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;
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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.
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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;
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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
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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. _
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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
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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.
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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.
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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.
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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.
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.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
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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.
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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. -
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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.
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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.
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.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.
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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
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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
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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
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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.
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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,
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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
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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.
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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
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.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.
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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.
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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
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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.
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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.
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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
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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
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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.
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.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
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.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).
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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
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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.
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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.
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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;
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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.
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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;
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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.
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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
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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.
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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
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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
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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.
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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
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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.
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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.
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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.
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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.
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.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
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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.
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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.
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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.
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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.
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.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.
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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
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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
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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
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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.
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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,
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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
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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.
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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
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.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.
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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.
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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
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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.
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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.
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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
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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
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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.
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.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
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.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).
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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.
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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:
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.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
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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:
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.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.
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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.
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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.
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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
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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