.11.2 The CONTRACTOR shall comply with all applicable laws and regulations of any public body having jurisdiction for safety of persons or property or to protect them from damage, injury or loss; and shall erect and maintain all necessary safeguards for such safety and protection. The CONTRACTOR shall notify owners of adjacent property and of underground facilities, and utility owners when prosecution of the Work may affect them, and shall cooperate with them in the protection, removal, relocation and replacement of their property. All damage, injury or loss to any property referred to in paragraph 6.11.1.2 and paragraph 6.11.1.3 caused, directly or indirectly, in whole or in part, by the CONTRACTOR, Subcontractor, Supplier or any person or organization directly or indirectly employed by any of them to perform or furnish any of the Work or anyone for whose acts any of them may be liable, shall be remedied by the CONTRACTOR (except damage or loss attributable to the fault of Drawings or Specifications or to the acts or omissions of the OWNER, or E/A, or E/A's consultant or anyone employed by any of them or anyone whose acts any of them may be liable, and not attributable, directly or indirectly, in whole or in part, to the faults or negligence of the CONTRACTOR or any Subcontractor, Supplier or other person or organization directly or indirectly employed by any of them). The CONTRACTOR's duties and responsibilities for safety and protection of the Work shall continue until such time as all the Work is completed and Owner's Representative has issued a notice to the OWNER and the CONTRACTOR in accordance with Article 14 that the Work is acceptable (except as otherwise expressly provided in connection with Substantial Completion). 6.11.3 Safety Representative: The CONTRACTOR shall designate a qualified and experienced safety representative at the site whose duties and responsibilities shall be the prevention of accidents and the maintaining and supervising of safety precautions and programs. Upon request of the OWNER, the CONTRACTOR shall provide certifications or other documentation of the safety representative's qualifications. 6.11.4 Hazard Communication Programs: The CONTRACTOR shat( be responsible for coordinating any exchange of material safety data sheets or other hazard communication information required to be made available to or exchanged between or among employers at the site in accordance with laws and regulations. 6.11.5 Emergencies: 6.11.5.1 In emergencies affecting the safety or protection of persons or the Work at the site or adjacent thereto, the CONTRACTOR, without special instruction or authorization from the OWNER or E/A, is obligated to act reasonably to prevent threatened damage, injury or loss and to mitigate damage or loss to the Work. The CONTRACTOR shall give Owner's Representative prompt written notice if the CONTRACTOR believes that any significant changes in the Work or variations from the Contract Documents have been caused thereby. If Owner's Representative determines that a change in the Contract Documents is required because of the action taken by the CONTRACTOR in response to such an emergency, a Change Directive or Change Order will be issued to document the consequences of such action; otherwise the OWNER will not be responsible for the CONTRACTOR's emergency action. 6.11.5.2 Authorized agents of the CONTRACTOR shall respond immediately to call -out at any time of any day or night when circumstances warrant the presence on Project site of the CONTRACTOR or its agent to protect the Work or adjacent property from damage, restriction or limitation or to take such action or measures pertaining to the Work as may be necessary to provide for the safety of the public. Should the CONTRACTOR and/or its agent fail to respond and take action to alleviate such an emergency situation, the OWNER may direct other forces to take action as necessary to remedy the emergency condition, and the OWNER will deduct any cost of such remedial action from the funds due to the CONTRACTOR under this Contract. 00700 7-2009 Page 20 General Conditions 6.11.5.3 In the event there is an accident involving injury to any individual on or near the Work, the CONTRACTOR shall notify Owner's Representative within twenty-four (24) hours of the event and shall be responsible for recording the location of the event and the circumstances surrounding the event through photographs, interviewing witnesses, obtaining medical reports and other documentation that describes the event. Copies of such documentation shall be provided to Owner's Representative, for the OWNER's and E/A's records, within forty-eight (48) hours of the event. 612 Continuing the Work: The CONTRACTOR shall carry on the Work and adhere to the progress schedule during all disputes or disagreements with the OWNER. No Work shall be delayed or postponed pending resolution of any disputes or disagreements, except as the OWNER and the CONTRACTOR may agree in writing. 6.13 CONTRACTOR's General Warranty and Guarantee: 6.13.1 The CONTRACTOR warrants and guarantees to the OWNER that all Work will be performed in a good and workmanlike manner in accordance with the Contract Documents and will not be defective. The CONTRACTOR's warranty and guarantee hereunder excludes defects or damage caused by: .1 abuse, modification or improper maintenance or operation by persons other than the CONTRACTOR, Subcontractors or Suppliers; or .2 normal wear and tear under normal usage. 6.13.2 The CONTRACTOR's obligation to perform and complete the Work in a good and workmanlike manner in accordance with the Contract Documents shall be absolute. None of the following will constitute acceptance of Work not in accordance with the Contract Documents or a release of the CONTRACTOR's obligation to perform the Work in accordance with the Contract Documents: .1 observations by Owner's Representative and/or E/A; .2 recommendation of any progress or final payment by Owner's Representative; .3 the issuance of a certificate of Substantial Completion or any payment by the OWNER to the CONTRACTOR under the Contract Documents; .4 use or occupancy of the Work or any part thereof by the OWNER; .5 any acceptance by the OWNER or any failure to do so; .6 any review of a Shop Drawing or sample submittal; .7 any inspection, test or approval by others; or .8 any correction of defective Work by the OWNER. 6.14 Indemnification: 6.14.1 The CONTRACTOR shall defend, indemnify and hold harmless the OWNER, E/A, E/A's consultants and subconsultants and their respective officers, directors, partners, employees, agents and other consultants and any of them from and against all claims, costs, losses and damages (including but not limited to all fees and charges of engineers, architects, attorneys and other professionals and all court or other dispute resolution costs) arising out of or resulting from the performance of the Work, provided that any such claim, cost, loss or damage: .1 is attributable to bodily injury, sickness, disease or death, or to injury to or destruction of tangible property (other than the Work itself), including the loss of use resulting therefrom, and 00700 7-2009 Page 21 General Conditions .2 is caused in whole or in part by any negligent act or omission of the CONTRACTOR, any Subcontractor, any Supplier, any person or organization directly or indirectly employed by any of them to perform or furnish any of the Work or anyone for whose acts any of them may be liable, regardless of whether or not caused in part by any negligence or omission of a person or entity indemnified hereunder or whether liability is imposed upon such indemnified party by laws and regulations regardless of the negligence of any such person or entity. 6.14.2 The indemnification obligation under paragraph 6.14.1 shall not be limited in any way by any limitation on the amount or type of damages, or compensation or benefits payable by or for the CONTRACTOR or any such Subcontractor, Supplier or other person or organization under workers' compensation acts, disability benefit acts or other employee benefit acts. 6.14.3 The obligations of the CONTRACTOR under paragraph 6.14.1 shall not extend to the liability of the OWNER, E/A, E/A's consultants, and their officers, directors, partners, employees or agents caused primarily by negligent preparation of maps, drawings, surveys, designs or specifications upon which is placed the applicable state -authorized design professional seal of the OWNER's, E/A's or E/A's consultant's officers, directors, partners, employees or agents. 6.14.4 In the event the CONTRACTOR fails to follow the OWNER's directives concerning use of the site, scheduling or course of construction, or engages in other conduct which proximately causes damage to property based on inverse condemnation or otherwise, then and in that event, the CONTRACTOR shall indemnify the OWNER against all costs resulting from such claims. 6.14.5 In the event the CONTRACTOR unreasonably delays progress of the work being done by others on the site so as to cause loss for which the OWNER becomes liable, then the CONTRACTOR shall reimburse the OWNER for such loss. 6.15 Survival of Obligations: All representations, indemnifications, warranties and guarantees made in, required by or given in accordance with the Contract Documents, as well as all continuing obligations indicated in the Contract Documents, will survive final payment, completion and acceptance of the Work and termination or completion of the Agreement. 6.16 Losses from Natural Causes: Unless otherwise specified, all loss or damage to the CONTRACTOR arising out of the nature of the Work to be done or from action of the elements, floods or from unforeseeable circumstances in prosecution of the Work or from unusual obstructions or difficulties which may be encountered in prosecution of the Work, shall be sustained and borne by the CONTRACTOR at its own cost and expense. 6.17 Notice of Claim: Should the CONTRACTOR suffer injury or damage to person or property because of any error, omission or act of the OWNER or of any of the OWNER's employees or agents or others for whose acts the OWNER is liable, a Claim will be made to the other party within thirty (30) calendar days of the event giving rise to such injury or damage. The provisions of this paragraph 6.17 shall not be construed as a substitute for or a waiver of the provisions of any applicable statute of limitations or statute of repose. 6.18 Liquidated Damages: At set forth in the Agreement, paragraph 1.2, the CONTRACTOR or its Surety shall be liable for Liquidated Damages for the CONTRACTOR's failure to timely complete the Work or any portion thereof within the Contract Time. See Supplemental Conditions for amount of Liquidated Damages. 00700 7-2009 Page 22 General Conditions ARTICLE 7 - OTHER WORK 7.1 The OWNER may perform other work related to the Project at the site by the OWNER's own forces, or let other contracts therefor, or have other work performed by utility owners. If the CONTRACTOR believes that delay or additional cost is involved because of such action by the OWNER, the CONTRACTOR may make a Claim as provided in Article 11 or Article 12. 7.2 The CONTRACTOR shall afford other contractors who are in a contract with the OWNER and each utility owner (and the OWNER, if the OWNER is performing the additional work with the OWNER's employees) proper and safe access to the site and a reasonable opportunity for the introduction and storage of materials and equipment and the execution of such other work and shall properly connect and coordinate the Work with theirs. Unless otherwise provided in the Contract Documents, the CONTRACTOR shall do all cutting, fitting and patching of the Work that may be required to make its several parts come together properly and integrate with such other work. The CONTRACTOR shall not endanger any work of others by cutting, excavating or otherwise altering their work and will only cut or alter their work with the written consent of Owner's Representative and the other contractors whose work will be affected. The CONTRACTOR shall promptly remedy damage wrongfully caused by the CONTRACTOR to completed or partially completed construction or to property of the OWNER or separate contractors. 7.3 If the proper execution or results of any part of the CONTRACTOR's Work depends upon work performed by others under this Article 7, the CONTRACTOR shall inspect such other work and promptly report to Owner's Representative in writing any delays, defects or deficiencies in such other work that render it unavailable or unsuitable for the proper execution and results of the CONTRACTOR's Work. The CONTRACTOR's failure to report will constitute an acceptance of such other work as fit and proper for integration with the CONTRACTOR's Work except for latent or non -apparent defects and deficiencies in such other work. 7.4 The OWNER shall provide for coordination of the activities of the OWNER's own forces and of each separate contractor with the Work of the CONTRACTOR, who shall cooperate with them. The CONTRACTOR shall participate with other separate contractors and Owner's Representative in reviewing their construction schedules when directed to do so. The CONTRACTOR shall make any revisions to the construction schedule deemed necessary after a joint review and mutual agreement. The construction schedules shall then constitute the schedules to be used by the CONTRACTOR, separate contractors and the OWNER until subsequently revised. 7.5 Unless otherwise stated herein, costs caused by delays or by improperly timed activities or defective construction shall be borne by the party responsible therefor. ARTICLE 8 - OWNER'S RESPONSIBILITIES 8.1 Prior to the start of construction, the OWNER will designate in writing a person or entity to act as Owner's Representative during construction. Except as otherwise provided in these General Conditions, the OWNER shall issue all communications to the CONTRACTOR through Owner's Representative. 8.2 The OWNER will not supervise, direct, control or have authority over or be responsible for the CONTRACTOR'S means, methods, techniques, sequences or procedures of construction or the safety precautions and programs incident thereto. The OWNER is not responsible for any failure of the CONTRACTOR to comply with laws and regulations applicable to furnishing or performing the Work. The OWNER is not responsible for the CONTRACTOR's failure to perform or furnish the Work in accordance with the Contract Documents. Failure or omission of the OWNER to discover, or object to or condemn any defective Work or material shall not release the CONTRACTOR from the obligation to properly and fully perform the Contract. 8.3 The OWNER is not responsible for the acts or omissions of the CONTRACTOR, or of any Subcontractor, any Supplier, or of any other person or organization performing or furnishing any of the Work. 8.4 Information or services under the OWNER's control shall be furnished by the OWNER with reasonable promptness to avoid delay in the orderly progress of the Work. 00700 7-2009 Page 23 General Conditions 8.5 The foregoing are in addition to other duties and responsibilities of the OWNER enumerated herein and especially those in respect to Article 4 (Availability of Lands; Subsurface and Physical Conditions; Reference Points), Article 7 (Other Work) and Article 14 (Payments to the CONTRACTOR and Completion). 8.6 Notice of Claim: Should the OWNER suffer injury or damage to person or property because of any error, omission or act of the CONTRACTOR or of any of the CONTRACTOR's employees or agents or others for whose acts the CONTRACTOR is liable, a Claim will be made to the other party within thirty (30) calendar days of the event giving rise to such injury or damage. The provisions of this paragraph 8.6 shall not be construed as a substitute for or a waiver of the provisions of any applicable statute of limitations or statute of repose. ARTICLE 9 - ENGINEER/ARCHITECT'S STATUS DURING CONSTRUCTION 9.1 EIA's Authority and Responsibilities: 9.1.1 The duties and responsibilities and the limitations of authority of E/A during construction are set forth in the Contract Documents and shall not be extended without written consent of the OWNER and E/A. The assignment of any authority, duties or responsibilities to E/A under the Contract Documents, or under any agreement between the OWNER and E/A, or any undertaking, exercise or performance thereof by E/A, is intended to be for the sole and exclusive benefit of the OWNER and is not for the benefit of the CONTRACTOR, Subcontractor, Sub -subcontractor, Supplier, or any other person or organization, or for any surety or employee or agent of any of them. 9.1.2 E/A will not supervise, direct, control or have authority over or be responsible for the CONTRACTOR's means, methods, techniques, sequences or procedures of construction, or the safety precautions and programs incident thereto. E/A is not responsible for any failure of the CONTRACTOR to comply with laws and regulations applicable to the furnishing or performing the Work. EIA is not responsible for the CONTRACTOR's failure to perform or furnish the Work in accordance with the Contract Documents. Failure or omission of E/A to discover, or object to or condemn any defective Work or material shall not release the CONTRACTOR from the obligation to properly and fully perform the Contract. 9.1.3 E/A is not responsible for the acts or omissions of the CONTRACTOR, or of any Subcontractor, any Supplier, or of any other person or organization performing or furnishing any of the Work. 9.1.4 If the OWNER so directs, E/A will review the final Application for Payment and accompanying documentation and all maintenance and operating instructions, schedules, guarantees, bonds and certificates of inspection, tests and approvals and other documentation required to be delivered by Article 14, but only to determine generally that their content complies with the requirements of, and in the case of certificates of inspections, tests and approvals that the results certified indicate compliance with, the Contract Documents. 9.1.5 The limitations upon authority and responsibility set forth in this paragraph 9.1 shall also apply to E/A's Consultants, Resident Project Representative and assistants. 9.2 E/A as Owner's Representative: 9.2.1 E/A may be designated as Owner's Representative under paragraph 8.1. 9.3 Visits to Site: If the OWNER so directs, E/A will make visits to the site at intervals appropriate to the various stages of construction as is necessary in order to observe as an experienced and qualified design professional the progress that has been made and the quality of the various aspects of the CONTRACTOR's executed Work. Based on information obtained during such visits and observations, E/A will endeavor for the benefit of the OWNER to determine if the Work is proceeding in accordance with the Contract Documents. EIA will not be required to make exhaustive or continuous on-site inspections to check the quality or quantity of the Work. E/A's efforts will be directed toward providing for the OWNER a greater degree of confidence that the completed Work will conform to 00700 7-2009 Page 24 General Conditions the Contract Documents. On the basis of such visits and on-site observation's, E/A will keep the OWNER informed of the progress of the Work and will endeavor to guard the OWNER against defective Work. E/A's visits and on-site observations are subject to all the limitations on E/A's authority and responsibility set forth in paragraph 9.1. 9.4 Project Representative: If the OWNER and E/A agree, E/A will furnish a Resident Project Representative to assist E/A in providing more continuous observation of the Work. The responsibilities and authority and limitations of any such Resident Project Representative and assistants will be as provided in paragraph 9.1 and in the Supplemental General Conditions. The OWNER may designate another representative or agent to represent the OWNER at the site who is not E/A, E/A's consultant, agent or employee. 9.5 Clarifications and Interpretations: E/A may determine that written clarifications or interpretations of the requirements of the Contract Documents (in the form of drawings or otherwise) are necessary. Such written clarifications or interpretations will be consistent with the intent of and reasonably inferable from the Contract Documents, will be issued with reasonable promptness by Owner's Representative and will be binding on the OWNER and the CONTRACTOR. If the OWNER or the CONTRACTOR believes that a written clarification or interpretation justifies an adjustment in the Contract Amount or the Contract Times, the OWNER or the CONTRACTOR may make a Claim therefor as provided in Article 11 or Article 12. 9.6 Rejecting Defective Work: E/A will recommend that the OWNER disapprove or reject Work which E/A believes to be defective, or believes will not produce a completed Project that conforms to the Contract Documents or will prejudice the integrity of the design concept of the completed Project as a functioning whole as indicated by the Contract Documents. ARTICLE 10 - CHANGES IN THE WORK 10.1 Changes: 10.1.1 Without invalidating the Contract and without notice to any surety, the OWNER may, at any time or from time to time, order additions, deletions or revisions in the Work. Such changes in the Work will be authorized by Change Order, Change Directive or Field Order. 10.1.2 Changes in the Work shall be performed under applicable provisions of the Contract Documents, and the CONTRACTOR shall proceed promptly, unless otherwise provided in the Change Order, Change Directive or Field Order. 10.1.3 The CONTRACTOR shall not be entitled to an increase in the Contract Amount or an extension of the Contract Times with respect to any Work performed that is not required by the Contract Documents as amended, modified and supplemented as provided in paragraph 3.3.1 and paragraph 3.3.2, except in the case of an emergency as provided in paragraph 6.11.5 or in the case of uncovering Work as provided in paragraph 13.4. 10.1.4 Except in the case of an emergency as provided in paragraph 6.11.5, a Change Order or Change Directive is required before the CONTRACTOR commences any activities associated with a change in the Work which, in the CONTRACTOR 's opinion, will result in a change in the Contract Amount and/or Contract Times. 10.1.5 If notice of any change affecting the general scope of the Work or the provisions of the Contract Documents (including, but not limited to, Contract Amount or Contract Times) is required by the provisions of any Bond to be given to a surety, the giving of any such notice will be the CONTRACTOR's responsibility, and the amount of each applicable Bond will be adjusted accordingly. 00700 7-2009 Page 25 General Conditions 10.2 Change Orders: 10.2.1 The OWNER and the CONTRACTOR shall execute appropriate written Change Orders covering: .1 a change in the Work; .2 the amount of the adjustment in the Contract Amount, if any; and .3 the extent of the adjustment in the Contract Time, if any. 10.2.2 An executed Change Order shall represent the complete, equitable, and final amount of adjustment in the Contract Amount and/or Contract Time owed to the CONTRACTOR or the OWNER as a result of the occurrence or event causing the change in the Work encompassed by the Change Order. 10.3 Change Directives: 10.3.1 The OWNER may by written Change Directive, without invalidating the Contract, order changes in the Work within the general scope of the Contract consisting of additions, deletions or other revisions, the Contract Amount and Contract Time being adjusted as necessary. A Change Directive shall be used in the absence of complete and prompt agreement on the terms of a Change Order. 10.3.2 If the Change Directive provides for an adjustment to the Contract Amount, the adjustment shall be based on the method provided for in paragraph 11.5. 10.3.3 A Change Directive shall be recorded later by preparation and execution of an appropriate Change Order. 10.3.4 Upon receipt of a Change Directive, CONTRACTOR shall promptly proceed with the change in the Work involved. 10.4 Field Order: 10.4.1 Owner's Representative may authorize minor variations in the Work from the requirements of the Contract Documents which do not involve an adjustment in the Contract Amount or the Contract Times and are compatible with the design concept of the completed Project as a functioning whole as indicated by the Contract Documents. These shall be accomplished by written Field Order and shall be binding on the OWNER and on the CONTRACTOR who shall perform the Work involved promptly. 10.4.2 If the CONTRACTOR believes that a Field Order would require an adjustment in the Contract Amount and/or Contract Times, the CONTRACTOR shall make written request to Owner's Representative for a Change Order. Any request by the CONTRACTOR for an adjustment in Contract Amount and/or Contract Times shall be made in writing prior to beginning the work covered by the Field Order. 10.5 No Damages for Delay: The CONTRACTOR shall receive no compensation for delays or hindrances to the Work. If delay is caused by specific orders given by the OWNER to stop work or by performance of extra Work or by failure of the OWNER to provide information, access to the work, material or necessary instructions for carrying on the Work, then such delay will entitle the CONTRACTOR to an equivalent extension of time, the CONTRACTOR's application for which shall, however, be subject to approval of the OWNER. No such extension of time shall release the CONTRACTOR or surety on its performance bond from all the CONTRACTOR's obligations hereunder which shall remain in full force until discharge of the Contract. ARTICLE 11 - CHANGE OF CONTRACT AMOUNT 11.1 The Contract Amount is stated in the Agreement and, including authorized adjustments, is the total amount payable by the OWNER to the CONTRACTOR for performance of the Work under the Contract Documents. 00700 7-2009 Page 26 General Conditions 11.2 The original Contract Amount may not be increased by more than twenty-five percent (25%) and it may not be decreased more than twenty-five percent (25%) without the consent of the CONTRACTOR to such decrease. 11.3 The Contract Amount shall only be changed by a Change Order. Any claim for an adjustment in the Contract Amount shall be made by Written Notice delivered by the party making the Claim to the other party promptly (but in no event later than thirty (30) calendar days) after the start of the occurrence or event giving rise to the Claim and stating the general nature of the Claim. Notice of the amount of the Claim with supporting data shall be delivered within thirty (30) calendar days after Written Notice of Claim is delivered by claimant, and shall represent that the adjustment claimed covers all known amounts to which claimant is entitled as a result of said occurrence or event. If the OWNER and the CONTRACTOR cannot otherwise agree, all Claims for adjustment in the Contract Amount shall be determined as set out in Article 16. 11.4 Determination of Value of Work: 11.4.1 The value of any Work covered by a Change Order or of any Claim for an adjustment in the Contract Amount will be determined by one or more of the following methods: .1 by application of unit prices contained in the Contract Documents to the quantities of the items involved. .2 by a mutually agreed lump sum properly itemized and supported by sufficient substantiating data to permit evaluation. .3 by cost of Work plus the CONTRACTOR's fee for all overhead costs and profit (determined as provided in paragraph 11.5). 11.4.2 Before using the method described in paragraph 11.4.1.3, the OWNER and the CONTRACTOR agree to negotiate a Change Order using the methods identified in paragraph 11.4.1.1 and paragraph 11.4.1.2, as appropriate, to determine the adjustment in the Contract Amount. 11.5 Cost of Work: If neither of the methods defined in paragraph 11.4.1.1 or paragraph 11.4.1.2 can be agreed upon before a change in the Work is commenced which will result in an adjustment in the Contract Amount, then the change in the Work will be performed by Change Directive and payment will be made as follows: .1 For all personnel, the CONTRACTOR will receive the rate or wage specified in the prevailing wage rates established in Section 00830 for each hour that said personnel are actually engaged in such Work, to which will be added an amount equal to twenty-five percent (25%) of the sum thereof as compensation for the CONTRACTOR's and any affected Subcontractor's total overhead and profit. No separate charge will be made by the CONTRACTOR for organization or overhead expenses. For the cost of premiums on public liability insurance, workers' compensation insurance, social security and unemployment insurance, an amount equal to fifty-five percent (55%) of the wages paid personnel, excluding the twenty-five (25%) compensation provided above, will be paid to the CONTRACTOR. The actual cost of the CONTRACTOR's bond(s) on the extra Work will be paid based on invoices from surety. No charge for superintendence will be made unless considered necessary and ordered by the OWNER. .2 The CONTRACTOR will receive the actual cost, including freight charges, of the materials used on such Work, to which costs will be added a sum equal to twenty-five percent (25%) thereof as compensation for the CONTRACTOR's and any affected Subcontractor's total overhead and profit. In case material invoices indicate a discount may be taken, the actual cost will be the invoice price minus the discount. .3 For machinery, trucks, power tools, or other similar equipment agreed to be necessary by the OWNER and the CONTRACTOR, the OWNER will allow the CONTRACTOR the rate as given in the 00700 7-2009 Page 27 General Conditions latest edition of the Associated General Contractors of America "Contractors Equipment Cost Guide" as published by Dataquest for each hour that said tools or equipment are in use on such work, which rate includes the cost of fuel, lubricants and repairs. No additional compensation will be allowed on the equipment for the CONTRACTOR's overhead and profit. .4 The compensation, as herein provided for, shall be received by the CONTRACTOR and any affected Subcontractor as payment in full for work done by Change Directive and will include use of small tools, and total overhead expense and profit. The CONTRACTOR and the Owner's Representative shall compare records of work done by Change Directive at the end of each day. Copies of these records will be made upon forms provided for this purpose by the OWNER and signed by both Owner's Representative and the CONTRACTOR, with one (1) copy being retained by the OWNER and one (1) by the CONTRACTOR. Refusal by the CONTRACTOR to sign these records within two (2) working days of presentation does not invalidate the accuracy of the record. 11.6 Unit Price Work: 11.6.1 Where the Contract Documents provide that all or part of the Work is to be unit price Work, initially the Contract Amount will be deemed to include for all unit price work an amount equal to the sum of the established unit price for each separately identified item of unit price work times the estimated quantity of each item as indicated in the Bid. The estimated quantities of items of unit price work are not guaranteed and are solely for the purpose of comparison of Bids and determining an initial Contract Amount. Determinations of the actual quantities and classifications of unit price work performed by the CONTRACTOR will be made by Owner's Representative. Owner's Representative will review with the CONTRACTOR the preliminary determinations on such matters before rendering a written decision thereon (by recommendation of an Application for Payment or otherwise). 11.6.2 When "plan quantity" is indicated for a bid item, the CONTRACTOR shall be paid the amount specified in the Contract Documents without any measurements. 11.6.3 Each unit price will be deemed to include an amount considered by the CONTRACTOR to be adequate to cover the CONTRACTOR's overhead and profit for each separately identified item. 11.6.4 A Major Item is any individual bid item in the Bid that has a total cost equal to or greater than five percent (5%) of the original Contract Amount or $50,000, whichever is greater, computed on the basis of bid quantities and Contract unit prices. 11.6.5 The OWNER or the CONTRACTOR may make a Claim for an adjustment in the Contract Amount in accordance with Article 11 if: .1 the actual quantity of any Major Item should become as much as twenty percent (20%) more than or twenty percent (20%) less than in the Bid; or .2 The CONTRACTOR presents proper documentation contesting the accuracy of "plan quantity," and Owner's Representative verifies quantity and determines original quantity is in error by five percent (5%) or more. 11.6.6 Right to Verify Information: The CONTRACTOR agrees that any designated representative of the OWNER shall have the right to examine the CONTRACTOR's records to verify the accuracy and appropriateness of the pricing data used to price change proposals. Even after a Change Order Proposal has been approved, the CONTRACTOR agrees that if the OWNER later determines the cost and pricing data submitted was inaccurate, incomplete, not current or not in compliance with the terms of this Agreement regarding pricing of change orders, then an appropriate contract price reduction will be made. 11.6.7 Pricing Information Requirements: The CONTRACTOR agrees to provide and require all subcontractors to provide a breakdown of allowable labor and labor burden cost information as outlined herein. This information will be used to evaluate the potential cost of labor and labor burden related to change order work. It is intended that this information represent an accurate estimate of the CONTRACTOR's actual labor and labor burden cost components. _ This information is not intended to establish fixed billing or change order pricing labor rates. However, at the time change orders are priced the submitted cost data for labor rates may be used to price 00700 7-2009 Page 28 General Conditions change order work. The accuracy of any such agreed-upon labor cost components used to price change orders will be subject to later audit. Approved change order amounts may be adjusted later to correct the impact of inaccurate labor cost components if the agreed-upon labor cost components are determined to be inaccurate. ARTICLE 12 - CHANGE OF CONTRACT TIMES 12.1 Working Day and Calendar Day Contracts: 12.1.1 The. Contract Times (or Milestones) shall only be changed by Change Order or Time Extension Request duly executed by both the CONTRACTOR and Owner's Representative. Any claim for an adjustment of the Contract Times (or Milestones) shall be made by Written Notice delivered by the party making the Claim to the other party promptly (but in no event later than thirty (30) calendar days) after the start of the occurrence or event giving rise to the delay and stating the general nature of the delay. Notice of the extent of the delay with supporting data shall be delivered within thirty (30) calendar days after Written Notice of Claim is delivered by claimant, and shall represent that the adjustment claimed is the entire adjustment to which claimant is entitled as a result of said occurrence or event. If the OWNER and the CONTRACTOR cannot otherwise agree, all Claims for adjustment in the Contract Times (or Milestones) shall be determined as set out in Article 16. No Claim for an adjustment in the Contract Times (or Milestones) will be valid if not submitted in accordance with the requirements of this paragraph. 12.1.2 When the CONTRACTOR is at fault and the OWNER stops the Work so that corrections in the Work can be made by the CONTRACTOR, then no extension in time will be allowed. 12.1.3 When the CONTRACTOR is prevented from completing any part of the Work within the Contract Times (or Milestones) due to delay not caused by the CONTRACTOR, an extension of the Contract Times (or Milestones) in an amount equal to the time lost due to such delay shall be the CONTRACTOR's sole and exclusive remedy for such delay. However, adverse weather shall not be considered justification for extension of Contract Times on Calendar Day contracts except as provided for in paragraph 12.2. 12.1.4 The OWNER will consider time extension requests and may grant the CONTRACTOR an extension of time because of: .1 Changes ordered in the work which justify additional time. .2 Failure of materials or products being at the Project site due to delays in transportation or failures of Suppliers, which are not the result of the CONTRACTOR's, Subcontractor's or Supplier's negligence. The request for an extension of time shall be supported by a recitation of acts demonstrating that such delays were beyond the control of the CONTRACTOR, including but not limited to, the CONTRACTOR's efforts to overcome such delays documented as follows: a) Copy of purchase order for delayed item(s) indicating date ordered by the CONTRACTOR/Subcontractor and date purchase order received by Supplier. b) If item(s) require Shop Drawings or other submittal information in accordance with the Contract Documents, provide record of date submittal(s) forwarded to Owner's Representative, date submittal(s) returned to the CONTRACTOR, and date submittal(s) forwarded to Supplier. c) Copy of document(s) from Supplier, on Supplier's letterhead, indicating date(s) item(s) would be ready for shipment and/or actual shipment date(s). d) Copies of all correspondence between the CONTRACTOR/ Subcontractor and Supplier indicating the CONTRACTOR/ Subcontractor's efforts to expedite item(s). e) If item(s) are being purchased by a Subcontractor, provision of meeting notes, correspondence, and the like which reflect the CONTRACTOR's efforts with the Subcontractor to expedite delivery of the item(s). .3 When acts of the OWNER, E/A, utility owners or other contractors employed by the OWNER delay progress of work through no fault of the CONTRACTOR. 00700 7-2009 Page 29 General Conditions .4 When the CONTRACTOR is delayed by strikes, lockouts, fires, losses from natural causes, or other unavoidable cause or causes beyond the CONTRACTOR's control. 12.2 Calendar Day Contracts: Under a Calendar Day Contract, the CONTRACTOR may also be granted an extension of time because of unusual inclement weather that is beyond the norma( weather expected for the Williamson and Travis Counties, Texas area. Normal weather which prevents the CONTRACTOR from performing Work is expected during a Calendar Day Contract, and is not a justification for an extension of time. The following delineates the number of days per month for which, for purposes of Calendar Day Contracts, expected normal weather will prevent performance of Work: January 7 days February 7 days March 7 days April 7 days May 8 days June 6 days July 6 days August 5 days September 7 days October 7 days November 7 days December 7 days Days per month exceeding the number shown above may be credited as Rain Days if a Claim is made in accordance with paragraph 12.1.1 and meets the following definition: a "Rain Day" is any day in which a weather event occurs at the site and is sufficient to prevent the CONTRACTOR from performing units of Work critical to maintaining the project schedule. ARTICLE 13 - TESTS AND INSPECTIONS; AND CORRECTION OR REMOVAL OF DEFECTIVE WORK 13.1 Notice of Defects: Prompt notice of all defective Work of which the OWNER or E/A has actual knowledge will be given to the CONTRACTOR. All defective Work may be rejected or corrected as provided for in Article 13. 13.2 Access to Work: The OWNER, E.JA, E/A's Consultants, other representatives and personnel of the OWNER, independent testing laboratories and governmental agencies having jurisdiction will have unrestricted physical access to the Work site for observing, inspecting and testing. The CONTRACTOR shall provide them proper and safe conditions for such access, and advise them of the CONTRACTOR's site safety procedures and programs so that they may comply therewith as applicable. 13.3 Tests and Inspections: 13.3.1 The CONTRACTOR shall give timely notice of readiness of the Work for all required inspections, tests or approvals, and shall cooperate with inspection and testing personnel to facilitate required inspections or tests. 13.3.2 The OWNER shall employ and pay for services of an independent testing laboratory to perform all inspections, tests or approvals required by the Contract Documents except: .1 for inspections, tests or approvals covered by paragraph 13.3.3 below; .2 for reinspecting or retesting defective Work; and 00700 7-2009 Page 30 General Conditions .3 as otherwise specifically provided in the Contract Documents. All testing laboratories shall be those selected by the OWNER. 13.3.3 If laws or regulations of any public body having jurisdiction require any Work (or part thereof) specifically to be inspected, tested or approved by an employee or other representative of such public body, the CONTRACTOR shall assume full responsibility for arranging and obtaining such inspections, tests or approvals, pay all costs in connection therewith and furnish Owner's Representative the required certificates of inspection or approval. The CONTRACTOR shall also be responsible for arranging and obtaining and shall pay all costs in connection with any inspections, tests or approvals required for the OWNER's and E/A's review of materials or equipment to be incorporated in the Work, or of materials, mix designs or equipment submitted for review prior to the CONTRACTOR'S purchase thereof for incorporation in the Work. 13.4 Uncovering Work: 13.4.1 If any Work (or the work of others) that is to be inspected, tested or approved is covered by the CONTRACTOR without concurrence of Owner's Representative, or if any Work is covered contrary to the written request of Owner's Representative, it must, if requested by Owner's Representative, be uncovered and recovered at the CONTRACTOR's expense. 13.4.2 If Owner's Representative considers it necessary or advisable that covered Work be observed, inspected or tested, the CONTRACTOR shall uncover, expose or otherwise make available for observation, inspection or testing that portion of the Work in question, furnishing all necessary labor, material and equipment. If it is found that such Work is defective, the CONTRACTOR shall pay all claims, costs, losses and damages caused by, arising out of or resulting from such uncovering, exposure, observation, inspection and testing and of satisfactory replacement or reconstruction (including but not limited to all costs of repair or replacement of work of others); and the OWNER shall be entitled to an appropriate decrease in the Contract Amount, and may make a Claim therefor as provided in Article 11. If, however, such Work is not found to be defective, the CONTRACTOR shall be allowed an increase in the Contract Amount or an extension of the Contract Times (or Milestones), or both, directly attributable to such uncovering, exposure, observation, inspection, testing, replacement and reconstruction; and the CONTRACTOR may make a Claim therefor as provided in Article 11 and Article 12. 13.5 OWNER May Stop the Work: 13.5.1 If the Work is defective, or the CONTRACTOR fails to supply sufficient skilled workers or suitable materials or equipment, or fails to furnish or perform the Work in such a way that the completed Work will conform to the Contract Documents, the OWNER may order the CONTRACTOR to stop the Work, or any portion thereof, until the cause for such order has been eliminated; however, this right of the OWNER to stop the Work shall not give rise to any duty on the part of the OWNER to exercise this right for the benefit of the CONTRACTOR or any surety or other party. 13.5.2 If the CONTRACTOR persistently fails to correct defective Work or submit a satisfactory plan to take corrective action, with procedure and time schedule, the OWNER may order the CONTRACTOR to stop the Work, or any portion thereof, until cause for such order has been eliminated, or take any other action permitted by this Contract. A notice to stop the Work, based on defects, shall not stop calendar or working days charged to the Project. 13.6 Correction or Removal of Defective Work: If required by the OWNER, the CONTRACTOR shall promptly, as directed, either correct all defective Work, whether or not fabricated, installed or completed, or, if the Work has been rejected by Owner's Representative, remove it from the site and replace it with Work that is not defective. The CONTRACTOR shall correct or remove and replace defective Work, or submit a plan of action detailing how the deficiency will be corrected, within the time frame identified in the notice of defective Work. The CONTRACTOR shall pay all claims, costs, losses and damages caused by or resulting from such correction or removal (including but not limited to all costs of repair or replacement of work of others). 00700 7-2009 Page 31 General Conditions 13.7 Warranty period: 13.7.1 If, at any time after the date of Substantial Completion or such longer period of time as may be prescribed by laws or regulations or by the terms of any applicable special guarantee required by the Contract Documents or by any specific provision of the Contract Documents, any Work is found to be defective, the CONTRACTOR shall promptly, without cost to the OWNER and in accordance with the OWNER's written instructions: (i) correct such defective Work, or, if it has been rejected by the OWNER, remove it from the site and replace it with Work that is not defective, and (ii) satisfactorily correct or remove and replace any damage to other Work or the work of others resulting therefrom. If the CONTRACTOR does not promptly comply with the terms of such instructions, or in an emergency where delay would cause serious risk of loss or damage, the OWNER may have the defective Work corrected or the rejected Work removed and replaced, and all claims, costs, losses and damages caused by or resulting from such removal and replacement (including but not limited to all costs of repair or replacement of work of others) will be paid by the CONTRACTOR. 13.7.2 In special circumstances where a particular item of equipment is placed in continuous service before Substantial Completion of all the Work, the warranty period for that item may start to run from an earlier date if so provided in the Contract Documents. 13.8 OWNER May Correct Defective Work: If the CONTRACTOR fails within a reasonable time after Written Notice of the OWNER to correct defective Work, or to remove and replace rejected Work, or if the CONTRACTOR fails to perform the Work in accordance with the Contract Documents, or if the CONTRACTOR fails to comply with any other provision of the Contract Documents, the OWNER may, after seven (7) calendar days' Written Notice to the CONTRACTOR, correct and remedy any such deficiency. If, in the opinion of Owner's Representative, significant progress has not been made during this seven (7) calendar day period to correct the deficiency, the OWNER may exercise any actions necessary to remedy the deficiency. In exercising the rights and remedies under this paragraph, the OWNER shall proceed expeditiously. In connection with such corrective and remedial action, the OWNER may exclude the CONTRACTOR from all or part of the site, take possession of all or part of the Work, and suspend the CONTRACTOR's services related thereto, and incorporate in the Work all materials and equipment stored at the site or for which the OWNER has paid the CONTRACTOR but which are stored elsewhere. The CONTRACTOR shall allow the OWNER, its agents and employees, the OWNER's other contractors, E/A and E/A's consultants access to the site to enable the OWNER to exercise the rights and remedies under this paragraph. All claims, costs, losses and damages incurred or sustained by the OWNER in exercising such rights and remedies will be charged against the CONTRACTOR and a Change Order will be issued incorporating the necessary revisions in the Contract Documents with respect to the Work. Such claims, costs, losses and damages will include but not be limited to all costs of repair or replacement of work of others destroyed or damaged by correction, removal or replacement of the CONTRACTOR's defective Work. The CONTRACTOR shall not be allowed an extension of the Contract Times (or Milestones), or claims of damage because of any delay in the performance of the Work attributable to the exercise by the OWNER of the OWNER's rights and remedies hereunder. ARTICLE 14 - PAYMENTS TO CONTRACTOR AND COMPLETION 14.1 Application for Progress Payment: 14.1.1 Not more than once per month, the CONTRACTOR shall submit to Owner's Representative for review an Application for Payment, in a form acceptable to the OWNER, filled out and signed by the CONTRACTOR covering the Work completed as of the date of the Application and accompanied by such supporting documentation as is required by the Contract Documents. 14.1.2 Such applications shall not include requests for payment on account of changes in the Work which have been properly authorized by Change Directives but not yet included in Change Orders. 00700 7-2009 Page 32 General Conditions 14.1.3 Such applications shall not include requests for payment of amounts the CONTRACTOR does not intend to pay to a Subcontractor or Supplier because of a dispute or other reason. 14.1.4 Owner will not pay for materials or equipment not incorporated in the work but delivered and suitably stored at the site or at another location. Payment will be made by Owner only for work completed in accordance with the plans and contract documents. 14.1.5 Where the original Contract Amount is less than $400,000, the OWNER will pay to the CONTRACTOR the total amount of approved Application for Payment, Tess ten percent (10%) of the amount thereof, which ten percent (10%) will be retained until final payment, less all previous payments and less NII sums that may be retained by the OWNER under the terms of this Agreement. Where the original Contract Amount is $400,000 or more, the OWNER will pay to the CONTRACTOR the total amount of approved Application for Payment, less five percent (5%) of the amount thereof, which five percent (5%) will be retained until final payment, less all previous payments and less all sums that may be retained by the OWNER under the terms of this Agreement. In either case, if the Work is near completion and delay occurs due to no fault or neglect of the CONTRACTOR, the OWNER may pay a portion of the retained amount to the CONTRACTOR. The CONTRACTOR, at the OWNER's option, may be relieved of the obligation to complete the Work and, thereupon, the CONTRACTOR shall receive payment of the balance due under the Contract subject to the conditions stated under paragraph 15.2. 14.1.6 Applications for Payment shall include the following documentation: .1 updated progress schedule; .2 monthly subcontractor report; and .3 any other documentation required under the Supplemental General Conditions. 14.2 CONTRACTOR's Warranty of Title: The CONTRACTOR warrants and guarantees that title to all Work, materials and equipment covered by any Application for Payment, whether incorporated in the Project or not, will pass to the OWNER not later than the time of payment to the CONTRACTOR free and clear of all liens. 14.3 Review of Applications for Progress Payment: 14.3.1 Owner's Representative will, within seven (7) calendar days after receipt of each Application for Payment, either indicate a recommendation for payment and forward the Application for processing by the OWNER, or return the Application to the CONTRACTOR indicating Owner's Representative's reasons for refusing to recommend payment. In the latter case, the CONTRACTOR may make the necessary corrections and resubmit the Application. 14.3.2 Owner's Representative's recommendation of any payment requested in an Application for Payment will constitute a representation by Owner's Representative, based upon Owner's Representative's on-site observations of the executed Work and on Owner's Representative's review of the Application for Payment and the accompanying data and schedules, that to the best of Owner's Representative's knowledge, information and belief: .1 the Work has progressed to the point indicated; and .2 the quality of the Work is in accordance with the Contract Documents (subject to an evaluation of the Work as a functioning whole prior to or upon Substantial Completion, to the results of any subsequent tests called for in the Contract Documents, to a final determination of quantities and classifications for unit price Work, and to any other qualifications stated in the recommendation). 14.3.3 By recommending any such payment, Owner's Representative will not thereby be deemed to have represented that: 00700 7-2009 Page 33 General Conditions .1 exhaustive or continuous on-site inspections have been made to check the quality or the quantity of the Work; .2 examination has been made to ascertain how or for what purpose the CONTRACTOR has used money previously paid on account of the Contract Amount; .3 the CONTRACTOR's construction means, methods, techniques, sequences or procedures have been reviewed; or .4 that there may not be other matters or issues between the parties that might entitle the CONTRACTOR to be paid additionally by the OWNER or entitle the OWNER to withhold payment to the CONTRACTOR. 14.4 Decisions to Withhold Payment: 14.4.1 The OWNER may withhold or nullify the whole or part of any payment to such extent as may be necessary on account of: .1 defective Work not remedied; .2 reasonable evidence that the Work cannot be completed for the unpaid balance of the Contract Amount; .3 damage to the OWNER or another contractor; .4 reasonable evidence that the Work will not be completed within the Contract Time, and that the unpaid balance would not be adequate to cover actual or liquidated damages for the anticipated delay; .5 failure of the CONTRACTOR to submit a schedule of values in accordance with the Contract Documents; .6 failure of the CONTRACTOR to submit a submittal schedule in accordance with the Contract Documents; .7 failure of the CONTRACTOR to submit or update construction schedules in accordance with the Contract Documents; .8 failure of the CONTRACTOR to maintain a record of changes on drawings and documents; .9 failure of the CONTRACTOR to maintain weekly payroll reports; .10 failure of the CONTRACTOR to submit monthly subcontractor reports; .11 the CONTRACTOR's neglect or unsatisfactory prosecution of the Work, including failure to clean up; or .12 failure of the CONTRACTOR to comply with any provision of the Contract Documents. 14.4.2 When the above reasons for withholding payment are removed, the CONTRACTOR shall resubmit a statement for the value of Work performed. Payment will be made within thirty (30) calendar days of receipt of approved Application for Payment. 14.5 Delayed Payments: Should the OWNER fail to make payment to the CONTRACTOR of a sum named in any Application for Payment within thirty (30) calendar days after the day on which the OWNER received the mutually acceptable Application for Payment, then the OWNER will pay to the CONTRACTOR, in addition to the sum shown as due by such 00700 7-2009 Page 34 General Conditions Application for Payment, interest thereon at the rate of one percent (1%) per month from date due until fully paid, which shall fully liquidate any injury to the CONTRACTOR growing out of such delay in payment. 14.6 Arrears: No money shall be paid by the OWNER upon any claim, debt, demand or account whatsoever, to any person, firm or corporation who is in arrears to the OWNER; and the OWNER shall be entitled to counterclaim and offset against any such debt, claim, demand or account so in arrears and no assignment or transfer of such debt, claim, demand or account, shall affect the right of the OWNER to so offset said amounts, and associated penalties and interest if applicable, against the same. 14.7 Substantial Completion: 14.7.1 If a Certificate of Occupancy is required by public authorities having jurisdiction over the Work, said certificate shall be issued before the Work or any portion thereof is considered substantially complete. When the CONTRACTOR considers that the Work, or a portion thereof which the OWNER agrees to accept separately, is substantially complete, the CONTRACTOR shall notify Owner's Representative and request a determination as to whether the Work or designated portion thereof is substantially complete. If Owner's Representative does not consider the Work substantially complete, Owner's Representative will notify the CONTRACTOR giving reasons therefor. Failure on the OWNER's part to list a reason does not alter the responsibility of the CONTRACTOR to complete all Work in accordance with the Contract Documents. After satisfactorily completing items identified by Owner's Representative, the CONTRACTOR shall then submit another request for Owner's Representative to determine substantial completion. If Owner's Representative considers the Work substantially complete, Owner's Representative will prepare and deliver a certificate of Substantial Completion which shall establish the date of Substantial Completion, shall include a punch list of items to be completed or corrected before final payment, shall establish the time within which the CONTRACTOR shall finish the punch list, and shall establish responsibilities of the OWNER and the CONTRACTOR for security, maintenance, heat, utilities, damage to the Work, warranty and insurance. Failure to include an item on the punch list does not alter the responsibility of the CONTRACTOR to complete all Work in accordance with the Contract Documents. The certificate of Substantial Completion shall be signed by the OWNER and the CONTRACTOR to evidence acceptance of the responsibilities assigned to them in such certificate. 14.7.2 The OWNER shall have the right to exclude the CONTRACTOR from the Work after the date of Substantial Completion, but the OWNER will allow the CONTRACTOR reasonable access to complete or correct items on the punch list. 14.8 Partial Utilization: The OWNER, at the OWNER's sole option, shall have the right to take possession of and use any completed or partially completed portion of the Work regardless of the time for completing the entire Work. The OWNER's exercise of such use and possession shall not be construed to mean that the OWNER acknowledges that any part of the Work so possessed and used is substantially complete or that it is accepted by OWNER, and the OWNER's exercise of such use and possession shall not relieve the CONTRACTOR of its responsibility to complete all Work in accordance with the Contract Documents. 14.9 Final Inspection: Upon Written Notice from the CONTRACTOR that the entire Work or an agreed portion thereof is complete, Owner's Representative will make a final inspection with the CONTRACTOR and provide Written Notice of all particulars in which this inspection reveals that the Work is incomplete or defective. The CONTRACTOR shall immediately take such measures as are necessary to complete such Work or remedy such deficiencies. 14.10 Final Application for Payment: The CONTRACTOR may make application for final payment following the procedure for progress payments after the CONTRACTOR has completed all such corrections to the satisfaction of Owner's Representative and delivered the following documents: 00700 7-2009 Page 35 General Conditions .1 Three (3) complete operating and maintenance manuals, each containing maintenance and operating instructions, schedules, guarantees, and other documentation required by the Contract Documents; .2 Record documents (as provided in paragraph 6.10); .3 Consent of surety, if any, to final payment. If surety is not provided, complete and legally effective releases or waivers (satisfactory to the OWNER) of all claims arising out of or filed in connection with the Work; .4 Certificate evidencing that insurance required by the Supplemental General Conditions will remain in force after final payment and through any warranty period; .5 Non -Use of Asbestos Affidavit (After Construction); and .6 Any other documentation called for in the Contract Documents. 14.11 Final Payment and Acceptance: 14.11.1 If, on the basis of observation of the Work during construction, final inspection, and review of the final Application for Payment and accompanying documentation as required by the Contract Documents, Owner's Representative is satisfied that the Work has been completed and the CONTRACTOR's other obligations under the Contract Documents have been fulfilled, Owner's Representative will recommend the final Application for Payment and thereby notify the OWNER, who will pay to the CONTRACTOR the balance due the CONTRACTOR under the terms of the Contract. 14.11.2 As Contract Time is measured to Final Completion, Owner's Representative will issue a letter of final acceptance to the CONTRACTOR which establishes the Final Completion date and initiates any warranty period. 14.11.3 Final payment is considered to have taken place when the CONTRACTOR or any of its representatives negotiates the OWNER's final payment check, whether labeled final or not, for cash or deposits check in any financial institution for its monetary return. 14.12 Waiver of Claims: The making and acceptance of final payment will constitute: .1 a waiver of claims by the OWNER against the CONTRACTOR, except claims arising from unsettled claims, from defective Work appearing after final inspection, from failure to comply with the Contract Documents or the terms of any warranty specified therein, or from the CONTRACTOR's continuing obligations under the Contract Documents; and .2 a waiver of all claims by the CONTRACTOR against the OWNER other than those previously made in writing and still unsettled. ARTICLE 15 - SUSPENSION OF WORK AND TERMINATION 15.1 OWNER May Suspend Work Without Cause and for Convenience: At any time and without cause and for convenience, the OWNER may suspend the Work or any portion thereof for a period of not more than ninety (90) calendar days by written agreement or by Written Notice to the CONTRACTOR which will fix the date on which the Work will be resumed. The CONTRACTOR shall resume the Work on the date so fixed. The CONTRACTOR may be allowed an adjustment in the Contract Amount or an extension of the Contract Times, or both, directly attributable to any such suspension if the CONTRACTOR makes an approved Claim therefor as provided in Article 11 and Article 12. 00700 7-2009 Page 36 General Conditions 15.2 OWNER May Terminate Without Cause: Upon seven (7) calendar days' Written Notice to the CONTRACTOR, the OWNER may, without cause and without prejudice to any right or remedy of the OWNER, elect to terminate the Agreement. In such case, the CONTRACTOR shall be paid (without duplication of any items): .1 for completed and acceptable Work executed in accordance with the Contract Documents prior to the effective date of termination; .2 for all claims incurred in settlement of terminated contracts with Suppliers, Subcontractors, and others. The CONTRACTOR agrees to negotiate in good faith with Subcontractors, Suppliers and others to mitigate the OWNER's cost; and .3 for anticipated profits on entire Contract not previously paid. 15.3 OWNER May Terminate With Cause: 15.3.1 Upon the occurrence of any one or more of the following events: .1 if the CONTRACTOR persistently fails to perform the Work in accordance with the Contract Documents; .2 if the CONTRACTOR disregards laws or regulations of any public body having jurisdiction; .3 if the CONTRACTOR disregards the authority of Owner's Representative; .4 if the CONTRACTOR makes fraudulent statements; .5 if the CONTRACTOR fails to maintain a work force adequate to accomplish the Work within the Contract Time; .6 if the CONTRACTOR fails to make adequate progress and endangers successful completion of the Contract; or .7 if the CONTRACTOR otherwise violates in any substantial way any provisions of the Contract Documents; The OWNER may, after giving the CONTRACTOR (and the surety, if any) seven (7) calendar days' Written Notice terminate the services of the CONTRACTOR. The OWNER, at its option, may proceed with negotiation with surety for completion of the Work. Alternatively, the OWNER may under these circumstances exclude the CONTRACTOR from the site and take possession of the Work (without liability to the CONTRACTOR for trespass or conversion), incorporate in the Work all materials and equipment stored at the site or for which the OWNER has paid the CONTRACTOR but which are stored elsewhere, and finish the Work as the OWNER may deem expedient. In such case the CONTRACTOR shall not be entitled to receive any further payment until the Work is finished. If the unpaid balance of the Contract Amount exceeds all claims, costs, losses and damages sustained by the OWNER arising out of or resulting from completing the Work, such excess will be paid to the CONTRACTOR. If such claims, costs, losses and damage exceed such unpaid balance, the CONTRACTOR or surety shall pay the difference to the OWNER. 15.3.2 Where the CONTRACTOR's services have been so terminated by the OWNER, the termination will not affect any rights or remedies of the OWNER against the CONTRACTOR and surety then existing or which may thereafter accrue. Any retention or payment of amounts due the CONTRACTOR by the OWNER will not release the CONTRACTOR from liability. In the event the OWNER terminates the Contract with cause, the OWNER may reject any and all bids submitted by the CONTRACTOR for up to three (3) years. 00700 7-2009 Page 37 Genera! Conditions 15.4 CONTRACTOR May Stop Work or Terminate: If through no act or fault of the CONTRACTOR, the Work is suspended for a period of more than ninety (90) calendar days by the OWNER or under an order of court or other public authority, or (except during disputes) Owner's Representative fails to forward for processing any mutually acceptable Application for Payment within thirty (30) calendar days after it is submitted, or (except during disputes) the OWNER fails for sixty (60) calendar days after it is submitted to pay the CONTRACTOR any sum finally determined by the OWNER to be due, then the CONTRACTOR may, upon seven (7) calendar days' Written Notice to the OWNER, and provided the OWNER does not remedy such suspension or failure within that time, terminate the Agreement and recover from the OWNER payment on the same terms as provided in paragraph 15.2. In lieu of terminating the Agreement and without prejudice to any other right or remedy, if (except during_ disputes) Owner's Representative has failed to forward for processing any mutually acceptable Application for Payment within thirty (30) calendar days after it is submitted, or (except during disputes) the OWNER has failed for sixty (60) calendar days after it is submitted to pay the CONTRACTOR any sum finally determined by the OWNER to be due, the CONTRACTOR may upon seven (7) calendar days' Written Notice to the OWNER stop the Work until payment of all such amounts due the CONTRACTOR, including interest thereon. The provisions of this paragraph 15.4 are not intended to preclude the CONTRACTOR from making a Claim under Article 11 and Article 12 for an increase in Contract Amount or Contract Times or otherwise for expenses or damage directly attributable to the CONTRACTOR's stopping Work as permitted by this paragraph. ARTICLE 16 - DISPUTE RESOLUTION 16.1 Filing of Claims: 16.1.1 Claims arising from the circumstances identified in paragraphs 3.2, 4.1, 4.2.2, 4.2.4, 6.4.2, 6.11.5.2, 6.17, 7.5, 8.6, 9.5, 10.4.2, 13.8, 15.1, 15.2, 15.3, or 15.4, or other occurrences or events, shall be made by Written Notice delivered by the party making the Claim to the other party within thirty (30) calendar days after the start of the occurrence or event giving rise to the Claim and stating the general nature of the Claim. Notice of the amount of the Claim with supporting data shall be delivered within thirty (30) calendar days after Written Notice of Claim is delivered by claimant and shall represent that the adjustment claimed covers all known amounts to which claimant is entitled. 16.1.2 Within thirty (30) calendar days of receipt of notice of the amount of the Claim with supporting data, Owner's Representative and the CONTRACTOR shall meet to discuss the Claim, after which an offer of settlement or notification of no settlement offer will be made to claimant. If claimant is not satisfied with the proposal presented, claimant shall have thirty (30) calendar days in which to: .1 submit additional supporting data requested by the other party; .2 modify the initial Claim; or .3 request Alternative Dispute Resolution. 16.2 Alternative Dispute Resolution: 16.2.1 If a dispute exists concerning a Claim, the parties agree to use the following procedure prior to pursuing any other available remedies. The OWNER reserves the right to include E/A as a party. 16.2.2 Negotiating with Previously Uninvolved Personnel: Either party may make a written request for a meeting to be held between representatives of each party within fourteen (14) calendar days of the request or such later period that the parties may agree to. Each party shall endeavor to include, at a minimum, one (1) previously uninvolved senior level decision maker empowered to negotiate on behalf of their organization. The purpose of this and subsequent meetings will be good faith negotiations of the matters constituting the dispute. Negotiations shall be concluded within thirty (30) calendar days of the first meeting, unless mutually agreed otherwise. This step may be waived by written agreement of both parties, in which event the parties may proceed directly to mediation as described below. 00700 7-2009 Page 38 General Conditions 16.2.3 Mediation: 16.2.3.1 If the procedure described in paragraph 16.2.2 proves unsuccessful or is waived pursuant to its terms, the parties shall initiate the mediation process. The parties agree to select within thirty (30) calendar days one (1) mediator trained in mediation skills, to assist with resolution of the dispute. The OWNER and the CONTRACTOR agree to act in good faith in the selection of the mediator and to give consideration to qualified individuals nominated to act as mediator. Nothing in this agreement prevents the parties from relying on the skills of a person who also is trained in the subject matter of the dispute and/or a contract interpretation expert. 16.2.3.2 Mediation is a forum in which an impartial person, the mediator, facilitates communication between parties to promote reconciliation, settlement, or understanding among them. The parties hereby agree that mediation, at a minimum, shall provide for 1) conducting an on-site investigation, if appropriate, by the mediator for fact -gathering purposes, 2) a meeting of all parties for the exchange of points of view and 3) separate meetings between the mediator and each party to the dispute for the formulation of resolution alternatives. The parties agree to participate in mediation in good faith for up to thirty (30) calendar days from the date of the first mediation session, unless mutually agreed otherwise. Should the parties fail to reach a resolution of the dispute through mediation, then each party is released to pursue other remedies available to them. ARTICLE 17 — RIGHT TO AUDIT 17.1 Right to Audit: Whenever the OWNER enters into any type of contractual arrangement with the CONTRACTOR, then the CONTRACTOR's "records" shall upon reasonable notice be open to inspection and subject to audit and/or reproduction during normal business working hours. The OWNER's representative, or an outside representative engaged by the OWNER, may perform such audits. The CONTRACTOR shall maintain all records relating to this Agreement for four (4) years from the date of final payment under this Agreement, or until pending litigation has been completely and fully resolved, whichever occurs later. 17.1.1 The OWNER shall have the exclusive right to examine the records of the CONTRACTOR. The term "records" as referred to herein shall include any and all information, materials and data of every kind and character, including without limitation records, books, papers, documents, contracts, schedules, commitments, arrangements, notes, daily diaries, reports, drawings, receipts, vouchers and memoranda, and any and all other agreements, sources of information and matters that may, in the OWNER's judgment, have any bearing on or pertain to any matters, rights, duties or obligations under or covered by any contract document. Such records shall include (hard copy, as well as computer -readable data if it can be made available), written policies and procedures, time sheets, payroll registers, cancelled checks, personnel file data, correspondence, general ledger entries, and any other record in the CONTRACTOR's possession which may have a bearing on matters of interest to the OWNER in connection with the CONTRACTOR's dealings with the OWNER (all of the foregoing are hereinafter referred to as "records"). In addition, the CONTRACTOR shall permit interviews of employees as well as agents, representatives, vendors, subcontractors and other third parties paid by the CONTRACTOR to the extent necessary to adequately permit evaluation and verification of the following: a) The CONTRACTOR's compliance with contract requirements; b) The CONTRACTOR's compliance with the OWNER'S business ethics policies; and c) If necessary, the extent of the Work performed by the CONTRACTOR at the time of contract termination. 17.1.2 The CONTRACTOR shall require all payees (examples of payees include subcontractors, insurance agents, material suppliers, etc.) to comply with the provisions of this Article 17 by securing the requirements hereof in a written agreement between the CONTRACTOR and payee. Such requirements include a flow -down right of audit provision in contracts with payees that also apply to subcontractors and sub -subcontractors, material suppliers, etc. The CONTRACTOR shall cooperate fully and shall require Related Parties and all of the CONTRACTOR's subcontractors to cooperate fully in furnishing or in making available to the OWNER from time to time whenever requested, in an expeditious manner, any and all such information, materials, and data. 00700 7-2009 Page 39 General Conditions 17.1.3 The OWNER's authorized representative or designee shall have reasonable access to the CONTRACTOR's facilities, shall be allowed to interview all current or former employees to discuss matters pertinent to the performance of this Agreement, and shall be provided adequate and appropriate work space in order to conduct audits in compliance with this Article 17. 17.1.4 If an audit inspection or examination in accordance with this Article 17 discloses overpricing or overcharges of any nature by the CONTRACTOR to the OWNER in excess of one-half of one percent (.5%) of the total contract billings, then the reasonable actual cost of the OWNER's audit shall be reimbursed to the OWNER by the CONTRACTOR. Any adjustments and/or payments, which must be made as a result of any such audit or inspection of the CONTRACTOR's invoices and/or records, shall be made within a reasonable amount of time (not to exceed 90 days) from presentation of the OWNER's findings to the CONTRACTOR. 17.1.5 The CONTRACTOR shall take reasonable actions to prevent any actions or conditions which could result in a conflict with the OWNER's best interests. These obligations shall apply to the activities of the CONTRACTOR'S employees, agents, subcontractors, etc. in their dealings and relations with the OWNER's current and former employees and their relatives. For example, the CONTRACTOR's employees, agents or subcontractors should not make or provide to be made any employment, gifts, extravagant entertainment, payments, loans or other considerations to the OWNER's representatives, employees or their relatives. 17.1.6 It is also understood and agreed by the CONTRACTOR that any solicitation of gifts or any other item of value by anyone representing the OWNER is to be reported within two (2) business working days to the OWNER at the following telephone number: 512-218-5401. Failure to report any such solicitations or offers shall be deemed a material breach of contract entitling the OWNER to pursue damages resulting from the failure to comply with this provision. ARTICLE 18 — MISCELLANEOUS 18.1 Venue: In the event of any suit at law or in equity involving the Contract, venue shall be in Williamson County, Texas and the Taws of the state of Texas shall apply to Contract interpretation and enforcement. 18.2 Extent of Agreement: This Contract represents the entire and integrated agreement between the OWNER and the CONTRACTOR and supersedes all prior negotiations, representations or agreements, either written or oral. 18.3 Cumulative Remedies: The rights and remedies available to the parties 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 guarantees or by other provisions of the Contract Documents, and the provisions of this paragraph will be as effective as if repeated specifically in the Contract Documents in connection with each particular duty, obligation, right and remedy to which they apply. 18.4 Severability: If any word, phrase, clause, sentence or provision of the Contract, or the application of same to any person or set of circumstances is for any reason held to be unconstitutional, invalid or unenforceable, that finding shall only effect such word, phrase, clause, sentence or provision, and such finding shall not effect the remaining portions of this Contract; this being the intent of the parties in entering into the Contract; and all provisions of the Contract are declared to be severable for this purpose. 00700 7-2009 Page 40 General Conditions 18.5 Independent Contractor The Contract shall not be construed as creating an employer/employee relationship, a partnership, or a joint venture. The CONTRACTOR's services shall be those of an independent contractor. The CONTRACTOR agrees and understands that the Contract does not grant any rights or privileges established for employees of the OWNER. 18.6 Prohibition of Gratuities The OWNER may, by Written Notice to the CONTRACTOR, terminate the Contract without liability if is determined by the OWNER that gratuities were offered or given by the CONTRACTOR or any agent or representative of the CONTRACTOR to any officer or employee of the OWNER with a view toward securing the Contract or securing favorable treatment with respect to the awarding or amending or the making of any determinations with respect to the performing of such Contract. In the event the Contract is terminated by the OWNER pursuant to this provision, the OWNER shall be entitled, in addition to any other rights and remedies, to recover or withhold the amount of the cost incurred by the CONTRACTOR in providing such gratuities. 18.7 Prohibition Against Personal Interest in Contracts No officer, employee, independent consultant, or elected official of the OWNER who is involved in the development, evaluation, or decision-making process of the performance of any solicitation shall have a financial interest, direct or indirect, in the Contract resulting from that solicitation. Any violation of this provision, with the knowledge, expressed or implied, of the CONTRACTOR shall render the Contract voidable by the OWNER. End of General Conditions 00700 7-2009 Page 41 General Conditions ACORDT, CERTIFICATE OF LIABILITY INSURANCE 8DATE /03/2010 TYPE OF INSURANCE PRODUCER Ins. Assoc. of the S. W., LLC P. O. Box 441767 Houston, TX 77244 281 558-6363 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE NAIC # INSURED SolarWorks, LLC dba Solar Community, LLC 4704 East Cesar Chavez Street #120 Austin, TX 78702 INSURER A: Aspen Insurance UK Limited GENERAL INSURER B: Commerce Sr Industry Insura 19410 INSURER C: Texas Mutual Insurance Com 22945 INSURER D: Argonaut Insurance Company 19801 INSURER E: Central Mutual Insurance Compan DAMAGE TO PREMISES (Ea occurrence) COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR ADD'L INSRC TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE DATE (MM/DDIYY) POLICY EXPIRATION DATE (MM/DD/YY) LIMITS A GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY ERA79RJ10 07/24/10 07/24/11 EACH OCCURRENCE $1,000,000 X DAMAGE TO PREMISES (Ea occurrence) $100,000 CLAIMS MADE X OCCUR MED EXP (Any one person) $5,000 PERSONAL & ADV INJURY $1,000,000 GENERAL AGGREGATE $2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: POLICY n PECOT- n LOC PRODUCTS - COMP/OP AGG $2,000,000 TIC E AUTOMOBILE LIABILITY ANY AUTO ALL OWNED AUTOS SCHEDULED AUTOS HIRED AUTOS NON -OWNED AUTOS Drive Other Car BAP8877689 10/09/09 10/09/10 COMBINED SINGLE LIMIT (Ea accident) $1,000,000 X BODILY INJURY (Per person) X BODILY INJURY (Per accident) X X PROPERTY DAMAGE (Per accident) $ GARAGE LIABILITY ANY AUTO AUTO ONLY - EA ACCIDENT $ OTHER THAN EA ACC $ AUTO ONLY: AGG $ B EXCESS/UMBRELLA LIABILITY 6E06347404 07/24/10 07/24/11 EACH OCCURRENCE $6,000,000 Tel OCCUR CLAIMS MADE AGGREGATE $6,000,000 __IDEDUCTIBLE $ RETENTION $ $ C WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? If describe under SPECIAL PROVISIONS below SBP001202184 WC47734830878 YES 07/30/10 07/30/10 07/30/11 07/30/11 X WC LIMIT OTH- TORY LIMITS FR E.L. EACH ACCIDENT $1,000,000 E.L. DISEASE - EA EMPLOYEE $1,000,000 E.L. DISEASE - POLICY LIMIT $1,000,000 A DTMER Professional Liability ERA79RJ10 07/24/10 07/24/11 $1,000,000 Per Occ $2,000,000 Aggregate DESCRIPTION OF OPERATIONS / LOCATIONS / VEHICLES I EXCLUSIONS ADDED BY ENDORSEMENT / SPECIAL PROVISIONS Excluded Officers: Lee Ackerly and Bob Ackerly RE:Specification No. 10-290-82 dated May 2010 Certificate holder is additional insured if required by contract on the General Liabiity. CERTIFICATE HOLDER City of Round Rock Attn: RFP 10-021 221 East Main St Round Rock, TX 78664 CANCELLATION 10 Days for Non -Payment SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 1A DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO SO SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. ACORD 25 (2001/08) 1 of 2 #S138056/M137678 AUTHORIZED REPRESENTATIVE 4A J 0J t tAk.ANAr--- CCV O ACORD CORPORATION 1988 IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ACORD 25-S (2001108) 2 of 2 #S138056/M137678 DATE (MMIDDfYY) 07/14/2010 THIS IS EVIDENCE THAT INSURANCE AS IDENTIFIED BELOW HAS BEEN ISSUED, IS IN FORCE, AND CONVEYS ALL THE RIGHTS AND PRIVILEGES AFFORDED UNDER THE POLICY. PRODUCER Ins. Assoc. of the S. W., P. O. Box 441767 Houston, TX 77244 COMPANY Travelers Property Casualty P. O. Box 660055 Dallas, TX 75266 SolarWorks, LLC 4704 Easst Cesar Chavez St #120 Austin, TX 78703 Installation Floater- Per Jobsite In Transit or Temporary Strorage Maxium any one loss THE POLICY IS SUBJECT TO THE PREMIUMS, FORMS, AND RULES IN EFFECT FOR EACH POLICY PERIOD. SHOULD THE POLICY BE TERMINATED, THE COMPANY WILL GIVE THE ADDITIONAL INTEREST IDENTIFIED BELOW 30 DAYS WRITTEN NOTICE, AND WILL SEND NOTIFICATION OF ANY CHANGES TO THE POLICY THAT WOULD AFFECT THAT INTEREST IN ACCORDANCE WITH THE POLICY PROVISIONS OR AS REQUIRED BY LAW. NAME AND ADDRESS City of Round Rock; FRP 10-021 2211 East Main St Round Rock, TX 78664 ROUND ROCK, TEXAS PURPOSE. PASSION. PROSPERITY City Council Agenda Summary Sheet Agenda Item No. 9E5. Agenda Caption: Consider a resolution authorizing the Mayor to Execute a Standard Form of Agreement between owner and contractor with Solar Works, LLC dba Solar Community, and accompanying Incentive Recipient Change Request. Meeting Date: August 12, 2010 Department: Infrastructure Development and Construction Management Staff Person making presentation: Thomas E. Word, P.E. Chief of Public Works Operations Item Summary: A nominal 100 kWh PV System will be installed, connected and commissioned on the top floor of the Round Rock City Hall Parking Garage. The solar module system will be mounted on a structurally attached steel structure supported by the facility's existing vertical support members. The system will offer the necessary southeast sun exposure for electricity production to feed the 480v service panel. The 200 W modules are louver -mounted at a 10 degree pitch. Costs have decreased dramatically in the last few years and utility rebates available for installation make the system an attractive alternative to grid -supplied electricity. In February 2009, Texas investor-owned utility, Oncor, started the largest solar PV incentive program in the state. The incentive covers up to 100 kWh (max. $175,000) for governmental customers. City Staff has evaluated 9 proposals and determined that the number one proposer is Solar Community. Strategic Plan Relevance: 7.0 Develop an environmentally friendly, sustainable community. 14.0 Support further development of the clean and renewable energy fields. Cost: Total project cost is $485,000. $310,000 is budgeted in EECBG project and a $175,000 incentive from Oncor Electric Delivery, LLC will be assigned to Solar Community. Source of Funds: Energy Efficiency Conservation Block Grant and Oncor Electric Delivery, LLC Date of Public Hearing (if required): N/A Staff recommends approving the contract and related Incentive Recipient Recommended Action: Change Request. EXECUTED DOCUMENT FOLLOWS City of Round Rock, Texas Contract Forms Standard Form of Agreement: Section 00500 City of Round Rock, Texas Standard Form of Agreement between Owner and Contractor AGREEMENT made as of the I�L/6 C'f ✓) year 2010. (In words, indicate day, month and year) BETWEEN the Owner: (Name, address, other information) and the Contractor (Name, address, other information) The Project is described as: 021 day of YVin the City of Round Rock, Texas (hereafter "Owner" or "City") 221 East Main Street Round Rock, Texas 78664 Solar Works LLC dba Solar Community (hereafter "Contractor" or "Solar") 4704 East Cesar Chavez Street, Suite 120B Austin, Texas 78702 Design and construction (including installation, connection, and commission) of a nominal I00kW grid -tied Solar Photovoltaic (PV) System to be installed on the top floor of the Round Rock City Hall Parking Garage located at 231 East Main Street, Round Rock, Williamson County, Texas, same to be mounted on a structurally -attached steel structure. The solar module system shall provide electricity production to feed the 480 volt service panel, and the system shall include a complete data monitoring package. The Engineer is: Design of the solar PV system shall be provided by Contractor. (Name, address, other it formation) For and in consideration of the mutual terms, conditions and covenants of this Agreement and all accompanying documents between Owner and Contractor, the receipt and sufficiency of which are hereby acknowledged, Owner and Contractor agree as follows: ARTICLE i THE CONTRACT DOCUMENTS 1.1 The Contract Documents consist of this Agreement and any exhibits and attachments appended hereto, Conditions of the Contract (General, Supplementary and other Conditions), Drawings, Specifications, Addenda issued prior to execution of this Agreement, other documents listed in this Agreement and Modifications issued after execution of this Agreement; these fort( the Contract, and are as fully a part of the Contract as if attached to this Agreement or repeated herein. The Contract represents the entire and integrated agreement between the parties hereto and supersedes prior negotiations, representations or agreements, either written or oral. An enumeration of the Contract Documents, other than Modifications, appears in Article 8. 1.2 Owner selected Contractor to supply the goods and services outlined in RFP 10-021, Specification No, 10- 290-82 dated May 2010, all as are specified in Exhibit "A" attached hereto and made a part hereof for all purposes. Contractor expressly agrees to meet all requirements as stated in the attached Exhibit "A," including the following attachments: 1. Attachment A entitled "City of Round Rock Insurance Requirements" 00195186/j kg Standard Form of Agreement ��cD-o5-C�'i 2. Attachment B entitled "Special Terms and Conditions to be Included in Contracts Funded in Whole or in Part by The American Recovery and Reinvestment Act of 2009" 3. Attachment C entitled "Davis -Bacon and Copeland Anti -Kickback Acts" 4. Attachment D entitled "Davis -Bacon Wage Information as of 5/3/2010." 1.3 Owner expressly acknowledges its duty as a recipient of federal Recovery Act funds to "separately identify to each subrecipient, and document at the time of_subaward and at the time of disbursement of funds, the Federal award number, CFDA number, and amount of Recovery Act fiords." In accordance therewith, Owner furnishes the following required information: Federal Award Number DE-SC0001618; CFDA Number 81.128; amount of Recovery Act funds for the portion of the project described herein: $362,832.00. ARTICLE 2 THE WORK OF THiS CONTRACT 2.1 Contractor shall fully execute the Work described in the Contract Documents, except to the extent specifically indicated in the Contract Documents to be the responsibility of others. ARTICLE 3 DATE OF COMMENCEMENT; DATE OF SUBSTANTIAL COMPLETION; DATE OF FINAL COMPLETION 3.1 The date of commencement of the Work shall be the date of this Agreement unless a different date is stated below or provision is made for the date to be fixed in a Notice to Proceed issued by Owner. (Insert the date of commencement if it differs from the date of this Agreement or, if applicable, state that the date will be fixed in a Notice to Proceed.) The date of commencement of the Work shall be fixed as of the date of issuance of the Notice to Proceed. 3.2 The Contract Time shall be measured from the date delineated in the Notice to Proceed. 3.3 Contractor shall continence Work within seven (7) calendar days from the date delineated in the Notice to Proceed. 3.4 Contractor shall achieve Final Completion of the entire Work no later than one hundred eighty (180) calendar days from issuance by Owner of the first Notice to Proceed. (Inset number of calendar days. Alternatively, a calendar date may be used when coordinated with the date of cornmetcement. Unless stated elsewhere in the Contract Documents, insert any requirements for earlier Substantial Completion of certain portions of the li'ork.) subject to adjustments of this Contract Time as provided in the Contract Documents. (inset provisions, if any, for liquidated damages relating to .failure to complete on time or for bonus payments for early completion of the Work.) 3.5 if Contractor fails to achieve Final Completion of the Work (or any portion thereof) on or before the date(s) specified for Final Completion in the Agreement, Contractor shall pay to Owner, as liquidated damages, the Sum of One Hundred Dollars ($ 100.00) for each calendar day that Final Completion is delayed after the date(s) specified for Final Completion. It is hereby agreed that the liquidated damages to which Owner is entitled hereunder are a reasonable forecast of just compensation for the harm that would be caused by Contractor's failure to achieve Final Completion of the Work (or any portion thereof) on or before the date(s) specified for Final Completion in the Agreement. It is agreed that the harm that would be caused by such failure, which includes Loss of expected use of the Project areas, provision of alternative storage facilities and rescheduling of moving and occupancy dates, is one that is incapable or very difficult of accurate estimation. The date(s) specified for Final Completion of the Work (or any portion thereof) herein shall be subject to adjustment as provided in the Contract Documents. 2 ARTICLE 4 CONTRACT SUM 4.1 Owner shall pay Contractor the Contract Sum in current funds for Contractor's performance of the Contract. The Contract Sum shall be Three Hundred Ten Thousand Dollars and No/I00 ($310,000.00), subject to additions and deductions as provided in the Contract Documents. 4.2 Owner and Contractor acknowledge that the total amount of the contract is $485,000.00, with Owner being responsible for payment of the above -recited $310,000.00 Contract Sum in accordance with the contractual terms of this Agreement, and with Contractor being responsible for securing the available rebate of $175,000.00 through Oncor's Solar Rebate Program. Owner expressly agrees to assign its rights to such rebate to Contractor. 4.3 The Contract Sum is based upon the following alternates which are described in the Contract Documents and are hereby accepted by Owner: (.State the numbers or other identification of accepted alternates. If decisions on other alternates are to be made by Owner subsequent to the execution of this Agreement, attach a schedule of such other alternates showing the amount for each and the date when that amount expires) 4.4 Unit prices, if any, are as follows: Not applicable. ARTICLE 5 PAYMENTS 5.1 PROGRESS PAYMENTS 5.1.1 Based upon Applications for Payment submitted to Owner by Contractor, and Certificates for Payment issued by and not disputed by Owner and/or Owner's lender, Owner shall make progress payments on account of the Contract Sum to Contractor as provided below, in Article 14 of the City of Round Rock General Conditions, and elsewhere in the Contract Documents. 5.1.2 The period covered by each Application for Payment shall be one calendar month ending on the last day of the month. 5.1.3 Provided that an Application for Payment is received by Owner not later than the first (1 st) day of a month, Owner shall make payment to Contractor not later than the second Friday of that month. If an Application for Payment is received by Owner after the application date fixed above, payment shall be made by Owner not later than one month thereafter. 5.1.4 Each Application for Payment shall be based on the most recent schedule of values submitted by Contractor in accordance with the Contract Documents. The schedule of values shall allocate the Contract Sunt among the various portions of the Work. The schedule of values shall be prepared in such form and supported by such data to substantiate its accuracy as Owner may require. This schedule, unless objected to by Owner, shall be used as a basis for reviewing Contractor's Applications for Payment. 5.1.5 Applications for Payment shall warrant the percentage of completion of each portion of the Work as of the end of the period covered by the Application for Payment. 5.1.6 Subject to other provisions of the Contract Documents, the amount of each progress payment shall be computed as provided in Article 14 of the City of Round Rock General Conditions. 3 5.2 FINAL PAYMENT 5.2.1 Final payment, constituting the entire unpaid balance of the Contract Sum, shall be made by Owner to Contractor when: l Contractor has fully performed the Contract except for Contractor's responsibility to correct Work, and to satisfy other requirements, if any, which extend beyond final payment; and .2 a final Certificate for Payment has been issued by Owner. 5.2.2 Owner's final payment to Contractor shall be made no later than thirty (30) days after the issuance of final Certificate for Payment. in no event shall final payment be required to be made prior to thirty (30) days after all Work on the Contract has been fully performed. Defects in the Work discovered prior to final payment shall be treated as non -conforming Work and shall be corrected by Contractor prior to final payment, and shall not be treated as warranty items. ARTICLE 6 TERMINATION OR SUSPENSION 6.1 The Contract may be terminated by Owner or Contractor as provided in Article 15 of the City of Round Rock General Conditions. 6.2 The Work may be suspended by Owner as provided in Article 15 of the City of Round Rock General Conditions. ARTICLE 7 MISCELLANEOUS PROVISIONS 7.1 Where reference is made in this Agreement to a provision of any document, the reference refers to that provision as amended or supplemented by other provisions of the Contract Documents. 7.2 Undisputed final payment due and unpaid under the Contract Documents shall bear interest from the sixty- first (61st) day after the date such undisputed final payment is due at the legal rate prevailing from time to time at the place where the Project is located. (Usury laws and requirements under the Federal Truth in Lending Act, similar slate and local consumer credit laws and other regulations at Owner's and Contractor's principal places of business, the location of the Project and elsewhere may affect the validiy of this provision. Legal advice should be obtained with respect to deletions, modifications, disclosures or waivers.) 7.3 Owner's representatives are: (Name, address, other information) James R. Nuse, P.E. City Manager, City of Round Rock 221 East Main Street Round Rock, Texas 78664 Larry Madsen Construction Manager, City of Round Rock Engineering and Development Services Department 2008 Enterprise Drive Round Rock, Texas 78664 Telephone: 512-218-5552 Facsimile: 512-218-5563 Email: l arry m@round-rock. tx. us 4 7.4 Contractor's representative is: Jeff Wolfe President, Solar Works LLC dba Solar Community 4707 East Cesar Chavez Street, Suite 120B Austin, Texas 78702 Telephone: 512-739-9928 Facsimile: 512-464-1 191 Email: jeffasolarcommunity.net 7.5 Neither Owner's nor Contractor's representatives shall be changed without ten (10) days' written notice to the other party. ARTICLE 8 ENUMERATION OF CONTRACT DOCUMENTS 8.1 The Contract Documents, except for Modifications issued after execution of this Agreement, are enumerated as follows: 8.1.1 The Agreement is this executed version of the City of Round Rock, Texas Standard Form of Agreement between Owner and Contractor, as modified. 8.1.2 as modified. The General Conditions arc the "City of Round Rock Contract Forms 00700," General Conditions, 8.1.3 The Supplementary, Special, and other Conditions of the Contract are those contained in the Project Manual: Not applicable. 8.1.4 The Specifications are those contained in the Project Manual: Not applicable. 8.1.5 The Drawings, if any, are those contained in the Project Manual: Not applicable. 8.1.6 The Addenda, Wally, are as follows: Date Received Date Received Date Received Portions of Addenda relating to bidding requirements are not patt of the Contract Documents unless the bidding requirements are also enumerated in this Article 8. 8.1.7 If this Agreement covers construction involving federal funds, thereby requiring inclusion of mandated contract clauses, such federally required clauses are those contained in the "City of Round Rock Contract Forms 03000," Federally Required Contract Clauses, as modified. 8.18 Other documents, if any, forming part of the Contract Documents are as follows: None. ARTICLE 9 MISCELLANEOUS 9.1 Waiver of any breach of this Agreement shall not constitute waiver of any subsequent breach. 9.2 Owner agrees to pay Contractor from available funds for satisfactory performance of this Agreement in accordance with the bid or proposal submitted therefor, subject to proper additions and deductions, all as provided in 5 the General Conditions, Supplemental Conditions, and Special Conditions of this Agreement, and Owner agrees to make payments on account thereof as provided therein. Lack of funds shall render this Agreement null and void to the extent funds are not available. This Agreement is a commitment of City of Round Rock's current revenues only. 9.3 Although this Agreement is drawn by Owner, both parties hereto expressly agree and assert that, in the event of any dispute over its meaning or application, this Agreement shall be interpreted reasonably and fairly, and neither more strongly for nor against either party. 9.4 This Agreement shall be enforceable in Round Rock, Texas, and if legal action is necessary by either party with respect to the enforcement of any or all of the terms or conditions herein, exclusive venue for same shall lie in Williamson County, Texas. This Agreement shall be governed by and construed in accordance with the laws and court decisions of the State of Texas. 9.5 Both parties hereby expressly agree that no claims or disputes between the parties arising out of or relating to this Agreement or a breach thereof shall be decided by an arbitration proceeding, including without limitation, any proceeding under the Federal Arbitration Act (9 USC Section 1-14) or any applicable state arbitration statute. 9.6 The parties, by execution of this Agreement, bind themselves, their heirs, successors, assigns, and legal representatives for the full and faithful performance of the terms and provisions hereof. This Agreement is entered into as of the day and year first written above and is executed in at least two (2) original copies, of which one is to be delivered to Contractor, and one to Owner for use in the administration of the Contract. OWNER CITY OF ROUND ROCK, TEXAS By: Printed Name Title: Date Signed: 441 i `& - ram/ 02 Biz//o CONTRACTOR SOLAR WORKS LLC (lba SOLAR COMMUNITY By: Printed inc Title: =FF Yotrc Pr-ker./ it>C1,3'r Date Signed: - _I - Zora 6 FOR CITY, ATTEST: By: /- (it.&ttSara L. White, City Secretary FOR Cl , APPRtED • S TO FORM: WR Stepha L Sheets, City Attorney TAKE A SOAP OFFI SAVING ENERGY MAKES CENTS Incentive Recipient Change Request Program Year 2010, Version 20091102 Use this form change the incentive recipient on an approved project in Oncor's Take a Load Off Texas Solar PV program. This form must be used with the latest version of Adobe Reader (available at http://_aet.adobe.com/reader). Submit this form electronically to onvaDos(@frontierassoc.com com with "Incentive Recipient Change Request — OPVOXXX" in the subject line. If you need to fax a copy of the signed signature page only, send it to (512) 669-5624. For questions please contact the Program Manager. Project Information Project Number: Customer Last Name: Incentive Amount: OPV0545 City of Round Rock $175,000.00, is 7 Project City: Round Rock Original Incentive Recipient: City of Round Rock New Incentive Recipient Information Recipient Name: Ontility LLC Recipient Company Name (if applicable): If business: Tax ID#: 27-4397946 EW -9 attached Recipient Address Line 1: 3403 N. Sem, Houston Parkway West ., , Recipient Address Line 2: Suite 300, City:Houston State: TX Zip Code: :77086' Phone Number: 281.854.1410_ Fax: 281.854.1440' Email zach.embry@ontility.com or tom.pash@ontility.com Customer Signature Customer hereby attests that all information provided on this form is truthful and accurate, and that the proposed change reflects the wishes of both the service provider and the customer. Customer Signature (Authorized Officer) AloweGratu Printed Name Title (if app cable) Ca of Pioustagock Z./Jai/0 Company (if applicable) Date Service Provider Signature Service Provider hereby attests that all information provided on this form is truthful and accurate, and that the proposed change reflects the wishes of both the service provider and the customer. Jeff Wolfe -� Jeff WolfePresident 6/29/2010 Signature of Authorized Officer Printed Name Title Date Take A Load Off, Texas® is provided by Oncor Electric Delivery LLC as part of the company's commitment to reduce energy consumption and demand. Frontier Associates and Clean Energy Associates implement the Take A Load Off, Texas Solar PV Program as an independent contractor. www.takealoadofftexas.com Solar Community July 15, 2010 RE: Incentive Recipient Change Request 1, _Jeff Wolfe_, the authorized signatory for Solar Works LLC dba Solar Community, hereby authorize and direct the City of Round Rock, Texas to sign the attached "Incentive Recipient Change Request" form, and expressly acknowledge the understanding of Solar Works LLC dba Solar Community that such directive thereby assigns the referenced $175,000 incentive amount/rebate to Ontility LLC. Sincerely, Jeff Wolfe President Solar Community 512.739.9928 Jeff@solarcommunity.net 4704E Cesar Chavez St, Ste 12013 • Austin, Texas • 78702 • Voice 512.904.9006 • Facsimile 512.464.1191 • www.solarcommunity.net RFP 10-021 Specification No. 10-290-82 DATE: May 2010 City of Round Rock REQUEST FOR PROPOSALS SOLAR PHOTOVOLTAIC (PV) SYSTEM PART I GENERAL INFORMATION PURPOSE: The City of Round Rock seeks proposals from qualified Contractors to install, connect and commission a nominal 100kW solar Photovoltaic (PV) System on the top floor of the Round Rock City Hall Parking Garage. Steel structural reinforcements shall allow a frame for the solar arrays to be integrated into the existing walls in a productive and aesthetic manner. The system shall be mounted on a structurally attached steel frame integrated with the facility's existing vertical support members. The system shall offer the necessary southeast sun exposure for electricity production to feed the 480v service panel. No adverse environmental impact shall occur during the building retrofit. The system shall include a complete data monitoring package to allow real-time and historical analysis of critical system performance information to ensure realization of the system's maximum potential lifetime value. The turn -key price proposed shall include all necessary drawings for permits, permitting, installation, training of facility maintenance personnel, commissioning of the system, final drawings, and operation manuals. 2. DEFINITIONS: The following definitions will be used for identified terms throughout the specification and proposal document: 2.1. Agreement — a mutually binding legal document obligating the Vendor to furnish the goods, equipment or services, and obligating the City to pay for it. 2.2. City — identifies the City of Round Rock, Travis and Williamson Counties, Texas. 2.3. Deliverables - the goods, products, materials, and/or services to be provided to the City by Proposer if awarded the agreement. 2.4. Goods - represent materials, supplies, commodities and equipment. 2.5. Proposal - complete, properly signed response to a Solicitation that if accepted, would bind the Proposer to perform the resulting agreement. 2.6. Proposer - identifies persons and entities that submit a proposal. 2.7. Services - work performed to meet a demand. The furnishing of labor, time, or effort by the vendor and their ability to comply with promised delivery dates, specification and technical assistance specified. 2.8. Subcontractor - any person or business enterprise providing goods, labor, and/or services to a Vendor if such goods, equipment, labor, and/or services are procured or used in fulfillment of the Vendor's obligations arising from an agreement with the City. 2.9. Vendor (sometimes referred to as Contractor) - a person or business enterprise providing goods, equipment, labor and/or services to the City as fulfillment of obligations arising from an agreement or purchase order. 11 EXHIBIT nAu Page 1 of 10 RFP 10-021 Specification No. 10-290-82 DATE: May 2010 3. CONFLICT OF INTEREST 3.1. Effective March 1, 2006, Chapter 176 of the Texas Local Government Code (House Bill 914) requires that any vendor or person considering doing business with a local government entity disclose the vendor or person's affiliation or business relationship that might cause a conflict of interest with a local government entity. The Conflict of Interest Questionnaire form is available from the Texas Ethics Conunission at www.ethlcs.state.tx.us. Completed Conflict of Interest Questionnaires may be 'nailed or delivered by hand to the City Secretary. If 'nailing a completed form, please mail to: City of Round Rock City Secretary 221 East Main Street Round Rock, Texas 78664-5299 3.2. Any attempt to intentionally or unintentionally conceal or obfuscate a conflict of interest may automatically result in the disqualification of the vendor's proposal. 4. CITY CONTACT: All responses for Request for Proposals (RFP), as well as any questions, clarifications or requests for general information are to be directed to: Randy Barker Purchasing Supervisor 221 East Main Street Round Rock, TX 78664-5299 Telephone (512) 218-3295 Fax (512) 218-7028 r b a r ke r(ri ro u n d- ro c lc. t x. u s 4.1. The individual above may be contacted for clarification of the specifications of this Request for Proposals only. No authority is intended or implied that specifications may be amended or alternates accepted prior to closing date without written approval of the City. Under no circumstances will private meetings be scheduled between Proposer and City staff. 5. EX PARTE COMMUNICATION: 5.1. Please note that to insure the proper and fair evaluation of a proposal, the City prohibits ex parte communication (e.g., unsolicited) initiated by the Proposer to a City Official or Employee evaluating or considering the proposals prior to the time a formal decision has been made. Questions and other communication from vendors will be permissible until 5:00 pin on the day specified as the deadline for questions. Any communication between Proposer and the City after the deadline for questions will be initiated by the appropriate City Official or Employee in order to obtain information or clarification needed to develop a proper and accurate evaluation of the proposal. Ex parte communication may be grounds for disqualifying the offending Proposer from consideration or award of the solicitation then in evaluation, or any future solicitation. 6. PROPOSAL SCIIEDULE: 6.1. It is the City's intention to comply with the following proposal timeline: 6.1.1. Request for Proposals released 6.1.2. Pre -Proposal Meeting 6.1.3. Deadline for questions 6.1.4. City response to all questions/addenduins 6.1.5. Responses to RFP due by 3:00 p.m. Page 2 of 10 May 8, 2010 May 17, 2010 May 18, 2010 May 20, 2010 May 25, 2010 RPP 10-021 Specification No. 10-290-82 DATE: May 2010 NOTE: These dates represent a tentative schedule of events. The City reserves the right to modify these dates at any time, with appropriate notice to prospective Proposer. 6.2. All questions regarding the RFP shall be submitted in writing (either electronically, fax, or regular mail) by 5:00 pun on May 18, 2010 to above named City Contact. All interested firms will be provided with a copy of the questions submitted and the City's response. Questions shall be submitted to the contact named above. 7. PRE -PROPOSAL MEETING: 7.t The City will conduct a Pre -Proposal Meeting for alt interested Proposers to familiarize then with the requested services and to give all potential Proposers an opportunity to ask questions they may have concerning this service. The meeting will be held in the Council Chambers at City Hall, 221 East Main Street, Round Rock, Texas, 78664. Date: Monday, May 17, 2010 Time: 2:00 —. 3:00 p.m., CDT 8. PROPOSAL DUE DATE: 8.1. Sealed proposals are due no later than 3:00 p.nt., May 25, 2010 to the office of the Purchasing Department. Mail or cany sealed proposals to: City of Round Rock Attn: Randy Barker 221 East Main Street Round Rock, Texas 78664-5299 8.2. Proposals received atter this time and date will not be considered. 8.3. Sealed proposals shall be clearly marked "DO NOT OPEN —REP 10-021 Solar Photovoltaic (PV) System". 8.4. Facsimile or electronically transmitted proposals are not acceptable. 8.5. Each proposal and each proposal variation shall be submitted in one (1) original and three (3) copies. 9. PROPOSAL SUBMISSION REOUIREMENTS: Interested and qualified firms or teams shall: 9.t. Submit one (I) original and three (3) copies of materials that demonstrate their experience in performing projects of this scale and complexity. 9.2. Documentation shall include: 9.2.1. Identification of the finn/team responding to the RFP to include a brief summary of team member experiences. 9.2.2. A summary demonstrating the firm's/team's qualifications to satisfy all the technical areas identified in the specification. 9.2.3. A representative list of projects of a scale and complexity similar to the project being considered by the City. The list should include the project location, client, services provided by your firm for the project, term of sponsorship and an owner contact name. 9.2.4. Project timeline outlining the steps the firm would take in the implementation of the project. 9.3. Provide references: Provide the name, address, telephone number and point of contact of at least three clients that have utilized the same or similar product and services within the last 3 years. References may be checked prior to award. Any negative responses received may result in disqualification from consideration for award. Failure to include references with submittal may result in disqualification from consideration for award. 9.4. Identify any subcontractors to be used for this project. Experience, qualifications and references of the subcontractors shall be submitted. The City reserves the right to approve or disapprove all subcontractors prior to any work being performed. Page 3 of 10 10. PROPOSER PROFILE 10.1. Provide the following information about your firm: 10.1.1. Firm name and business address, including telephone number. 10.1.2. Year established (include former firm names and year established, if applicable). 10.1.3. Office locations (relative to this project). 10.1.4. Number of current contracts and contract amounts. 10.1.5. Current limits of professional liability insurance. 11. COST PROPOSAL: 11.1. 11.2. 11.3. 11.4. RFP 10-021 Specification No. 10-290-S2 DATE: May 2010 The cost proposal shall be identified in summary page(s) or section of the proposal for clear identification. The cost proposal shall include an official offer to undertake the proposed work at the quoted price and a detailed explanation of the quoted price which shall include a cost break down by each module or deliverable. The cost shall include an estimate of the number of hours to be spent by the Proposer on the project and a proposed project schedule. The official offer shall include a commitment to perforin all financial responsibilities relative to the performance of the proposed contract including submitting all invoices and accounting for all fimds. 12. ASSURANCES, ERRORS, AND OMISSIONS: 12.1. A brief statement providing assurances that the Proposer shall be cognizant of, comply with and enforce all applicable Federal, State and Local statutes and ordinances and a description of the proponent's methodology for handling errors and omissions in the project management and implementation as part of this project. 13. CONFIDENTIALITY OF PROPOSAL CONTENT: 13.1. All proposals submitted in response to this RFP shall be held confidential until an agreement is awarded. Following the agreement award, proposals are subject to release as public information unless the proposal or specific parts of the proposal can be shown to be exempt from the Texas Public Information Act. Proposers are advised to consult with their legal counsel regarding disclosure issues and take the appropriate precautions to safeguard trade secrets or any other proprietary information. The City assumes no obligation or responsibility for asserting legal arguments on behalf of potential Proposers. 13.2. If a Proposer believes that a proposal or parts of a proposal are confidential, then the Proposer shall so specify. The Proposer shall stamp in bold red letters the tern "CONFIDENTIAL" on that part of the proposal, which the Proposer believes to be confidential. Vague and general claims as to confidentiality shall not be accepted. All proposals and parts of proposals that are not marked as confidential will be automatically considered public information after the agreement is awarded. 14. CLARIFICATION OF PROPOSALS: 14.1. The City reserves the right to request clarification or additional information specific to any proposal after all proposals have been received. 15. EVALUATION CRITERIA: All proposals received shall be evaluated based on the best value for the City by considering all or part of the criteria listed below, as well as any relevant criteria specifically listed in the solicitation: 15.1. Price; 15.2. Long-term cost to the City to acquire Proposer's goods and services; 15.3. The extent to which the goods or services meet the City's needs; 15.4. Project process and outline; Page 4 of 10 RFP 10-021 Specification No. 10-290-82 DATE: May 2010 [5.5. Reputation of the Proposer and the Proposer's services; 15.6. Technical expertise; 15.7. Client list/sponsor reference and experience; 15.8. Proposer's past relationship with the City. All vendors will be evaluated on their past performance and prior dealings with the City to include, but not limited to, failure to meet specifications, poor quality, poor workmanship, late delivery. H. EVALUATION PROCESS: 16.1. A committee comprised of City Staff and others as appropriate will review the responses to the RFP and may develop a short list of firms/teams. 16.2. Interviews and/or demonstrations may be conducted with any responding firms/teams to discuss their qualifications, resources, and availability to provide the services requested. 16.2.1. Upon completion of the evaluation, the selection committee may recommend a firm/team for the project identified. 16.2.2. An agreement with the recommended finn/team for the project will then be negotiated. This process will be completed with the City Council's authorization to the Mayor for the execution of the agreement or the execution of the agreement by the City Manager. 16.3. The City will not provide compensation or defray any cost incurred by any firm related to the response to this request. The City reserves the right to negotiate with any and all persons or firms. The City also reserves the right to reject any or all proposals, or to accept any proposal deemed most advantageous, or to waive any irregularities or informalities in the proposal received, and to revise the process and/or schedule as circumstances require. PART II GENERAL TERMS AND CONDITIONS 1. AGREEMENT: 1.1. The term of the Agreement resulting from the solicitation shall be until full and satisfactory completion of the work specified herein is achieved. 1.2. The Agreement shall remain in full force and effect unless and until it expires by operation of the tern negotiated between the City and Vendor during the contractual process or until terminated or extended as provided. 2. PRICE: The agreement price shall be firm for the duration of the agreement or extension periods except as provided for in paragraph below. No separate line item charges shall be permitted for either proposal or invoice purposes, which shall include equipment rental, demurrage, costs associated with obtaining permits or any other extraneous charges. 3. INTERLOCAL COOPERATIVE CONTRACTING: Other governmental entities within the State of Texas may be extended the opportunity to purchase off of the City's solicitation, with the consent and agreement of the successful vendor(s) and the City. Such consent and agreement shall be conclusively inferred from lack of exception to this clause in vendor's response. However, all parties indicate their understanding and all parties hereby expressly agree that the City is not an agent of, partner to, or representative of those outside agencies or entities and that the City is not obligated or liable for any action or debts that may arise out of such independently -negotiated "piggyback" procurements. 4. INDEMNIFICATION: The successful Proposer shall indemnify, save harmless and exempt the City, its officers, agents, servants, and employees from and against any and all suits, actions, legal proceedings, claims, demands, damages, costs, expenses, attorney fees and any and all other costs or fees incident to any work done as a result of this quote and arising out of a willful or negligent act or omission of the successful Proposer, its officers, agents, servants, and employees; provided, however, that the successful Proposer shall not be liable for any suits, actions, legal proceedings, claims, demands, damages, costs, expenses and attorney fees arising out of a willful or negligent act or omission of the City, its officers, agents, servants and employees, or third parties. Page 5 of 10 RFP 10-021 Specification No. 10-290-82 DATE: May 2010 5. INSURANCE: The successful Proposer shall meet or exceed ALL insurance requirements set forth by the City as identified in Attachment A to the specifications. Any additional insurance requirements of participating or cooperative parties will be included as subsequent Attachments and shall require mandatory compliance. 6. VENUE: The agreement shall be governed by and construed in accordance with the laws of the State of Texas. Venue shall be in the applicable court, Williamson County, Texas. 7. DISCLOSURE OF LITIGATION: 7.1. Each Proposer shall include in its proposal a complete disclosure of any civil or criminal litigation or investigation pending which involves the Proposer or in which the Proposer has been judged guilty. 8. RIGHT TO REPRODUCE DOCUMENTATION AND OTHER INFORMATION: 8.1. The City shall have the right to reproduce any and all manuals, documentation, software or other information stored on electronic media supplied pursuant to the agreement at no additional cost to the City, regardless of whether the same be copyrighted or otherwise restricted as proprietary information; provided, however, that such reproductions shall be subject to the same restrictions on use and disclosure as are set forth in the agreement. 8.2. The Awarded Proposer agrees to execute any non-exclusive copyright assignments or reproduction authorizations that may be necessary for the City to utilize the rights granted in this subparagraph. 9. INDEPENDENT CONTRACTOR: 9.1. It is understood and agreed that the Contractor shall not be considered an employee of the City. 9.2. The Contractor shall not be within protection or coverage of the City's Worker Compensation insurance, Health Insurance, Liability Insurance or any other insurance that the City from time to time may have in force and effect. PART III SPECIFICATIONS 1. SCOPE OF WORK: 1.1. A nominal 100 kW system output rated grid tied solar PV system shall be provided by a NABCEP certified solar PV installer/designer who shall develop the actual contract drawings and provide a hum -key system total installation cost. Certified installer shall be listed with the State of Texas PV solar rebate program and shall have a minimum five years experience installing PV systems including working with the local utility on maximizing their specific rebate program. To `provide' shall include, but not be limited to, all fabrication, delivery, installation, plus operation and maintenance for the warranty period. 1.2. Contractor shall be responsible for securing all permits and approvals from governing agencies, all labor, taxes, services, materials and equipment to produce a fully operational PV system as required herein. 1.3. This project is funded by a Department of Energy grant (DE-SC0001618) under the American Recovery and Reinvestment Act of 2009 (Recovery Act). Section 1606 of the Recovery Act requires compliance with Davis - Bacon and related Acts. 1.4. The system shall be designed to maximize the City of Round Rock's economic return by taking full advantage of the rebate available through Oncor's Solar Rebate Program. Contractor shall secure the available rebate for the City of Round Rock through Oncor's Solar Rebate Program 1.5. Selected PV installer shall provide a submittal indicating at a minimum: 1.5.1. Timeline and project schedule; 1.5.2. System description; Page 6 of 10 RFP 10-021 Specification No. 10.290-82 DATE: May 2010 1.5.3. All system components and intended equipment with sizes and options indicated; 1.5.4. Wiring distribution diagram showing conductor, raceway, disconnect or other equipment with sizes; 1.5.5. All equipment indicating manufacturer and model numbers; 1.5.6. All completed energy analysis, financial analysis and rebate forms; 1.5.7. Location of all equipment shown on floor plans with method of separating and protecting equipment from access in a public garage and integrated in an unobtrusive manner acceptable to the City while maintaining ease of access for maintenance, all equipment locations shall be approved by the City prior to any_ installation; 1.5.8. Location and manner of connecting the PV system output into the building service entrance equipment; and, 1.5.9. List of all data monitoring system parameters with examples of computer display(s). 1.6. Contractor shall provide an estimated simple payback analysis including the funds to be received through the total utility rebate program, and using an electric rate of $0.06556/kwh. No adjustment for electric rate increases shall be made prior to June 2012, and annual rate increases beyond that month shall be limited to 5% per year. Installer shall complete and submit alt required forms associated with the rebate program on behalf of the owner. Installer shall notify the owner of any potential changes to the local utility rebate program that could affect the rebate amounts between start of system design and installation. Financial analyses used in determining the feasibility of this project will include the above stated $/kwh and the rebate amounts in the total installation cost. 1.7. All costs for monitoring & verification (M&V) including system sub -metering and annual verification of electric consumption shall be included as a 1 -year alternate proposal. 1.8. Life expectancy of the installed system shall be no less than the calculated simple payback period, with a minimum warranty life of 25 years for all components except the inverter(s) which shall be fully warranted for a minimum of 10 years. 1.9. Installer shall analyze the exiting roof structure to determine the best system orientation and insure required system will fit on the interior area of the roof structure. Solar panels shall be placed on elevated support structure(s) having a minimum 7' AFF to allow cars to park below. There shall be minimal loss of parking spaces as a result of this project. 1.10. Contractor shall be responsible for contracting the services of a licensed professional structural engineer who will analyze the existing garage structure to ascertain its ability to support the complete solar panellstructural support system. Structural analysis shall include both static and live loads plus wind shear or lift constraints. Structural engineer shall be required to produce a set of signed/sealed, approved and permitted contract drawings. Drawings shall indicate all new structure and modifications to existing structure. 1.11. All PV system materials such as conductors, raceways and other distribution equipment shalt comply with all local codes and City requirements. 1.12. A data monitoring system, complete with all hardware and software to allow continuous monitoring of the critical system performance metrics from a location set up within the City Library across Main Street through the sites existing Ethernet connection. Monitoring system shall include remote computer interactive display of installed system, output performance of each solar PV module or string, input/output performance of each inverter, total system output to utility grid connection. System shall be able to flag and report any equipment malfunctions or should system or components, on an identified component basis, fall below their normal operating range. System shall be able to retain performance history for one year. Contractor shall work with and train City personnel on use of system and provide all programming to allow the system to illustrate monitored data in a user friendly and simple manner acceptable to the City. 2. PROPOSALSUBI\IITIAL: 2.1. Base Proposal: A nominal 100 kW Grid -Tied PV System including all materials and labor to produce a completely operable system. Cost shall include (but not be limited to) solar panels, renewable energy components, equipment and associated hardware, attachments, racking, wiring, combiner boxes, conduit, electric submeter, disconnect, and single inverter. Installer shall complete all technical components of the utility interconnection agreement. All penetrations and the sealing of those penetrations shall be included Page 7 of 10 RFP 10-021 Specification No. 10-290-82 DATE: May2010 within the Proposers cost for this project. Submitted Total Installation Cost shall also include costs of permits, labor, interconnection to existing system and commissioning of the installed system. 2.1.1. Alternate 1 Proposal: Provide annual cost for first year M&V 2.1.2. Alternate 2 Proposal: in lieu of providing 1 inverter for the entire PV system, provide and install one (1) inverter for each ten (10) kW section of the PV system. 2.1.3. Alternate 3 Proposal: In lieu of providing one (1) inverter for the entire PV system, provide and install one (1) inverter (micro -inverter) for each solar panel. 3. MATERIALS AND EQUIPMENT: At a minimum materials and equipment used shall be as follows: 3.1. All equipment shall be UL listed; 3.2. All wiring shall be copper conductor, if10 and smaller shall be solid with THWN-2 insulation, feeders less than 250' in length shall be continuous without splice or terminations for pulling; 3.3. All conductors shall be contained in boxes or raceways, exposed conduit shall be rigid galvanized steel, interior conduit protected from weather or damage may be galvanized steel EMT with UL grounding type compression connectors, cable and PVC conduit is not allowed; 3.4. All exposed equipment (including interior to the garage) shall have a NEMA 3R rating; installation shall comply with all local City and National Codes including the 2008 National Electrical Code with specific attention applied to Article 690. 2. PROJECT MANAGEMENT: 2.1. The selected Vendor shall provide a project manager for the duration of the project. The project manager shall work closely with designated City personnel to develop a project charter, project plan, statement of work, detailed work breakdown structure, task durations and dependencies matrix and risk management plan. 2.1.1. Project reports: Prepare and submit weekly progress reports to the City. Progress reports shall briefly summarize progress of work tasks, key decisions which require input from or discussion with the City staff, project adherence to schedule, and a list of problems or unresolved issues. Vendor staff shall maintain an issues list, identifying the issue, date it was known as an issue, person responsible for solution, date solution required, and date solution implemented. 2.1.2. Meetings and presentations: Participate in meetings with City staff including an initial meeting, monthly progress meetings (at a minimum), and follow up meetings as required. 2.1.3. Utilization of all features of the system: Vendor shall recommend Best Practices in utilization of system features as well as ways to streamline any process using the photovoltaic system. Based upon recommendations, the City will decide whether to proceed with the recommendations. Project Manager shall include recommended changes into the project scope. 3. POWER CONVERSION: Once installed, the PV array shall produce DC electricity when exposed to sunlight. The array shall connect to the building's main electrical system through DC to AC inverter(s), which will convert the DC power produced by the solar modules to AC power supplied by the utility and used in the building. The system shall operate under the current Oncor Net Metering protocol, which allows power generated beyond the immediate usage of the building to be fed back into the utility grid. 4. SAFETY CODES AND PROCEDURES: Grid -tied solar electric systems shall be regulated by the National Electric Code and shall include standards for every component and process used to install and operate the system and all components shall have the necessary UL listing. To prevent the possibility of feeding live power into a non -electrified grid, the system shall automatically shut down during a power outage. In addition, in accordance with Oncor's solar rebate program, before the system is cotnmissioned, an Oncor official shall be required to perform a complete final inspection. Page 8 of 10 RFP 10-021 Specification No. 10-290-82 DATE: May 2010 5. MAINTENANCE REOUIREMENTS: The proposed system shall be designed for minimal maintenance requirements. These shall include checks annually to ensure mechanical and electrical connections are sound, the array is clean and power -conditioning equipment is working properly. 6. WARRANTIES: Proposal shall clearly define the manufacturers' warranty on all major system components. Modules shall carry a limited power warranty that guarantees their output at to a minimum of 80% of nameplate rating for 25 years. The inverters shall carry a minimum warranty of 10 years. Contractor shall further warrant balance of system components and all defects in workmanship for a minimum of 5 years. This warranty shall cover all equipment and services supplied by Contractor, including the modules, inverters, switchgear, and all wiring between system components. 7. ENGINEERING AND SAFETY: Additional dead and live loads associated with installation shall be evaluated by a structural engineer to ensure compatibility with existing roof structure. The complete system shall undergo electrical and structural engineering review and be designed to meet or exceed local building code requirements, electrical code, and National Electric Code (NEC) guidelines. Costs for the aforementioned services shall be included in Contractor's proposed turnkey price. 5. DISPOSAL All waste materials generated by the installation of the PV system shall be disposed of by the licensed contractor, according to state and local regulations. PART IV INVOICE AND PAYMENT 1. ACCEPTANCE: City will determine successful completion of deliverables as specified. Vendor will be notified if service provided is not in MI compliance with the project scope for corrective action. If any service is canceled for non-acceptance, the needed service may be procured elsewhere and Vendor may be charged full increase, Warty, in cost. 2. INVOICING: 2.1. Vendor shall submit one original and two copies of each invoice referencing the assigned Purchase Order or Contract number to the following address: City of Round Rock Attu: Accounts Payable 221 East Main Street Round Rock, TX 78664-5299 3. PROMPT PAYMENT POLICY: 3.1. Payments will be made within thirty days after the City receives the supplies, materials, equipment, or the day on which the performance of services was completed, or the day on which the City receives a correct invoice for the service, whichever is later. The Contractor may charge a late fee (fee shall not be greater than that which is permitted by Texas law) for payments not made in accordance with this prompt payment policy; however, this policy does not apply to payments made by the City in the event: 3.1.1. There is a bona fide dispute between the City and Contractor concerning the supplies, materials, services or equipment delivered or the services performed that causes the payment to be late; or 3.1.2. The terms of a federal contract, grant, regulation, or statute prevent the City from making a timely payment with Federal Funds; or Page 9 of 10 RPP 10-021 Specification No. 10-290-82 DATE: May 2010 3.1.3. There is a bona fide dispute between the Contractor and a subcontractor or between a subcontractor and its suppliers concerning supplies, material, or equipment delivered or the services performed which caused the payment to be late; or 3.1.4. The invoice is not mailed to the City in strict accordance with instructions, if any, on the purchase order or agreement or other such contractual agreement. 4. OVERCHARGES: 4.1. Contractor hereby assigns to purchaser any and all claims for overcharges associated with this purchase which arise under the antitrust laws of the United States, 15 USGA Section 1 et seq., and which arise under the antitrust laws of the State of Texas, Bus. and Com. Code, Section 15.01, et seq. ['age l0 of 10 ATTACHMENT A City of Round Rock Insurance Requirements ATTACHMENT A CITY OF ROUND ROCK INSURANCE REQUIREMENTS 1. INSURANCE: The Vendor shall procure and maintain at lis sole cost and expense for the duration of the contract or purchase order resulting from a response to this bid/Specification insurance against claims for injuries to oersons or damages to propertv which may arise from or in connection with the performance of the work as a result of this bid by the successful bidder. its agents. representatives, volunteers. employees or subcontractors. 1.1. Certificates of Insurance and endorsements shall be furnished to the City and approved by the City before work commences. 1.2. The following standard insurance policies shall be required: 1.2.1. General Liability Policy 1.2.2. Automobile Liability Policy 1.2.3. Worker's Compensation Policy 1.3. The following general requirements are applicable to all policies: 1.3.1. Only insurance companies licensed and admitted to do business in the State of Texas shall be accepted. 1.3.2. Deductibles shall be listed on the Certificate of Insurance and are acceptable only on a per occurrence basis for property damage only. 1.3.3. Claims made policies shall not be accepted, except for Professional Liability Insurance. 1.3.4. Upon request, certified copies of all Insurance policies shall be furnished to the City 1.3.5. Policies shall include, but not be limited to, the following minimum limits: 1.3.5.1. Minimum Bodily Injury Limits of $300,000.00 per occurrence. 1.3.5.2. Property Damage Insurance with minimum limits of $50,000.00 for each occurrence. 1.3.5.3. Automobile Liability Insurance for all owned, non -owned, and hired vehicles with minimum limits for Bodily Injury of $100,000.00 each person, and $300,000.00 for each occurrence, and Property Damage Minimum limits of $50,000.00 for each occurrence. 1.3.5.4. Statutory Worker's Compensation Insurance and minimum $100,000.00 Employers Liability Insurance. 1.3.6. Coverage shall be maintained for two years minimum after the termination of the Contract. 1,4. The City shall be entitled, upon request, and without expense to receive copies of insurance policies and all endorsements thereto and may make reasonable request for deletion, revision, or modification of particular policy terms, conditions, limitations, or exclusions (except where policy provisions are established by law or regulation binding either of the parties hereto or the underwriter of any of such policies). Upon such request by the City, the Vendor shall exercise reasonable efforts to accomplish such changes in policy coverage and shall pay the cost thereof. All insurance and bonds shall meet the requirements of the bid specification and the insurance endorsements stated below. 1.5. Vendor agrees that with respect to the required insurance, all insurance contracts and certificate(s) of insurance will contain and state, in writing, on the certificate or its attachment, the following provisions: Page 1 of 4 1.5.1. Provide for an additional insurance endorsement clause declaring the Vendor's insurance as primary. 1.5.2. Name the City and its officers, employees, and elected officials as additional insured's, (as the interest of each insured may appear) as to all applicable coverage. 1.5.3. Provide thirty days notice to the City of cancellation, non -renewal, or material changes 1.5.4. Remove all language on the certificate of insurance indicating: 1.5.4.1. That the insurance company or agent/broker shall endeavor to notify the City; and, 1.5.4.2. Failure to do so shall impose no obligation of liability of any kind upon the company, its agents, or representatives. 1.5.5. Provide for notice to the City at the addresses listed below by registered mail: 1.5.6. Vendor agrees to waive subrogation against the City, its officers, employees, and elected officials for injuries, including death, property damage, or any other loss to the extent same may be covered by the proceeds of insurance. 1.5.7. Provide that all provisions of this contract concerning liability, duty, and standard of care together with the indemnification provision, shall be underwritten by contractual liability coverage sufficient to include such obligations within applicable policies. 1.5.8. All copies of the Certificate of Insurance shall reference the project name, bid number or purchase order number for which the Insurance is being supplied. 1.5.9. Vendor shall notify the City in the event of any change in coverage and shall give such notices not less than thirty days prior notice to the change, which notice shall be accomplished by a replacement Certificate of Insurance. 1.5.10. All notices shall be mailed to the City at the following addresses: Assistant City Manager City of Round Rock 221 East Main Round Rock, TX 78664-5299 City Attorney City of Round Rock 309 East Main Round Rock, TX 78664 2. WORKERS COMPENSATION INSURANCE 2.1. Texas Labor Code, Section 406.098 requires workers' compensation Insurance coverage for all persons providing services on building or construction projects for a governmental entity. 2.1.1. Certificate of coverage ("certificate") - A copy of a certificate of insurance, a certificate of authority to self -insure issued by the Texas Workers' Compensation Commission, or a coverage agreement (TWCC-81, TWCC-82, TWCC-83, or TWCC-84), showing statutory workers' compensation insurance coverage for the person's or entity's employees providing services on a project, for the duration of the project. 2.1.2. Duration of the project - includes the time from the beginning of the work on the project until the CONTRACTOR'S /person's work on the project has been completed and accepted by the OWNER. 2.2. Persons providing services on the project ("subcontractor") in Section 406.096 - includes all persons or entities performing all or part of the services the CONTRACTOR has undertaken to perform on the project, regardless of whether that person contracted directly with the CONTRACTOR and regardless of whether that person has employees. This includes, without limitation, independent contractors, subcontractors, leasing companies, motor careers, owner -operators, employees of any such entity, or employees of any entity, which furnishes persons to provide services on the project. "Services" include, without limitation, providing, hauling, or delivering equipment or materials, or providing labor, transportation, or other service related to a project. "Services" does not Page 2 of 4 include activities unrelated to the project, such as food/beverage vendors, office supply deliveries, and delivery of portable toilets. 2.3. The CONTRACTOR shall provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, that meets the statutory requirements of Texas Labor Code. Section 401.011(44) for all employees of the CONTRACTOR providing services on the project, for the duration of the project. 2.4. The CONTRACTOR must provide a certificate of coverage to the OWNER prior to being awarded the contract. 2.5. If the coverage period shown on the CONTRACTOR'S current certificate of coverage ends during the duration of the project, the CONTRACTOR must, prior to the end of the coverage period, file a new certificate of coverage with the OWNER showing that coverage has been extended. 2.6. The CONTRACTOR shall obtain from each person providing services on a project, and provide to the OWNER: 2.6.1. a certificate of coverage, prior to that person beginning work on the project, so the OWNER will have on the certificates of coverage showing coverage for all persons providing services on the project; and 2.6.2. no later than seven calendar days after receipt by the CONTRACTOR, a new certificate of coverage showing extension of coverage, If the coverage period shown on the current certificate of coverage ends during the duration of the project. 2.7. The CONTRACTOR shall retain all required certificates of coverage for the duration of the project and for one year thereafter. 2.8. The CONTRACTOR shall notify the OWNER in writing by certified mail or personal delivery, within 10 calendar days after the CONTRACTOR knew or should have known, or any change that materially affects the provision of coverage of any person providing services on the project. 2.9. The CONTRACTOR shall post on each project site a notice, in the text, form and manner prescribed by the Texas Workers' Compensation Commission, informing all persons providing services on the project that they are required to be covered, and stating how a person may verify coverage and report lack of coverage. 2.10. The CONTRACTOR shall contractually require each person with whom it contracts to provide services on a project, to: 2.10.1. provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, that meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all its employees providing services on the project, for the duration of the project; 2.10.2. provide to the CONTRACTOR, prior to that person beginning work on the project, a certificate of coverage showing that coverage is being provided for all employees of the person providing services on a project, for the duration of the project; 2.10.3. provide the CONTRACTOR, prior to the end of the coverage period, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the project; 2.10.3.1. obtain from each other person with whom it contracts, and provide to the CONTRACTOR: 2.10.3.1.1. a certificate of coverage, prior to the other person beginning work on the project; and 2.10.3.1.2. a new certificate of coverage showing extension of coverage, prior to the end of the coverage period, if the coverage period shown on the current certificate of coverage ends during the duration of the project Page 3 of 4 2.10.3.2. retain all required certificates of coverage on file for the duration of the project and for one year thereafter; 2.10.3.3. notify the OWNER in writing by certified mail or personal delivery, within 10 calendar days after the person knew or should have known, of any change that materially affects the provision of coverage of any person providing services on the project; and 2.10.3.4. contractually require each person with whom it contracts, to perform as required by paragraphs (A thru G), with the certificates of coverage to be provided to the person for whom they are providing services. 2.10.3.5. By signing the solicitation associated with this specification, or providing, or causing to be provided a certificate of coverage, the Contractor is representing to the Owner that all employees of the Contractor who will provide services on the project will be covered by workers' compensation coverage for the duration of the project, that the coverage will be based on proper reporting of classification codes and payroll amounts, and that all coverage agreements will be filed with the appropriate insurance carrier or, in the case of a self-insured, with the Commission's Division of Self-Insurance Regulation. Providing false or misleading information may subject the Contractor to administrative penalties, criminal penalties, civil penalties, or other civil actions. 2.10.3.6. The Contractor's failure to comply with any of these provisions is a breach of contract by the Contractor that entitles the Owner to declare the contract void if the Contractor does not remedy the breach within ten calendar days after receipt of notice of breach from the owner. Page 4 of 4 ATTACHMENT B The American Recovery and Reinvestment Act (ARRA) Requirements ATTACHMENT B Special Ternrs and Conditions To Be Included In Contracts Funded In Whole or In Part by The American Recovery and Reinvestment Act Of 2009 The following are Special Terms and Conditions to be used for procurements funded by the American Recovery and Reinvestment Act of 2009. Other special terns and conditions may be developed and included when appropriate or as required by the Federal granting agency. 1. GENERAL: This Contract is governed, in part, by the provisions of the American Recovery and Reinvestment Act of 2009, Pub. L. 111-5 (the "Recovery Act" or "ARRA") and Federal Regulations and other guidance from the federal government implementing the Recovery Act (collectively, "Recovery Act Requirements" or "ARRA Requirements"), and the Contractor agrees that it will comply with all Recovery Act Requirements applicable to this contract. In the event of a conflict between the terms of this Contract and the Recovery Act Requirements, the provisions of the Recovery Act Requirements shall be controlling. The Contractor acknowledges that these Special Tenns and Conditions may require changes due to future revisions of the Recovery Act Requirements, and Contractor agrees that it shall comply with any such changes upon receipt of written notification from the City of such changes. Such changes will become a material part of the Contract without the necessity of either party executing an amendment to this Contract. Contractor also agrees that it will provide all information and documentation required by the City in order to comply with the Recovery Act Requirements. Contractor agrees that, to the extent ARRA Requirements conflict with State of Texas or City of Round Rock, Texas requirements, the ARRA Requirements shall control. 2. JOB CREATION AND RETENTION: The Contractor shall provide to the City an estimate of the number of new positions created and filled, positions retained, or previously existing unfilled positions that are filled or retained as a result of this Contract. The estimated number shall be expressed as full-time equivalent (FTE), calculated cumulatively as all hours worked divided by the total number of hours in a full-time schedule, as defined by the Contractor. The Contractor shall update the information regarding jobs creation and retention on a quarterly basis, and shall provide each updated report to the City no later than ten business days before the end of each calendar quarter. The Contractor shall provide a brief description of the types of jobs created or jobs retained in the United States and outlying areas. This description may rely on job titles, broader labor categories, or the Contractor's existing practice for describing jobs provided the terms are widely understood and describe the general nature of the work. 3. AUDITING: The Contractor shall retain all books, records, and other documents to this Contract for five (5) years after final payment. Section 902 of the American Recovery and Reinvestment Act of 2009 provides the U.S. Comptroller General and his representatives with the authority to: (1) examine any records of the Contractor or any of its subcontractors, or any State or local agency administering such contract, that directly pertain to, and involve transactions relating to, the contract or any subcontract; and (2) interview any officer or employee of the Contractor or any of its subcontractors, or of any State or local government agency administering the contract, regarding such transactions. Accordingly, the Comptroller General and his representatives shall have the authority and rights as provided under Section 902 of the Recovery Act with respect to this Contract, which is funded with funds made available under the Recovery Act. Section 902 further states that nothing in this section shall be interpreted to limit or restrict in any way any existing authority of the Comptroller General. Additionally, Section 1515(a) of the Recovery Act provides authority for any representatives of an appropriate inspector general appointed under Section 3 or 8G of the Inspector General Act of 1978 to examine any records or interview any employee or officers of the Contractor or its subcontractors working on this Contract. The Contractor is advised that any representatives of an appropriate Inspector General appointed under Section 3 or 1 of 2 80 of the Inspector General Act of 1978 have the authority to examine any record and interview any employee or officer of the Contractor, its subcontractors or other firms working on this Contract. This right of examination shall also include inspection at all reasonable times of the Contractor's plants, or parts of them, engaged in performing the Contract. Section 1515(b) further provides that nothing in this section shall be interpreted to limit or restrict in any way any existing authority of an Inspector General. The City's contracting officer and other representatives of the City shall have, in addition to any other audit or inspection right in this Contract, all the audit and inspection rights contained in this section. 4. BUY AMERICAN: Section 1605 of the Recovery Act prohibits use of recovery funds for a project for the construction, alteration, maintenance, or repair of a public building or public work unless all of the iron, steel, and manufactured goods used in the project are produced in the United States. The law requires that this prohibition be applied in a manner consistent with U.S. obligations under international agreements, and it provides for waiver by the head of the federal agency awarding the ARRA funds under three circumstances: (a) Iron, steel, or relevant manufactured goods are not produced in the United States in sufficient and reasonably available quantities and of a satisfactory quality; (b) Inclusion of iron, steel, or manufactured goods produced in the United States will increase the cost of the overall project by more than 25 percent; or (c) Applying the domestic preference would be inconsistent with the public interest. 5. WAGE RATE REQUIREMENTS: (a) Section 1606 of the Recovery Act requires that all laborers and mechanics employed by contractors and subcontractors on projects funded directly by or assisted in whole or in part by and through the Federal Govenunent pursuant to the Recovery Act shall be paid wages at rates not less than those prevailing on projects of a character similar in the locality as determined by the Secretary of Labor in accordance with subchapter IV of chapter 31 of title 40, United States Code. Pursuant to Reorganization Plan No. 14 and the Copeland Act, 40 U.S.C. 3145, the Department of Labor has issued regulations at 29 CFR parts 1, 3, and 5 to implement the Davis -Bacon and related Acts. Regulations in 29 CFR 5.5 instruct agencies concerning application of the standard Davis -Bacon contract clauses set forth in that section. The standard Davis -Bacon contract clauses found in 29 CFR 5.5(a) are incorporated into this Contract and any subcontracts that that are in excess of $2,000 for construction, alteration or repair (including painting and decorating). (b) Inquiries concerning the application of Davis -Bacon requirements to a particular federally assisted project should be directed to the Federal agency funding the project. The Secretary of Labor retains fmal coverage authority under Reorganization Plan Number 14. Please reference Attachment D to this specification for wage information as of 5/3/10. Contractor shall be advised that this information is subject to change. Current wage information for this project can be found at: http://www.wdol.govldba.aspx#0 6. REPORTING REOUIREAIENTS: Pursuant to Section 1512 of the ARRA, entities, including the City, receiving ARRA funds must submit a report to the federal government containing information on the use of ARRA funds no later than ten (10) calendar days after the end of each calendar quarter. Accordingly, Contractor agrees to provide the City with such information, no later than five (5) calendar days after the end of each calendar quarter, as is required by the City to comply with ARRA reporting requirements. Section 1512 of ARRA, its implementing regulations (2 CFR §176.50), guidance provided by the White House Office of Management and Budget and the tcnns of the ARRA grant that provides funds for this Contract provide guidance on what information must be reported. 7. SUBCONTRACTOR FLOW -DOWN REOUIREi4IENTS: Contractor agrees that it shall include these supplemental terms and conditions, including this requirement, in any of its subcontracts in connection with projects funded in whole or in part with funds available under the American Recovery and Reinvestment Act of 2009, Pub. L. 111-5. 2 of ATTACHMENT C [ INTENTIONALLY LEFT BLANK ] Formerly Davis -Bacon Act Requirements, now contained elsewhere in exhibits - ATTACHMENT D Davis -Bacon Wage Information as of 5/3/2010 General Decision Number: TX100098 03/12/2010 TX98 Superseded General Decision Number: TX20080098 State: Texas Construction Type: Building Counties: Caldwell, Hays and Williamson Counties in Texas. BUILDING CONSTRUCTION PROJECTS (does not include residential construction consisting of single family homes and apartments up to and including 4 stories). (Use current Heavy and Highway General Wage Determination for Paving and Utilities Incidental to Building Construction). Modification Number Publication Date 0 03/12/2010 * ELEC0520-002 11/30/2009 Rates Fringes ELECTRICIAN (Including Sound, Communication, Signalling and Alarm Installation) $ 26.18 6.66 IRON0482-003 06/01/2009 Rates Fringes IRONWORKER, STRUCTURAL (Excluding Metal Building Erection) $ 19.55 4.90 PLUM0286-002 06/01/2009 Rates PLUMBER (Including HVAC Work)....$ 25.00 PL0M0286-003 06/01/2009 PIPEFITTER (Excluding HVAC Work) Fringes 8.80 Rates Fringes $ 25.00 8.80 * SHEE0067-002 07/06/2009 Rates Fringes SHEETMETAL WORKER (Including HVAC Duct Work) $ 24.30 10.18 SUTX1995-002 03/10/1995 Rates Fringes Page 1 of3 http://www.wdol.gov/wdol/scafiles/davisbaconfl'X98.dvb 5/3/2010 Page 2 of 3 BRICKLAYER $ 14.46 CARPENTER (Including Acoustical Installation and Excluding Drywall Hanging) $ 10.85 CEMENT MASON/CONCRETE FINISHER$ 9.32 DRYWALL HANGER $ 11.04 GLAZIER $ 10.79 Laborers: Brick Tender $ 8.00 Common $ 7.25 PAINTER: Brush Only (Including Drywall Finishing)....$ 9.00 Power equipment operators: Front End Loader $ 9.60 SPRINKLER FITTER $ 13.50 2.04 WELDERS - Receive rate prescribed for craft performing operation to which welding is incidental. Unlisted classifications needed for work not included within the scope of the classifications listed may be added after award only as provided in the labor standards contract clauses (29CFR 5,5 (a) (1) (ii)). In the listing above, the "SU" designation means that rates listed under the identifier do not reflect collectively bargained wage and fringe benefit rates. Other designations indicate unions whose rates have been determined to be prevailing. WAGE DETERMINATION APPEALS PROCESS 1.) Has there been an initial decision in the matter? This can be: * an existing published wage determination • a survey underlying a wage determination * a Wage and Hour Division letter setting forth a position on a wage determination matter a conformance (additional classification and rate) ruling On survey related matters, initial contact, including requests for summaries of surveys, should be with the Wage and Hour Regional Office for the area in which the survey was conducted because those Regional Offices have responsibility for the littp://www.wdol.gov/wdol/scafiles/davisbacon/TX98.dvb 5/3/2010 Davis -Bacon survey program. If the response from this initial contact is not satisfactory, then the process described in 2.) and 3.) should be followed. With regard to any other matter not yet ripe for the formal process described here, initial contact should be with the Branch of Construction Wage Determinations. Write to: Branch of Construction Wage Determinations Wage and Hour Division U.S. Department of Labor - 200 Constitution Avenue, N.W. Washington, DC 20210 2.) If the answer to the question in 1.) is yes, then an interested party (those affected by the action) can request review and reconsideration from the Wage and Hour Administrator (See 29 CFR Part 1.8 and 29 CFR Part 7). Write to: Wage and Hour Administrator U.S. Department of Labor 200 Constitution Avenue, N.W. Washington, DC 20210 The request should be accompanied by a full statement of the interested party's position and by any information (wage payment data, project description, area practice material, etc.) that the requestor considers relevant to the issue. 3.) If the decision of the Administrator is not favorable, an interested party may appeal directly to the Administrative Review Board (formerly the Wage Appeals Board). Write to: Administrative Review Board U.S. Department of Labor 200 Constitution Avenue, N.W. Washington, DC 20210 4.) All decisions by the Administrative Review Board are final. END OF GENERAL DECISION Page 3 of 3 littp://www.wdol.gov/wdol/scafiles/davisbacon/TX98.dvb 5/3/2010 03000 FEDERALLY REQUIRED CONTRACT CLAUSES Special Provisions A. Prohibition on Use of Funds None of the funds provided under this agreement derived from the American Recovery and Reinvestment Act of 2009, Pub. L. 111-5, may be used by any State or local government, or any private entity, for any casino or other gambling establishment, aquarium, zoo, golf course, or swimming pool. B. Access to Records With respect to each financial assistance agreement awarded utilizing at least some of the funds appropriated or otherwise made available by the American Recovery and Reinvestment Act of 2009, Pub. L. 111-5, any representative of an appropriate inspector general appointed under section 3 or 8G of the Inspector General Act of 1988 (5 U.S.C. App.) or of the Comptroller General is authorized — (1) To examine any records of the City, contractor and any of its subcontractors, or sub - grantees, or any State or local agency administering such contract that pertain to, and involve transactions in relation to, the contract, subcontract, grant, or subgrant; and (2) To interview any officer or employee of the City, contractor and any of its subcontractors, or, sub -grantees, or agency regarding such transactions. C. Publication In the event that a contract or subcontract contains technical data and other data, including trade secrets and/or privileged or confidential information, which the contractor does not want disclosed to the public or used by the Government for any purpose other than the contract: The contractor may specifically identify each page including each line or paragraph thereof containing the data to be protected and mark the cover sheet of the contract with the following Notice as well as referring to the notice on each page to which the Notice applies: Notice of Restriction on Disclosure and Use of Data The data contained in pages --- of this contract has been submitted in confidence and contains trade secrets or proprietary information, and such data shall be used or disclosed only for evaluation purposes, provided that DOE shall have the right to use or disclose the data here to the extent provided in the award. This restriction does not limit the Government's right to use or disclose data obtained without restriction from any source, including the contractor. Information about this agreement will be published on the Internet and linked to the website www.recovery.gov., maintained by the Accountability and Transparency Board. The Board may exclude posting contractual or other information on the website on a case-by-case basis when necessary to protect national security or to protect information that is not subject to disclosure under section 552 and 552a of title 5, United States Code. D. Protecting State and Local Government and Contractor Whistleblowers The requirements of Section 1553 of the Act are summarized below. They include, but are not limited to: Prohibition on Reprisals: An employee of any non -Federal employer receiving covered funds under the American Recovery and Reinvestment Act of 2009, Pub. L. 111-5, may not be discharged, demoted, or otherwise discriminated against as a reprisal for disclosing, including a disclosure made in the ordinary course of an employee's duties, to the Accountability and Transparency Board, an inspector general, the Comptroller General, a member of Congress, a State or Federal regulatory or law enforcement agency, a person with supervisory authority over the employee (or other person working for the employer who has the authority to investigate, discover or terminate misconduct), a court or grand jury, the head of a Federal Agency, or their representatives information that the employee believes is evidence of : • Gross mismanagement of an agency contract or grant relating to covered funds; • A gross waste of covered funds; • A substantial and specific danger to public health or safety related to the implementation or use of covered funds; • An abuse of authority related to the implementation or use of covered funds; or • A violation of law, rule, or regulation related to an agency contract (including the competition for or negotiation of a contract) or grant, awarded or issued relating to covered funds. Agency Action: Not later than 30 days after receiving an inspector general report of an alleged reprisal, the head of the agency shall determine whether there is sufficient basis to conclude that the non -Federal employer has subjected the employee to a prohibited reprisal. The agency shall either issue an order denying relief in whole or in part or shall take one or more of the following actions: • Order the employer to take affirmative action to abate the reprisal. • Order the employer to reinstate the person to the position that the person held before the reprisal, together with compensation including back pay, compensatory damages, employment benefits, and other terms and conditions of employment that would apply to the person in that position if the reprisal hand not been taken. • Order the employer to pay the employee an amount equal to the aggregate amount of all costs and expenses (including attorneys' fees and expert witnesses' fees) that were reasonably incurred by the employee for or in connection with, bringing the complaint regarding the reprisal, as determined by the head of a court of competent jurisdiction. Non -enforceability of Certain Provision Waiving Rights and Remedies or Requiring Arbitration: Except as provided in a collective bargaining agreement, the rights and remedies provided to aggrieved employees by this section may not be waived by any agreement, policy, form, or condition of employment, including any pre -dispute arbitration agreement. No pre -dispute arbitration agreement shall be valid or enforceable if it requires arbitration of a dispute arising out of this section. Requirement to Post Notice of Rights and Remedies: Any employer receiving covered funds under the American Recovery and Reinvestment Act of 2009, Pub. L. 111-5, shall post notice of the rights and remedies as required therein. E. False Claims Act The City shall promptly refer to the DOE or other appropriate Inspector General any credible evidence that a principal, employee, agent, contractor, sub -grantee, subcontractor or other person has submitted a false claim under the False Claims Act or has committed a criminal or civil violation of laws pertaining to fraud, conflict of interest, bribery, gratuity or similar misconduct involving those funds. DAVIS BACON ACT REQUIREMENTS (MAY 2009) (a) Definition . — "Site of the work" — (1) Means— (i) The primary site of the work. The physical place or places where the construction called for in the award will remain when work on it is completed; and (ii) The secondary site of the work, if any. Any other site where a significant portion of the building or work is constructed, provided that such site is --- (A) Located in the United States; and (B) Established specifically for the performance of the award or project; (2) Except as provided in paragraph (3) of this definition, includes any fabrication plants, mobile factories, batch plants, borrow pits, job headquarters, tool yards, etc., provided — (i) They are dedicated exclusively, or nearly so, to performance of the award or project; and (ii) They are adjacent or virtually adjacent to the "primary site of the work" as defined in paragraph (a)(1)(i), or the "secondary site of the work" as defined in paragraph (a)(1)(ii) of this definition; (3) Does not include permanent home offices, branch plant establishments, fabrication plants, or tool yards of a Contractor or subcontractor whose locations and continuance in operation are determined wholly without regard to a particular Federal award or project. In addition, fabrication plants, batch plants, borrow pits, job headquarters, yards, etc., of a commercial or material supplier which are established by a supplier of materials for the project before opening of bids and not on the Project site, are not included in the "site of the work." Such permanent, previously established facilities are not a part of the "site of the work" even if the operations for a period of time may be dedicated exclusively or nearly so, to the performance of a award. (b) (1) All laborers and mechanics employed or working upon the site will be paid unconditionally and not less often than once a week, and without subsequent deduction or rebate on any account (except such payroll deductions as are permitted by regulations issued by the Secretary of Labor under the Copeland Act (29 CFR Part3)), the full amount of wages and bona fide fringe benefits (or cash equivalents thereof) due at time of payment computed at rates not less than those contained in the wage determination of the Secretary of Labor which is attached hereto and made a part hereof, or as may be incorporated for a secondary site of the work, regardless of any contractual relationship which may be alleged to exist between the Contractor and such laborers and mechanics. Any wage determination incorporated for a secondary site of the work shall be incorporated without any adjustment in award price or estimated cost. Laborers employed by the construction Contractor or construction subcontractor that are transporting portions of the building or work between the secondary site of the work and primary site of the work shall be paid in accordance with the wage determination applicable to the primary site of the work. (2) Contributions made or costs reasonably anticipated for bona fide fringe benefits under section 1 (b)(2) of the Davis -Bacon Act on behalf of laborers or mechanics are considered wages paid to such laborers or mechanics, subject to the provisions of paragraph (e) of this article; also, regular contributions made or costs incurred for more than a weekly period (but not less often than quarterly) under plans, funds, or programs which cover the particular weekly period, are deemed to be constructively made or incurred during such period. (3) Such laborers and mechanics shall be paid not less than the appropriate wage rate and fringe benefits in the wage determination for the classification of work actually performed, without regard to skill, except as provided in the article entitled Apprentices and Trainees. Laborers or mechanics performing work in more than one classification may be compensated at the rate specified for each classification for the time actually worked therein; provided, that the employer's payroll records accurately set forth the time spent in each classification in which the work is performed. (4) The wage determination (including any additional classifications and wage rates conformed under paragraph (c) of this article) and the Davis -Bacon poster (WH -1321) shall be posted at all times by the Contractor and its subcontractors at the site of the work in a prominent and accessible place where it can be easily seen by the workers. c. (1) The Contracting Officer shall require that any class of laborers or mechanics which is not listed in the wage determination and which is to be employed under the award shall be classified in conformance with the wage determination. The Contracting Officer shall approve an additional classification and wage rate and fringe benefits therefore only when all the following criteria have been met: (i) The work to be performed by the classification requested is not performed by a classification in the wage determination. (ii) The classification is utilized in the area by the construction industry. (iii) The proposed wage rate, including any bona fide fringe benefits, bears a reasonable relationship to the wage rate contained in the wage determination. (2) If the Contractor and the laborers and mechanics to be employed in the classification (if known), or their representatives and the Contracting Officer agree on the classification and wage rate (including the amount designated for fringe benefits, where appropriate), a report of the action taken shall be sent by the Contracting Officer to the Administrator of the: Wage and Hour Division Employment Standards Administration U.S. Department of Labor Washington, DC 20210 The Administrator or an authorized representative will approve, modify, or disapprove every additional classification action within 30 days of receipt and so advise the Contracting Officer or will notify the Contracting Officer within the 30 -day period that additional time is necessary. (3) In the event the Contractor, the laborers or mechanics to be employed in the classification, or their representatives, and the Contracting Officer do not agree on the proposed classification and wage rate (including the amount designated for fringe benefits, where appropriate), the Contracting Officer shall refer the questions, including the views of all interested parties and the recommendation of the Contracting Officer, to the Administrator of the Wage and Hour Division for determination. The Administrator, or an authorized representative, will issue a determination within 30 days of receipt and so advise the Contracting Officer or will notify the Contracting Officer within the 30 -day period that additional time is necessary. (4) The wage rate (including fringe benefits, where appropriate) determined pursuant to subparagraphs (c)(2) and (c)(3) of this article shall be paid to all workers performing work in the classification under this award from the first day on which work is performed in the classification. (d) Whenever the minimum wage rate prescribed in the award for a class of laborers or mechanics includes a fringe benefit which is not expressed as an hourly rate, the Contractor shall either pay the benefit as stated in the wage determination or shall pay another bona fide fringe benefit or an hourly cash equivalent thereof. (e) if the Contractor does not make payments to a trustee or other third person, the Contractor may consider as part of the wages of any laborer or mechanic the amount of any costs reasonably anticipated in providing bona fide fringe benefits under a plan or program; provided, that the Secretary of Labor has found, upon the written request of the Contractor, that the applicable standards of the Davis -Bacon Act have been met. The Secretary of Labor may require the Contractor to set aside in a separate account assets for the meeting of obligations under the plan or program. Rates of Wages The minimum wages to be paid laborers and mechanics under this award involved in performance of work at the project site, as determined by the Secretary of Labor to be prevailing for the corresponding classes of laborers and mechanics employed on projects of a character similar to the contract work in the pertinent locality, are included as an attachment to this award. These wage rates are minimum rates and are not intended to represent the actual wage rates that the Contractor may have to pay. Payrolls and Basic Records (a) Payrolls and basic records relating thereto shall be maintained by the Contractor during the course of the work and preserved for a period of 3 years thereafter for all laborers and mechanics working at the site of the work. Such records shall contain the name, address, and social security number of each such worker, his or her correct classification, hourly rates of wages paid (including rates of contributions or costs anticipated for bona fide fringe benefits or cash equivalents thereof of the types described in section 1 (b)(2)(B) of the Davis -Bacon Act), daily and weekly number of hours worked, deductions made, and actual wages paid. Whenever the Secretary of Labor has found, under paragraph (d) of the article entitled Davis -Bacon Act, that the wages of any laborer or mechanic include the amount of any costs reasonable anticipated in providing benefits under a plan or program described in section 1 (b)(2)(B) of the Davis -Bacon Act, the Contractor shall maintain records which show that the commitment to provide such benefits is enforceable, that the plan or program is financially responsible, and the plan or program has been communicated in writing to the laborers or mechanics affected, and records which show the costs anticipated or the actual cost incurred in providing such benefits. Contractors employing apprentices or trainees under approved programs shall maintain written evidence of the registration of apprenticeship programs and certification of trainee programs, the registration of the apprentices and trainees, and the ratios and wage rates prescribed in the applicable programs. (b) (1) The Contractor shall submit weekly for each week in which any award work is performed a copy of all payrolls to the Contracting Officer. The payrolls submitted shall set out accurately and completely all of the information required to be maintained under paragraph (a) of this article. This information may be submitted in any form desired. Optional Form WH -347 (Federal Stock Number 029-005-00014-1) is available for this purpose and may be purchased from the — Superintendent of Documents U.S. Government Printing Office Washington, DC 20402. The Prime Contractor is responsible for the submission of copies of payrolls by all subcontractors. (2) Each payroll submitted shall be accompanied by a "Statement of Compliance," signed by the Contractor or subcontractor or his or her agent who pays or supervises the payment of the person employed under the award and shall certify — (i) That the payroll for the payroll period contains the information required to be maintained under paragraph (a) of this article and that such information is correct and complete; (ii) That each laborer or mechanic (including each helper, apprentice, and trainee) employed on the award during the payroll period has been paid the full weekly wages earned, without rebate, either directly or indirectly, and that no deductions have been made either directly or indirectly from the full wages earned, other than permissible deductions as set forth in the Regulations, 29 CFR Part 3; and (iii) That each laborer or mechanic has been paid not less than the applicable wage rates and fringe benefits or cash equivalents for the classification of work performed, as specified in the applicable wage determination incorporated into the award. (3) The weekly submission of a properly executed certification set forth on the reverse side of Optional Form WH -347 shall satisfy the requirement for submission of the "Statement of Compliance" required by subparagraph (b)(2) of this article. (4) The falsification of any of the certifications in this article may subject the Contractor or subcontractor to civil or criminal prosecution under Section 1001 of Title 18 and Section 3729 of Title 31 of the United State Code. (c) The Contractor or subcontractor shall make the records required under paragraph (a) of this article available for inspection, copying, or transcription by the Contracting Officer or authorized representatives of the Contracting Officer or the Department of Labor. The Contractor or subcontractor shall permit the Contracting Officer or representatives of the Contracting Officer or the Department of Labor to interview employees during working hours on the job. If the Contractor or subcontractor fails to submit required records or to make them available, the Contracting Officer may, after written notice to the Contractor, take such action as may be necessary to cause the suspension of any further payment. Furthermore, failure to submit the required records upon request or to make such records available may be grounds for debarment action pursuant to 29 CFR 5.12. Withholding of Funds The Contracting Officer shall, upon his or her own action or upon written request of an authorized representative of the Department of Labor, withhold or cause to be withheld from the Contractor under this award or any other Federal award with the same Prime Contractor, or any other federally assisted award subject to Davis -Bacon prevailing wage requirements, which is held by the same Prime Contractor, so much of the accrued payments or advances as may be considered necessary to pay laborers and mechanics, including apprentices, trainees, and helpers, employed by the Contractor or any subcontractor the full amount of wages required by the award. In the event of failure to pay any laborer or mechanic, including any apprentice trainee, or helper, employed or working on the site of the work, all or part of the wages required by the award, the Contracting Officer may, after written notice to the Contractor, take such action as may be necessary to cause the suspension of any further payment, advance, or guarantee of funds until such violations have ceased. Apprentices and Trainees (a) Apprentices. (1) An apprentice will be permitted to work at less than the predetermined rate for the work they performed when they are employed — (i) Pursuant to an individually registered in a bona fide apprenticeship program registered with the U.S. Department of Labor, Employment and training Administration, Office of Apprenticeship and Training, Employer, and Labor Services (OATELS) or with a State Apprenticeship Agency recognized by the OATESL; or (ii) In the first 90 days of probationary employment as an apprentice in such an apprenticeship program, even though not individually registered in the program, if certified by the OATELS or a State Apprenticeship Agency (where appropriate) to be eligible for probationary employment as an apprentice. (2) The allowable ratio of apprentices to journeymen on the job site in any craft classification shall not be greater than the ratio permitted to the Contractor as to the entire work force under the registered program. (3) Any worker listed on a payroll at an apprentice wage rate, who is not registered or otherwise employed as stated in paragraph (a)(1) of this article, shall be paid not less than the applicable wage determination for the classification of work actually performed. In addition, any apprentice performing work on the job site in excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate on the wage determination for the work actually performed. (4) Where a contractor is performing construction on a project in a locality other than that in which its program is registered, the ratios and wage rates (expressed in percentage of the journeyman's hourly rate) specified in the Contractor's or subcontractor's registered program shall be observed. Every apprentice must be paid at not less than the rate specified in the registered program for the apprentice's level of progress, expressed as a percentage of the journeyman hourly rate specified in the applicable wage determination. (5) Apprentices shall be paid fringe benefits in accordance with the provisions of the apprenticeship program. If the apprenticeship program does not specify fringe benefits, apprentices must be paid the full amount of fringe benefits listed on the wage determination for the applicable classification. If the Administrator determines that a different practice prevails for the applicable apprentice classification, fringes shall be paid in accordance with that determination. (6) In the event OATELS, or a State Apprenticeship Agency recognized by OATELS, withdraws approval of an apprenticeship program, the Contractor will no longer be permitted to utilize apprentices at less than the applicable predetermined rate for the work performed until an acceptable program is approved. (b) Trainees. (1) Except as provided in 29 CFR 5.16, trainees will not be permitted to work at less than the predetermined rate for the work performed unless they are employed pursuant to and individually registered in a program which has received prior approval, evidenced by formal certification by the U.S. Department of Labor, Employment and Training Administration, Office of Apprenticeship Training, Employer, and Labor Services (OATELS). The ratio of trainees to journeymen on the job site shall not be greater than permitted under the plan approved by OATELS. (2) Every trainee must be paid at not less than the rate specified in the approved program for the trainee's level of progress, expressed as a percentage of the journeyman hourly rate specified in the applicable wage determination. Trainees shall be paid fringe benefits in accordance with the provisions of the trainee program. If the trainee program does not mention fringe benefits, trainees shall be paid the full amount of fringe benefits listed in the wage determination unless the Administrator of the Wage and Hour Division determines that there is an apprenticeship program associated with the corresponding journeyman wage rate in the wage determination which provides for less than full fringe benefits for apprentices. Any employee listed on the payroll at a trainee rate who is not registered and participating in a training plan approved by the OATELS shall be paid not less than the applicable wage rate in the wage determination for the classification of work actually performed. In addition, any trainee performing work on the job site in excess of the ratio permitted under the registered program shall be paid not less than the applicable wage rate in the wage determination for the work actually performed. (3) In the event OATELS withdraws approval of a training program, the Contractor will no longer be permitted to utilize trainees at less than the applicable predetermined rate for the work performed until an acceptable program is approved. (c) Equal employment opportunity. The utilization of apprentices, trainees, and journeymen under this article shall be in conformity with the equal employment opportunity requirements of Executive Order 11246, as amended, and 29 CFR Part 30. Compliance with Copeland Act Requirements The Contractor shall comply with the requirement of 29 CFR Part 3, which are hereby incorporated by reference in this award. Subcontract (Labor Standards) (a) Definition. "Construction, alteration or repair," as used in this article means all types of work done by laborers and mechanics employed by the construction Contractor or construction subcontractor on a particular building or work at the site thereof, including without limitation — (1) Altering, remodeling, installation (if appropriate) on the site of the work of items fabricated off-site; (2) Painting and decorating; (3) Manufacturing or furnishing of materials, articles, supplies, or equipment on the site of the building or work; (4) Transportation of materials and supplies between the site of the work within the meaning of paragraphs (a)(1)(i) and (ii) of the "site of the work" as defined in the article entitled Davis Bacon Act of this award, and a facility which is dedicated to the construction of the building or work and is deemed part of the site of the work within the meaning of paragraph (2) of the "site of work" definition; and (5) Transportation of portions of the building or work between a secondary site where a significant portion of the building or work is constructed, which is part of the "site of the work" definition in paragraph (a)(1)(ii) of the Davis -bacon Act article, and the physical place or places where the building or work will remain (paragraph (a)(1)(i) of the Davis Bacon Act article, in the "site of the work" definition). (b) The Contractor or subcontractor shall insert in any subcontracts for construction, alterations and repairs within the United States the articles entitled — (1) Davis -Bacon Act; (2) Contract Work Hours and Safety Standards Act — Overtime Compensation (if the article is included in this award); (3) Apprentices and Trainees; (4) Payrolls and Basic Records; (5) Compliance with Copeland Act Requirements; (6) Withholding of Funds: (7) Subcontracts (Labor Standards) (8) Contract Termination — Debarment; (9) Disputes Concerning Labor Standards; (10) Compliance with Davis -Bacon and Related Act Regulations; and (11) Certification of Eligibility. (c) The Prime Contractor shall be responsible for compliance by any subcontractor or lower tier subcontractor performing construction within the United States with all the award articles cited in paragraph (b). (d) (1) Within 14 days after issuance of the award, the Contractor shall deliver to the Contracting Officer a completed Standard Form (SF) 1413, Statement and Acknowledgement, for each subcontract for construction within the United States, including the subcontractor's signed and dated acknowledgement that the articles set forth in paragraph (b) of this article have been included in the subcontract. Within 14 days after the award of any subsequently awarded subcontract the Contractor shall deliver to the Contracting Officer an updated completed SF 1413 for such additional subcontract. (e) The Contractor shall insert the substance of this article, including this paragraph (e) in all subcontracts for construction within the United States. Contract Termination — Debarment A breach of the award articles entitled Davis -Bacon Act, Contract Work Hours and Safety Standards Act — Overtime Compensation, Apprentices and Trainees, Payrolls and Basic Records, Compliance with Copeland Act Requirements, Subcontracts (Labor Standards), Compliance with Davis -Bacon and Related Act Regulations, or Certification of Eligibility may be grounds for termination of the whole award or in part for the Recovery Act covered work only, and for debarment as a Contractor and subcontractor as provided in 29 CFR 5.12. Compliance with Davis -Bacon and Related Act Regulations All rulings and interpretations of the Davis -Bacon and Related Acts contained in 29 CFR Parts 1, 3, and 5 are hereby incorporated by reference in this award. Disputes Concerning Labor Standards The United States Department of Labor has set forth in 29 CFR Parts 5, 6, and 7 procedures for resolving disputes concerning labor standards requirements. Such disputes shall be resolved in accordance with those procedures and not the Disputes and Appeals as defined in 10 CFR 600.22. Disputes within the meaning of this article include disputes between the Contractor (or any of its subcontractors) and the contracting agency, the U.S. Department of Labor, or the employees or their representatives. Certification of Eligibility (a) By entering into this award, the Contractor certifies that neither it (nor he or she) nor any person or firm who has an interest in the Contractor's firm is a person or firm ineligible to be awarded Government awards by virtue of section 3(a) of the Davis -Bacon Act or 29 CFR 5.12(a)(1). (b) No part of this award shall be subcontracted to any person or firm ineligible for award of a Government award by virtue of section 3(a) of the Davis -Bacon Act or 29 CFR 5.12 (a)(1). (c) The penalty for making false statements is prescribed in the U.S. Criminal Code, 18 U.S.C. 1001. Approval of Wage Rates All straight time wage rates, and overtime rates based thereon, for laborers and mechanics engaged in work under this award must be submitted for approval in writing by the head of the contracting activity or a representative expressly designated for this purpose, if the straight time wages exceed the rates for corresponding classifications contained in the applicable Davis -Bacon Act minimum wage determination included in the award. Any amount paid by the Contractor to any laborer or mechanic in excess of the agency approved wage rate shall be at the expense of the Contractor and shall not be reimbursed by the Government. If the Government refuses to authorize the use of the overtime, the Contractor is not released from the obligation to pay employees at the required overtime rates for any overtime actually worked. NATIONAL POLICY ASSURANCES TO BE INCORPORATED AS AWARD TERMS (August 2008) To the extent that a term does not apply to a particular type of activity or award, it is self - deleting. I. Nondiscrimination Policies You must comply with applicable provisions of the following national policies prohibiting discrimination: 1 On the basis of race, color, or national origin, in Title VI of the Civil Rights Act of 1964 (42 U.S.C. 2000d et seq.), as implemented by DOE regulations at 10 CFR part 1040; 2 On the basis of sex or blindness, in Title IX of the Education Amendments of 1972 (20 U.S.C. 1681 et seq.), as implemented by DOE regulations at 10 CFR parts 1041 and 1042; 3 On the basis of age, in the Age Discrimination Act of 1975 (42 U.S.C.6101 et seq.), as implemented by Department of Health and Human Services regulations at 45 CFR part 90 and DOE regulations at 10 CFR part 1040; 4 On the basis of disability, in Section 504 of the Rehabilitation Act of 1973 (29 U.S.C. 794), as implemented by Department of Justice regulations at 28 CFR part 41 and DOE regulations at 10 CFR part 1041; 5 On the basis of race, color, national origin, religion, disability, familial status, and sex under Title VIII of the Civil Rights Act (42 U.S.C. 3601 et seq.) as implemented by the Department of Housing and Urban Development at 24 CFR part 100; and 6 On the basis of disability in the Architectural Barriers Act of 1968(42 U.S.C. 4151 et seq.) for the design, construction, and alteration of buildings and facilities financed with Federal funds. II. Environmental Policies You must: 1 Comply with applicable provisions of the Clean Air Act (42 U.S.C.7401, et. seq.) and Clean Water Act (33 U.S.C. 1251, et. seq.), as implemented by Executive Order 11738 [3 CFR, 1971-1975 Comp., p. 799] and Environmental Protection Agency rules at 40 CFR part 32, Subpart J. 2 Immediately identify to us, as the awarding agency, any potential impact that you find this award may have on: a. The quality of the human environment, including wetlands, and provide any help we may need to comply with the National Environmental Policy Act (NEPA, at 42 U.S.C. 4321 et. seq.) and assist us to prepare Environmental Impact Statements or other environmental documentation. In such cases, you may take no action that will have an adverse environmental impact (e.g., physical disturbance of a site such as breaking of ground) or limit the choice of reasonable alternatives until we provide written notification of Federal compliance with NEPA, as implemented by DOE at 10 CFR part 1021. b. Flood -prone areas, and provide any help we may need to comply with the National Flood Insurance Act of 1968 and Flood Disaster Protection Act of 1973 (42 U.S.C. 4001 et. seq.), which require flood insurance, when available, for Federally assisted construction or acquisition in flood -prone areas, as implemented by DOE at 10 CFR part 1022. c. Use of land and water resources of coastal zones, and provide any help we may need to comply with the Coastal Zone Management Act of 1972(16 U.S.C. 1451, et. seq.). d. Coastal barriers along the Atlantic and Gulf coasts and Great Lakes' shores, and provide help we may need to comply with the Coastal Barriers Resource Act (16 U.S.C. 3501 et. seq.), concerning preservation of barrier resources. e. Any existing or proposed component of the National Wild and Scenic Rivers system, and provide any help we may need to comply with the Wild and Scenic Rivers Act of 1968 (16 U.S.C. 1271 et seq.). f. Underground sources of drinking water in areas that have an aquifer that is the sole or principal drinking water source, and provide any help we may need to comply with the Safe Drinking Water Act(42 U.S.C. 300h-3). 3 Comply with applicable provisions of the Lead -Based Paint Poisoning Prevention Act (42 U.S.C. 4821-4846), as implemented by the Department of Housing and Urban Development at 24 CFR part 35. The requirements concern lead-based paint in housing owned by the Federal Government or receiving Federal assistance. 4 Comply with section 6002 of the Resource Conservation and Recovery Act of 1976, as amended (42 U.S.C. 6962), and implementing regulations of the Environmental Protection Agency, 40 CFR Part 247, which require the purchase of recycled products by States or political subdivision of States. III. Live Organisms 1 Human research subjects. You must protect the rights and welfare of individuals that participate as human subjects in research under this award in accordance with the Common Federal Policy for the Protection of Human Subjects (45 CFR part 46), as implemented by DOE at 10 CFR part 745. 2 Animals and plants. a. You must comply with applicable provisions of Department of Agriculture rules at 9 CFR parts 1-4 that implement the Laboratory Animal Welfare Act of 1966 (7 U.S.C. 2131- 2156) and provide for humane transportation, handling, care, and treatment of animals used in research, experimentation, or testing under this award. b. You must follow the guidelines in the National Academy of Sciences(NAS) Publication "Guide for the Care and Use of Laboratory Animals"(1996, which may be found currently at http://www.nap.edu/readingroom/books/labrats/) and comply with the Public Health Service Policy and Government principles Regarding the Care and use of animals (included as Appendix D to the NAS Guide). c. You must immediately identify to us, as the awarding agency, any potential impact that you find this award may have on endangered species, as defined by the Endangered Species Act of 1973, as amended ("the Act," 16 U.S.C. 1531-1543), and implementing regulations of the Departments of the Interior (50 CFR parts 10-24) and Commerce (50 CFR parts 217-227). You also must provide any help we may need to comply with 16 U.S.C. 1536(a)(2). This is not in lieu of responsibilities you have to comply with provisions of the Act that apply directly to you as a U.S. entity, independent of receiving this award. IV. Other National Policies 1 Debarment and suspension. You must comply with requirements regarding debarment and suspension in Subpart C of 2 CFR parts 180 and 901. 2 Drug-free workplace. You must comply with drug-free workplace requirements in Subpart B of 10 CFR part 607, which implements sec. 5151-5160 of the Drug -Free Workplace Act of 1988 (Pub. L. 100-690, Title V, Subtitle D; 41 U.S.C. 701, et seq.). 3 Lobbying. a. You must comply with the restrictions on lobbying in 31 U.S.C.1352, as implemented by DOE at 10 CFR part 601, and submit all disclosures required by that statute and regulation. b. If you are a nonprofit organization described in section 501(c)(4)of title 26, United States Code (the Internal Revenue Code of 1968),you may not engage in lobbying activities as defined in the Lobbying Disclosure Act of 1995 (2 U.S.C., Chapter 26). If we determine that you have engaged in lobbying activities, we will cease all payments to you under this and other awards and terminate the awards unilaterally for material failure to comply with the award terms and conditions. By submitting an application and accepting funds under this agreement, you assure that you are not an organization described in section 501(c)(4) that has engaged in any lobbying activities described in the Lobbying Disclosure Act of 1995 (2 U.S.C. 1611). c. You must comply with the prohibition in 18 U.S.C. 1913 on the use of Federal funds, absent express Congressional authorization, to pay directly or indirectly for any service, advertisement or other written matter, telephone communication, or other device intended to influence at any time a Member of Congress or official of any government concerning any legislation, law, policy, appropriation, or ratification. 4. Officials not to benefit. You must comply with the requirement that no member of Congress shall be admitted to any share or part of this agreement, or to any benefit arising from it, in accordance with 41U.S.C. 22. 5 Hatch Act. If applicable, you must comply with the provisions of the Hatch Act (5 U.S.C. 1501-1508 and 7324-7326), as implemented by the Office of Personnel Management at 5 CFR part 151, which limits political activity of employees or officers of State or local governments whose employment is connected to an activity financed in whole or part with Federal funds. 6 Native American graves protection and repatriation. If you control or possess Native American remains and associated funerary objects, you must comply with the requirements of 43 CFR part 10, the Department of the Interior implementation of the Native American Graves Protection and Repatriation Act of 1990 (25 U.S.C., chapter 32). 7 Fly America Act. You must comply with the International Air Transportation Fair Competitive Practices Act of 1974 (49 U.S.C. 40118), commonly referred to as the "Fly America Act," and implementing regulations at 41 CFR 301-10.131 through 301-10.143. The law and regulations require air transport of people or property to, from, between or within a country other than the United States, the cost of which is supported under this award, to be performed by or under a cost-sharing arrangement with a U.S. flag carrier, if service is available. 8. Use of United States -flag vessels. a. Pursuant to Pub. L. 664 (43 U.S.C. 1241(b)), at least 50 percent of any equipment, materials or commodities procured, contracted for or otherwise obtained with funds under this award, and which may be transported by ocean vessel, must be transported on privately owned United States -flag commercial vessels, if available. b. Within 20 days following the date of loading for shipments originating within the United States or within 30 working days following the date of loading for shipments originating outside the United States, a legible copy of a rated, "on -board" commercial ocean bill -of -lading in English for each shipment of cargo described in paragraph 9.a of this section shall be furnished to both our award administrator (through you in the case of your contractor's bill -of - lading) and to the Division of National Cargo, Office of Market Development, Maritime Administration, Washington, DC 20590. 9 Research misconduct. You must comply with the government -wide policy on research misconduct issued by the Office of Science and Technology Policy (available in the Federal Register at 65 FR 76260, December 6,2000, or on the Internet at www.ostp.gov), as implemented by DOE at 10 CFR part 733 and 10 CFR 600.31. 10 Requirements for an Institution of Higher Education Concerning Military recruiters and Reserve Officers Training Corps (ROTC). a. As a condition for receiving funds under an award by the National Nuclear Security Administration of the Department of Energy, you agree that you are not an institution of higher education that has a policy or practice placing any of the restrictions specified in 10 U.S.C. 983. as implemented by 32 CFR part 216, on: i. Maintenance, establishment, or operation of Senior ROTC units, or student participation in those units; or ii. Military recruiters' access to campuses, students on campuses, or information about students. b. If you are determined, using the procedures in 32 CFR part 216, to be such an institution of higher education during the period of performance of this award, we: i. Will cease all payments to you of funds under this award and all other awards subject to the requirements in 32 CFR part 216; and ii. May suspend or terminate those awards unilaterally for material failure to comply with the award terms and conditions. 11. Historic preservation. You must identify to us any: a. Any property listed or eligible for listing on the National Register of Historic Places that will be affected by this award, and provide any help we may need, with respect to this award, to comply with Section 106 of the National Historic Preservation Act of 1966 (16 U.S.C. 470f), as implemented by the Advisory Council on Historic Preservation regulations at 36 CFR part 800 and Executive Order 11593, "Identification and Protection of Historic Properties," [3 CFR, 1971-1975 Comp., p. 559]. b. Potential under this award for irreparable loss or destruction of significant scientific, prehistorical, historical, or archeological data, and provide any help we may need, with respect to this award, to comply with the Archaeological and Historic Preservation Act of 1974 (16 U.S.C.469a-1, et seq.). 12 Relocation and real property acquisition. You must comply with applicable provisions of 49 CFR part 24, which implements the Uniform Relocation Assistance and Real Property Acquisition Policies Act of 1970(42 U.S.C. 4601, et seq.) and provides for fair and equitable treatment of persons displaced by federally assisted programs or persons whose property is acquired as a result of such programs. 13 Confidentiality of patient records. You must keep confidential any records that you maintain of the identity, diagnosis, prognosis, or treatment of any patient in connection with any program or activity relating to substance abuse education, prevention, training, treatment, or rehabilitation that is assisted directly or indirectly under this award, in accordance with 42 U.S.C. 290dd-2. 14 Constitution Day. You must comply with Public Law 108-447, Div. J, Title I, Sec. 111 (36 U.S.C. 106 note), which requires each educational institution receiving Federal funds in a Federal fiscal year to hold an educational program on the United States Constitution on September 17thduring that year for the students served by the educational institution. 15 Trafficking in Persons a. Provisions applicable to a recipient that is a private entity. 1. You as the recipient, your employees, subrecipients under this award, and subrecipients' employees may not— i. Engage in severe forms of trafficking in persons during the period of time that the award is in effect; ii. Procure a commercial sex act during the period of time that the award is in effect; or iii. Use forced labor in the performance of the award or subawards under the award. 2. We as the Federal awarding agency may unilaterally terminate this award, without penalty, if you or a subrecipient that is a private entity — i. Is determined to have violated a prohibition in paragraph a.1 of this award term; or ii. Has an employee who is determined by the agency official authorized to terminate the award to have violated a prohibition in paragraph a.1 of this award term through conduct that is either— A. Associated with performance under this award; or B. Imputed to you or the subrecipient using the standards and due process for imputing the conduct of an individual to an organization that are provided in 2 CFR part 180, "OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (Nonprocurement)," as implemented by our agency at 2 CFR part 901. b. Provision applicable to a recipient other than a private entity. We as the Federal awarding agency may unilaterally terminate this award, without penalty, if a subrecipient that is a private entity - 1. Is determined to have violated an applicable prohibition in paragraph a.1 of this award term; or 2. Has an employee who is determined by the agency official authorized to terminate the award to have violated an applicable prohibition in paragraph a.1 of this award term through conduct that is either— i. Associated with performance under this award; or ii. Imputed to the subrecipient using the standards and due process for imputing the conduct of an individual to an organization that are provided in 2 CFR part 180, "OMB Guidelines to Agencies on Governmentwide Debarment and Suspension (Nonprocurement)," as implemented by our agency at 2 CFR part 901. c. Provisions applicable to any recipient. 1. You must inform us immediately of any information you receive from any source alleging a violation of a prohibition in paragraph a.1 of this award term. 2. Our right to terminate unilaterally that is described in paragraph a.2 or b. of this section: i. Implements section 106(g) of the Trafficking Victims Protection Act of 2000 (TVPA), as amended (22 U.S.C. 7104(g)), and ii. Is in addition to all other remedies for noncompliance that are available to us under this award. 3. You must include the requirements of paragraph a.1 of this award term in any subaward you make to a private entity. d. Definitions. For purposes of this award term: 1. "Employee" means either: i. An individual employed by you or a subrecipient who is engaged in the performance of the project or program under this award; or ii. Another person engaged in the performance of the project or program under this award and not compensated by you including, but not limited to, a volunteer or individual whose services are contributed by a third party as an in-kind contribution toward cost sharing or matching requirements. 2. "Forced labor" means labor obtained by any of the following methods: the recruitment, harboring, transportation, provision, or obtaining of a person for labor or services, through the use of force, fraud, or coercion for the purpose of subjection to involuntary servitude, peonage, debt bondage, or slavery. 3. "Private entity": i. Means any entity other than a State, local government, Indian tribe, or foreign public entity, as those terms are defined in 2 CFR 175.25. ii. Includes: A. A nonprofit organization, including any nonprofit institution of higher education, hospital, or tribal organization other than one included in the definition of Indian tribe at 2 CFR 175.25(b). B. A for-profit organization. 4. "Severe forms of trafficking in persons," "commercial sex act," and "coercion" have the meanings given at section 103 of the TVPA, as amended (22 U.S.C. 7102). V. National Policy Requirements for Subawards. Recipient responsibility. You must include in any subaward you make under this award the requirements of the national policy requirements in Sections I through IV of this document that apply, based on the type of subawardee organization and situation. 00700 GENERAL CONDITIONS City of Round Rock Contract Forms General Conditions Section 00700 TABLE OF CONTENTS OF GENERAL CONDITIONS Article Page Number & Title Number 1. DEFINITIONS 2 2. PRELIMINARY MATTERS 5 3. CONTRACT DOCUMENTS: INTENT, AMENDING, REUSE 7 4. AVAILABILITY OF LANDS; SUBSURFACE AND PHYSICAL CONDITIONS; REFERENCE POINTS 8 5. BONDS AND INSURANCE 10 6. CONTRACTOR'S RESPONSIBILITIES 15 7. OTHER WORK 23 8. OWNER'S RESPONSIBILITIES 23 9, ENGINEER/ARCHITECT'S STATUS DURING CONSTRUCTION 24 10. CHANGES IN THE WORK 25 11. CHANGE OF CONTRACT AMOUNT 26 12. CHANGE OF CONTRACT TIMES 29 13. TESTS AND INSPECTIONS; AND CORRECTION OR REMOVAL OF DEFECTIVE WORK 30 14. PAYMENTS TO CONTRACTOR AND COMPLETION 32 15. SUSPENSION OF WORK AND TERMINATION 36 16. DISPUTE RESOLUTION 38 17 RIGHT TO AUDIT 39 18. MISCELLANEOUS 40 00700 7-2009 00162837 Page 1 General Conditions GENERAL CONDITIONS ARTICLE 1 - DEFINITIONS Whenever used in these General Conditions or in the other Contract Documents the following terms have the meanings indicated which are applicable to both the singular and plural thereof: 1.1 Addenda - Written or graphic instruments issued prior to the receipt of Proposals or the opening of Bids that clarify, correct or change the proposal or bidding requirements or the Contract Documents. 1.2 Agreement - Prescribed form, referenced as Section 00500. 1.3 Alternative Dispute Resolution - The process by which a disputed Claim may be settled if the OWNER and the CONTRACTOR cannot reach an agreement between themselves, as an alternative to litigation. 1.4 Bid - Proposal of bidder on prescribed forms setting forth prices for performing the Work described in the Contract Documents. 1.5 Bid Documents - The advertisement or invitation for bids, instructions to bidders, the bid form, the Contract Documents and Addenda. 1.6 Calendar Day - Any day of the week; no days being excepted. Work on Saturdays, Sundays, and/or Legal Holidays shall only be conducted with prior express written consent of the OWNER. 1.7 Change Directive - A written directive to the CONTRACTOR, signed by the OWNER, ordering a change in the Work and stating a proposed basis for adjustment, if any, in the Contract Amount or Contract Time, or both. A Change Directive may be used in the absence of total agreement on the terms of a Change Order. A Change Directive does not change the Contract Amount or Contract Time, but is evidence that the parties expect that the change directed or documented by a Change Directive will be incorporated in a subsequently issued Change Order. 1.8 Change Orders - Written agreements entered into between the CONTRACTOR and the OWNER authorizing an addition, deletion, or revision to the Contract, issued on or after the Execution Date of the Agreement and within the Contract term. 1.9 Claim - A written demand seeking, as a matter of right, adjustment or interpretation of Contract terms, payment of money, extension of time or other relief with respect to the terms of the Contract. 1.10 Contract - The Contract represents the entire and integrated agreement between the OWNER and the CONTRACTOR for performance of the Work, as evidenced by the Contract Documents. 1.11 Contract Amount - The amount payable by the OWNER to the CONTRACTOR for completion of the Work in accordance with the Contract Documents. 1.12 Contract Documents — Invitation to Bid, Instructions to Bidders, General Conditions, Supplemental General Conditions, Special Conditions, Technical Specifications, Project Manual, Drawings, Addenda and Change Orders. 1.13 Contract Time - The number of days allowed for completion of the Work as defined by the Contract. When any period is referred to in days, it will be computed to exclude the first and include the last day of such period. A day of twenty-four (24) hours measured from midnight to the next midnight will constitute a day. 1.14 CONTRACTOR - The individual, firm, corporation, or other business entity with whom the OWNER has entered into the Contract. 00700 7-2009 Page 2 General Conditions 1.15 Drawings - Those portions of the Contract Documents which are graphic representations of the scope, extent and character of the Work to be furnished and performed by the CONTRACTOR and which have been approved by the OWNER. Drawings may include plans, elevations, sections, details, schedules and diagrams. Shop Drawings are not Drawings as so defined. 1.16 Engineer/Architect (E/A) - The OWNER's design professional identified as such in the Contract. The titles of "Architect/Engineer," "Architect" and "Engineer" used in the Contract Documents shall be read the same as Engineer/Architect (E/A). Nothing contained in the Contract Documents shall create any contractual or agency relationship between E/A and the CONTRACTOR. 1.17 Equal - The terms "equal" or "approved equal" shall have the same meaning. 1.18 Execution Date - Date of last signature of the parties to the Agreement. 1.19 Field Order - A written order issued by Owner's Representative which orders minor changes in the Work and which does not involve a change in the Contract Amount or the Contract Time. 1.20 Final Acceptance — The stage in the Contract process when, in the OWNER's opinion, Final Completion of the Work has been attained and a Certificate of Acceptance approved by the OWNER is issued. 1.21 Final Completion - The stage in the progress of the Work when, in the OWNER'S opinion, the entire Work has been completed, the CONTRACTOR's obligations under the Contract Documents have been fulfilled, and the OWNER is processing or has made final payment to the CONTRACTOR, as evidenced by a Certificate of Acceptance approved by the OWNER. 1.22 Inspector - The authorized representative of any regulatory agency that has jurisdiction over any portion of the Work. 1.23 Legal Holidays 1.23.1 The following are recognized by the OWNER: Holiday Date Observed New Year's Day January 1 Martin Luther King, Jr.'s Third Monday Birthday in January President's Day Third Monday in February Memorial Day Last Monday in May Independence Day July 4 Labor Day First Monday in September Veteran's Day November 11 Thanksgiving Day Fourth Thursday in November Friday after Friday after Thanksgiving Thanksgiving Christmas Eve December 24 00700 7-2009 Page 3 General Conditions Christmas Day December 25 1.23.2 If a Legal Holiday falls on Saturday, it will be observed on the preceding Friday. If a Legal Holiday falls on Sunday, it will be observed on the following Monday. 1.23.3 If Christmas Eve falls on a Saturday or a Sunday, the preceding Friday is observed as the Christmas Eve holiday. 1.23.4 If Christmas Day falls on a Saturday or a Sunday, the following Monday is observed as the Christmas Day holiday. 1.24 Milestones - A significant event specified in the Contract Documents relating to an intermediate completion date or time prior to Substantial Completion of all the Work. 1.25 Notice to Proceed - A Written Notice given by the OWNER to the CONTRACTOR fixing the date on which the Contract Times will commence to run and on which the CONTRACTOR shall start to perform the CONTRACTOR's obligations under the Contract Documents. 1.26 OWNER — The City of Round Rock, Texas, a municipal corporation, home -rule city and political subdivision organized and existing under the laws of the State of Texas, acting through the City Manager or his/her designee, officers, agents or employees to administer design and construction of the Project. 1.27 Owner's Representative - The designated representative of the OWNER. 1.28 Partial Occupancy or Use - Use by the OWNER of a partially completed part of the Work for the purpose for which it is intended (or a related purpose) prior to Substantial Completion of all the Work. 1.29 Project - The total construction of which the Work to be provided under the Contract Documents may be the whole, or a part, as indicated elsewhere in the Contract Documents. 1.30 Project Manual - That portion of the Contract Documents which may include the following: introductory information; bidding requirements, Contract forms and General and Supplemental General Conditions; General Requirements; Specifications; Drawings; Project Safety Manual; and Addenda. 1.31 Proposal — Proposal of Offeror, under Local Government Code §271.113 providing for alternative project delivery methods, on prescribed forms setting forth prices for performing the Work described in the Contract Documents. 1.32 Proposal Documents — The advertisement or invitation for Proposals, Instruction to Offerors, the Proposal form, the Contract Documents and Addenda. 1.33 Resident Project Representative - The authorized representative of E/A who may be assigned to the site or any part thereof. 1.34 Shop Drawings - All drawings, diagrams, illustrations, schedules and other data or information which are specifically prepared or assembled by or for the CONTRACTOR and submitted by the CONTRACTOR as required by the Contract Documents. 1.35 Specifications - Those portions of the Contract Documents consisting of written technical descriptions as applied to the Work, which set forth to the CONTRACTOR, in detail, the requirements which must be met by all materials, equipment, construction systems, standards, workmanship, equipment and services in order to render a completed and useful project. 1.36 Substantial Completion - The stage in the progress of the Work when the Work, or designated portions thereof, may still require minor modifications or adjustments but, in the OWNER's opinion, the Work has progressed to the point such that all parts of the Work under consideration are fully operational, as evidenced by a Certificate of Substantial Completion approved by the OWNER. 00700 7-2009 Page 4 General Conditions 1.37 Subcontractor - An individual, firm, or corporation having a direct contract with the CONTRACTOR for the performance of a part of the Work. 1.38 Sub -subcontractor - A person or entity who has a direct or indirect contract with a Subcontractor to perform a portion of the Work. 1.39 Superintendent - The representative of the CONTRACTOR authorized in writing to receive and fulfill instructions from Owner's Representative, and who shall supervise and direct construction of the Work, 1.40 Supplemental General Conditions - The part of the Contract Documents which either amends or supplements the General Conditions. All General Conditions which are not so amended or so supplemented shall be considered as remaining in full force and effect. 1.41 Supplier - An individual or entity having a direct contract with the CONTRACTOR or with any Subcontractor to furnish materials or equipment to be incorporated in the Work by the CONTRACTOR or any Subcontractor. 1.42 Time Extension Request - An approved request for time extension on a form acceptable to the OWNER. 1.43 Work - The entire completed construction, or the various separately identifiable parts thereof, required to be furnished under the Contract Documents. 1.44 Working Day - Any day of the week, not including Saturdays, Sundays, or Legal Holidays, in which conditions not under the CONTRACTOR's control will permit work for at least seven (7) hours of the Working Times. Upon authorization by the Owner's Representative, work on Saturdays, Sundays and/or Legal Holidays may be allowed and in that event a Working Day will be counted for each such day. 1.45 Working Times — Times of day(s) during which work may be performed. Unless authorized by Owner's Representative, all Work shall be performed between 7:00 a.m. and 6:00 p.m. on weekdays and, if previously authorized as provided for in paragraph 1.44 or paragraph 1.6 herein, as applicable, between 9:00 a.m. and 6:00 p.m. on Saturdays, Sundays or Legal Holidays. When the CONTRACTOR has been authorized to perform Work during hours outside Working Times, such hours shall be considered time worked on Working Day contracts. Notwithstanding the preceding, emergency work may be done without prior permission only as provided in paragraph 6.11.5 herein. 1.46 Written Notice - Written communication between the OWNER and the CONTRACTOR. Written Notice shall be deemed to have been duly served if delivered in person to Owner's Representative or to the CONTRACTOR's duly authorized representative, or if such Written Notice is delivered to or sent by registered or certified mail to the attention of Owner's Representative or to the CONTRACTOR's duly authorized representative at the last business address known to the party giving notice. ARTICLE 2 - PRELIMINARY MATTERS 2.1 Delivery of Agreement, Bonds, Insurance, and Other Documentation: Within ten (10) Calendar Days after written notification of award of Contract, the CONTRACTOR shall deliver to the OWNER signed Agreement, Bond(s), insurance Certificate(s) and other documentation required for execution of the Contract. 2.2 Copies of Documents: The OWNER shall furnish to the CONTRACTOR two (2) copies of the Contract Documents unless otherwise specified. Additional copies will be furnished, upon request, at the cost specified in the Supplemental General Conditions. 00700 7-2009 Page 5 General Conditions 2.3 Commencement of Contract Times; Notice to Proceed: The Contract Time(s) will begin to run on the day indicated in the Notice to Proceed. Notice to Proceed will be given at any time within sixty (60) Calendar Days after the Execution Date of the Agreement, unless extended by written agreement of the parties. 2.4 Before Starting Construction: 2.4.1 No Work shall be done at the site prior to the preconstruction conference without the OWNER's approval. Before undertaking each part of the Work, the CONTRACTOR shall carefully study and compare the Contract Documents and check and verify pertinent figures shown thereon and all applicable field measurements. The CONTRACTOR shall promptly report in writing to Owner's Representative any conflict, error, ambiguity or discrepancy which the CONTRACTOR may discover and shall obtain a written interpretation or clarification from Owner's Representative before proceeding with any Work affected thereby. The CONTRACTOR shall be liable to the OWNER for failure to report any conflict, error, ambiguity or discrepancy in the Contract Documents of which the CONTRACTOR knew or reasonably should have known. 2.4.2 The CONTRACTOR shall submit the following to Owner's Representative for review and approval no later than the preconstruction conference: .1 a preliminary progress schedule indicating the times (number of days or dates) for starting and completing the various stages of the Work, including any Milestones specified in the Contract Documents, identifying when all Subcontractors will be utilized, and taking into consideration any limitations on Working Hours; .2 a preliminary schedule of Shop Drawing and sample submittals; .3 a preliminary schedule of values for all of the Work, subdivided into component parts in sufficient detail to serve as the basis for progress payments during construction. Such prices will include an appropriate amount of overhead and profit applicable to each item of Work; .4 a letter designating CONTRACTOR's Superintendent; .5 a letter from the CONTRACTOR and Subcontractor(s) listing any salaried specialists; .6 if applicable, a letter designating the "Competent Person(s)" on general safety and trench safety measures; .7 if applicable, a trench safety system plan; .8 if applicable, a plan illustrating proposed locations of temporary facilities; .9 if applicable, a traffic control plan; .10 a completed Non -Use of Asbestos Affidavit (Prior to Construction); and .11 if applicable, a letter designating the Texas Registered Professional Land Surveyor for layout of the Work. 2.5 Preconstruction Conference: Prior to commencement of Work at the site, a preconstruction conference attended by the CONTRACTOR, Owner's Representative and others will be held. 00700 7-2009 Page 6 General Conditions 2.6 Initially Acceptable Schedules: Unless otherwise provided in the Contract Documents, the CONTRACTOR shall obtain approval of Owner's Representative on final versions of the schedules submitted in accordance with paragraph 2.4.2 before the first progress payment will be made to the CONTRACTOR. The progress schedule must provide for an orderly progression of the Work to completion within any specified Milestones and Contract Times. Acceptance of the schedule by Owner's Representative will neither impose on Owner's Representative responsibility for the sequencing, scheduling or progress of the Work nor interfere with or relieve the CONTRACTOR from the CONTRACTOR's full responsibility therefor. The CONTRACTOR's schedule of Shop Drawings and sample submissions must provide an arrangement agreeable to the parties for reviewing and processing the required submittals. ARTICLE 3 - CONTRACT DOCUMENTS: INTENT, AMENDING, REUSE 3.1 Intent: 3.1.1 The intent of the Contract Documents is to include all information necessary for the proper execution and completion of the Work by the CONTRACTOR. The Contract Documents are complementary, and what is required by one shall be as binding as if required by all. In cases of disagreement, the following order of precedence shall govern (top item receiving priority of interpretation): Signed Agreement Addenda to the Contract Documents Special Conditions Supplemental General Conditions General Conditions Other Bidding Requirements and Contract Forms Special Provisions to the Standard Technical Specifications Special Specifications Standard Technical Specifications Drawings (figured dimensions shall govern over scaled dimensions) Project Safety manual, if applicable 3.1.2 Unless otherwise stated in the Contract Documents, words which have well-known technical or construction industry meanings are used in the Contract Documents in accordance with such recognized meanings. 3.2 Reporting and Resolving Discrepancies: If, during the performance of the Work, the CONTRACTOR discovers any conflict, error, ambiguity or discrepancy within the Contract Documents or between the Contract Documents and any provisions of any such law or regulation applicable to the performance of the Work or of any such standard, specification, manual or code or instructions of any Supplier, the CONTRACTOR shall immediately report it to Owner's Representative in writing, and the CONTRACTOR shall not proceed with the Work affected thereby until an amendment or supplement to the Contract Documents has been issued by one of the methods indicated in paragraph 3.3.1 or paragraph 3.3.2. The CONTRACTOR shall be liable to the OWNER for failure to report any such conflict, error, ambiguity or discrepancy of which the CONTRACTOR knew or reasonably should have known. 3.3 Amending and Supplementing Contract Documents: 3.3.1 The Contract Documents may be amended to provide for additions, deletions and revisions in the Work or to modify the terms and conditions thereof in one or more of the following ways: .1 Change Order. .2 Change Directive. 00700 7-2009 Page 7 General Conditions .3 Time Extension Request. 3.3.2 In addition, the requirements of the Contract Documents may be supplemented, and minor variations and deviations in the Work may be authorized, in one or more of the following ways: .1 Field Order. .2 Review of a Shop Drawing or sample. .3 Written interpretation or clarification. 3.4 Reuse of Documents Prohibited: The CONTRACTOR and any Subcontractor or Supplier or other person or organization performing or furnishing any of the Work under a direct or indirect contract with the OWNER: (i) shall not have or acquire any title to or ownership rights in any of the Drawings, Specifications or other documents (or copies of any thereof) prepared by or bearing the seal of E/A or E/A's consultants, and (ii) shall not reuse any of such Drawings, Specifications, other documents or copies on extensions of the Project or any other project without written consent of the OWNER and E/A. ARTICLE 4 - AVAILABILITY OF LANDS; SUBSURFACE AND PHYSICAL CONDITIONS; REFERENCE POINTS 4.1 Availability of Lands: The OWNER shall furnish, as indicated in the Contract Documents, all required rights to use the lands upon which the Work is to be performed, rights-of-way and easements for access thereto, and such other lands which are designated for the use of the CONTRACTOR. The OWNER shall identify any encumbrances or restrictions not of general application but specifically related to use of lands so furnished with which the CONTRACTOR will have to comply in performing the Work. Easements for permanent structures or permanent changes in existing facilities will be obtained and paid for by the OWNER, unless otherwise provided in the Contract Documents. If the OWNER fails to furnish these lands, rights-of-way or easements in a timely manner, the CONTRACTOR may make a Claim for adjustments in the Contract Times. The CONTRACTOR shall provide for all additional lands and access thereto that may be required for temporary construction facilities or storage of materials and equipment. 4.2 Subsurface and Physical Conditions: 4.2.1 The CONTRACTOR hereby covenants that it has examined the site of the proposed Work and is familiar with all of the conditions surrounding construction of the Project, having conducted all inquiries, tests and investigations deemed necessary and proper. 4.2.2 If conditions are encountered at the site which are (1) subsurface or otherwise concealed physical conditions that differ materially from those indicated in the Contract Documents or (2) unknown physical conditions of an unusual nature, that differ materially from those normally encountered in the type of work being performed under this Contract, then notice by the observing party shall be given to the other party promptly before conditions are disturbed and in no event later than seven (7) calendar days after first observance of the conditions. Owner's Representative will promptly investigate such conditions with E/A and, if they differ materially and cause an increase or decrease in the CONTRACTOR's cost of, or time required for, performance of any part of the Work, will recommend an equitable adjustment in the Contract Amount or Contract Time, or both. If Owner's Representative determines that the conditions at the site are not materially different from those indicated in the Contract Documents and that no change in the terms of the Contract is justified, the CONTRACTOR shall be notified in writing, stating the reasons. Any disputes arising from Owner's Representative's determination shall be resolved in accordance with Article 16. 4.2.3 Notwithstanding any other provision of this Contract, the CONTRACTOR shall be solely responsible for the location and protection of any and all public lines and utility customer service lines in the Work area. For the 00700 7-2009 Page 8 General Conditions purposes of this section, "public lines" means the utility distribution and supply system within public rights-of-way or easements, and "utility customer service lines" (service) means any utility line connecting a utility customer to the utility distribution system. Generally, existing service connections within right-of-way or easements are not shown on the Drawings. The CONTRACTOR shall notify the OWNER and "One Call" and exercise due care to locate and to mark, uncover or otherwise protect all such lines in the construction zone and any of the CONTRACTOR's work or storage areas. The CONTRACTOR's obligation hereunder shall be primary and nondelegable. The CONTRACTOR shall indemnify or reimburse such expenses or costs (including fines that may be levied against the OWNER) that may result from unauthorized or accidental damage to all public lines and utility customer service lines in the Work area. The OWNER reserves the right to repair such damage the CONTRACTOR may cause, at the CONTRACTOR's expense. 4.2.4 The CONTRACTOR shall take reasonable precaution to avoid disturbing primitive records and antiquities of archaeological, paleontological or historical significance. No objects of this nature shall be disturbed without written permission of the OWNER and the Texas Department of Antiquities Protection. When such objects are uncovered unexpectedly, the CONTRACTOR shall stop all Work in close proximity and notify Owner's Representative and the Texas Department of Antiquities Protection of their presence and shall not disturb them until written permission and permit to do so is granted. All primitive rights and antiquities uncovered on the OWNER's property shall remain property of the State of Texas, the Texas Department of Antiquities Protection conforming to the Texas Natural Resources Code. If it is determined by the OWNER, in consultation with the Texas Department of Antiquities Protection, that exploration or excavation of primitive records or antiquities on Project site is necessary to avoid loss, the CONTRACTOR shall cooperate in salvage work attendant to preservation. If the Work stoppage or salvage work causes an increase in the CONTRACTOR's cost of, or time required for, performance of the Work, the Contract Amount and/or Contract Time may be equitably adjusted. 4.3 Reference Points: Unless otherwise specified, the OWNER will furnish all reference points, benchmarks, survey monuments, and control points which, in the OWNER's opinion, are suitable for laying out the Work. Such benchmarks and reference points will be placed at intervals not to exceed 1,500 feet. All reference points, benchmarks, survey monuments and control points shall be carefully preserved by the CONTRACTOR by use of flags, laths or other appropriate measures and, in case of destruction or removal by the CONTRACTOR or its employees, such reference points, benchmarks, survey monuments, and control points shall be replaced by a Registered Professional Land Surveyor at the CONTRACTOR's expense. When reference points, benchmarks, survey monuments, or control points are in conflict with the Work, then reestablishment will be the OWNER's responsibility during or upon completion of the Work. 4.4 Hazardous Materials: 4.4.1 The OWNER shall be responsible for any hazardous material uncovered or revealed at the site which was not shown, indicated or identified in the Contract Documents to be within the scope of the Work and which may present a substantial danger to persons or property exposed thereto in connection with the Work at the site. The CONTRACTOR shall immediately notify Owner's Representative of any suspected hazardous materials encountered before or during performance of the Work and shall take all necessary precautions to avoid further disturbance of the materials. 4.4.2 The CONTRACTOR shall be responsible for any hazardous materials brought to the site by the CONTRACTOR, Subcontractor, Suppliers or anyone else for whom the CONTRACTOR is responsible. 4.4.3 No asbestos -containing materials shall be incorporated into the Work or brought on the Project site without prior approval of the OWNER. 00700 7-2009 Page 9 General Conditions ARTICLE 5 - BONDS AND INSURANCE 5.1 Surety and Insurance Companies: AN bonds and insurance required by the Contract Documents shall be obtained from solvent surety or insurance companies that are duly licensed by the State of Texas and authorized to issue bonds or insurance policies for the limits and coverages required by the Contract Documents. The bonds shall be in a form acceptable to the OWNER and shall be issued by a surety which complies with the requirements of Art. 7.19-1, Texas Insurance Code (1997) and which is otherwise acceptable to the OWNER. OWNER may require the surety to obtain reinsurance for any portion of the risk that exceeds 10% of the surety's capital and surplus. For bonds exceeding $100,000, the surety must also hold a certificate of authority from the U.S. Secretary of the Treasury or have obtained reinsurance from a reinsurer that is authorized as a reinsurer in Texas and holds a certificate of authority from the U.S. Secretary of the Treasury. 5.2 Workers' Compensation Insurance Coverage: 5.2.1 Definitions: .1 Certificate of coverage ("certificate") - A copy of a certificate of insurance, a certificate of authority to self -insure issued by the commission, or a coverage agreement showing statutory workers' compensation insurance coverage for the person's or entity's employees providing services on the Project, for the duration of the Project. .2 Duration of the Project - includes the time from the beginning of the Work on the Project until the CONTRACTOR's/ person's Work on the Project has been completed and accepted by the OWNER. .3 Persons providing services on the Project ("subcontractor" herein) - includes all persons or entities performing all or part of the services the CONTRACTOR has undertaken to perform on the Project, regardless of whether that person contracted directly with the CONTRACTOR and regardless of whether that person has employees. This includes, by way of illustration and not of limitation, independent contractors, Subcontractors, leasing companies, motor carriers, owner -operators, employees of any such entity, or employees of any entity which furnishes persons to provide services on the Project. "Services" include, without limitation, providing, hauling, or delivering equipment or materials, or providing labor, transportation, or other service related to a project. "Services" does not include activities unrelated to the Project, such as food/beverage vendors, office supply deliveries, and delivery of portable toilets. 5.2.2 The CONTRACTOR shall provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all employees of the CONTRACTOR providing services on the Project, for the duration of the Project. 5.2.3 The OWNER will not execute the Contract prior to the CONTRACTOR providing all required certificates of coverage. 5.2.4 If the coverage period shown on the CONTRACTOR's current certificate of coverage ends during the duration of the Project, the CONTRACTOR must, prior to the end of the coverage period, file a new certificate of coverage with the OWNER showing that coverage has been extended. 5.2.5 The CONTRACTOR shall obtain from each person providing services on the Project, and provide to the OWNER: .1 a certificate of coverage, prior to that person beginning Work on the Project, so the OWNER will have on file certificates of coverage showing coverage for all persons providing services on the Project; and .2 no later than seven (7) days after receipt by the CONTRACTOR, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the Project. 00700 7-2009 Page 10 General Conditions 5.2.6 The CONTRACTOR shall retain all required certificates of coverage for the duration of the Project and for one (1) year thereafter. 5.2.7 The CONTRACTOR shall notify the OWNER in writing by certified mail or personal delivery within ten (10) days after the CONTRACTOR knew or should have known of any change that materially affects the provision of coverage of any person providing services on the Project. 5.2.8 The CONTRACTOR shall post at its office or on each Project site a notice, in the text, form and manner prescribed by the Texas Workers' Compensation Commission, informing all persons providing services on the Project that they are required to be covered, and stating how a person may verify coverage and report lack of coverage. 5.2.9 The CONTRACTOR shall contractually require each person with whom it contracts to provide services on a Project to: .1 provide coverage, based on proper reporting of classification codes and payroll amounts and filing of any coverage agreements, which meets the statutory requirements of Texas Labor Code, Section 401.011(44) for all of its employees providing services on the Project, for the duration of the Project; .2 provide to the CONTRACTOR, prior to that person beginning Work on the Project, a certificate of coverage showing that coverage is being provided for all employees of the person providing services on the Project, for the duration of the Project; .3 provide the CONTRACTOR, prior to the end of the coverage period, a new certificate of coverage showing extension of coverage, if the coverage period shown on the current certificate of coverage ends during the duration of the Project; .4 obtain from each other person with whom it contracts, and provide to the CONTRACTOR: a) a certificate of coverage, prior to the other person beginning Work on the Project; and b) a new certificate of coverage showing extension of coverage, prior to the end of the coverage period, if the coverage period shown on the current certificate of coverage ends during the duration of the Project; .5 retain all required certificates of coverage on file for the duration of the Project and for one (1) year thereafter; .6 notify the OWNER in writing by certified mail or personal delivery within ten (10) days after the person knew or should have known of any change that materially affects the provision of coverage of any person providing services on the Project; and .7 contractually require each person with whom it contracts, to perform as required by paragraphs 5.2.9.1 - 5.2.9.7, with the certificates of coverage to be provided to the person for whom they are providing services. 5.2.10 By signing this Contract or providing or causing to be provided a certificate of coverage, the CONTRACTOR is representing to the OWNER that all employees of the CONTRACTOR who will provide services on the Project will be covered by workers' compensation coverage for the duration of the Project, that the coverage will be based on proper reporting of classification codes and payroll amounts, and that all coverage agreements will be filed with the appropriate insurance carrier or, in the case of a self-insured, with the commission's Division of Self -Insurance Regulation. Providing false or misleading information may subject the CONTRACTOR to administrative penalties, criminal penalties, civil penalties, or other civil actions. 5.2.11 The CONTRACTOR's failure to comply with any of these provisions is a breach of Contract by the CONTRACTOR which entitles the OWNER to declare the Contract void if the CONTRACTOR does not remedy the breach within ten (10) days after receipt of notice of breach from the OWNER. 00700 7-2009 Page 11 General Conditions 5.3 Contractor Insurance Requirements: For specific bond requirements and additional insurance requirements, refer to the Supplemental General Conditions. 5.3.1.1 General Requirements: .1 CONTRACTOR shall carry insurance in the types and amounts indicated below for the duration of the Contract, which shall include items owned by OWNER in the care, custody and control of CONTRACTOR prior to and during construction and warranty period. .2 CONTRACTOR must complete and forward the required Certificates of Insurance to OWNER before the Contract is executed as verification of coverage required below. CONTRACTOR shall not commence Work until the required insurance is obtained and until such insurance has been reviewed by OWNER. Approval of insurance by OWNER shall not relieve or decrease the liability of CONTRACTOR hereunder and shall not be construed to be a limitation of liability on the part of CONTRACTOR. CONTRACTOR must also complete and forward the required Certificates of Insurance to OWNER whenever a previously identified policy period has expired as verification of continuing coverage. .3 CONTRACTOR's insurance coverage is to be written by companies licensed to do business in the State of Texas at the time the policies are issued and shall be written by companies with A.M. Best ratings of B+VII or better, except for hazardous material insurance which shall be written by companies with A.M. Best ratings of A- or better. .4 All endorsements naming the OWNER as additional insured, waivers, and notices of cancellation endorsements as well as the Certificate of Insurance shall indicate: City of Round Rock, 221 E. Main St., Round Rock, Texas 78664. .5 The 'other" insurance clause shall not apply to the OWNER where the OWNER is an additional insured shown on any policy. It is intended that policies required in the Contract, covering both OWNER and CONTRACTOR, shall be considered primary coverage as applicable. .6 If insurance policies are not written for amounts specified below, CONTRACTOR shall carry Umbrella or Excess Liability Insurance for any differences in amounts specified. If Excess Liability Insurance is provided, it shall follow the form of the primary coverage. .7 OWNER shall be entitled, upon request and without expense, to receive certified copies of policies and endorsements thereto and may make any reasonable requests for deletion or revision or modification of particular policy terms, conditions, limitations, or exclusions except where policy provisions are established by law or regulations binding upon either of the parties hereto or the underwriter on any such policies. .8 OWNER reserves the right to review the insurance requirements set forth during the effective period of this Contract and to make reasonable adjustments to insurance coverage, limits, and exclusions when deemed necessary and prudent by OWNER based upon changes in statutory law, court decisions, the claims history of the industry or financial condition of the insurance company as well as CONTRACTOR. .9 CONTRACTOR shall not cause any insurance to be canceled nor permit any insurance to lapse during the term of the Contract or as required in the Contract. .10 CONTRACTOR shall be responsible for premiums, deductibles and self-insured retentions, if any, stated in policies. All deductibles or self-insured retentions shall be disclosed on the Certificate of Insurance. 00700 7-2009 Page 12 General Conditions .11 CONTRACTOR shall provide OWNER thirty (30) days written notice of erosion of the aggregate limits below occurrence limits for all applicable coverages indicted within the Contract. .12 If OWNER -owned property is being transported or stored off-site by CONTRACTOR, then the appropriate property policy will be endorsed for transit and storage in an amount sufficient to protect OWNER's property. .13 The insurance coverages required under this contract are required minimums and are not intended to limit the responsibility or liability of CONTRACTOR. 5.3.1.2 Business Automobile Liability Insurance. Provide coverage for all owned, non -owned and hired vehicles. The policy shall contain the following endorsements in favor of OWNER: a) Waiver of Subrogation endorsement TE 2046A; b) 30 day Notice of Cancellation endorsement TE 0202A; and c) Additional Insured endorsement TE 9901 B. Provide coverage in the following types and amounts: .1 A minimum combined single limit of $500;000 per occurrence for bodily injury and property damage. Alternate acceptable limits are $250,000 bodily injury per person, $500,000 bodily injury per occurrence and at least $100,000 property damage liability each accident. 5.3.1.3 Workers' Compensation and Employers' Liability Insurance: Coverage shall be consistent with statutory benefits outlined in the Texas Workers' Compensation Act (Section 401). CONTRACTOR shall assure compliance with this Statute by submitting two (2) copies of a standard certificate of coverage (e.g. ACCORD form) to Owner's Representative for every person providing services on the Project as acceptable proof of coverage. The required Certificate of Insurance must be presented as evidence of coverage for CONTRACTOR. Workers' Compensation Insurance coverage written by the Texas Workers Compensation Fund is acceptable to OWNER. CONTRACTOR's policy shall apply to the State of Texas and include these endorsements in favor of OWNER: a) Waiver of Subrogation, form WC 420304; and b) 30 day Notice of Cancellation, form WC 420601. The minimum policy limits for Employers' Liability Insurance coverage shall be as follows: .1 $100,000 bodily injury per accident, $500,000 bodily injury by disease policy limit and $100,000 bodily injury by disease each employee. 5.3.1.4 Commercial General Liability Insurance. The Policy shall contain the following provisions: a) Blanket contractual liability coverage for liability assumed under the Contract and all contracts relative to this Project. b) Completed Operations/Products Liability for the duration of the warranty period. c) Explosion, Collapse and Underground (X, C & U) coverage. 00700 7-2009 Page 13 General Conditions d) Independent Contractors coverage. e) Aggregate limits of insurance per project, endorsement CG 2503. f) OWNER listed as an additional insured, endorsement CG 2010. g) 30 day notice of cancellation in favor of OWNER, endorsement CG 0205. h) Waiver of Transfer of Recovery Against Others in favor of OWNER, endorsement CG 2404. Provide coverages A&B with minimum limits as follows: .1 A combined bodily injury and property damage limit of $500,000 per occurrence. 5.3.1.5 Builders' Risk Insurance. CONTRACTOR shall maintain Builders' Risk Insurance or Installation Insurance on an all risk physical loss form in the Contract Amount. Coverage shall continue until the Work is accepted by OWNER. OWNER shall be a loss payee on the policy. If off site storage is permitted, coverage shall include transit and storage in an amount sufficient to protect property being transported or stored. 5.4 Bonds: 5.4.1 General. .1 Bonds, when required, shall be executed on forms furnished by or acceptable to OWNER. All bonds signed by an agent must be accompanied by a certified copy of such agent's authority to act. .2 If the surety on any bond furnished by CONTRACTOR is declared bankrupt or becomes insolvent or its right to do business is terminated in the State of Texas or it ceases to meet the requirements of the preceding paragraph, CONTRACTOR shall within ten (10) days thereafter substitute another bond and surety, both of which must be acceptable to OWNER. .3 When Performance Bonds and/or Payment Bonds are required, each shall be issued in an amount of one hundred percent (100%) of the Contract Amount as security for the faithful performance and/or payment of all CONTRACTOR's obligations under the Contract Documents. Performance Bonds and Payment Bonds shall be issued by a solvent surety company authorized to do business in the State of Texas, and shall meet any other requirements established by law or by OWNER pursuant to applicable law. Any surety duly authorized to do business in Texas may write Performance and Payment Bonds on a project without reinsurance to the limit of 10 percent of its capital and surplus. Such a surety must reinsure any obligations over 10 percent. 5.4.2 Performance Bond. .1 If the Contract Amount exceeds $100,000, CONTRACTOR shall furnish OWNER with a Performance Bond in the form set out by OWNER. .2 If the Contract Amount exceeds $25,000 but is less than or equal to $100,000, CONTRACTOR shall furnish OWNER with a Performance Bond in the form set out by OWNER, unless the original Contract Time is 60 Calendar Days/40 Working Days or less, in which case CONTRACTOR can agree to the following terms and conditions for payment in lieu of providing a Performance Bond: no money will be paid to CONTRACTOR until completion and acceptance of the Work by OWNER; CONTRACTOR shall be entitled to receive 95% of the Contract Amount following Final Completion, and the remaining 5% of the Contract Amount following the one year warranty period. .3 If the Contract Amount is less than or equal to $25,000, CONTRACTOR will not be required to furnish a Performance Bond; provided that no money wilt be paid to CONTRACTOR until 00700 7-2009 Page 14 General Conditions completion and acceptance of the Work by OWNER under the following terms and conditions: CONTRACTOR shall be entitled to receive 95% of the Contract Amount following Final Completion, and the remaining 5% of the Contract Amount following the one year warranty period. .4 If a Performance Bond is required to be furnished, it shall extend for the one year warranty period. 5.4.3 Payment Bond. .1 If the Contract Amount exceeds $25,000, CONTRACTOR shall furnish OWNER with a Payment Bond in the form set out by OWNER. .2 If the Contract Amount is less than or equal to $25,000, CONTRACTOR will not be required to furnish a Payment Bond; provided that no money will be paid to CONTRACTOR until completion and acceptance of the Work by OWNER under the terms and conditions specified in paragraph 5.4.2.3. ARTICLE 6 - CONTRACTOR'S RESPONSIBILITIES 6.1 Supervision and Superintendence: 6.1.1 The CONTRACTOR shall supervise, inspect and direct the Work competently and efficiently, devoting such attention thereto and applying such skills and expertise as may be necessary to perform the Work in accordance with the Contract Documents. Unless otherwise directed by the OWNER in the Contract Documents, the CONTRACTOR shall be solely responsible for the means, methods, techniques, sequences and procedures of construction. The CONTRACTOR shall be responsible to see that the completed Work complies accurately with the Contract Documents. 6.1.2 The CONTRACTOR shall have an English-speaking, competent Superintendent on the Work at all times that work is in progress. Upon request of Owner's Representative, the CONTRACTOR shall present the resume of the proposed Superintendent to Owner's Representative showing evidence of experience and successful superintendence and direction of work of a similar scale and complexity. If, in the opinion of Owner's Representative, the proposed Superintendent does not indicate sufficient experience in line with the Work, he/she will not be allowed to be the designated Superintendent for the Work. The Superintendent shall not be replaced without Written Notice to Owner's Representative. If the CONTRACTOR deems it necessary to replace the Superintendent, the CONTRACTOR shall provide the necessary information for approval, as stated above, on the proposed new Superintendent. A qualified substitute Superintendent may be designated in the event that the designated Superintendent is temporarily away from the Work, but not to exceed a time limit acceptable to Owner's Representative. The CONTRACTOR shall replace the Superintendent upon the OWNER's request in the event the Superintendent is unable to perform to the OWNER's satisfaction. The Superintendent will be the CONTRACTOR's representative on the Work and shall have the authority to act on behalf of the CONTRACTOR. AU communications given to the Superintendent shall be as binding as if given to the CONTRACTOR. Either the CONTRACTOR or the Superintendent shall provide an emergency and home telephone number at which one or the other may be reached if necessary when work is not in progress. 6.2 Labor, Materials and Equipment: 6.2.1 The CONTRACTOR agrees to employ only orderly and competent workers, skillful in performance of the type of Work required under this Contract. The CONTRACTOR, Subcontractors, Sub -subcontractors, and their employees may not use or possess any firearms, alcoholic or other intoxicating beverages, illegal drugs or controlled substances while on the job or on the OWNER's property, nor may such workers be intoxicated, or under the influence of alcohol or drugs, on the job. If the OWNER or Owner's Representative notifies the CONTRACTOR that any worker is incompetent, disorderly or disobedient, has knowingly or repeatedly violated safety regulations, has possessed any firearms, or has possessed or was under the influence of alcohol or drugs on the job, the CONTRACTOR shall immediately remove such worker from performing Contract Work, and may not employ such worker again on Contract Work without the OWNER's prior written consent. The CONTRACTOR shall at all times maintain good discipline and order -on or off the site in all matters pertaining to the Project. The 00700 7-2009 Page 15 General Conditions CONTRACTOR shall pay workers no less than the wage rates established in Section 00830, and maintain weekly payroll reports as evidence thereof. 6.2.2 Unless otherwise specified, the CONTRACTOR shall provide and pay for all materials, equipment, labor, transportation, construction equipment and machinery, tools, appliances, fuel, power, light, heat, telephone, water, sanitary facilities, temporary facilities and all other facilities and incidentals necessary for the furnishing, performance, re -testing of defective work, start-up and completion of the Work. 6.2.3 All materials and equipment shall be of good quality and new (including new products made of recycled materials), except as otherwise provided in the Contract Documents. If required by Owner's Representative, the CONTRACTOR shall furnish satisfactory evidence (reports of required tests, manufacturer's certificates of compliance with material requirements, mill reports, etc.) as to the kind, quantity and quality of materials and equipment. All materials and equipment shall be applied, installed, connected, erected, used, cleaned and conditioned in accordance with instructions of the applicable Supplier, except as otherwise provided in the Contract Documents. 6.2.4 Substitutes and "Approved Equal" Items: 6.2.4.1 Whenever an item of material or equipment is specified or described in the Contract Documents by using the name of a proprietary item or the name of a particular Supplier, the specification or description is intended to establish the type, function and quality required. Unless the specification or description contains words reading that no like, equivalent or "approved equal" item or no substitution is permitted, other items of material or equipment of other Suppliers may be submitted to Owner's Representative under the following circumstances: .1 "Approved Equal": If, in the OWNER's sole discretion, an item of material or an item of equipment proposed by the CONTRACTOR is functionally equal to that named and sufficiently similar so that no change in related Work will be required, it may be considered by the OWNER as an "approved equal" item, in which case review of the proposed item may, in the OWNER's sole discretion, be accomplished without compliance with some or all of the requirements for evaluation of proposed substitute items. The CONTRACTOR shall provide the OWNER with the documentation required for the OWNER to make its determination. .2 Substitute Items: If, in the OWNER's sole discretion, an item of material or an item of equipment proposed by the CONTRACTOR does not qualify as an "approved equal" item under paragraph 6.2.4.1.1, then it will be considered a proposed substitute item. The CONTRACTOR shall submit sufficient information to allow the OWNER to determine that the item of material or item of equipment proposed is essentially equivalent to that named and a substitute therefor. 6.2.4.2 Substitute Construction Methods and Procedures: If a specific means, method, technique, sequence or procedure of construction is shown or indicated in and expressly required by the Contract Documents, the CONTRACTOR may with prior approval of the OWNER furnish or utilize a substitute means, method, technique, sequence, or procedure of construction. The CONTRACTOR shall submit sufficient information to Owner's Representative to allow the OWNER, in the OWNER's sole discretion, to determine that the substitute proposed is equivalent to that expressly called for by the Contract Documents. 6.2.4.3 OWNER's Evaluation: The OWNER will be allowed a reasonable time within which to evaluate each proposal or submittal made pursuant to paragraph 6.2.4.1.1 and paragraph 6.2.4.1.2. The OWNER will be the sole judge of acceptability. No "approved equal" or substitute shall be ordered, installed, or utilized until the OWNER's review is complete, which will be evidenced by either a Change Order or completion of the Shop Drawing review procedure. The OWNER may require the CONTRACTOR to furnish at the CONTRACTOR's expense a special performance guarantee or other surety bond with respect to any "approved equal" or substitute. The OWNER shall not be responsible for any delay due to review time for any "approved equal" or substitute. 6.2.4.4 CONTRACTOR's Expense: All data to be provided by the CONTRACTOR in support of any proposed "approved equal" or substitute item will be at the CONTRACTOR's expense. 6.2.5 The CONTRACTOR agrees to assign to the OWNER any rights it may have to bring antitrust suits against its Suppliers for overcharges on materials incorporated in the Project growing out of illegal price fixing 00700 7-2009 Page 16 General Conditions agreements. The CONTRACTOR further agrees to cooperate with the OWNER should the OWNER wish to prosecute suits against Suppliers for illegal price fixing. 6.3 Progress Schedule: Unless otherwise directed, the CONTRACTOR shall adhere to the progress schedule established in accordance with paragraph 2.6 as it may be adjusted from time to time as provided below: .1 The CONTRACTOR shall submit to Owner's Representative for acceptance proposed adjustments in the progress schedule that will not change the Contract Times or Milestones. Such adjustments will_ conform generally to the progress schedule then in effect. .2 Proposed adjustments in the progress schedule that will change the Contract Times or Milestones shall be submitted in accordance with the requirements of Article 12. Such adjustments may only be made by a Change Order or Time Extension Request in accordance with Article 12. 6.4 Concerning Subcontractors, Suppliers and Others: 6.4.1 Assignment: The CONTRACTOR agrees to retain direct control of and give direct attention to the fulfillment of this Contract. The CONTRACTOR agrees not to, by Power of Attorney or otherwise, assign said Contract without the prior written consent of the OWNER. 6.4.2 Award of Subcontracts for Portions of the Work: The CONTRACTOR shall not employ any Subcontractor, Supplier or other person or organization, whether initially or as a substitute, against whom the OWNER may have reasonable objection. The CONTRACTOR must provide the OWNER with a list of all Subcontractors, Suppliers, or other persons or organizations it will use in the Work, and such list must be provided prior to the preconstruction conference. Should the OWNER have objections, the OWNER will communicate such objections by Written Notice. If the OWNER requires a change without good cause of any Subcontractor, person or organization previously accepted by OWNER, the Contract Amount may be increased or decreased by the difference in the cost occasioned by any such change, and an appropriate Change Order shall be issued. The CONTRACTOR shall not substitute any Subcontractor, person or organization that has been accepted by the OWNER, unless the substitute has been accepted in writing by the OWNER. No acceptance by the OWNER of any Subcontractor, Supplier or other person or organization shall constitute a waiver of any right of the OWNER to reject defective Work. 6.4.3 The CONTRACTOR shall enter into written agreements with all Subcontractors and Suppliers which specifically bind the Subcontractors or Suppliers to the applicable terms and conditions of the Contract Documents for the benefit of the OWNER and E/A. The OWNER reserves the right to specify that certain requirements shall be adhered to by all Subcontractors and Sub -subcontractors as indicated in other portions of the Contract Documents and these requirements shall be made a portion of the agreement between the CONTRACTOR and Subcontractor or Supplier. 6.4.4 The CONTRACTOR shall be fully responsible to the OWNER for all acts and omissions of the Subcontractors, Suppliers and other persons and organizations performing or furnishing any of the Work under a direct or indirect contract with the CONTRACTOR just as the CONTRACTOR is responsible for the CONTRACTOR'S own acts and omissions. Nothing in the Contract Documents shall create for the benefit of any such Subcontractor, Supplier or other person or organization any contractual relationship between the OWNER and any such Subcontractor, Supplier or other person or organization, nor shall it create any obligation on the part of the OWNER or E/A to pay or to see to the payment of any amounts due any such Subcontractor, Supplier or other person or organization except as may otherwise be required by laws and regulations. 6.4.5 The CONTRACTOR shall be solely responsible for scheduling and coordinating the Work of Subcontractors, Suppliers and other persons and organizations performing or furnishing any of the Work under a direct or indirect contract with the CONTRACTOR. The CONTRACTOR shall require all Subcontractors, Suppliers and such other persons and organizations performing or furnishing any of the Work to communicate with Owner's Representative through the CONTRACTOR. 00700 7-2009 Page 17 General Conditions 6.4.6 The divisions and sections of the Specifications and the identifications of any Drawings shall not control the CONTRACTOR in dividing or delineating the Work to be performed by any specific trade. 6.4.7 The CONTRACTOR shall pay each Subcontractor and Supplier their appropriate share of payments made to the CONTRACTOR not later than ten (10) Calendar Days after the CONTRACTOR's receipt of payment from the OWNER. 6.5 Patent Fees and Royalties: 6.5.1 The CONTRACTOR shall be responsible at all times for compliance with applicable patents or copyrights encompassing, in whole or in part, any design, device, material, or process utilized, directly or indirectly, in the performance of the Work or the formulation or presentation of its Bid. 6.5.2 The CONTRACTOR shall pay all royalties and license fees and shall provide, prior to commencement of Work hereunder and at all times during the performance of same, for lawful use of any design, device, material or process covered by letters, patent or copyright by suitable legal agreement with the patentee, copyright holder, or their duly authorized representative whether or not a particular design, device, material, or process is specified by the OWNER. 6.5.3 The CONTRACTOR shall defend all suits or claims for infringement of any patent or copyright and shall save the OWNER harmless from any loss or liability, direct or indirect, arising with respect to the CONTRACTOR's process in the formulation of its bid or the performance of the Work or otherwise arising in connection therewith. The OWNER reserves the right to provide its own defense to any suit or claim of infringement of any patent or copyright in which event the CONTRACTOR shall indemnify and save harmless the OWNER from all costs and expenses of such defense as well as satisfaction of all judgments entered against the OWNER. 6.5.4 The OWNER shall have the right to stop the Work and/or terminate this Agreement at any time in the event the CONTRACTOR fails to disclose to the OWNER that the CONTRACTOR's work methodology includes the use of any infringing design, device, material or process. 6.6 Permits, Fees: Unless otherwise provided in the Supplemental General Conditions, the CONTRACTOR shall obtain and pay for all construction permits, licenses and fees required for prosecution of the Work. OWNER will obtain and pay for the following permits, licenses and/or fees, if required: .1 Site Development Permit. .2 Building Permit(s). .3 Texas Department of Transportation permit for work in State rights-of-way. .4 Railroad Utility License Agreement. 6.7 Laws and Regulations: 6.7.1 The CONTRACTOR shall give all notices and comply with all laws and regulations applicable to furnishing and performing the Work. Except where otherwise expressly required by applicable laws and regulations, neither the OWNER nor E/A shall be responsible for monitoring the CONTRACTOR's compliance with any laws and regulations. 6.7.2 The CONTRACTOR shall plan and execute its operations in compliance with all applicable Federal, State and local laws and regulations, including those concerning control and abatement of water pollution and prevention and control of air pollution. 6.7.3 If the CONTRACTOR performs any Work knowing or having reason to know that it is contrary to laws or regulations, then the CONTRACTOR shall bear all claims, costs, losses and damages arising therefrom; however, 00700 7-2009 Page 18 General Conditions it shall not be the CONTRACTOR's primary responsibility to make certain that the Specifications and Drawings are in accordance with laws and regulations, but this does not relieve the CONTRACTOR of the CONTRACTOR's obligations under Article 3. 6.8 Taxes: 6.8.1 The CONTRACTOR shall pay all sales, consumer, use and other similar taxes required to be paid by the CONTRACTOR in accordance with the laws and regulations of the State of Texas. 6.8.2 The OWNER is an exempt organization as defined by Chapter 11 of the Property Tax Code of Texas and is thereby exempt from payment of Sales Tax under Chapter 151, -Limited Use Sales, Excise and Use Tax, Texas Tax Code, and Article 1066 (C), Local Sales and Use Tax Act, Revised Civil Statutes of Texas. 6.9 Use of Premises: 6.9.1 The CONTRACTOR shall confine construction equipment, the storage of materials and equipment and the operations of workers to the site and land and areas identified in and permitted by the Contract Documents and other land and areas permitted by laws and regulations, rights-of-way, permits and easements, and shall not unreasonably encumber the premises with construction equipment or other materials or equipment. The CONTRACTOR shall assume full responsibility for any damage to any such land or area, or to the owner or occupant thereof or of any adjacent land or areas, resulting from the performance of the Work. Should any claim be made by any such owner or occupant because of the performance of the Work, the CONTRACTOR shall promptly settle with such other party by negotiation or otherwise resolve the claim by dispute resolution proceeding or at law. The CONTRACTOR shall indemnify, defend and hold harmless the OWNER, E/A, E/A's consultants and anyone directly or indirectly employed by any of them from and against all claims, costs, losses and damages (including court costs and reasonable attorneys' fees) arising out of or resulting from any claim or action, legal or equitable, brought by any such owner or occupant against the OWNER, E/A or any other party indemnified hereunder to the extent caused by or based upon performance of the Work or failure to perform the Work. 6.9.2 During the progress of the Work and on a daily basis, the CONTRACTOR shall keep the premises free from accumulations of waste materials, rubbish and other debris resulting from the Work. At the completion of the Work, the CONTRACTOR shall remove all waste materials, rubbish and debris from and about the premises as well as all tools, appliances, construction equipment and machinery and surplus materials. The CONTRACTOR shall leave the site clean and ready for occupancy by the OWNER at Substantial Completion of the Work. The CONTRACTOR shall, at a minimum, restore to original condition all property not designated for alteration by the Contact Documents. 6.9.3 The CONTRACTOR shall not load nor permit any part of any structure to be loaded in any manner that will endanger the structure, nor shall the CONTRACTOR subject any part of the Work or adjacent property to stresses or pressures that will endanger it. 6.10 Record Documents: The CONTRACTOR shall maintain in a safe place at the site, or other location acceptable to the OWNER, one (1) record copy of all Drawings, Specifications, Addenda, Change Orders, Change Directives, Field Orders and written interpretations and clarifications (issued pursuant to paragraph 9.5) in good order and annotated to show all changes made during construction. These record documents, together with all final samples and all final Shop Drawings, will be available to the OWNER and E/A for reference during performance of the Work. Upon Substantial Completion of the Work, these record documents, samples and Shop Drawings shall be promptly delivered to Owner's Representative. 6.11 Safety and Protection: 6.11.1 The CONTRACTOR shall be responsible for initiating, maintaining and supervising all safety precautions and programs in connection with the Work. Upon request, and prior to installation of measures, the CONTRACTOR shall submit a site security plan for approval by the OWNER. By reviewing the plan or making recommendations or comments, the OWNER will not assume liability nor will the CONTRACTOR be relieved of 00700 7-2009 Page 19 General Conditions liability for damage, injury or loss. The CONTRACTOR shall take all necessary precautions for the safety of and shall provide the necessary protection to prevent damage, injury or loss to: .1 all persons on the Work site or who may be affected by the Work; .2 all the Work and materials and equipment to be incorporated therein, whether in storage on or off the site; and .3 other property at the site or adjacent thereto, including but not limited to, trees, shrubs, lawns, walks, pavements, roadways, structures, utilities and underground facilities not designated for removal, relocation or replacement in the course of construction. 6.11.2 The CONTRACTOR shall comply with all applicable laws and regulations of any public body having jurisdiction for safety of persons or property or to protect them from damage, injury or loss; and shall erect and maintain all necessary safeguards for such safety and protection. The CONTRACTOR shall notify owners of adjacent property and of underground facilities, and utility owners when prosecution of the Work may affect them, and shall cooperate with them in the protection, removal, relocation and replacement of their property. All damage, injury or loss to any property referred to in paragraph 6.11.1.2 and paragraph 6.11.1.3 caused, directly or indirectly, in whole or in part, by the CONTRACTOR, Subcontractor, Supplier or any person or organization directly or indirectly employed by any of them to perform or furnish any of the Work or anyone for whose acts any of them may be liable, shall be remedied by the CONTRACTOR (except damage or loss attributable to the fault of Drawings or Specifications or to the acts or omissions of the OWNER, or E/A, or E/A's consultant or anyone employed by any of them or anyone whose acts any of them may be liable, and not attributable, directly or indirectly, in whole or in part, to the faults or negligence of the CONTRACTOR or any Subcontractor, Supplier or other person or organization directly or indirectly employed by any of them). The CONTRACTOR's duties and responsibilities for safety and protection of the Work shall continue until such time as all the Work is completed and Owner's Representative has issued a notice to the OWNER and the CONTRACTOR in accordance with Article 14 that the Work is acceptable (except as otherwise expressly provided in connection with Substantial Completion). 6.11.3 Safety Representative: The CONTRACTOR shall designate a qualified and experienced safety representative at the site whose duties and responsibilities shall be the prevention of accidents and the maintaining and supervising of safety precautions and programs. Upon request of the OWNER, the CONTRACTOR shall provide certifications or other documentation of the safety representative's qualifications. 6.11.4 Hazard Communication Programs: The CONTRACTOR shall be responsible for coordinating any exchange of material safety data sheets or other hazard communication information required to be made available to or exchanged between or among employers at the site in accordance with laws and regulations. 6.11.5 Emergencies: 6.11.5.1 In emergencies affecting the safety or protection of persons or the Work at the site or adjacent thereto, the CONTRACTOR, without special instruction or authorization from the OWNER or E/A, is obligated to act reasonably to prevent threatened damage, injury or loss and to mitigate damage or loss to the Work. The CONTRACTOR shall give Owner's Representative prompt written notice if the CONTRACTOR believes that any significant changes in the Work or variations from the Contract Documents have been caused thereby. If Owner's Representative determines that a change in the Contract Documents is required because of the action taken by the CONTRACTOR in response to such an emergency, a Change Directive or Change Order will be issued to document the consequences of such action; otherwise the OWNER will not be responsible for the CONTRACTOR's emergency action. 6.11.5.2 Authorized agents of the CONTRACTOR shall respond immediately to call -out at any time of any day or night when circumstances warrant the presence on Project site of the CONTRACTOR or its agent to protect the Work or adjacent property from damage, restriction or limitation or to take such action or measures pertaining to the Work as may be necessary to provide for the safety of the public. Should the CONTRACTOR and/or its agent fail to respond and take action to alleviate such an emergency situation, the OWNER may direct other forces to take action as necessary_ to remedy the emergency condition, and the OWNER will deduct any cost of such remedial action from the funds due to the CONTRACTOR under this Contract. 00700 7-2009 Page 20 General Conditions 6.11.5.3 In the event there is an accident involving injury to any individual on or near the Work, the CONTRACTOR shall notify Owner's Representative within twenty-four (24) hours of the event and shall be responsible for recording the location of the event and the circumstances surrounding the event through photographs, interviewing witnesses, obtaining medical reports and other documentation that describes the event. Copies of such documentation shall be provided to Owner's Representative, for the OWNER'S and E/A's records, within forty-eight (48) hours of the event. 6.12 Continuing the Work: The CONTRACTOR shall carry on the Work and adhere to the progress schedule during all disputes or disagreements with the OWNER. No Work shall be delayed or postponed pending resolution of any disputes or disagreements, except as the OWNER and the CONTRACTOR may agree in writing. 6.13 CONTRACTOR's General Warranty and Guarantee: 6.13.1 The CONTRACTOR warrants and guarantees to the OWNER that all Work will be performed in a good and workmanlike manner in accordance with the Contract Documents and will not be defective. The CONTRACTOR's warranty and guarantee hereunder excludes defects or damage caused by: .1 abuse, modification or improper maintenance or operation by persons other than the CONTRACTOR, Subcontractors or Suppliers; or .2 normal wear and tear under normal usage. 6.13.2 The CONTRACTOR's obligation to perform and complete the Work in a good and workmanlike manner in accordance with the Contract Documents shall be absolute. None of the following will constitute acceptance of Work not in accordance with the Contract Documents or a release of the CONTRACTOR'S obligation to perform the Work in accordance with the Contract Documents: .1 observations by Owner's Representative and/or E/A; .2 recommendation of any progress or final payment by Owner's Representative; .3 the issuance of a certificate of Substantial Completion or any payment by the OWNER to the CONTRACTOR under the Contract Documents; .4 use or occupancy of the Work or any part thereof by the OWNER; .5 any acceptance by the OWNER or any failure to do so; .6 any review of a Shop Drawing or sample submittal; .7 any inspection, test or approval by others; or .8 any correction of defective Work by the OWNER. 6.14 Indemnification: 6.14.1 The CONTRACTOR shall defend, indemnify and hold harmless the OWNER, E/A, E/A's consultants and subconsultants and their respective officers, directors, partners, employees, agents and other consultants and any of them from and against all claims, costs, losses and damages (including but not limited to all fees and charges of engineers, architects, attorneys and other professionals and all court or other dispute resolution costs) arising out of or resulting from the performance of the Work, provided that any such claim, cost, loss or damage: .1 is attributable to bodily injury, sickness, disease or death, or to injury to or destruction of tangible property (other than the Work itself), including the loss of use resulting therefrom, and 00700 7-2009 Page 21 General Conditions .2 is caused in whole or in part by any negligent act or omission of the CONTRACTOR, any Subcontractor, any Supplier, any person or organization directly or indirectly employed by any of them to perform or furnish any of the Work or anyone for whose acts any of them may be liable, regardless of whether or not caused in part by any negligence or omission of a person or entity indemnified hereunder or whether liability is imposed upon such indemnified party by laws and regulations regardless of the negligence of any such person or entity. 6.14.2 The indemnification obligation under paragraph 6.14.1 shall not be limited in any way by any limitation on the amount or type of damages, or compensation or benefits payable by or for the CONTRACTOR or any such Subcontractor, Supplier or other person or organization under workers' compensation acts, disability benefit acts or other employee benefit acts. 6.14.3 The obligations of the CONTRACTOR under paragraph 6.14.1 shall not extend to the liability of the OWNER, E/A, E/A's consultants, and their officers, directors, partners, employees or agents caused primarily by negligent preparation of maps, drawings, surveys, designs or specifications upon which is placed the applicable state -authorized design professional seal of the OWNER's, E/A's or E/A's consultant's officers, directors, partners, employees or agents. 6.14.4 In the event the CONTRACTOR fails to follow the OWNER's directives concerning use of the site, scheduling or course of construction, or engages in other conduct which proximately causes damage to property based on inverse condemnation or otherwise, then and in that event, the CONTRACTOR shall indemnify the OWNER against all costs resulting from such claims. 6.14.5 In the event the CONTRACTOR unreasonably delays progress of the work being done by others on the site so as to cause loss for which the OWNER becomes liable, then the CONTRACTOR shall reimburse the OWNER for such loss. 6.15 Survival of Obligations: All representations, indemnifications, warranties and guarantees made in, required by or given in accordance with the Contract Documents, as well as all continuing obligations indicated in the Contract Documents, will survive final payment, completion and acceptance of the Work and termination or completion of the Agreement. 6.16 Losses from Natural Causes: Unless otherwise specified, all loss or damage to the CONTRACTOR arising out of the nature of the Work to be done or from action of the elements, floods or from unforeseeable circumstances in prosecution of the Work or from unusual obstructions or difficulties which may be encountered in prosecution of the Work, shall be sustained and borne by the CONTRACTOR at its own cost and expense. 6.17 Notice of Claim: Should the CONTRACTOR suffer injury or damage to person or property because of any error, omission or act of the OWNER or of any of the OWNER's employees or agents or others for whose acts the OWNER is liable, a Claim will be made to the other party within thirty (30) calendar days of the event giving rise to such injury or damage. The provisions of this paragraph 6.17 shall not be construed as a substitute for or a waiver of the provisions of any applicable statute of limitations or statute of repose. 6.18 Liquidated Damages: At set forth in the Agreement, paragraph 1.2, the CONTRACTOR or its Surety shall be liable for Liquidated Damages for the CONTRACTOR's failure to timely complete the Work or any portion thereof within the Contract Time. See Supplemental Conditions for amount of Liquidated Damages. 00700 7-2009 Page 22 General Conditions ARTICLE 7 - OTHER WORK 7.1 The OWNER may perform other work related to the Project at the site by the OWNER'S own forces, or let other contracts therefor, or have other work performed by utility owners. If the CONTRACTOR believes that delay or additional cost is involved because of such action by the OWNER, the CONTRACTOR may make a Claim as provided in Article 11 or Article 12. 7.2 The CONTRACTOR shall afford other contractors who are in a contract with the OWNER and each utility owner (and the OWNER, if the OWNER is performing the additional work with the OWNER's employees) proper and safe access to the site and a reasonable opportunity for the introduction and storage of materials and equipment and the execution of such other work and shall properly connect and coordinate the Work with theirs. Unless otherwise provided in the Contract Documents, the CONTRACTOR shall do all cutting, fitting and patching of the Work that may be required to make its several parts come together properly and integrate with such other work. The CONTRACTOR shall not endanger any work of others by cutting, excavating or otherwise altering their work and will only cut or alter their work with the written consent of Owner's Representative and the other contractors whose work will be affected. The CONTRACTOR shall promptly remedy damage wrongfully caused by the CONTRACTOR to completed or partially completed construction or to property of the OWNER or separate contractors. 7.3 If the proper execution or results of any part of the CONTRACTOR's Work depends upon work performed by others under this Article 7, the CONTRACTOR shall inspect such other work and promptly report to Owner's Representative in writing any delays, defects or deficiencies in such other work that render it unavailable or unsuitable for the proper execution and results of the CONTRACTOR's Work. The CONTRACTOR's failure to report will constitute an acceptance of such other work as fit and proper for integration with the CONTRACTOR's Work except for latent or non -apparent defects and deficiencies in such other work. 7.4 The OWNER shall provide for coordination of the activities of the OWNER's own forces and of each separate contractor with the Work of the CONTRACTOR, who shall cooperate with them. The CONTRACTOR shall participate with other separate contractors and Owner's Representative in reviewing their construction schedules when directed to do so. The CONTRACTOR shall make any revisions to the construction schedule deemed necessary after a joint review and mutual agreement. The construction schedules shall then constitute the schedules to be used by the CONTRACTOR, separate contractors and the OWNER until subsequently revised. 7.5 Unless otherwise stated herein, costs caused by delays or by improperly timed activities or defective construction shall be borne by the party responsible therefor. ARTICLE 8 - OWNER'S RESPONSIBILITIES 8.1 Prior to the start of construction, the OWNER will designate in writing a person or entity to act as Owner's Representative during construction. Except as otherwise provided in these General Conditions, the OWNER shall issue all communications to the CONTRACTOR through Owner's Representative. 8.2 The OWNER will not supervise, direct, control or have authority over or be responsible for the CONTRACTOR's means, methods, techniques, sequences or procedures of construction or the safety precautions and programs incident thereto. The OWNER is not responsible for any failure of the CONTRACTOR to comply with laws and regulations applicable to furnishing or performing the Work. The OWNER is not responsible for the CONTRACTOR's failure to perform or furnish the Work in accordance with the Contract Documents. Failure or omission of the OWNER to discover, or object to or condemn any defective Work or material shall not release the CONTRACTOR from the obligation to properly and fully perform the Contract. 8.3 The OWNER is not responsible for the acts or omissions of the CONTRACTOR, or of any Subcontractor, any Supplier, or of any other person or organization performing or furnishing any of the Work. 8.4 Information or services under the OWNER's control shall be furnished by the OWNER with reasonable promptness to avoid delay in the orderly progress of the Work. 00700 7-2009 Page 23 General Conditions 8.5 The foregoing are in addition to other duties and responsibilities of the OWNER enumerated herein and especially those in respect to Article 4 (Availability of Lands; Subsurface and Physical Conditions; Reference Points), Article 7 (Other Work) and Article 14 (Payments to the CONTRACTOR and Completion). 8.6 Notice of Claim: Should the OWNER suffer injury or damage to person or property because of any error, omission or act of the CONTRACTOR or of any of the CONTRACTOR'S employees or agents or others for whose acts the CONTRACTOR is liable, a Claim will be made to the other party within thirty (30) calendar days of the event giving rise to such injury or damage. The provisions of this paragraph 8.6 shall not be construed as a substitute for or a waiver of the provisions of any applicable statute of limitations or statute of repose. ARTICLE 9 - ENGINEER/ARCHITECT'S STATUS DURING CONSTRUCTION 9.1 E/A's Authority and Responsibilities: 9.1.1 The duties and responsibilities and the limitations of authority of E/A during construction are set forth in the Contract Documents and shall not be extended without written consent of the OWNER and E/A. The assignment of any authority, duties or responsibilities to E/A under the Contract Documents, or under any agreement between the OWNER and E/A, or any undertaking, exercise or performance thereof by EIA, is intended to be for the sole and exclusive benefit of the OWNER and is not for the benefit of the CONTRACTOR, Subcontractor, Sub -subcontractor, Supplier, or any other person or organization, or for any surety or employee or agent of any of them. 9.1.2 E/A will not supervise, direct, control or have authority over or be responsible for the CONTRACTOR's means, methods, techniques, sequences or procedures of construction, or the safety precautions and programs incident thereto. E/A is not responsible for any failure of the CONTRACTOR to comply with laws and regulations applicable to the furnishing or performing the Work. E/A is not responsible for the CONTRACTOR'S failure to perform or furnish the Work in accordance with the Contract Documents. Failure or omission of EIA to discover, or object to or condemn any defective Work or material shall not release the CONTRACTOR from the obligation to properly and fully perform the Contract. 9.1.3 E/A is not responsible for the acts or omissions of the CONTRACTOR, or of any Subcontractor, any Supplier, or of any other person or organization performing or furnishing any of the Work. 9.1.4 If the OWNER so directs, E/A will review the final Application for Payment and accompanying documentation and all maintenance and operating instructions, schedules, guarantees, bonds and certificates of inspection, tests and approvals and other documentation required to be delivered by Article 14, but only to determine generally that their content complies with the requirements of, and in the case of certificates of inspections, tests and approvals that the results certified indicate compliance with, the Contract Documents. 9.1.5 The limitations upon authority and responsibility set forth in this paragraph 9.1 shall also apply to E/A's Consultants, Resident Project Representative and assistants. 9.2 E/A as Owner's Representative: 9.2.1 E/A may be designated as Owner's Representative under paragraph 8.1. 9.3 Visits to Site: If the OWNER so directs, E/A will make visits to the site at intervals appropriate to the various stages of construction as is necessary in order to observe as an experienced and qualified design professional the progress that has been made and the quality of the various aspects of the CONTRACTOR's executed Work. Based on information obtained during such visits and observations, E/A will endeavor for the benefit of the OWNER to determine if the Work is proceeding in accordance with the Contract Documents. E/A will not be required to make exhaustive or continuous on-site inspections to check the quality or quantity of the Work. E/A's efforts will be directed toward providing for the OWNER a greater degree of confidence that the completed Work will conform to 00700 7-2009 Page 24 General Conditions the Contract Documents. On the basis of such visits and on-site observation's, E/A will keep the OWNER informed of the progress of the Work and will endeavor to guard the OWNER against defective Work. E/A's visits and on-site observations are subject to all the limitations on E/A's authority and responsibility set forth in paragraph 9.1. 9.4 Project Representative: If the OWNER and E/A agree, E/A will furnish a Resident Project Representative to assist E/A in providing more continuous observation of the Work. The responsibilities and authority and limitations of any such Resident Project Representative and assistants will be as provided in paragraph 9.1 and in the Supplemental General Conditions. The OWNER may designate another representative or agent to represent the OWNER at the site who is not E/A, E/A's consultant, agent or employee. 9.5 Clarifications and Interpretations: E/A may determine that written clarifications or interpretations of the requirements of the Contract Documents (in the form of drawings or otherwise) are necessary. Such written clarifications or interpretations will be consistent with the intent of and reasonably inferable from the Contract Documents, will be issued with reasonable promptness by Owner's Representative and will be binding on the OWNER and the CONTRACTOR. If the OWNER or the CONTRACTOR believes that a written clarification or interpretation justifies an adjustment in the Contract Amount or the Contract Times, the OWNER or the CONTRACTOR may make a Claim therefor as provided in Article 11 or Article 12. 9.6 Rejecting Defective Work: E/A will recommend that the OWNER disapprove or reject Work which E/A believes to be defective, or believes will not produce a completed Project that conforms to the Contract Documents or will prejudice the integrity of the design concept of the completed Project as a functioning whole as indicated by the Contract Documents. ARTICLE 10 - CHANGES IN THE WORK 10.1 Changes: 10.1.1 Without invalidating the Contract and without notice to any surety, the OWNER may, at any time or from time to time, order additions, deletions or revisions in the Work. Such changes in the Work will be authorized by Change Order, Change Directive or Field Order. 10.1.2 Changes in the Work shall be performed under applicable provisions of the Contract Documents, and the CONTRACTOR shall proceed promptly, unless otherwise provided in the Change Order, Change Directive or Field Order. 10.1.3 The CONTRACTOR shall not be entitled to an increase in the Contract Amount or an extension of the Contract Times with respect to any Work performed that is not required by the Contract Documents as amended, modified and supplemented as provided in paragraph 3.3.1 and paragraph 3.3.2, except in the case of an emergency as provided in paragraph 6.11.5 or in the case of uncovering Work as provided in paragraph 13.4. 10.1.4 Except in the case of an emergency as provided in paragraph 6.11.5, a Change Order or Change Directive is required before the CONTRACTOR commences any activities associated with a change in the Work which, in the CONTRACTOR 's opinion, will result in a change in the Contract Amount and/or Contract Times. 10.1.5 If notice of any change affecting the general scope of the Work or the provisions of the Contract Documents (including, but not limited to, Contract Amount or Contract Times) is required by the provisions of any Bond to be given to a surety, the giving of any such notice will be the CONTRACTOR's responsibility, and the amount of each applicable Bond will be adjusted accordingly. 00700 7-2009 Page 25 General Conditions 10.2 Change Orders: 10.2.1 The OWNER and the CONTRACTOR shall execute appropriate written Change Orders covering: .1 a change in the Work; .2 the amount of the adjustment in the Contract Amount, if any; and .3 the extent of the adjustment in the Contract Time, if any. 10.2.2 An executed Change Order shall represent the complete, equitable, and final amount of adjustment in the Contract Amount and/or Contract Time owed to the CONTRACTOR or the OWNER as a result of the occurrence or event causing the change in the Work encompassed by the Change Order. 10.3 Change Directives: 10.3.1 The OWNER may by written Change Directive, without invalidating the Contract, order changes in the Work within the general scope of the Contract consisting of additions, deletions or other revisions, the Contract Amount and Contract Time being adjusted as necessary. A Change Directive shall be used in the absence of complete and prompt agreement on the terms of a Change Order. 10.3.2 If the Change Directive provides for an adjustment to the Contract Amount, the adjustment shall be based on the method provided for in paragraph 11.5. 10.3.3 A Change Directive shall be recorded later by preparation and execution of an appropriate Change Order. 10.3.4 Upon receipt of a Change Directive, CONTRACTOR shall promptly proceed with the change in the Work involved. 10.4 Field Order: 10.4.1 Owner's Representative may authorize minor variations in the Work from the requirements of the Contract Documents which do not involve an adjustment in the Contract Amount or the Contract Times and are compatible with the design concept of the completed Project as a functioning whole as indicated by the Contract Documents. These shall be accomplished by written Field Order and shall be binding on the OWNER and on the CONTRACTOR who shall perform the Work involved promptly. 10.4.2 If the CONTRACTOR believes that a Field Order would require an adjustment in the Contract Amount and/or Contract Times, the CONTRACTOR shall make written request to Owner's Representative for a Change Order. Any request by the CONTRACTOR for an adjustment in Contract Amount and/or Contract Times shall be made in writing prior to beginning the work covered by the Field Order. 10.5 No Damages for Delay: The CONTRACTOR shall receive no compensation for delays or hindrances to the Work. If delay is caused by specific orders given by the OWNER to stop work or by performance of extra Work or by failure of the OWNER to provide information, access to the work, material or necessary instructions for carrying on the Work, then such delay will entitle the CONTRACTOR to an equivalent extension of time, the CONTRACTOR's application for which shall, however, be subject to approval of the OWNER. No such extension of time shall release the CONTRACTOR or surety on its performance bond from all the CONTRACTOR's obligations hereunder which shall remain in full force until discharge of the Contract. ARTICLE 11 - CHANGE OF CONTRACT AMOUNT 11.1 The Contract Amount is stated in the Agreement and, including authorized adjustments, is the total amount payable by the OWNER to the CONTRACTOR for performance of the Work under the Contract Documents. 00700 7-2009 Page 26 General Conditions 11.2 The original Contract Amount may not be increased by more than twenty-five percent (25%) and it may not be decreased more than twenty-five percent (25%) without the consent of the CONTRACTOR to such decrease. 11.3 The Contract Amount shall only be changed by a Change Order. Any claim for an adjustment in the Contract Amount shall be made by Written Notice delivered by the party making the Claim to the other party promptly (but in no event later than thirty (30) calendar days) after the start of the occurrence or event giving rise to the Claim and stating the general nature of the Claim. Notice of the amount of the Claim with supporting data shall be delivered within thirty (30) calendar days after Written Notice of Claim is delivered by claimant, and shall represent that the adjustment claimed covers all known amounts to which claimant is entitled as a result of said occurrence or event. If the OWNER and the CONTRACTOR cannot otherwise agree, all Claims for adjustment in the Contract Amount shall be determined as set out in Article 16. 11.4 Determination of Value of Work: 11.4.1 The value of any Work covered by a Change Order or of any Claim for an adjustment in the Contract Amount will be determined by one or more of the following methods: .1 by application of unit prices contained in the Contract Documents to the quantities of the items involved. .2 by a mutually agreed lump sum properly itemized and supported by sufficient substantiating data to permit evaluation. .3 by cost of Work plus the CONTRACTOR's fee for all overhead costs and profit (determined as provided in paragraph 11.5). 11.4.2 Before using the method described in paragraph 11.4.1.3, the OWNER and the CONTRACTOR agree to negotiate a Change Order using the methods identified in paragraph 11.4.1.1 and paragraph 11.4.1.2, as appropriate, to determine the adjustment in the Contract Amount. 11.5 Cost of Work: If neither of the methods defined in paragraph 11.4.1.1 or paragraph 11.4.1.2 can be agreed upon before a change in the Work is commenced which will result in an adjustment in the Contract Amount, then the change in the Work will be performed by Change Directive and payment will be made as follows: .1 For all personnel, the CONTRACTOR will receive the rate or wage specified in the prevailing wage rates established in Section 00830 for each hour that said personnel are actually engaged in such Work, to which will be added an amount equal to twenty-five percent (25%) of the sum thereof as compensation for the CONTRACTOR's and any affected Subcontractor's total overhead and profit. No separate charge will be made by the CONTRACTOR for organization or overhead expenses. For the cost of premiums on public liability insurance, workers' compensation insurance, social security and unemployment insurance, an amount equal to fifty-five percent (55%) of the wages paid personnel, excluding the twenty-five (25%) compensation provided above, will be paid to the CONTRACTOR. The actual cost of the CONTRACTOR's bond(s) on the extra Work will be paid based on invoices from surety. No charge for superintendence will be made unless considered necessary and ordered by the OWNER. .2 The CONTRACTOR will receive the actual cost, including freight charges, of the materials used on such Work, to which costs will be added a sum equal to twenty-five percent (25%) thereof as compensation for the CONTRACTOR's and any affected Subcontractor's total overhead and profit. In case material invoices indicate a discount may be taken, the actual cost will be the invoice price minus the discount. .3 For machinery, trucks, power tools, or other similar equipment agreed to be necessary by the OWNER and the CONTRACTOR, the OWNER will allow the CONTRACTOR the rate as given in the 00700 7-2009 Page 27 General Conditions latest edition of the Associated General Contractors of America "Contractor's Equipment Cost Guide" as published by Dataquest for each hour that said tools or equipment are in use on such work, which rate includes the cost of fuel, lubricants and repairs. No additional compensation will be allowed on the equipment for the CONTRACTOR's overhead and profit. .4 The compensation, as herein provided for, shall be received by the CONTRACTOR and any affected Subcontractor as payment in full for work done by Change Directive and will include use of small tools, and total overhead expense and profit. The CONTRACTOR and the Owner's Representative shall compare records of work done by Change Directive at the end of each day. Copies of these records will be made upon forms provided for this purpose by the OWNER and signed by both Owner's Representative and the CONTRACTOR, with one (1) copy being retained by the OWNER and one (1) by the CONTRACTOR. Refusal by the CONTRACTOR to sign these records within two (2) working days of presentation does not invalidate the accuracy of the record. 11.6 Unit Price Work: 11.6.1 Where the Contract Documents provide that all or part of the Work is to be unit price Work, initially the Contract Amount will be deemed to include for all unit price work an amount equal to the sum of the established unit price for each separately identified item of unit price work times the estimated quantity of each item as indicated in the Bid. The estimated quantities of items of unit price work are not guaranteed and are solely for the purpose of comparison of Bids and determining an initial Contract Amount. Determinations of the actual quantities and classifications of unit price work performed by the CONTRACTOR will be made by Owner's Representative, Owner's Representative will review with the CONTRACTOR the preliminary determinations on such matters before rendering a written decision thereon (by recommendation of an Application for Payment or otherwise). 11.6.2 When "plan quantity" is indicated for a bid item, the CONTRACTOR shall be paid the amount specified in the Contract Documents without any measurements. 11.6.3 Each unit price will be deemed to include an amount considered by the CONTRACTOR to be adequate to cover the CONTRACTOR's overhead and profit for each separately identified item. 11.6.4 A Major Item is any individual bid item in the Bid that has a total cost equal to or greater than five percent (5%) of the original Contract Amount or $50,000, whichever is greater, computed on the basis of bid quantities and Contract unit prices. 11.6.5 The OWNER or the CONTRACTOR may make a Claim for an adjustment in the Contract Amount in accordance with Article 11 if: .1 the actual quantity of any Major Item should become as much as twenty percent (20%) more than or twenty percent (20%) less than in the Bid; or .2 The CONTRACTOR presents proper documentation contesting the accuracy of "plan quantity," and Owner's Representative verifies quantity and determines original quantity is in error by five percent (5%) or more. 11.6.6 Right to Verify Information: The CONTRACTOR agrees that any designated representative of the OWNER shall have the right to examine the CONTRACTOR's records to verify the accuracy and appropriateness of the pricing data used to price change proposals. Even after a Change Order Proposal has been approved, the CONTRACTOR agrees that if the OWNER later determines the cost and pricing data submitted was inaccurate, incomplete, not current or not in compliance with the terms of this Agreement regarding pricing of change orders, then an appropriate contract price reduction will be made. 11.6.7 Pricing Information Requirements: The CONTRACTOR agrees to provide and require all subcontractors to provide a breakdown of allowable labor and labor burden cost information as outlined herein. This information will be used to evaluate the potential cost of labor and labor burden related to change order work. It is intended that this information represent an accurate estimate of the CONTRACTOR's actual labor and labor burden cost components.., This information is not intended to establish fixed billing or change order pricing labor rates. However, at the time change orders are priced the submitted cost data for labor rates may be used to price 00700 7-2009 Page 28 General Conditions change order work. The accuracy of any such agreed-upon labor cost components used to price change orders will be subject to later audit. Approved change order amounts may be adjusted later to correct the impact of inaccurate labor cost components if the agreed-upon labor cost components are determined to be inaccurate. ARTICLE 12 - CHANGE OF CONTRACT TIMES 12.1 Working Day and Calendar Day Contracts: 12.1.1 The.Contract Times (or Milestones) shall only be changed by Change Order or Time Extension Request duly executed by both the CONTRACTOR and Owner's Representative. Any claim for an adjustment of the Contract Times (or Milestones) shall be made by Written Notice delivered by the party making the Claim to the other party promptly (but in no event later than thirty (30) calendar days) after the start of the occurrence or event giving rise to the delay and stating the general nature of the delay. Notice of the extent of the delay with supporting data shall be delivered within thirty (30) calendar days after Written Notice of Claim is delivered by claimant, and shall represent that the adjustment claimed is the entire adjustment to which claimant is entitled as a result of said occurrence or event. If the OWNER and the CONTRACTOR cannot otherwise agree, all Claims for adjustment in the Contract Times (or Milestones) shall be determined as set out in Article 16. No Claim for an adjustment in the Contract Times (or Milestones) will be valid if not submitted in accordance with the requirements of this paragraph. 12.1.2 When the CONTRACTOR is at fault and the OWNER stops the Work so that corrections in the Work can be made by the CONTRACTOR, then no extension in time will be allowed. 12.1.3 When the CONTRACTOR is prevented from completing any part of the Work within the Contract Times (or Milestones) due to delay not caused by the CONTRACTOR, an extension of the Contract Times (or Milestones) in an amount equal to the time lost due to such delay shall be the CONTRACTOR's sole and exclusive remedy for such delay. However, adverse weather shall not be considered justification for extension of Contract Times on Calendar Day contracts except as provided for in paragraph 12.2. 12.1.4 The OWNER will consider time extension requests and may grant the CONTRACTOR an extension of time because of: .1 Changes ordered in the work which justify additional time. .2 Failure of materials or products being at the Project site due to delays in transportation or failures of Suppliers, which are not the result of the CONTRACTOR's, Subcontractor's or Supplier's negligence. The request for an extension of time shall be supported by a recitation of acts demonstrating that such delays were beyond the control of the CONTRACTOR, including but not limited to, the CONTRACTOR's efforts to overcome such delays documented as follows: a) Copy of purchase order for delayed item(s) indicating date ordered by the CONTRACTOR/Subcontractor and date purchase order received by Supplier. b) If item(s) require Shop Drawings or other submittal information in accordance with the Contract Documents, provide record of date submittal(s) forwarded to Owner's Representative, date submittal(s) returned to the CONTRACTOR, and date submittal(s) forwarded to Supplier. c) Copy of document(s) from Supplier, on Supplier's letterhead, indicating date(s) item(s) would be ready for shipment and/or actual shipment date(s). d) Copies of all correspondence between the CONTRACTOR/ Subcontractor and Supplier indicating the CONTRACTOR/ Subcontractor's efforts to expedite item(s). e) If item(s) are being purchased by a Subcontractor, provision of meeting notes, correspondence, and the like which reflect the CONTRACTOR's efforts with the Subcontractor to expedite delivery of the item(s). .3 When acts of the OWNER, E/A, utility owners or other contractors employed by the OWNER delay progress of work through no fault of the CONTRACTOR. 00700 7-2009 Page 29 General Conditions .4 When the CONTRACTOR is delayed by strikes, lockouts, fires, losses from natural causes, or other unavoidable cause or causes beyond the CONTRACTOR'S control. 12.2 Calendar Day Contracts: Under a Calendar Day Contract, the CONTRACTOR may also be granted an extension of time because of unusual inclement weather that is beyond the normal weather expected for the Williamson and Travis Counties, Texas area. Normal weather which prevents the CONTRACTOR from performing Work is expected during a Calendar Day Contract, and is no a justification for an extension of time. The following delineates the number of days per month for which, for purposes of Calendar Day Contracts, expected normal weather will prevent performance of Work: January 7 days February 7 days March 7 days April 7 days May 8 days June 6 days July 6 days August 5 days September 7 days October 7 days November 7 days December 7 days Days per month exceeding the number shown above may be credited as Rain Days if a Claim is made iri accordance with paragraph 12.1.1 and meets the following definition: a "Rain Day' is any day in which a weather event occurs at the site and is sufficient to prevent the CONTRACTOR from performing units of Work critical to maintaining the project schedule. ARTICLE 13 - TESTS AND INSPECTIONS; AND CORRECTION OR REMOVAL OF DEFECTIVE WORK 13.1 Notice of Defects: Prompt notice of all defective Work of which the OWNER or E/A has actual knowledge will be given to the CONTRACTOR. All defective Work may be rejected or corrected as provided for in Article 13. 13.2 Access to Work: The OWNER, E/A, E/A's Consultants, other representatives and personnel of the OWNER, independent testing laboratories and governmental agencies having jurisdiction will have unrestricted physical access to the Work site for observing, inspecting and testing. The CONTRACTOR shall provide them proper and safe conditions for such access, and advise them of the CONTRACTOR's site safety procedures and programs so that they may comply therewith as applicable. 13.3 Tests and Inspections: 13.3.1 The CONTRACTOR shall give timely notice of readiness of the Work for all required inspections, tests or approvals, and shall cooperate with inspection and testing personnel to facilitate required inspections or tests. 13.3.2 The OWNER shall employ and pay for services of an independent testing laboratory to perform all inspections, tests or approvals required by the Contract Documents except: .1 for inspections, tests or approvals covered by paragraph 13.3.3 below; .2 for reinspecting or retesting defective Work; and 00700 7-2009 Page 30 General Conditions .3 as otherwise specifically provided in the Contract Documents. All testing laboratories shall be those selected by the OWNER. 13.3.3 If laws or regulations of any public body having jurisdiction require any Work (or part thereof) specifically to be inspected, tested or approved by an employee or other representative of such public body, the CONTRACTOR shall assume full responsibility for arranging and obtaining such inspections, tests or approvals, pay all costs in connection therewith and furnish Owner's Representative the required certificates of inspection or approval. The CONTRACTOR shall also be responsible for arranging and obtaining and shall pay all costs in connection with any inspections, tests or approvals required for the OWNER's and E/A's review of materials or equipment to be incorporated in the Work, or of materials, mix designs or equipment submitted for review prior to the CONTRACTOR's purchase thereof for incorporation in the Work. 13.4 Uncovering Work: 13.4.1 If any Work (or the work of others) that is to be inspected, tested or approved is covered by the CONTRACTOR without concurrence of Owner's Representative, or if any Work is covered contrary to the written request of Owner's Representative, it must, if requested by Owner's Representative, be uncovered and recovered at the CONTRACTOR's expense. 13.4.2 If Owner's Representative considers it necessary or advisable that covered Work be observed, inspected or tested, the CONTRACTOR shall uncover, expose or otherwise make available for observation, inspection or testing that portion of the Work in question, furnishing all necessary labor, material and equipment. If it is found that such Work is defective, the CONTRACTOR shall pay all claims, costs, losses and damages caused by, arising out of or resulting from such uncovering, exposure, observation, inspection and testing and of satisfactory replacement or reconstruction (including but not limited to all costs of repair or replacement of work of others); and the OWNER shall be entitled to an appropriate decrease in the Contract Amount, and may make a Claim therefor as provided in Article 11. If, however, such Work is not found to be defective, the CONTRACTOR shall be allowed an increase in the Contract Amount or an extension of the Contract Times (or Milestones), or both, directly attributable to such uncovering, exposure, observation, inspection, testing, replacement and reconstruction; and the CONTRACTOR may make a Claim therefor as provided in Article 11 and Article 12. 13.5 OWNER May Stop the Work: 13.5.1 If the Work is defective, or the CONTRACTOR fails to supply sufficient skilled workers or suitable materials or equipment, or fails to furnish or perform the Work in such a way that the completed Work will conform to the Contract Documents, the OWNER may order the CONTRACTOR to stop the Work, or any portion thereof, until the cause for such order has been eliminated; however, this right of the OWNER to stop the Work shall not give rise to any duty on the part of the OWNER to exercise this right for the benefit of the CONTRACTOR or any surety or other party. 13.5.2 If the CONTRACTOR persistently fails to correct defective Work or submit a satisfactory plan to take corrective action, with procedure and time schedule, the OWNER may order the CONTRACTOR to stop the Work, or any portion thereof, until cause for such order has been eliminated, or take any other action permitted by this Contract, A notice to stop the Work, based on defects, shall not stop calendar or working days charged to the Project. 13.6 Correction or Removal of Defective Work: If required by the OWNER, the CONTRACTOR shall promptly, as directed, either correct all defective Work, whether or not fabricated, installed or completed, or, if the Work has been rejected by Owner's Representative, remove it from the site and replace it with Work that is not defective. The CONTRACTOR shall correct or remove and replace defective Work, or submit a plan of action detailing how the deficiency will be corrected, within the time frame identified in the notice of defective Work. The CONTRACTOR shall pay all claims, costs, losses and damages caused by or resulting from such correction or removal (including but not limited to all costs of repair or replacement of work of others). 00700 7-2009 Page 31 General Conditions 13.7 Warranty period: 13.7.1 If, at any time after the date of Substantial Completion or such longer period of time as may be prescribed by laws or regulations or by the terms of any applicable special guarantee required by the Contract Documents or by any specific provision of the Contract Documents, any Work is found to be defective, the CONTRACTOR shall promptly, without cost to the OWNER and in accordance with the OWNER's written instructions: (i) correct such defective Work, or, if it has been rejected by the OWNER, remove it from the site and replace it with Work that is not defective, and (ii) satisfactorily correct Or remove and replace any damage to other Work or the work of others resulting therefrom. If the CONTRACTOR does not promptly comply with the terms of such instructions, or in an emergency where delay would cause serious risk of loss or damage, the OWNER may have the defective Work corrected or the rejected Work removed and replaced, and all claims, costs, losses and damages caused by or resulting from such removal and replacement (including but not limited to all costs of repair or replacement of work of others) will be paid by the CONTRACTOR, 13.7.2 In special circumstances where a particular item of equipment Is placed in continuous service before Substantial Completion of all the Work, the warranty period for that item may start to run from an earlier date if so provided in the Contract Documents. 13.8 OWNER May Correct Defective Work: If the CONTRACTOR fails within a reasonable time after Written Notice of the OWNER to correct defective Work, or to remove and replace rejected Work, or if the CONTRACTOR fails to perform the Work in accordance with the Contract Documents, or if the CONTRACTOR fails to comply with any other provision of the Contract Documents, the OWNER may, after seven (7) calendar days' Written Notice to the CONTRACTOR, correct and remedy any such deficiency. If, in the opinion of Owner's Representative, significant progress has not been made during this seven (7) calendar day period to correct the deficiency, the OWNER may exercise any actions necessary to remedy the deficiency. In exercising the rights and remedies under this paragraph, the OWNER shall proceed expeditiously. In connection with such corrective and remedial action, the OWNER may exclude the CONTRACTOR from all or part of the site, take possession of all or part of the Work, and suspend the CONTRACTOR's services related thereto, and incorporate in the Work all materials and equipment stored at the site or for which the OWNER has paid the CONTRACTOR but which are stored elsewhere. The CONTRACTOR shall allow the OWNER, its agents and employees, the OWNER's other contractors, EIA and E/A's consultants access to the site to enable the OWNER to exercise the rights and remedies under this paragraph. All claims, costs, losses and damages incurred or sustained by the OWNER in exercising such rights and remedies will be charged against the CONTRACTOR and a Change Order will be issued incorporating the necessary revisions in the Contract Documents with respect to the Work. Such claims, costs, losses and damages will include but not be limited to all costs of repair or replacement of work of others destroyed or damaged by correction, removal or replacement of the CONTRACTOR's defective Work. The CONTRACTOR shall not be allowed an extension of the Contract Times (or Milestones), or claims of damage because of any delay in the performance of the Work attributable to the exercise by the OWNER of the OWNER's rights and remedies hereunder. ARTICLE 14 - PAYMENTS TO CONTRACTOR AND COMPLETION 14.1 Application for Progress Payment: 14.1.1 Not more than once per month, the CONTRACTOR shall submit to Owner's Representative for review an Application for Payment, in a form acceptable to the OWNER, filled out and signed by the CONTRACTOR covering the Work completed as of the date of the Application and accompanied by such supporting documentation as is required by the Contract Documents. 14.1.2 Such applications shall not include requests for payment on account of changes in the Work which have been properly authorized by Change Directives but not yet included in Change Orders. 00700 7-2009 Page 32 General Conditions 14.1.3 Such applications shall not include requests for payment of amounts the CONTRACTOR does not intend to pay to a Subcontractor or Supplier because of a dispute or other reason. 14.1.4 Owner will not pay for materials or equipment not incorporated in the work but delivered and suitably stored at the site or at another location. Payment will be made by Owner only for work completed in accordance with the plans and contract documents. 14.1.5 Where the original Contract Amount is less than $400,000, the OWNER will pay to the CONTRACTOR the total amount of approved Application for Payment, less ten percent (10%) of the amount thereof, which ten percent (10%) will be retained until final payment, less all previous payments and less all sums that may be retained by the OWNER under the terms of this Agreement. Where the original Contract Amount is $400,000 or more, the OWNER will pay to the CONTRACTOR the total amount of approved Application for Payment, less five percent (5%) of the amount thereof, which five percent (5%) will be retained until final payment, less all previous payments and less all sums that may be retained by the OWNER under the terms of this Agreement. In either case, if the Work is near completion and delay occurs due to no fault or neglect of the CONTRACTOR, the OWNER may pay a portion of the retained amount to the CONTRACTOR. The CONTRACTOR, at the OWNER's option, may be relieved of the obligation to complete the Work and, thereupon, the CONTRACTOR shall receive payment of the balance due under the Contract subject to the conditions stated under paragraph 15.2. 14.1.6 Applications for Payment shall include the following documentation: .1 updated progress schedule; .2 monthly subcontractor report; and .3 any other documentation required under the Supplemental General Conditions. 14.2 CONTRACTOR's Warranty of Title: The CONTRACTOR warrants and guarantees that title to all Work, materials and equipment covered by any Application for Payment, whether incorporated in the Project or not, will pass to the OWNER not later than the time of payment to the CONTRACTOR free and clear of all liens. 14.3 Review of Applications for Progress Payment: 14.3.1 Owner's Representative will, within seven (7) calendar days after receipt of each Application for Payment, either indicate a recommendation for payment and forward the Application for processing by the OWNER, or return the Application to the CONTRACTOR indicating Owner's Representative's reasons for refusing to recommend payment. In the latter case, the CONTRACTOR may make the necessary corrections and resubmit the Application. 14.3.2 Owner's Representative's recommendation of any payment requested in an Application for Payment will constitute a representation by Owner's Representative, based upon Owner's Representative's on-site observations of the executed Work and on Owner's Representative's review of the Application for Payment and the accompanying data and schedules, that to the best of Owner's Representative's knowledge, information and belief: .1 the Work has progressed to the point indicated; and .2 the quality of the Work is in accordance with the Contract Documents (subject to an evaluation of the Work as a functioning whole prior to or upon Substantial Completion, to the results of any subsequent tests called for in the Contract Documents, to a final determination of quantities and classifications for unit price Work, and to any other qualifications stated in the recommendation). 14.3.3 By recommending any such payment, Owner's Representative will not thereby be deemed to have represented that: 00700 7-2009 Page 33 General Conditions .1 exhaustive or continuous on-site inspections have been made to check the quality or the quantity of the Work; .2 examination has been made to ascertain how or for what purpose the CONTRACTOR has used money previously paid on account of the Contract Amount; .3 the CONTRACTOR's construction means, methods, techniques, sequences or procedures have been reviewed; or .4 that there may not be other matters or issues between the parties that might entitle the CONTRACTOR to be paid additionally by the OWNER or entitle the OWNER to withhold payment to the CONTRACTOR. 14.4 Decisions to Withhold Payment: 14.4.1 The OWNER may withhold or nullify the whole or part of any payment to such extent as may be necessary on account of: .1 defective Work not remedied; .2 reasonable evidence that the Work cannot be completed for the unpaid balance of the Contract Amount; .3 damage to the OWNER or another contractor; .4 reasonable evidence that the Work will not be completed within the Contract Time, and that the unpaid balance would not be adequate to cover actual or liquidated damages for the anticipated delay; .5 failure of the CONTRACTOR to submit a schedule of values in accordance with the Contract Documents; .6 failure of the CONTRACTOR to submit a submittal schedule in accordance with the Contract Documents; .7 failure of the CONTRACTOR to submit or update construction schedules in accordance with the Contract Documents; .8 failure of the CONTRACTOR to maintain a record of changes on drawings and documents; .9 failure of the CONTRACTOR to maintain weekly payroll reports; .10 failure of the CONTRACTOR to submit monthly subcontractor reports; .11 the CONTRACTOR's neglect or unsatisfactory prosecution of the Work, including failure to clean up; or .12 failure of the CONTRACTOR to comply with any provision of the Contract Documents. 14.4.2 When the above reasons for withholding payment are removed, the CONTRACTOR shall resubmit a statement for the value of Work performed. Payment will be made within thirty (30) calendar days of receipt of approved Application for Payment. 14.5 Delayed Payments: Should the OWNER fail to make payment to the CONTRACTOR of a sum named in any Application for Payment within thirty (30) calendar days after the day on which the OWNER received the mutually acceptable Application for Payment, then the OWNER will pay to the CONTRACTOR, in addition to the sum shown as due by such 00700 7-2009 Page 34 General Conditions Application for Payment, interest thereon at the rate of one percent (1%) per month from date due until fully paid, which shall fully liquidate any injury to the CONTRACTOR growing out of such delay in payment. 14.6 Arrears: No money shall be paid by the OWNER upon any claim, debt, demand or account whatsoever, to any person, firm or corporation who is in arrears to the OWNER; and the OWNER shall be entitled to counterclaim and offset against any such debt, claim, demand or account so in arrears and no assignment or transfer of such debt, claim, demand or account, shall affect the right of the OWNER to so offset said amounts, and associated penalties and interest if applicable, against the same. 14.7 Substantial Completion: 14.7.1 If a Certificate of Occupancy is required by public authorities having jurisdiction over the Work, said certificate shall be issued before the Work or any portion thereof is considered substantially complete. When the CONTRACTOR considers that the Work, or a portion thereof which the OWNER agrees to accept separately, is substantially complete, the CONTRACTOR shall notify Owner's Representative and request a determination as to whether the Work or designated portion thereof is substantially complete. If Owner's Representative does not consider the Work substantially complete, Owner's Representative will notify the CONTRACTOR giving reasons therefor. Failure on the OWNER's part to list a reason does not alter the responsibility of the CONTRACTOR to complete all Work in accordance with the Contract Documents. After satisfactorily completing items identified by Owner's Representative, the CONTRACTOR shall then submit another request for Owner's Representative to determine substantial completion. If Owner's Representative considers the Work substantially complete, Owner's Representative will prepare and deliver a certificate of Substantial Completion which shall establish the date of Substantial Completion, shall include a punch list of items to be completed or corrected before final payment, shall establish the time within which the CONTRACTOR shall finish the punch list, and shall establish responsibilities of the OWNER and the CONTRACTOR for security, maintenance, heat, utilities, damage to the Work, warranty and insurance. Failure to include an item on the punch list does not alter the responsibility of the CONTRACTOR to complete all Work in accordance with the Contract Documents. The certificate of Substantial Completion shall be signed by the OWNER and the CONTRACTOR to evidence acceptance of the responsibilities assigned to them in such certificate. 14.7.2 The OWNER shall have the right to exclude the CONTRACTOR from the Work after the date of Substantial Completion, but the OWNER will allow the CONTRACTOR reasonable access to complete or correct items on the punch list. 14.8 Partial Utilization: The OWNER, at the OWNER's sole option, shall have the right to take possession of and use any completed or partially completed portion of the Work regardless of the time for completing the entire Work. The OWNER's exercise of such use and possession shall not be construed to mean that the OWNER acknowledges that any part of the Work so possessed and used is substantially complete or that it is accepted by OWNER, and the OWNER's exercise of such use and possession shall not relieve the CONTRACTOR of its responsibility to complete all Work in accordance with the Contract Documents. 14.9 Final inspection: Upon Written Notice from the CONTRACTOR that the entire Work or an agreed portion thereof is complete, Owner's Representative will make a final inspection with the CONTRACTOR and provide Written Notice of all particulars in which this inspection reveals that the Work is incomplete or defective. The CONTRACTOR shall immediately take such measures as are necessary to complete such Work or remedy such deficiencies. 14.10 Final Application for Payment: The CONTRACTOR may make application for final payment following the procedure for progress payments after the CONTRACTOR has completed all such corrections to the satisfaction of Owner's Representative and delivered the following documents: 00700 7-2009 Page 35 General Conditions .1 Three (3) complete operating and maintenance manuals, each containing maintenance and operating instructions, schedules, guarantees, and other documentation required by the Contract Documents; .2 Record documents (as provided in paragraph 6.10); .3 Consent of surety, if any, to final payment. If surety is not provided, complete and legally effective releases or waivers (satisfactory to the OWNER) of all claims arising out of or filed in connection with the Work; .4 Certificate evidencing that insurance required by the Supplemental General Conditions will remain in force after final payment and through any warranty period; .5 Non -Use of Asbestos Affidavit (After Construction); and .6 Any other documentation called for in the Contract Documents. 14.11 Final Payment and Acceptance: 14.11.1 If, on the basis of observation of the Work during construction, final inspection, and review of the final Application for Payment and accompanying documentation as required by the Contract Documents, Owner's Representative is satisfied that the Work has been completed and the CONTRACTOR's other obligations under the Contract Documents have been fulfilled, Owner's Representative will recommend the final Application for Payment and thereby notify the OWNER, who will pay to the CONTRACTOR the balance due the CONTRACTOR under the terms of the Contract. 14.11.2 As Contract Time is measured to Final Completion, Owner's Representative will issue a letter of final acceptance to the CONTRACTOR which establishes the Final Completion date and initiates any warranty period. 14,11.3 Final payment is considered to have taken place when the CONTRACTOR or any of its representatives negotiates the OWNER's final payment check, whether labeled final or not, for cash or deposits check in any financial institution for its monetary return. 14.12 Waiver of Claims: The making and acceptance of final payment will constitute: .1 a waiver of claims by the OWNER against the CONTRACTOR, except claims arising from unsettled claims, from defective Work appearing after final inspection, from failure to comply with the Contract Documents or the terms of any warranty specified therein, or from the CONTRACTOR'S continuing obligations under the Contract Documents; and .2 a waiver of all claims by the CONTRACTOR against the OWNER other than those previously made in writing and still unsettled. ARTICLE 15 - SUSPENSION OF WORK AND TERMINATION 15.1 OWNER May Suspend Work Without Cause and for Convenience: At any time and without cause and for convenience, the OWNER may suspend the Work or any portion thereof for a period of not more than ninety (90) calendar days by written agreement or by Written Notice to the CONTRACTOR which will fix the date on which the Work will be resumed. The CONTRACTOR shall resume the Work on the date so fixed. The CONTRACTOR may be allowed an adjustment in the Contract Amount or an extension of the Contract Times, or both, directly attributable to any such suspension if the CONTRACTOR makes an approved Claim therefor as provided in Article 11 and Article 12. 00700 7-2009 Page 36 General Conditions 15.2 OWNER May Terminate Without Cause: Upon seven (7) calendar days' Written Notice to the CONTRACTOR, the OWNER may, without cause and without prejudice to any right or remedy of the OWNER, elect to terminate the Agreement. In such case, the CONTRACTOR shall be paid (without duplication of any items): .1 for completed and acceptable Work executed in accordance with the Contract Documents prior to the effective date of termination; .2 for all claims incurred in settlement of terminated contracts with Suppliers, Subcontractors, and others. The CONTRACTOR agrees to negotiate in good faith with Subcontractors, Suppliers and others to mitigate the OWNER's cost; and .3 for anticipated profits on entire Contract not previously paid. 15.3 OWNER May Terminate With Cause: 15.3.1 Upon the occurrence of any one or more of the following events: .1 if the CONTRACTOR persistently fails to perform the Work in accordance with the Contract Documents; .2 if the CONTRACTOR disregards laws or regulations of any public body having jurisdiction; .3 if the CONTRACTOR disregards the authority of Owner's Representative; .4 if the CONTRACTOR makes fraudulent statements; .5 if the CONTRACTOR fails to maintain a work force adequate to accomplish the Work within the Contract Time; .6 if the CONTRACTOR fails to make adequate progress and endangers successful completion of the Contract; or .7 if the CONTRACTOR otherwise violates in any substantial way any provisions of the Contract Documents; The OWNER may, after giving the CONTRACTOR (and the surety, if any) seven (7) calendar days' Written Notice terminate the services of the CONTRACTOR. The OWNER, at its option, may proceed with negotiation with surety for completion of the Work. Alternatively, the OWNER may under these circumstances exclude the CONTRACTOR from the site and take possession of the Work (without liability to the CONTRACTOR for trespass or conversion), incorporate in the Work all materials and equipment stored at the site or for which the OWNER has paid the CONTRACTOR but which are stored elsewhere, and finish the Work as the OWNER may deem expedient. In such case the CONTRACTOR shall not be entitled to receive any further payment until the Work is finished. If the unpaid balance of the Contract Amount exceeds all claims, costs, losses and damages sustained by the OWNER arising out of or resulting from completing the Work, such excess will be paid to the CONTRACTOR. If such claims, costs, losses and damage exceed such unpaid balance, the CONTRACTOR or surety shall pay the difference to the OWNER. 15.3.2 Where the CONTRACTOR's services have been so terminated by the OWNER, the termination will not affect any rights or remedies of the OWNER against the CONTRACTOR and surety then existing or which may thereafter accrue. Any retention or payment of amounts due the CONTRACTOR by the OWNER will not release the CONTRACTOR from liability. In the event the OWNER terminates the Contract with cause, the OWNER may reject any and all bids submitted by the CONTRACTOR for up to three (3) years. 00700 7-2009 Page 37 General Conditions 15.4 CONTRACTOR May Stop Work or Terminate: If through no act or fault of the CONTRACTOR, the Work is suspended for a period of more than ninety (90) calendar days by the OWNER or under an order of court or other public authority, or (except during disputes) Owner's Representative fails to forward for processing any mutually acceptable Application for Payment within thirty (30) calendar days after it is submitted, or (except during disputes) the OWNER fails for sixty (60) calendar days after it is submitted to pay the CONTRACTOR any sum finally determined by the OWNER to be due, then the CONTRACTOR may, upon seven (7) calendar days' Written Notice to the OWNER, and provided the OWNER does not remedy such suspension or failure within that time, terminate the Agreement and recover from the OWNER payment on the same terms as provided in paragraph 15.2. In lieu of terminating the Agreement and without prejudice to any other right or remedy, if (except during. disputes) Owner's Representative has failed to forward for processing any mutually acceptable Application for Payment within thirty (30) calendar days after it is submitted, or (except during disputes) the OWNER has failed for sixty (60) calendar days after it is submitted to pay the CONTRACTOR any sum finally determined by the OWNER to be due, the CONTRACTOR may upon seven (7) calendar days' Written Notice to the OWNER stop the Work until payment of all such amounts due the CONTRACTOR, including interest thereon. The provisions of this paragraph 15.4 are not intended to preclude the CONTRACTOR from making a Claim under Article 11 and Article 12 for an increase in Contract Amount or Contract Times or otherwise for expenses or damage directly attributable to the CONTRACTOR's stopping Work as permitted by this paragraph. ARTICLE 16 - DISPUTE RESOLUTION 16.1 Filing of Claims: 16.1.1 Claims arising from the circumstances identified in paragraphs 3.2, 4.1, 4.2.2, 4.2.4, 6.4.2, 6.11.5.2, 6.17, 7.5, 8.6, 9.5, 10.4.2, 13.8, 15.1, 15.2, 15.3, or 15.4, or other occurrences or events, shall be made by Written Notice delivered by the party making the Claim to the other party within thirty (30) calendar days after the start of the occurrence or event giving rise to the Claim and stating the general nature of the Claim. Notice of the amount of the Claim with supporting data shall be delivered within thirty (30) calendar days after Written Notice of Claim is delivered by claimant and shall represent that the adjustment claimed covers all known amounts to which claimant is entitled. 16.1.2 Within thirty (30) calendar days of receipt of notice of the amount of the Claim with supporting data, Owner's Representative and the CONTRACTOR shall meet to discuss the Claim, after which an offer of settlement or notification of no settlement offer will be made to claimant. If claimant is not satisfied with the proposal presented, claimant shall have thirty (30) calendar days in which to: .1 submit additional supporting data requested by the other party; .2 modify the initial Claim; or .3 request Alternative Dispute Resolution. 16.2 Alternative Dispute Resolution: 16.2.1 If a dispute exists concerning a Claim, the parties agree to use the following procedure prior to pursuing any other available remedies. The OWNER reserves the right to include E/A as a party. 16.2.2 Negotiating with Previously Uninvolved Personnel: Either party may make a written request for a meeting to be held between representatives of each party within fourteen (14) calendar days of the request or such later period that the parties may agree to. Each party shall endeavor to include, at a minimum, one (1) previously uninvolved senior level decision maker empowered to negotiate on behalf of their organization. The purpose of this and subsequent meetings will be good faith negotiations of the matters constituting the dispute. Negotiations shall be concluded within thirty (30) calendar days of the first meeting, unless mutually agreed otherwise. This step may be waived by written agreement of both parties, in which event the parties may proceed directly to mediation as described below. 00700 7-2009 Page 38 General Conditions 16.2.3 Mediation: 16.2.3.1 If the procedure described in paragraph 16.2.2 proves unsuccessful or is waived pursuant to its terms, the parties shall initiate the mediation process. The parties agree to select within thirty (30) calendar days one (1) mediator trained in mediation skills, to assist with resolution of the dispute. The OWNER and the CONTRACTOR agree to act in good faith in the selection of the mediator and to give consideration to qualified individuals nominated to act as mediator. Nothing in this agreement prevents the parties from relying on the skills of a person who also is trained in the subject matter of the dispute and/or a contract interpretation expert. 16.2.3.2 Mediation is a forum in which an impartial person, the mediator, facilitates communication between parties to promote reconciliation, settlement, or understanding among them. The parties hereby agree that mediation, at a minimum, shall provide for 1) conducting an on-site investigation, if appropriate, by the mediator for fact -gathering purposes, 2) a meeting of all parties for the exchange of points of view and 3) separate meetings between the mediator and each party to the dispute for the formulation of resolution alternatives. The parties agree to participate in mediation in good faith for up to thirty (30) calendar days from the date of the first mediation session, unless mutually agreed otherwise. Should the parties fail to reach a resolution of the dispute through mediation, then each party is released to pursue other remedies available to them. ARTICLE 17 — RIGHT TO AUDIT 17.1 Right to Audit: Whenever the OWNER enters into any type of contractual arrangement with the CONTRACTOR, then the CONTRACTOR's 'records" shall upon reasonable notice be open to inspection and subject to audit and/or reproduction during normal business working hours. The OWNER's representative, or an outside representative engaged by the OWNER, may perform such audits. The CONTRACTOR shall maintain all records relating to this Agreement for four (4) years from the date of final payment under this Agreement, or until pending litigation has been completely and fully resolved, whichever occurs later. 17.1.1 The OWNER shall have the exclusive right to examine the records of the CONTRACTOR. The term "records" as referred to herein shall include any and all information, materials and data of every kind and character, including without limitation records, books, papers, documents, contracts, schedules, commitments, arrangements, notes, daily diaries, reports, drawings, receipts, vouchers and memoranda, and any and all other agreements, sources of information and matters that may, in the OWNER's judgment, have any bearing on or pertain to any matters, rights, duties or obligations under or covered by any contract document. Such records shall include (hard copy, as well as computer -readable data if it can be made available), written policies and procedures, time sheets, payroll registers, cancelled checks, personnel file data, correspondence, general ledger entries, and any other record in the CONTRACTOR's possession which may have a bearing on matters of interest to the OWNER in connection with the CONTRACTOR's dealings with the OWNER (all of the foregoing are hereinafter referred to as "records"). In addition, the CONTRACTOR shall permit interviews of employees as well as agents, representatives, vendors, subcontractors and other third parties paid by the CONTRACTOR to the extent necessary to adequately permit evaluation and verification of the following: a) The CONTRACTOR's compliance with contract requirements; b) The CONTRACTOR's compliance with the OWNER'S business ethics policies; and c) If necessary, the extent of the Work performed by the CONTRACTOR at the time of contract termination. 17.1.2 The CONTRACTOR shall require all payees (examples of payees include subcontractors, insurance agents, material suppliers, etc.) to comply with the provisions of this Article 17 by securing the requirements hereof in a written agreement between the CONTRACTOR and payee. Such requirements include a flow -down right of audit provision in contracts with payees that also apply to subcontractors and sub -subcontractors, material suppliers, etc. The CONTRACTOR shall cooperate fully and shall require Related Parties and all of the CONTRACTOR's subcontractors to cooperate fully in furnishing or in making available to the OWNER from time to time whenever requested, in an expeditious manner, any and alt such information, materials, and data. 00700 7-2009 Page 39 General Conditions 17.1.3 The OWNER's authorized representative or designee shall have reasonable access to the CONTRACTOR's facilities, shall be allowed to interview all current or former employees to discuss matters pertinent to the performance of this Agreement, and shall be provided adequate and appropriate work space in order to conduct audits in compliance with this Article 17. 17.1.4 If an audit inspection or examination in accordance with this Article 17 discloses overpricing or overcharges of any nature by the CONTRACTOR to the OWNER in excess of one-half of one percent (.5%) of the total contract billings, then the reasonable actual cost of the OWNER's audit shall be reimbursed to the OWNER by the CONTRACTOR. Any adjustments and/or payments, which must be made as a result of any such audit or inspection of the CONTRACTOR's invoices and/or records, shall be made within a reasonable amount of time (not to exceed 90 days) from presentation of the OWNER's findings to the CONTRACTOR. 17.1.5 The CONTRACTOR shall take reasonable actions to prevent any actions or conditions which could result in a conflict with the OWNER's best interests. These obligations shall apply to the activities of the CONTRACTOR's employees, agents, subcontractors, etc. in their dealings and relations with the OWNER's current and former employees and their relatives. For example, the CONTRACTOR's employees, agents or subcontractors should not make or provide to be made any employment, gifts, extravagant entertainment, payments, loans or other considerations to the OWNER's representatives, employees or their relatives. 17.1.6 It is also understood and agreed by the CONTRACTOR that any solicitation of gifts or any other item of value by anyone representing the OWNER is to be reported within two (2) business working days to the OWNER at the following telephone number: 512-218-5401. Failure to report any such solicitations or offers shall be deemed a material breach of contract entitling the OWNER to pursue damages resulting from the failure to comply with this provision. ARTICLE 18 — MISCELLANEOUS 18.1 Venue: In the event of any suit at law or in equity involving the Contract, venue shall be in Williamson County, Texas and the laws of the state of Texas shalt apply to Contract interpretation and enforcement. 18.2 Extent of Agreement: This Contract represents the entire and integrated agreement between the OWNER and the CONTRACTOR and supersedes all prior negotiations, representations or agreements, either written or oral. 18.3 Cumulative Remedies: The rights and remedies available to the parties 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 guarantees or by other provisions of the Contract Documents, and the provisions of this paragraph will be as effective as if repeated specifically in the Contract Documents in connection with each particular duty, obligation, right and remedy to which they apply. 18.4 Severability: If any word, phrase, clause, sentence or provision of the Contract, or the application of same to any person or set of circumstances is for any reason held to be unconstitutional, invalid or unenforceable, that finding shall only effect such word, phrase, clause, sentence or provision, and such finding shall not effect the remaining portions of this Contract; this being the intent of the parties in entering into the Contract; and all provisions of the Contract are declared to be severable for this purpose. 00700 7-2009 Page 40 General Conditions 18.5 Independent Contractor The Contract shall not be construed as creating an employer/employee relationship, a partnership, or a joint venture. The CONTRACTOR's services shall be those of an independent contractor. The CONTRACTOR agrees and understands that the Contract does not grant any rights or privileges established for employees of the OWNER. 18.6 Prohibition of Gratuities The OWNER may, by Written Notice to the CONTRACTOR, terminate the Contract without liability if is determined by the OWNER that gratuities were offered or given by the CONTRACTOR or any agent or representative of the CONTRACTOR to any officer or employee of the OWNER with a view toward securing the Contract or securing favorable treatment with respect to the awarding or amending or the making of any determinations with respect to the performing of such Contract. In the event the Contract is terminated by the OWNER pursuant to this provision, the OWNER shall be entitled, in addition to any other rights and remedies, to recover or withhold the amount of the cost incurred by the CONTRACTOR in providing such gratuities. 18.7 Prohibition Against Personal Interest in Contracts No officer, employee, independent consultant, or elected official of the OWNER who is involved in the development, evaluation, or decision-making process of the performance of any solicitation shall have a financial interest, direct or indirect, in the Contract resulting from that solicitation. Any violation of this provision, with the knowledge, expressed or implied, of the CONTRACTOR shall render the Contract voidable by the OWNER. End of General Conditions 00700 7-2009 Page 41 General Conditions Client#: 21284 ACORD,. CERTIFICATE OF LIABILITY INSURANCE DATE (MD //YYYY) 8/03/201PRODUCER TYPE OF INSURANCE Ins. Assoc. of the S. W., LLC P. O. Box 441767 Houston, TX 77244 281 558-6363 THIS CERTIFICATE IS ISSUED AS A MATTER OF INFORMATION ONLY AND CONFERS NO RIGHTS UPON THE CERTIFICATE HOLDER. THIS CERTIFICATE DOES NOT AMEND, EXTEND OR ALTER THE COVERAGE AFFORDED BY THE POLICIES BELOW. INSURERS AFFORDING COVERAGE NAIC # INSURED SolarWorks, LLC dba Solar Community, LLC 4704 East Cesar Chavez Street #120 Austin, TX 78702 INSURER A: Aspen Insurance UK Limited GENERAL INSURER B: Commerce & Industry Insura 19410 INSURER C: Texas Mutual Insurance Com 22945 INSURER D: Argonaut Insurance Company 19801 INSURER E: Central Mutual Insurance Compan DAMARETED PREM SEE S TOoaGURence) COVERAGES THE POLICIES OF INSURANCE LISTED BELOW HAVE BEEN ISSUED TO THE INSURED NAMED ABOVE FOR THE POLICY PERIOD INDICATED. NOTWITHSTANDING ANY REQUIREMENT, TERM OR CONDITION OF ANY CONTRACT OR OTHER DOCUMENT WITH RESPECT TO WHICH THIS CERTIFICATE MAY BE ISSUED OR MAY PERTAIN, THE INSURANCE AFFORDED BY THE POLICIES DESCRIBED HEREIN IS SUBJECT TO ALL THE TERMS, EXCLUSIONS AND CONDITIONS OF SUCH POLICIES. AGGREGATE LIMITS SHOWN MAY HAVE BEEN REDUCED BY PAID CLAIMS. INSR LTR ADD'L NSRD TYPE OF INSURANCE POLICY NUMBER POLICY EFFECTIVE DATE (MM/DD/YYI POLICY EXPIRATION DATE IMM/DD/YYI LIMITS A GENERAL LIABILITY COMMERCIAL GENERAL LIABILITY ERA79RJ10 07/24/10 07/24/11 EACH OCCURRENCE $1,000,000 X DAMARETED PREM SEE S TOoaGURence) $100,000 CLAIMS MADE X OCCUR MED EXP (Any one person) $5 000 PERSONAL & ADV INJURY $1,000,000 GENERAL AGGREGATE $2,000,000 GEN'L AGGREGATE LIMIT APPLIES PER: POLICY n JE a n LOC PRODUCTS - COMP/OP AGG $2,000,000 E AUTOMOBILE LIABILITY ANY AUTO ALL OWNED AUTOS SCHEDULED AUTOS HIRED AUTOS NON -OWNED AUTOS Drive Other Car BAP8877689 10/09/09 10/09/10 COMBINED SINGLE LIMIT (Ea accident) $1,000,000 X BODILY INJURY (Per person) $ X BODILY INJURY (Per accident) $ X X PROPERTY DAMAGE (Per accident) GARAGE LIABILITY ANY AUTO AUTO ONLY - EA ACCIDENT $ OTHER THAN EA ACC $ AUTO ONLY: AGG $ B EXCESS/UMBRELLA LIABILITY 6E06347404 07/24/10 07/24/11 EACH OCCURRENCE $6,000,000 OCCUR CLAIMS MADE AGGREGATE $6,000,000 DEDUCTIBLE RETENTION $ $ 1 $$ C D WORKERS COMPENSATION AND EMPLOYERS' LIABILITY ANY PROPRIETOR/PARTNER/EXECUTIVE OFFICER/MEMBER EXCLUDED? If yes, describe under SPECIAL PROVISIONS below SBP001202184 WC47734830878 YES 07/30/10 07/30/10 07/30/11 07/30/11 XTORY UMIU- OTH- TORY LIMITS FR E.L. EACH ACCIDENT $1 000 000 , , E.L. DISEASE - EA EMPLOYEE $1,000,000 E.L. DISEASE - POLICY LIMIT $1,000,000 A OTHER Professional Liability ERA79RJ10 07/24/10 07/24/11 $1,000,000 Per Occ $2,000,000 Aggregate DESCRIPTION OF OPERATIONS 1 LOCATIONS / VEHICLES / EXCLUSIONS ADDED BY ENDORSEMENT / SPECIAL PROVISIONS Excluded Officers: Lee Ackerly and Bob Ackerly RE:Specification No. 10-290-82 dated May 2010 Certificate holder is additional insured if required by contract on the General Liabiity. ER City of Round Rock Attn: RFP 10-021 221 East Main St Round Rock, TX 78664 CANCELLATION 10 Days for Non -Payment SHOULD ANY OF THE ABOVE DESCRIBED POLICIES BE CANCELLED BEFORE THE EXPIRATION DATE THEREOF, THE ISSUING INSURER WILL ENDEAVOR TO MAIL 111 DAYS WRITTEN NOTICE TO THE CERTIFICATE HOLDER NAMED TO THE LEFT, BUT FAILURE TO DO 50 SHALL IMPOSE NO OBLIGATION OR LIABILITY OF ANY KIND UPON THE INSURER, ITS AGENTS OR REPRESENTATIVES. AUTHORIZED REPRESENTATIVE ACORD 25 (2001108) 1 of 2 #S138056/M137678 CCV 0 ACORD CORPORATION 1988 IMPORTANT If the certificate holder is an ADDITIONAL INSURED, the policy(ies) must be endorsed. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). If SUBROGATION IS WAIVED, subject to the terms and conditions of the policy, certain policies may require an endorsement. A statement on this certificate does not confer rights to the certificate holder in lieu of such endorsement(s). DISCLAIMER The Certificate of Insurance on the reverse side of this form does not constitute a contract between the issuing insurer(s), authorized representative or producer, and the certificate holder, nor does it affirmatively or negatively amend, extend or alter the coverage afforded by the policies listed thereon. ACORD 25-S (2001108) 2 of 2 #S138056/M137678 DATE IMM/OD/TY) 07/14/2010 THIS IS EVIDENCE THAT INSURANCE AS IDENTIFIED BELOW HAS BEEN ISSUED, IS IN FORCE, AND CONVEYS ALL THE RIGHTS AND PRIVILEGES AFFORDED UNDER THE POLICY. PRODUCER PHONE (HCl No, Ext): Ins. Assoc. of the S. W., P. O. Box 441767 Houston, TX 77244 281 558-6363 CODE: I SUB CODE: AGENCY CUSTOMER ID Y: 21280 INSURED COMPANY Travelers Property Casualty P. O. Box 660055 Dallas, TX 75266 SolarWorks, LLC 4704 Easst Cesar Chavez St #120 Austin, TX 78703 LOAN NUMBER POLICY NUMBER QT6608491L963 EFFECTIVE DATE 07/12/10 EXPIRATION DATE 07/12/11 THIS REPLACES PRIOR EVDENCE DATED: LOCATION/DESCRIPTION RFP10-021 COVERAGE PERIL.SIFORMS Installation Floater- Per Jobsite In Transit or Temporary Strorage Maxium any one Toss AMOUNT OF INSURANCE DEDUCTIBLE $700,000 $100,000 $1,000,000 $5,000 THE POLICY IS SUBJECT TO THE PREMIUMS, FORMS, AND RULES IN EFFECT FOR EACH POLICY PERIOD. SHOULD THE POLICY BE TERMINATED, THE COMPANY WILL GIVE THE ADDITIONAL INTEREST IDENTIFIED BELOW 30 DAYS WRITTEN NOTICE, AND WILL SEND NOTIFICATION OF ANY CHANGES TO THE POLICY THAT WOULD AFFECT THAT INTEREST IN ACCORDANCE WITH THE POLICY PROVISIONS OR AS REQUIRED BY LAW. NAME AND ADDRESS City of Round Rock; FRP 10-021 2211 East Main St Round Rock, TX 78664 MORTGAGEE LOSS PAYEE ADDITIONAL INSURED X Certificate Holder AUTHORIZED REPRESENTATIVE