R-2014-1766 - 9/11/2014 RESOLUTION NO. R-2014-1766
WHEREAS, Government Code, Chapter 2267 allows governmental entities to use
certain methods other than competitive bidding in entering into contracts for construction of
facilities, and
WHEREAS, pursuant to Government Code, §2267.254(a) the City Council adopted
Resolution No. R-2014-1270 whereby the Council determined that "Construction Manager at
Risk" is the method which provides the best value for the City for the construction of the Public
Safety Training Facility at 2701 North Mays Street (the "Project"), and
WHEREAS, pursuant to Government Code, §2267.253, the City has duly prepared a
request for proposals for the selection of a construction manager at risk and it is the
recommendation of City staff that Chasco Constructors, Ltd., L.L.P. offers the best value to the
City for the construction of the Project, and
WHEREAS, the Council wishes to accept the recommendation of City staff, Now
Therefore
BE IT RESOLVED BY THE COUNCIL OF THE CITY OF ROUND ROCK,
TEXAS,
That Chasco Constructors, Ltd., L.L.P. is hereby accepted as the construction manager at
risk which offers the best value for the City.
That the Mayor is hereby authorized and directed to execute on behalf of the City a
Construction Manager at Risk Agreement with Chasco Constructors, Ltd., L.L.P. for the
construction of the Public Safety Training Facility at 2701 North Mays Street, 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
0112.1404;00310231
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 11th day of September, 2014.
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ALAN MCGRAW, Mayor
City of Round Rock, Texas
ATTEST:
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SARA L. WHITE, City Clerk
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EXHIBIT
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City of Round Rock Contract Forms
Construction Manager at Risk Agreement Section 00550
CITY OF ROUND ROCK §
COUNTY OF TRAVIS § KNOW ALL BY THESE PRESENTS:
COUNTY OF WILLIAMSON §
STATE OF TEXAS §
THIS AGREEMENT is made and entered into on this _ day of the month of September,
2014, by and between the City of Round Rock, Texas, a home-rule city and municipal corporation with
principal offices located at 221 East Main Street, Round Rock, Williamson and Travis Counties, Texas,
78664 (hereinafter referred to as the "Owner"), and Chasco Constructors, Ltd., L.L.P., with principal
offices located at 2801 Old Settlers Boulevard, Round Rock, Texas 78664, (hereinafter referred to as the
"Construction Manager" and/or the"Construction Manager at Risk").
For and in consideration of the mutual terms, conditions and covenants of this Agreement and
accompanying documents between the Owner and the Construction Manager and in consideration of
payments as set forth therein, the Construction Manager hereby agrees to commence and complete the
following Project:
New construction of a Public Safety Training Facility consisting of approximately 24,467
square feet for Police Training Administration/Training; approximately 32,000 square
feet for a Police Urban Training Area; approximately 17,965 square feet for a Firing
Range; approximately 13,183 square feet for Fire Administration/Training;
approximately 433,000 square feet for Fire Specialized Training Areas, a Highway
Response Course and a Driving Skills Pad. The Public Safety Training Facility will
consist of two (2) construction phases on City-owned property located at 2701 North
Mays Street, Round Rock, Texas 78665, however for the purpose of this Agreement,
the Project only consists of the construction of Phase I. Construction shall include all
work and divisions of work necessary to fully and finally build and complete the Project
(Phase I) to every specification contained in this Agreement and all associated
documents;
together with any and all extra work in accordance with the Project Manual, Drawings and Addenda, as
prepared by the Architect, Brinkley Sargent Architects, and approved by the Owner.
The Construction Manager hereby agrees to commence Work within ten (10) calendar days
following the date contained in the Notice to Proceed issued by the Owner, and the Construction Manager
hereby agrees to substantially complete Phase I no later than June 1, 2017.
Waiver of any breach of this Agreement shall not constitute waiver of any subsequent breach.
The Owner agrees to pay Construction Manager from appropriated 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 the General Conditions, Supplemental Conditions, and
Special Conditions of this Agreement, and the Owner agrees to make payments on account thereof as
provided therein.
00309333/ss2
Although drawn by the 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.
IN WITNESS WHEREOF, both parties have caused this Agreement to be signed in their
respective corporate names by duly authorized representatives, and the parties hereby bind themselves,
their successors and assigns for the faithful and full performance of the terms and provisions hereof.
EXECUTED on the latest date of the signatories indicated at the conclusion of this document and
all attachments.
AGREEMENT BETWEEN OWNER AND CONSTRUCTION MANAGER AT RISK WHERE
CONSTRUCTION MANAGER AT RISK
IS ALSO THE CONSTRUCTOR
ARTICLE 1
GENERAL PROVISIONS
1.1 RELATIONSHIP OF PARTIES
The Construction Manager accepts the relationship of trust and confidence established with the Owner by
this Agreement, and the Construction Manager covenants with the Owner to furnish the Construction
Manager's reasonable skill and judgment and to cooperate with the Architect in furthering the interests of
the Owner and in completing the Project in accordance with all Contract Documents. The Construction
Manager shall furnish construction administration and management services and use the Construction
Manager's best efforts to perform the Project in an expeditious and economical manner consistent with
the interests of the Owner. The Owner shall endeavor to promote harmony and cooperation among the
Owner, Architect, Construction Manager and other persons or entities employed by the Owner for the
Project.
1.2 GENERAL CONDITIONS
All references in this Agreement to any General Conditions shall mean only the City of Round Rock's
General Conditions, which are attached hereto and made a part hereof.
ARTICLE 2
CONSTRUCTION MANAGER'S RESPONSIBILITIES
The Construction Manager shall perform the services described in this Article 2, and elsewhere in this
Agreement. The services to be provided by the Construction Manager under paragraph 2.1 constitute the
Preconstruction Phase services. If the Owner and the Construction Manager agree, after consultation
with the Architect, the Construction Phase may commence before completion of the Preconstruction
Phase, in which case both phases shall proceed concurrently.
2.1 PRECONSTRUCTION PHASE
2.1.1 Preliminary Evaluation
The Construction Manager shall provide a preliminary evaluation of the Owner's program and Project
budget requirements, each in terms of the other.
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2.1.2 Consultation
The Construction Manager, with the Architect, shall jointly schedule and attend regular meetings with the
Owner and the Architect. The Construction Manager shall consult with the Owner and the Architect
regarding site use and improvements, and the selection of materials, building systems and equipment.
The Construction Manager shall provide recommendations on construction feasibility, time requirements
for procurement, installation and construction completion and factors related to construction cost including
estimates of alternative designs or materials, preliminary budgets and possible economics.
2.1.3 Preliminary Project Schedule
When Project requirements described in paragraph 3.1.1 have been sufficiently identified, the
Construction Manager shall prepare, and periodically update, a preliminary Project schedule for the
Architect's review and the Owner's approval. The Construction Manager shall coordinate and integrate
the preliminary Project schedule with the services and activities of the Owner, the Architect, and the
Construction Manager. As design proceeds, the preliminary Project schedule shall be updated to indicate
proposed activity sequences and durations, milestone dates for receipt and approval of pertinent
information, submittal of a Guaranteed Maximum Price proposal, preparation and processing of shop
drawings and samples, delivery of materials or equipment requiring long-lead time procurement, the
Owner's occupancy requirements showing portions of the Project having occupancy priority, and proposed
date of Substantial Completion.
2.1.4 Preliminary Cost Estimates
2.1.4.1 When the Owner has sufficiently identified the Project requirements and the Architect has
prepared other basic design criteria, the Construction Manager shall prepare, for the review of the
Architect and approval of the Owner, a preliminary cost estimate utilizing area, volume or similar
conceptual estimating techniques.
2.1.4.2 When Schematic Design Documents have been prepared by the Architect and approved by the
Owner, the Construction Manager shall prepare for the review of the Architect and approval of the Owner,
a more detailed estimate with supporting data. During the preparation of the Design Development
Documents, the Construction Manager shall update and refine this estimate at appropriate intervals
agreed to by the Owner, the Architect, and the Construction Manager.
2.1.4.3 If any estimate submitted to the Owner exceeds previously-approved estimates or the Owner's
budget, the Construction Manager shall make appropriate recommendations to the Owner and the
Architect.
2.2 CONSTRUCTION MANAGER'S DESIGNATED REPRESENTATIVE
The Construction Manager hereby designates in writing the following representative:
Charles J. Glace, Jr., President
Chasco Constructors, Ltd., L.L.P.
2801 Old Settlers Boulevard
Round Rock, TX 78664
Telephone: 512-244-0600; mobile 512-748-0905
Facsimile: 512-244-0489
Email address: Curtis@chasco.com
2.3 SUBCONTRACTORS AND SUPPLIERS
In addition to complying with statutory requirements of Texas Government Code, Section 2269.052
regarding advertising, the Construction Manager shall also seek to develop subcontractor interest in the
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Project, and may at any time provide documentation to potential bidders. The Construction Manager may
furnish to the Owner and Architect for their information a list of possible subcontractors, including
suppliers who are to furnish materials or equipment fabricated to a special design, from whom proposals
may be requested for each principal portion of the Work. The Architect shall promptly reply in writing to
the Construction Manager if the Architect or the Owner know of any objection to such subcontractor or
supplier. The receipt of any such list from the Construction Manager shall not require the Owner or
Architect to investigate the qualifications of proposed subcontractors or suppliers, nor shall it waive the
right of the Owner or Architect later to object to or reject any proposed subcontractor or supplier.
2.3.1 Subcontractors and suppliers shall be selected in accordance with paragraphs 2.8.2.1, 2.8.2.2,
and 2.8.2.3 herein.
2.4 LONG-LEAD TIME ITEMS
The Construction Manager shall recommend to the Owner and the Architect a schedule for procurement
of long-lead time items which will constitute part of the Work as required to meet the Project schedule. If
such long-lead time items are procured by the Owner, they shall be procured on terms and conditions
acceptable to the Construction Manager. Upon the Owner's acceptance of the Construction Manager's
Guaranteed Maximum Price proposal, all contracts for such items shall be assigned by the Owner to the
Construction Manager, who shall accept responsibility for such items as if procured by the Construction
Manager. The Construction Manager shall expedite the delivery of long-lead time items.
2.5 EXTENT OF RESPONSIBILITY
The Construction Manager does not warrant estimates except as may be included as part of the
Guaranteed Maximum Price. Any recommendations and advice of the Construction Manager concerning
design alternatives shall be subject to the review and approval of the Owner and/or the Owner's
professional consultants. It is not the Construction Manager's responsibility to ascertain that the Drawings
and Specifications are in accordance with applicable laws, statutes, ordinances, building codes, rules and
regulations. However, if the Construction Manager recognizes that portions of the Drawings and
Specifications are at variance therewith, the Construction Manager shall promptly notify the Architect and
Owner in writing.
2.6 COMPLETION DATE
2.6.1 Contract Time/Completion Date is a crucial element of the Project. Therefore, Substantial
Completion Date is not subject to change unless agreed to in advance in writing by the parties.
2.6.2 Substantial Completion Date for the Project (Phase I) is June 1, 2017. This provision shall have
priority over any other provision to the contrary in this Agreement, the General Conditions, or any
associated Contract Documents.
2.7 GUARANTEED MAXIMUM PRICE PROPOSAL
2.7.1 When the Drawings and Specifications are seventy percent (70%) complete, the Construction
Manager shall propose a Guaranteed Maximum Price, which shall be the sum of the estimated Cost of the
Work and the Construction Manager's Fee.
2.7.2 As the Drawings and Specifications may not be finished at the time the Guaranteed Maximum
Price proposal is prepared, the Construction Manager shall provide in the Guaranteed Maximum Price for
further development of the Drawings and Specifications by the Architect that is consistent with the
Contract Documents and reasonably inferable therefrom. Such further development does not include
such things as changes in scope, systems, kinds and quality of materials, finishes or equipment, all of
which, if required, shall be incorporated by Change Order.
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2.7.3 The estimated Cost of the Work shall include the Construction Manager's contingency, a sum
established by the Construction Manager for the Construction Manager's exclusive use to cover costs
arising under paragraph 2.7.2 and other costs which are properly reimbursable as Cost of the Work but
not the basis for a Change Order.
2.7.4 Basis of Guaranteed Maximum Price
The Construction Manager shall include with the Guaranteed Maximum Price proposal a written statement
of its basis, which shall include:
.1 A list of the Drawings and Specifications, including all addenda thereto and the Conditions
of the Contract, which were used in preparation of the Guaranteed Maximum Price
proposal.
.2 A list of allowances and a statement of their basis.
.3 A list of the clarifications and assumptions made by the Construction Manager in the
preparation of the Guaranteed Maximum Price proposal to supplement the information
contained in the Drawings and Specifications.
.4 The proposed Guaranteed Maximum Price, including a statement of the estimated cost
organized by trade categories, allowances, contingency, and other items and the fee that
comprise the Guaranteed Maximum Price.
.5 The Date of Substantial Completion upon which the proposed Guaranteed Maximum
Price is based, that being Substantial Completion of Phase I no later than June 1, 2017.
2.7.5 The Construction Manager shall meet with the Owner and Architect to review the Guaranteed
Maximum Price proposal and the written statement of its basis. In the event that the Owner or Architect
discovers any inconsistencies or inaccuracies in the information presented they shall promptly notify the
Construction Manager, who shall make appropriate adjustments to the Guaranteed Maximum Price
proposal, its basis, or both.
2.7.6 Unless the Owner accepts the Guaranteed Maximum Price proposal in writing on or before the
date specified in the proposal for such acceptance and so notifies the Construction Manager, the
Guaranteed Maximum Price proposal shall not be effective without written acceptance by the Construction
Manager.
2.7.7 Prior to the Owner's acceptance of the Construction Manager's Guaranteed Maximum Price
proposal and issuance of a Notice to Proceed, the Construction Manager shall not incur any costs under
this Agreement except as the Owner may specifically authorize in writing.
2.7.8 Upon acceptance by the Owner of the Guaranteed Maximum Price proposal, the Guaranteed
Maximum Price and its basis shall be set forth in Amendment No. 1. The Guaranteed Maximum Price
shall be subject to additions and to deductions by a change in the Work as is provided for in the Contract
Documents.
2.7.9 The Owner shall authorize and cause the Architect to revise the Drawings and Specifications to
the extent necessary to reflect the agreed-upon assumptions and clarifications contained in Amendment
No. 1. Such revised drawings and Specifications shall be furnished to the Construction Manager in
accordance with schedules agreed to by the Owner, Architect and Construction Manager. The
Construction Manager shall promptly notify the Architect and Owner if such revised Drawings and
Specifications are inconsistent with the agreed-upon assumptions and clarifications.
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2.7.10 The Guaranteed Maximum Price shall include in the Cost of the Work only those taxes which are
enacted at the time the Guaranteed Maximum Price is established.
2.8 CONSTRUCTION PHASE
2.8.1 Commencement
The Construction Phase shall commence on the earlier of:
(1) The Owner's acceptance of the Construction Manager's Guaranteed Maximum Price
proposal, and the Owner's issuance of a Notice to Proceed; or
(2) The Owner's first authorization to the Construction Manager to:
(a) award a subcontract, or
(b) undertake construction Work with the Construction Manager's own forces, or
(c) issue a purchase order for materials or equipment required for the Work.
2.8.2 Administration
2.8.2.1 The Construction Manager shall publicly advertise and receive bids or proposals from trade
contractors or subcontractors for the performance of all major elements of the Work other than the minor
work that may be included in the General Conditions, all in accordance with Texas Government Code,
Section 2269.256(a). The Construction Manager may seek to perform portions of the Work itself if it
submits its bid or proposal for those portions of the Work in the same manner as all other trade
contractors or subcontractors and if the Owner determines that the Construction Manager's bid or
proposal provides the best value for the Owner. In accordance with Texas Government Code, Section
2269.256(a), the Construction Manager and the Owner or its representative shall review all trade
contractor or subcontractor bids or proposals in a manner that does not disclose the contents of the bid or
proposal during the selection process to a person not employed by the Construction Manager, Engineer,
Architect, or Owner. All bids or proposals shall be made public after the award of the contract or not later
than the seventh (7th) day after the date of final selection of bids or proposals, whichever is later.
2.8.2.2 If the Construction Manager reviews, evaluates, and recommends to the Owner a bid or proposal
from a trade contractor or subcontractor but the Owner requires another bid or proposal to be accepted,
the Owner shall compensate the Construction Manager by a change in price, time, and/or Guaranteed
Maximum Price for any additional cost and risk that the Construction Manager may incur as a result of the
Owner's requirement that another bid or proposal be accepted, all in accordance with Texas Government
Code, Section 2269.256(b).
2.8.2.3 Subcontracts and agreements with suppliers furnishing materials or equipment fabricated to a
special design shall conform to the payment provisions of paragraphs 7.1.8 and 7.1.9 and shall not be
awarded on the basis of cost plus a fee without the prior written consent of the Owner.
2.8.2.4 The Construction Manager shall schedule and conduct meetings at which the Owner, Architect,
Construction Manager and appropriate Subcontractors can discuss the status of the Work. The
Construction Manager shall cause the preparation and distribution of meeting minutes.
2.8.2.5 Promptly after the Owner's acceptance of the Guaranteed Maximum Price proposal, the
Construction Manager shall prepare a schedule in accordance with these Contract Documents, including
the Owner's occupancy requirements.
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2.8.2.6 The Construction Manager shall provide monthly written reports to the Owner and Architect on the
progress of the entire Work. The Construction Manager shall maintain a daily log containing a record of
weather, Subcontractors working on the site, number of workers, Work accomplished, problems
encountered and other similar relevant data as the Owner may reasonably require. The log shall be
available to the Owner and Architect.
2.8.2.7 The Construction Manager shall develop a system of cost control for the Work, including regular
monitoring of actual costs for activities in progress and estimates for uncompleted tasks and proposed
changes. The Construction Manager shall identify variances between actual and estimated costs and
report the variances to the Owner and Architect at regular intervals.
2.9 PROFESSIONAL SERVICES
The Construction Manager shall not be required to provide professional services that constitute the
practice of architecture or engineering, unless such services are specifically required by the Contract
Documents or unless the Construction Manager has specifically agreed in writing to provide such
services. In such event, the Construction Manager shall cause services to be performed by appropriately
licensed professionals.
ARTICLE 3
OWNER'S RESPONSIBILITIES
3.1 INFORMATION AND SERVICES
3.1.1 The Owner shall provide full information in a timely manner regarding the requirements of the
Project, including a program which sets forth the Owner's objectives, constraints and criteria, including
space requirements and relationships, flexibility and expandability requirements, special equipment and
systems, and site requirements.
3.1.2 The Owner shall establish and update an overall budget for the Project, based on consultation
with the Construction Manager and Architect, which shall include contingencies for changes in the Work
and other costs which are the responsibility of the Owner.
3.2 OWNER'S DESIGNATED REPRESENTATIVE
The Owner hereby designates in writing the following representative, in accordance with the General
Conditions:
Travis Wilkes
Building Construction Manager
City of Round Rock
212 Commerce Boulevard
Round Rock, TX 78664
Telephone: 512-341-3317
Email address: twilkes@roundrocktexas.gov
3.3 ARCHITECT
The Owner shall retain an Architect to provide the Basic Services, including normal structural, mechanical
and electrical engineering services, other than cost estimating services, described in the "City of Round
Rock Agreement for Architectural Services for City of Round Public Training Facility," current as of the
date of this Agreement, and as specifically modified by the Owner. The Owner shall authorize and cause
the Architect to provide those Additional Services described in the referenced document requested by the
Construction Manager which must necessarily be provided by the Architect for the Preconstruction and
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Construction Phases of the Work. Such services shall be provided in accordance with time schedules
agreed to by the Owner,Architect and Construction Manager. Upon request of the Construction Manager,
the Owner shall furnish to the Construction Manager a copy of the Owner's Agreement with the Architect,
from which compensation provisions may be deleted.
3.4 LEGAL REQUIREMENTS
The Owner shall determine and advise the Architect and Construction Manager of any special legal
requirements relating specifically to the Project which differ from those generally applicable to construction
in the jurisdiction of the Project. The Owner shall furnish such legal services as are necessary to provide
the information and services required under paragraph 3.1.
3.5 STRUCTURAL AND ENVIRONMENTAL TESTS, SURVEYS AND REPORTS
In the Preconstruction Phase, the Owner shall furnish the following with reasonable promptness and at the
Owner's expense, and the Construction Manager shall be entitled to rely upon the accuracy of any such
information, reports, surveys, drawings and tests described under this paragraph 3.5, except to the extent
that the Construction Manager knows of any inaccuracy:
3.5.1 Reports, surveys, drawings and tests concerning the conditions of the site which are required by
law.
3.5.2 Surveys describing physical characteristics, legal limitations and utility locations for the site of the
Project, and a written legal description of the site. The surveys and legal information shall include, as
applicable, grades and lines of streets, alleys, pavements and adjoining property and structures; adjacent
drainage; rights-of-way, restrictions, easements, encroachments, zoning, deed restrictions, boundaries
and contours of the site; locations, dimensions and necessary data pertaining to existing buildings, other
improvements and trees; and information concerning available utility services and lines, both public and
private, above and below grade, including inverts and depths. All information on the survey shall be
referenced to a project benchmark.
3.5.3 The services of geotechnical engineers when such services are requested by the Construction
Manager. Such services may include but are not limited to test borings, test pits, determinations of soil
bearing values, percolation tests, evaluations of hazardous materials, ground corrosion and resistivity
tests, including necessary operations for anticipating subsoil conditions, with reports and appropriate
professional recommendations.
3.5.4 Structural, mechanical, chemical, air and water pollution tests, tests for hazardous materials, and
other laboratory and environmental tests, inspections and reports which are required by law.
3.5.5 The services of other consultants when such services are reasonably required by the scope of the
Project and are requested by the Construction Manager.
ARTICLE 4
COMPENSATION AND PAYMENTS FOR PRECONSTRUCTION PHASE SERVICES
The Owner shall compensate and make payments to the Construction Manager for Preconstruction
Phase services as follows:
4.1 COMPENSATION
4.1.1 For the services described in paragraph 2.1, the Construction Manager's compensation shall be
calculated as follows: the basis for compensation for Preconstruction Phase Services is the not-to-exceed
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lump sum amount of Five Thousand and No/100 Dollars ($5,000.00), which is included in the
Guaranteed Maximum Price.
4.2 PAYMENTS
4.2.1 Payments shall be made monthly following presentation of the Construction Manager's invoice
and, where applicable, shall be in proportion to services performed.
4.2.2 Payments are due and payable thirty (30) days from the date the Construction Manager's invoice
is received by the Owner. Amounts unpaid after the date on which payment is due shall bear interest at
the rate of one percent(1%) per month.
ARTICLE 5
COMPENSATION FOR CONSTRUCTION PHASE SERVICES
The Owner shall compensate the Construction Manager for Construction Phase services as follows:
5.1 COMPENSATION
5.1.1 For the Construction Manager's performance of the Work, the Owner shall pay the Construction
Manager in current funds the Contract Sum consisting of the Cost of the Work as defined in Article 7 and
the Construction Manager's Fee as follows:
Construction Manager's Fee shall be 2.50% multiplied by the total Cost of the Work.
5.1.2 The amount which shall be paid to the Construction Manager for all insurance and bonding,
including but not limited to Builder's Risk Insurance for the Cost of the Work, General Liability and
Umbrella Insurance for the Cost of the Work, and Bond Premium for the Cost of the Work (100%
Payment and Performance Bonds), shall be the not-to-exceed lump sum amount of One Hundred Sixty-
Nine Thousand Seven Hundred Eighty and No/100 Dollars ($169,780.00).
5.1.3 The amount which shall be paid to the Construction Manager for all General Conditions that may
be reasonably anticipated for this Project, including but not limited to full-time site supervision, field
engineering, field office, safety, small tools, telephone, storage buildings, sanitary facilities, waste
containers, temporary electrical power, temporary water, project sign, barricades and lights, temporary
fencing, general clean-up, as-built drawings, and scheduling shall be Twenty-Three Thousand Eight
Hundred Ninety-Six and No/100 Dollars ($23,896.00) per month for twelve(12) months,totaling the not-
to-exceed sum of Two Hundred Eighty-Six Thousand Seven Hundred Fifty-Two and No/100 Dollars
($286,752.00).
5.2 GUARANTEED MAXIMUM PRICE
5.2.1 The sum of the Cost of the Work and the Construction Manager's Fee are guaranteed by the
Construction Manager not to exceed the amount provided in Amendment No. 1, subject to additions and
deductions by changes in the Work as provided in the Contract Documents and subject to other changes
authorized by this Agreement and the associated Contract Documents. Such maximum sum as adjusted
by approved changes is referred to as the Guaranteed Maximum Price.
5.2.2 The Guaranteed Maximum Price may be revised from time to time by additive or deductive
change orders. The Final Guaranteed Maximum Price shall be the Guaranteed Maximum Price as set
forth in Amendment No. 1 plus/minus change orders.
5.2.3 The final amount to be paid to the Construction Manager for the Work performed pursuant to this
Agreement shall be an amount not greater than the Final Guaranteed Maximum Price.
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5.2.4 Costs which would cause the Guaranteed Maximum Price to be exceeded shall be paid by the
Construction Manager without reimbursement by the Owner.
5.2.5 The sum of $5,000.00 for Preconstruction Phase Services is understood to be included in the
Guaranteed Maximum Price.
5.3 CHANGES IN THE WORK
5.3.1 If no specific provision is made for adjustment of the Construction Manager's Fee in the case of
changes in the Work, or if the extent of such changes is such, in the aggregate, that application of
adjustment provisions will cause substantial inequity to the Owner or Construction Manager, the
Construction Manager's Fee shall be equitably adjusted on the basis of the fee established for the original
Work.
5.3.2 If the Substantial Completion Date is extended by the Owner beyond the dates specified in
Section 2.6.2 from the date of issuance of the Notice to Proceed by the Owner, in accordance with this
Agreement and the associated Contract Documents, then the Construction Manager's General Conditions
shall be equitably adjusted to reflect the extended Project duration.
ARTICLE 6
COST OF THE WORK FOR CONSTRUCTION PHASE
6.1 COST OF THE WORK
6.1.1 The term "Cost of the Work" shall mean costs necessarily incurred by the Construction Manager
in the proper performance of the Work. Such costs shall be at rates not higher than those customarily
paid at the place of the Project except with prior consent of the Owner. The Cost of the Work shall include
only the items set forth in this Article 6.
6.1.2 Subcontract Costs
Payments made by the Construction Manager to Subcontractors shall be in accordance with the
requirements of the subcontracts.
6.1.3 Costs of Materials and Equipment Incorporated in the Completed Construction
.1 Costs, including transportation, of materials and equipment incorporated or to be
incorporated in the completed construction.
.2 Costs of materials described in the preceding paragraph 6.1.3.1 in excess of those
actually installed but required to provide reasonable allowance for waste and for spoilage.
Unused excess materials, if any, shall be handed over to the Owner at the completion of
the Work or, at the Owner's option, shall be sold by the Construction Manager; amounts
realized, if any, from such sales shall be credited to the Owner as a deduction from the
Cost of the Work.
6.1.4 Other Costs
.1 All other costs incurred in the performance of the Work if and to the extent approved in
advance in writing by the Owner, including costs of Work performed by the Construction
Manager rather than a subcontractor.
6.2 DISCOUNTS, REBATES AND REFUNDS
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6.2.1 Cash discounts obtained on payments made by the Construction Manager shall accrue to the
Owner if (1) before making the payment, the Construction Manager included them in an Application for
Payment and received payment therefor from the Owner, or (2) the Owner has deposited funds with the
Construction Manager with which to make payments; otherwise, such cash discounts shall accrue to the
Construction Manager. Trade discounts, rebates, refunds and amounts received from sales of surplus
materials and equipment shall accrue to the Owner, and the Construction Manager shall make provisions
so that they can be secured.
6.2.2 Amounts which accrue to the Owner in accordance with the provisions of paragraph 6.2.1 shall be
credited to the Owner as a deduction from the Cost of the Work.
6.3 CONTRACT SAVINGS, ALLOWANCES, REBATES AND REFUNDS
6.3.1 If the allowable amount of the cost of Cost of Work, General Conditions and the Construction
Manager's Contingency is less than the amount established for each of those line items in the originally
approved Guaranteed Maximum Price Proposal, the entire difference shall be credited to the Owner as
savings and the contract amount shall be adjusted accordingly, including associated Construction Phase
Fees. When buyout of the Project is at least eighty-five percent (85%) complete, the Owner may
recognize any savings achieved to that point by issuing a deductive change order for the saved amount.
6.3.2 Items to be provided for through the Owner's Special Cash Allowances shall be clearly identified
in the Construction Documents and the Guaranteed Maximum Price Proposal. The Cost of the Work
included in the Allowances shall be determined in accordance with the City of Round Rock's General
Conditions, Special Conditions, and Supplementary Conditions applicable thereto. Any claim by the
Construction Manager for an adjustment to an Allowance amount included in the Guaranteed Maximum
Price based on the cost of Allowance work shall be made within a reasonable time after the issuance of
the Construction Documents for the Allowance items. The Construction Manager shall not be entitled to
any increase in its Construction Phase Fee for increases to Allowance amounts that were initially based
on estimates provided by the Construction Manager. The Owner shall be entitled to retain one hundred
percent(100%) of the balance of any unused Allowance amount.
6.3.3 The Owner shall be entitled to deduct amounts for the following items from any Application for
Payment or from the Request for Final Payment submitted by the Construction Manager:
6.3.3.1 The fair market value of all tools, surplus materials, construction equipment, and temporary
structures that were charged to the Work (other than rental items) but were not consumed during
construction or retained by the Owner. Upon completion of the Work or when no longer required, the
Construction Manager shall either credit the Owner for the fair market value (as approved by the Owner)
for all surplus tools, construction equipment and materials retained by the Construction Manager or, at the
Owner's option, use commercially reasonable efforts to sell the surplus tools, construction equipment and
materials for the highest available price and credit the proceeds to the Owner's account.
6.3.3.2 Discounts earned by the Construction Manager through advance or prompt payments funded by
the Owner. The Construction Manager shall obtain all possible trade and time discounts on bills for
materials furnished, and shall pay bills within the highest discount periods. The Construction Manager
shall purchase materials for the Project in quantities that provide the most advantageous prices to the
Owner.
6.3.3.3 Rebates, discounts, or commissions obtained by the Construction Manager from material
suppliers or subcontractors, together with all other refunds, returns, or credits received for materials, bond
premiums, insurance and sales taxes.
6.3.3.4 Deposits made by the Owner and forfeited due to the fault of the Construction Manager.
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6.3.3.5 Balances remaining on any Allowances, the Construction Manager's Contingency, or any other
identified contract savings.
6.3.4 The Owner shall be entitled to recover any savings realized between the Guaranteed Maximum
Price and the buyout price for subcontracting work; provided, however, that the Construction Manager
may use such savings to offset other buyout packages that exceed the amounts identified in the initial
Guaranteed Maximum Price, so long as the total Cost of Work proposed in the Guaranteed Maximum
Price does not increase.
6.4 ACCOUNTING RECORDS
6.4.1 The Construction Manager shall keep full and detailed accounts and exercise such controls as
may be necessary for proper financial management under this Agreement; and the accounting and control
systems shall be satisfactory to the Owner. The Owner and the Owner's accountants shall be afforded
access to the Construction Manager's records, books, correspondence, instructions, drawings, receipts,
subcontracts, purchase orders, vouchers, memoranda and other data relating to this Project, and the
Construction Manager shall preserve these for a period of three (3) years after final payment, or for such
longer period as may be required by law.
ARTICLE 7
CONSTRUCTION PHASE
7.1 PROGRESS PAYMENTS
7.1.1 Based upon Applications for Payment submitted to the Architect by the Construction Manager and
Certificates for Payment issued by the Architect, the Owner shall have the obligation to make progress
payments on account of the Contract Sum to the Construction Manager as provided below and elsewhere
in the Contract Documents.
7.1.2 The period covered by each Application for Payment shall be one (1) calendar month ending on
the last day of the month.
7.1.3 Provided an Application for Payment is received by the Architect not later than the thirtieth (30`h)
day of a month, the Owner shall make payment to the Construction Manager not later than the thirtieth
(30`h) day of the following month. If an Application for Payment is received by the Architect after the
application date fixed herein, payment shall be made by the Owner not later than thirty (30) days after the
Architect receives the Application for Payment.
7.1.4 Following each Application for Payment, the Owner shall have the right to inspect the Construction
Manager's payrolls, petty cash accounts, receipted invoices or invoices with check vouchers attached, and
any other evidence required by the Owner or Architect to demonstrate that cash disbursements already
made by the Construction Manager on account of the Cost of the Work equal or exceed (1) progress
payments already received by the Construction Manager; less (2) that portion of those payments
attributable to the Construction Manager's Fee; plus (3) payrolls for the period covered by the present
Application for Payment.
7.1.5 Each Application for Payment shall be based upon the most recent schedule of values submitted
by the Construction Manager in accordance with the Contract Documents. The schedule of values shall
allocate the entire Guaranteed Maximum Price among the various portions of the Work, except that the
Construction Manager's Fee shall be shown as a single separate item. The schedule of values shall be
prepared in such form and supported by such data to substantiate its accuracy as the Owner may require.
This schedule shall be used as a basis for reviewing the Construction Manager's Application for Payment.
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7.1.6 Applications for Payment shall show the percentage completion of each portion of the Work as of
the end of the period covered by the Application for Payment. The percentage completion shall be the
lesser of (1) the percentage of that portion of the Work which has actually been completed or (2) the
percentage obtained by dividing (a) the expense which has actually been incurred by the Construction
Manager on account of that portion of the Work for which the Construction Manager has made or intends
to make actual payment prior to the next Application for Payment by (b) the share of the Guaranteed
Maximum Price allocated to that portion of the Work in the schedule of values.
7.1.7 Subject to other provisions of the Contract Documents, the amount of each progress payment
shall be computed as follows:
.1 Take that portion of the Guaranteed Maximum Price properly allocable to completed
Work as determined by multiplying the percentage completion of each portion of the Work
by the share of the Guaranteed Maximum Price allocated to that portion of the Work in
the schedule of values. Pending final determination of cost to the Owner of changes in
the Work, amounts not in dispute may be included as provided, even though the
Guaranteed Maximum Price has not yet been adjusted by Change Order;
.2 Add that portion of the Guaranteed Maximum Price properly allocable to materials and
equipment delivered and suitably stored at the site for subsequent incorporation in the
Work or, if approved in advance by the Owner, suitably stored off the site at a location
agreed upon in writing.
.3 Add the Construction Manager's Fee, less retainage of five percent (5%). The
Construction Manager's Fee shall be computed upon the Cost'of the Work described in
the two preceding clauses at the rate stated in paragraph 5.1.1.
.4 Subtract the aggregate of previous payments made by the Owner.
.5 Subtract the shortfall, if any, indicated by the Construction Manager in the documentation
required by paragraph 7.1.4 to substantiate prior Applications for Payment, or resulting
from errors subsequently discovered by the Owner's accountants in such documentation.
.6 Subtract amounts, if any, for which the Architect has withheld or nullified a Certificate for
Payment.
7.1.8 Except with the Owner's prior written approval, payments to Subcontractors shall be subject to
retention of not less than five percent (5%). The Owner and the Construction Manager shall agree upon a
mutually acceptable procedure for review and approval of payments and retention for subcontracts.
7.1.9 Except with the Owner's prior written approval, the Construction Manager shall not make advance
payments to suppliers for materials or equipment which have not been delivered and stored at the site.
7.1.10 In taking action on the Construction Manager's Applications for Payment, the Architect shall be
entitled to rely on the accuracy and completeness of the information furnished by the Construction
Manager and shall not be deemed to represent that the Architect has made a detailed examination, audit
or arithmetic verification of the documentation submitted in accordance with paragraph 7.1.4 or other
supporting data; that the Architect has made exhaustive or continuous on-site inspections or that the
Architect has made examinations to ascertain how or for what purposes the Construction Manager has
used amounts previously paid on account of the Contract. Such examinations, audits and verifications, if
required by the Owner, will be performed by the Owner's accountants acting in the sole interest of the
Owner.
7.2 FINAL PAYMENT
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7.2.1 Final payment shall be made by the Owner to the Construction Manager when (1) the Contract
has been fully performed by the Construction Manager except for the Construction Manager's
responsibility to correct nonconforming Work, and to satisfy other requirements, if any, which necessarily
survive final payment; (2) a final Application for Payment and a final accounting for the Cost of the Work
have been submitted by the Construction Manager and reviewed by the Owner's accountants; and (3) a
final Certificate for Payment has then been issued by the Architect; such final payment shall be made by
the Owner not more than thirty(30) days after the issuance of the Architect's final Certificate for Payment,
or as follows:
7.2.2 The amount of the final payment shall be calculated as follows:
.1 Take the sum of the Final Guaranteed Maximum Price from paragraph 5.2.2.
.2 Subtract amounts, if any, for which the Architect withholds, in whole or in part, a final
Certificate for Payment as provided in the Contract Documents.
.3 Subtract the aggregate of previous payments made by the Owner.
If the aggregate of previous payments made by the Owner exceeds the amount due the Construction
Manager, the Construction Manager shall reimburse the difference to the Owner.
7.2.3 The Owner's accountants will review and report in writing on the Construction Manager's final
accounting within thirty (30) days after delivery of the final accounting to the Architect by the Construction
Manager. Based upon such Cost of the Work as the Owner's accountants report to be substantiated by
the Construction Manager's final accounting, and provided the other conditions of paragraph 7.2.1 have
been met, the Architect will, within seven (7) days after receipt of the written report of the Owner's
accountants, either issue to the Owner a final Certificate for Payment with a copy to the Construction
Manager, or notify the Construction Manager and Owner in writing of the Architect's reasons for
withholding a certificate. The time periods stated in this paragraph 7.2 shall supersede any others
contained in Contract Documents.
7.2.4 If the Owner's accountants report the Cost of the Work as substantiated by the Construction
Manager's final accounting to be less than claimed by the Construction Manager, the Construction
Manager shall be entitled to proceed in accordance with paragraph 9.1 herein dealing with dispute
resolution without a further decision of the Architect. Unless agreed to otherwise, a demand for mediation
of the disputed amount shall be made by the Construction Manager within sixty (60) days after the
Construction Manager's receipt of a copy of the Architect's final Certificate for Payment. Failure to make
such demand within this sixty-day period shall result in the substantiated amount reported by the Owner's
accountants becoming binding on the Construction Manager. Pending a final resolution of the disputed
amount, the Owner shall pay the Construction Manager the amount certified in the Architect's final
Certificate for Payment.
7.2.5 If, subsequent to final payment and at the Owner's request, the Construction Manager incurs
costs described in paragraph 6.1 to correct nonconforming Work, or (2) arising from the resolution of
disputes, the Owner shall reimburse the Construction Manager such costs and the Construction
Manager's Fee, if any, related thereto on the same basis as if such costs had been incurred prior to final
payment, but not in excess of the Guaranteed Maximum Price. If the Construction Manager has
participated in savings, the amount of such savings shall be recalculated and appropriate credit given to
the Owner in determining the net amount to be paid by the Owner to the Construction Manager.
ARTICLE 8
INSURANCE AND BONDS
8.1 The Construction Manager shall, at its sole expense, maintain in effect at all times during the full
term of its Work under the Contract Documents, except during the Preconstruction Phase, and as
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otherwise required under the Contract Documents, insurance coverages with limits not less than those set
forth below, with insurers licensed to do business in the State of Texas and acceptable to the Owner and
under forms of policies satisfactory to the Owner. None of the requirements contained herein as to types,
limits, or the Owner's approval of insurance coverage to be maintained by the Construction Manager is
intended to and shall not in any manner limit, qualify or quantify the liabilities and obligations assumed by
the Construction Manager under the Contract Documents or otherwise provided by law. In the event of
any failure by the Construction Manager to comply with the provisions of this Article 8, the Owner may,
without in any way compromising or waiving any right or remedy at law or in equity, on notice to the
Construction Manager, purchase such insurance, at the Construction Manager's expense, provided that
the Owner shall have no obligation to do so and if the Owner shall do so, the Construction Manager shall
not be relieved of or excused from the obligation to obtain and maintain such insurance amounts and
coverages.
8.2 INSURANCE
8.2.1 Construction Manager Provided Insurance
8.2.1.1 General Requirements
.1 The Construction Manager shall carry insurance in the types and amounts indicated
below for the duration of the Contract, which shall include items owned by the Owner in
the care, custody and control of the Construction Manager prior to and during construction
and warranty period.
.2 The Construction Manager must complete and forward the required Certificates of
Insurance to the Owner before the Contract is executed as verification of coverage
required below. The Construction Manager shall not commence Work until the required
insurance is obtained and until such insurance has been reviewed by the Owner.
Approval of insurance by the Owner shall not relieve or decrease the liability of the
Construction Manager hereunder and shall not be construed to be a limitation of liability
on the part of the Construction Manager. The Construction Manager must also complete
and forward the required Certificates of Insurance to the Owner whenever a previously
identified policy period has expired as verification of continuing coverage.
.3 The Construction Manager'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, General Services Division, 212 Commerce Boulevard, 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 the Owner and the Construction Manager, shall be considered
primary coverage as applicable.
.6 If insurance policies are not written for amounts specified below, the Construction
Manager 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.
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.7 The 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 The 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 the 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 the Construction Manager. If any
adjustments to coverage result in additional premiums, the GMP shall be adjusted to
reflect such additional premiums.
.9 The Construction Manager 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 The Construction Manager 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.
.11 The Construction Manager shall provide the 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 the Construction
Manager, then the appropriate property policy will be endorsed for transit and storage in
an amount sufficient to protect the 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 the Construction Manager.
8.2.1.2 Business Automobile Liability Insurance
Provide coverage for all owned, non-owned and hired vehicles. The policy shall contain the
following endorsements in favor of the 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.
8.2.1.3 Workers' Compensation and Employers' Liability Insurance
Coverage shall be consistent with statutory benefits outlined in the Texas Workers'
Compensation Act (Section 401). The Construction Manager shall assure compliance with this
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statute by submitting two (2) copies of a standard certificate of coverage (e.g. ACCORD form)
to the 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 the Construction Manager. Workers'Compensation Insurance coverage written by
the Texas Workers Compensation Fund is acceptable to the Owner. The Construction
Manager's policy shall apply to the State of Texas and include these endorsements in favor of
the 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.
8.2.1.4 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.
d) Independent Contractors coverage.
e) Aggregate limits of insurance per project, endorsement CG 2503.
f) The Owner listed as an additional insured, endorsement CG 2010.
g) 30-day notice of cancellation in favor of the Owner, endorsement CG 0205.
h) Waiver of Transfer of Recovery Against Others in Favor of the 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.
8.2.1.5 Builders' Risk Insurance
The Construction Manager 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 the Owner. The 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.
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8.3 BONDS
8.3.1 General
.1 Bonds, when required, shall be executed on forms furnished by or acceptable to the
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 the Construction Manager 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, the Construction Manager
shall within ten (10) days thereafter substitute another bond and surety, both of which
must be acceptable to the 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 the Construction Manager'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 the 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 (10%) of its capital and
surplus. Such a surety must reinsure any obligations over 10 percent(10%).
8.3.2 Performance Bond
.1 If the Contract Amount exceeds $100,000, the Construction Manager shall furnish the
Owner with a Performance Bond in the form set out by the Owner.
.2 If a Performance Bond is required to be furnished, it shall extend for the one (1) year
warranty period.
8.3.3 Payment Bond
.1 If the Contract Amount exceeds $25,000, the Construction Manager shall furnish the
Owner with a Payment Bond in the form set out by the Owner.
8.3.4 Delivery of Required Bonds
.1 The Construction Manager shall deliver the required bonds to the Owner at least three (3)
days before the commencement of any Work at the Project site.
ARTICLE 9
MISCELLANEOUS PROVISIONS
9.1 DISPUTE RESOLUTION
The Owner and the Construction Manager hereby agree that no claims or disputes between the Owner
and the Construction Manager arising out of or relating to the Contract Documents or a breach thereof
shall be decided by any arbitration proceeding including, without limitation, any proceeding under the
Federal Arbitration Act (9 U.S.C. Sections 1-14) or any applicable state arbitration statute, except in the
event the Owner is subject to an arbitration proceeding related to the Project, the Construction Manager
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consents to be joined in the arbitration proceeding if the Construction Manager's presence is required or
requested by the Owner for complete relief to be accorded in the arbitration proceeding.
9.2 OTHER PROVISIONS
9.2.1 Extent of Contract
This Contract, which includes this Agreement and the other documents incorporated herein by reference,
represents the entire and integrated agreement between the Owner and the Construction Manager and
supersedes all prior negotiations, representations or agreements, either written or oral. This Agreement
may be amended only by written instrument signed by both the Owner and Construction Manager. If
anything in any document incorporated into this Agreement is inconsistent with this Agreement, this
Agreement shall govern.
9.2.2 Priority Order
The intent of the Contract Documents is to include all information necessary for the proper execution and
completion of the Work by the Construction Manager. 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 Conditions
General Conditions
Other Bidding or Proposal 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.
9.2.3 Ownership and Use of Documents
The Drawings, Specifications and other documents prepared by the Architect, and copies thereof
furnished to the Construction Manager, are for use solely with respect to this Project. They are not to be
used by the Construction Manager, Subcontractors, Sub-subcontractors or suppliers on other projects, or
for additions to this Project outside the scope of the Work, without the specific written consent of the
Owner and Architect. The Construction Manager, Subcontractors, Sub-subcontractors and suppliers are
granted a limited license to use and reproduce applicable portions of the Drawings, Specifications and
other documents prepared by the Architect appropriate to and for use in the execution of their Work under
the Contract Documents.
9.2.4 Governing Law
This Contract shall be governed by the law of the state where the Project is located, that being Texas, and
venue shall lie in Williamson County, Texas.
9.2.5 Assignment
The Owner and the Construction Manager respectively bind themselves, their partners, successors,
assigns and legal representatives to the other party hereto and to partners, successors, assigns and legal
representatives of such other party in respect to covenants, agreements and obligations contained in the
Contract Documents. Neither party to the Contract shall assign the contract as a whole without written
19
consent of the other. If either party attempts to make such an assignment without such consent, that party
shall nevertheless remain legally responsible for all obligations under the Contract.
ARTICLE 10
TERMINATION OR SUSPENSION
10.1 TERMINATION PRIOR TO ESTABLISHING GUARANTEED MAXIMUM PRICE
10.1.1 Prior to execution by both parties of Amendment No. 1 establishing the Guaranteed Maximum
Price, the Owner may terminate this Contract at any time without cause, and the Construction Manager
may terminate this Contract if the Work is stopped for a period of thirty (30) consecutive days through no
fault of the Construction Manager or Subcontractors, Sub-subcontractors or their agents or employees or
any other persons or entities performing portions of the Work under direct or indirect contract with the
Construction Manager, for any of the following reasons:
.1 issuance of an order of a court or other public authority having jurisdiction which requires
all Work to be stopped;
.2 an act of government, such as a declaration of national emergency which requires all
Work to be stopped; or
.3 because the Architect has not issued a Certificate for Payment and has not notified the
Construction Manager of the reason for withholding certification, or because the Owner
has not made payment on a Certificate for Payment within the time stated in the Contract
Documents.
10.1.2 If the Owner or Construction Manager terminates this Contract pursuant to this paragraph 10.1
after commencement of the Construction Phase, the Construction Manager shall be paid an amount
calculated as follows:
.1 Take the Cost of the Work incurred by the Construction Manager;
.2 Add the Construction Manager's Fee computed upon the Cost of the Work to the date of
termination at the rate stated in paragraph 5.1;
.3 Subtract the aggregate of previous payments made by the Owner on account of the
Construction Phase.
10.1.3 The Owner shall also pay the Construction Manager fair compensation, either by purchase or
rental at the election of the Owner, for any equipment owned by the Construction Manager which the
Owner elects to retain and which is not otherwise included in the Cost of the Work under paragraph
10.1.2.1. To the extent that the Owner elects to take legal assignment of subcontracts and purchase
orders (including rental agreements), the Construction Manager shall, as a condition of receiving the
payments referred to in this Article 10, execute and deliver all such papers and take all such steps,
including the legal assignment of such subcontracts and other contractual rights of the Construction
Manager, as the Owner may require for the purpose of fully vesting in the Owner the rights and benefits of
the Construction Manager under such subcontracts or purchase orders.
10.1.3.1Subcontracts, purchase orders and rental agreement entered into by the Construction Manager
with the Owner's written approval prior to the execution of Amendment No. 1 shall contain provisions
permitting assignment to the Owner as described above. If the Owner accepts such assignment, the
Owner shall reimburse or indemnify the Construction Manager with respect to all costs arising under the
subcontract, purchase order or rental agreement except those which would not have been reimbursable
as Cost of the Work if the contract had not been terminated. If the Owner elects not to accept the
assignment of any subcontract, purchase order or rental agreement which would have constituted a Cost
20
of the Work had this agreement not been terminated, the Construction Manager shall terminate such
subcontract, purchase order or rental agreement and the Owner shall pay the Construction Manager the
costs necessarily incurred by the Construction Manager by reason of such termination.
10.2 TERMINATION SUBSEQUENT TO ESTABLISHING GUARANTEED MAXIMUM PRICE
Subsequent to execution by both parties of Amendment No. 1, the Contract may be terminated as follows:
The Owner may terminate this Contract at any time without cause. The Construction Manager may
terminate the Contract if, through no act or fault of the Construction Manager of a Subcontractor, Sub-
subcontractor or their agents or employees or any other persons or entities performing portions of the
Work under direct or indirect contract with the Construction Manager, repeated suspensions, delays or
interruptions of the entire Work by the Owner constitutes in the aggregate more than one hundred percent
(100%) of the total number of days scheduled for completion, or 120 days in any 365-day period,
whichever is less; or if the Owner fails to pay the Construction Manager as required by this Agreement and
the associated Contract Documents.
10.2.1 In the event of such termination by the Owner, the amount payable to the Construction Manager
shall not exceed the amount the Construction Manager would have been entitled to receive pursuant to
paragraphs 10.1.1 and 10.1.2 of this Agreement.
10.2.2 In the event of such termination by the Construction Manager, the amount to be paid to the
Construction Manager shall not exceed the amount the Construction Manager would be entitled to receive
under paragraphs 10.1.1 or 10.1.2 above, except that the Construction Manager's Fee shall be calculated
• as if the Work had been fully completed by the Construction Manager, including a reasonable estimate of •
the Cost of the Work for Work not actually completed.
10.3 SUSPENSION
10.3.1 The Owner may, without cause, order the Construction Manager in writing to suspend, delay, or
interrupt the Work in whole or in part for such period of time as the Owner may determine.
10.3.2 The Contract Sum shall be adjusted for increases in the cost caused by suspension, delay or
interruption as described in paragraph 10.2.1. Adjustments to the Contract Sum shall include profit. No
adjustment shall be made to the extent:
.1 that performance is, was, or would have been so suspended, delayed, or interrupted by
another cause for which the Construction Manager is responsible; or
.2 that an equitable adjustment is made or denied under another provision of the Contract.
10.3.3 If the Work is so suspended by the Owner as described in this paragraph 10.3, then and in that
case the Guaranteed Maximum Price, if established, shall be increased as provided in paragraph 10.3.2
except that the term "cost of performance of the Contract" shall be understood to mean the Cost of the
Work and the term "profit" shall be understood to mean the Construction Manager's Fee as described in
paragraph 5.1.1 of this Agreement.
ARTICLE 11
LIQUIDATED DAMAGES
11.1 CONSTRUCTION MANAGER SHALL PAY LIQUIDATED DAMAGES IN THE AMOUNT OF
$1,000.00 PER DAY FOR EACH DAY BEYOND THE DATE ESTABLISHED THEREFOR
THAT THE CONSTRUCTION MANAGER FAILS TO ACHIEVE SUBSTANTIAL
COMPLETION, AND/OR FOR EACH DAY OWNER IS UNABLE TO UTILIZE THE
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IMPROVEMENTS AND FACILITIES DUE TO THE FAILURE OF CONSTRUCTION
MANAGER TO HAVE ACHIEVED SUBSTANTIAL COMPLETION IN ACCORDANCE WITH
THE CONTRACT.
11.2 Time is of the essence in this Agreement. Therefore, if the Construction Manager fails to achieve
Substantial Completion of the Work (or any portion of the Work) on or before June 1, 2017, this being the
date specified for Substantial Completion in the Agreement, then and in that event the Construction
Manager shall pay to the Owner, as liquidated damages, the sums specified herein, per day, for each
calendar day or portion of a day that Substantial Completion is delayed after the date specified for
Substantial Completion, due to failure of the Construction Manager to have achieved Substantial
Completion in accordance with the Contract Documents. It is hereby agreed by the parties that the
liquidated damages to which the Owner is entitled hereunder are a reasonable forecast of just
compensation for the harm that would be caused by the Construction Manager's failure to achieve
Substantial Completion of the Work (or any portion of the Work) on or before Substantial Completion
Date. It is hereby agreed by the parties 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.
11.3 It is hereby agreed by the parties that if Substantial Completion of the Work (or any part of the
Work) is not achieved on or before thirty(30) days after June 1, 2017, this being the date specified for
Substantial Completion in the Agreement, then and in that event the harm that would be caused to the
Owner cannot be reasonably forecast because it would include business disruption to the Owner in
addition to loss of expected use of the Project areas, provision of alternative storage facilities and
rescheduling of moving and occupancy dates. Thus, at the Owner's option and in the Owner's sole
discretion, the liquidated damages set forth herein may cease to be assessed under the Contract
Documents after thirty (30) days after the date specified for Substantial Completion, and the Owner may
choose thereafter to rely on its remedies under the Contract Documents and at law and in equity, including
without limitation the recovery of actual damages.
ARTICLE 12
WARRANTIES
12.1 The warranty provided herein shall be in addition to and not in limitation of any other warranty or
remedy required by law or by the Contract Documents, and such warranty shall be interpreted to require
the Construction Manager to replace defective materials and equipment and re-execute defective Work
which is disclosed to the Construction Manager by the Owner within a period of one (1) year after Final
Acceptance of the entire Work or within a longer warranty time if such is specifically called for in the
Specifications or as otherwise provided by law. In each instance where the Construction Manager
becomes obligated to correct defective Work the one (1) year warranty period specified shall automatically
be renewed and recommenced, beginning when such correction is completed as to the Work corrected,
so that the Construction Manager's warranty obligations remain in effect as to each portion of the Work
until each portion of the Work has functioned properly for an entire year.
12.1.1 The Construction Manager shall issue in writing to the Owner, as a condition precedent to final
payment, a "General Warranty" reflecting the terms and conditions for all Work under the Contract
Documents. This "General Warranty" shall be assignable only with the approval of the Construction
Manager,which approval shall not be unreasonably withheld.
12.1.2 Except when a longer warranty time is specifically called for in the Specifications or as otherwise
provided by law, the Construction Manager shall warrant for a period of twelve (12) months from Final
Acceptance that the buildings shall be watertight and leakproof at every point and in every area, except
where leaks can be attributed to damage to the buildings by external forces beyond the Construction
22
Manager's control. The Construction Manager shall, immediately upon notification by the Owner of water
penetration, determine the source of water penetration and, at its own expense, do any work necessary to
make the buildings watertight. The Construction Manager shall also, at its own expense, repair or replace
any other damaged materials, finishes, and furnishings damaged as a result of this water penetration, to
return the buildings to their original condition.
12.1.3 Except when a longer warranty time is specifically called for in the Specifications or as otherwise
provided by law, the "General Warranty" shall be for twelve (12) months from Final Acceptance and shall
be in form and content otherwise satisfactory to the Owner.
12.1.4 Warranties shall become effective on a date established by the Owner and the Architect in
accordance with the Contract Documents. This date shall be the date of Final Acceptance of the entire
Work.
ARTICLE 13
OTHER CONDITIONS
13.1 Upon Substantial Completion of the Work, the Owner, Architect and Construction Manager shall
walk the Project and prepare a "punch list" which will describe all of the items to be performed by the
Construction Manager to bring the Project to full completion. When the Construction Manager performs
these to the Owner's satisfaction, the Project shall be deemed to be one hundred percent (100%)
completed.
13.1.1 For all items which appear on the "punch list,"the cost of remedying or repairing same shall be
considered a Cost of the Work as defined in the Contract Documents, unless repairs are due to the
negligence of the Construction Manager.
13.2 If the Construction Manager's work has been completed, but a Certificate of Occupancy is not
issued because of administrative delay on the part of the appropriate building authority, or because of the
work of separate contractors at the Project site in the employ of the Owner, or for any reason beyond the
control of the Construction Manager, then the final payment will be made to the Construction Manager,
provided that other requirements herein for final payment have been met.
13.3 The Construction Manager will protect the Work, materials and equipment on the Project site
and will not damage or unduly interfere with the work, materials or equipment of others. The Construction
Manager will not repair or replace, except for reasonable compensation, any of its work or installations
damaged directly or indirectly through, by, or as a result of items listed in warranty provisions of the
General Conditions and any of the following:
.1 Defective design or material supplied by the Owner, or the Owner's separate contractor or
supplier.
.2 Any defect in materials or work, or defects caused by materials or work supplied by
anyone other than the Construction Manager, its subcontractors, or its agents.
.3 Damage to any items by the Owner or occupant during move-in, including but not limited
to cabinets, appliances, countertops, drywall/plaster surfaces, floor/wall coverings, paint,
plumbing fixtures, faucets, window glass, mirrors, electrical fixtures, and ceramic tile.
13.4 There is only one Guaranteed Maximum Price (GMP) provided by this Agreement. The
amounts of the individual line items are not guaranteed. The final cost of any particular line item may be
23
more or may be less than the estimate. The Construction Manager does, however, guarantee to perform
all of the Work required by the Contract Documents within the GMP, and within the stated Contract Time
THIS AGREEMENT is entered into as of the latest date of the signatories indicated at the
conclusion of this document and all attachments.
OWNER:
CITY OF ROUND ROCK, TEXAS
By:
Alan McGraw, Mayor
Date:
FOR CITY,ATTEST:
By:
Sara L. White, City Clerk
FOR CITY,APPROVED AS TO FORM:
By:
Stephan L. Sheets, City Attorney
CONSTRUCTION MANAGER AT RISK:
CHASCO CONSTRUCTORS, LTD., L.L.P.
By:
Charles L. Glace, Jr., President
Date:
24
00700 GENERAL CONDITIONS
City of Round Rock Contract Forms
General Conditions Section 00700
TABLE OF CONTENTS OF GENERAL CONDITIONS
Article Page
Number& Title Number
1. DEFINITIONS 2
2. PRELIMINARY MATTERS 5
3. CONTRACT DOCUMENTS: INTENT,AMENDING, REUSE 7
4. AVAILABILITY OF LANDS; SUBSURFACE AND PHYSICAL
CONDITIONS; REFERENCE POINTS 8
5. BONDS AND INSURANCE 10
6. CONTRACTOR'S RESPONSIBILITIES 15
7. OTHER WORK 23
8. OWNER'S RESPONSIBILITIES 23
9. ENGINEER/ARCHITECT'S STATUS DURING CONSTRUCTION 24
10. CHANGES IN THE WORK 25
11. CHANGE OF CONTRACT AMOUNT 26
12. CHANGE OF CONTRACT TIMES 29
13. TESTS AND INSPECTIONS;AND CORRECTION
OR REMOVAL OF DEFECTIVE WORK 30
14. PAYMENTS TO CONTRACTOR AND COMPLETION 32
15. SUSPENSION OF WORK AND TERMINATION 36
16. DISPUTE RESOLUTION 38
17 RIGHT TO AUDIT 39
18. MISCELLANEOUS 40
00700 7-2009 Page 1 General Conditions
00162837
GENERAL CONDITIONS
ARTICLE 1 -DEFINITIONS
Whenever used in these General Conditions or in the other Contract Documents the following terms have the
meanings indicated which are applicable to both the singular and plural thereof:
1.1 Addenda - Written or graphic instruments issued prior to the receipt of Proposals or the opening of Bids
that clarify, correct or change the proposal or bidding requirements or the Contract Documents.
1.2 Agreement- Prescribed form, referenced as Section 00500.
1.3 Alternative Dispute Resolution -The process by which a disputed Claim may be settled if the OWNER and
the CONTRACTOR cannot reach an agreement between themselves, as an alternative to litigation.
1.4 Bid - Proposal of bidder on prescribed forms setting forth prices for performing the Work described in the
Contract Documents.
1.5 Bid Documents - The advertisement or invitation for bids, instructions to bidders, the bid form, the
Contract Documents and Addenda.
1.6 Calendar Day-Any day of the week; no days being excepted. Work on Saturdays, Sundays, and/or Legal
Holidays shall only be conducted with prior express written consent of the OWNER.
1.7 Change Directive-A written directive to the CONTRACTOR, signed by the OWNER, ordering a change in
the Work and stating a proposed basis for adjustment, if any, in the Contract Amount or Contract Time, or both. A
Change Directive may be used in the absence of total agreement on the terms of a Change Order. A Change
Directive does not change the Contract Amount or Contract Time, but is evidence that the parties expect that the
change directed or documented by a Change Directive will be incorporated in a subsequently issued Change
Order.
1.8 Change Orders - Written agreements entered into between the CONTRACTOR and the OWNER
authorizing an addition, deletion, or revision to the Contract, issued on or after the Execution Date of the
Agreement and within the Contract term.
1.9 Claim - A written demand seeking, as a matter of right, adjustment or interpretation of Contract terms,
payment of money, extension of time or other relief with respect to the terms of the Contract.
1.10 Contract - The Contract represents the entire and integrated agreement between the OWNER and the
CONTRACTOR for performance of the Work, as evidenced by the Contract Documents.
1.11 Contract Amount-The amount payable by the OWNER to the CONTRACTOR for completion of the Work
in accordance with the Contract Documents.
1.12 Contract Documents — Invitation to Bid, Instructions to Bidders, General Conditions, Supplemental
General Conditions, Special Conditions, Technical Specifications, Project Manual, Drawings, Addenda and
Change Orders.
1.13 Contract Time - The number of days allowed for completion of the Work as defined by the Contract.
When any period is referred to in days, it will be computed to exclude the first and include the last day of such
period. A day of twenty-four(24) hours measured from midnight to the next midnight will constitute a day.
1.14 CONTRACTOR - The individual, firm, corporation, or other business entity with whom the OWNER has
entered into the Contract.
00700 7-2009 Page 2 General Conditions
1.15 Drawings - Those portions of the Contract Documents which are graphic representations of the scope,
extent and character of the Work to be furnished and performed by the CONTRACTOR and which have been
approved by the OWNER. Drawings may include plans, elevations, sections, details, schedules and diagrams.
Shop Drawings are not Drawings as so defined.
1.16 Engineer/Architect (E/A) -The OWNER's design professional identified as such in the Contract. The titles
of "Architect/Engineer," "Architect" and "Engineer" used in the Contract Documents shall be read the same as
Engineer/Architect (E/A). Nothing contained in the Contract Documents shall create any contractual or agency
relationship between E/A and the CONTRACTOR.
1.17 Equal-The terms"equal" or"approved equal" shall have the same meaning.
1.18 Execution Date- Date of last signature of the parties to the Agreement.
1.19 Field Order - A written order issued by Owner's Representative which orders minor changes in the Work
and which does not involve a change in the Contract Amount or the Contract Time.
1.20 Final Acceptance— The stage in the Contract process when, in the OWNER's opinion, Final Completion
of the Work has been attained and a Certificate of Acceptance approved by the OWNER is issued.
1.21 Final Completion -The stage in the progress of the Work when, in the OWNER's opinion,the entire Work
has been completed, the CONTRACTOR's obligations under the Contract Documents have been fulfilled, and the
OWNER is processing or has made final payment to the CONTRACTOR, as evidenced by a Certificate of
Acceptance approved by the OWNER.
1.22 Inspector-The authorized representative of any regulatory agency that has jurisdiction over any portion of
the Work.
1.23 Legal Holidays
1.23.1 The following are recognized by the OWNER:
Holiday Date Observed
New Year's Day January 1
Martin Luther King, Jr.'s Third Monday
Birthday in January
President's Day Third Monday
in February
Memorial Day Last Monday
in May
Independence Day July 4
Labor Day First Monday
in September
Veteran's Day November 11
Thanksgiving Day Fourth Thursday
in November
Friday after Friday after
Thanksgiving Thanksgiving
Christmas Eve December 24
00700 7-2009 Page 3 General Conditions
Christmas Day December 25
1.23.2 If a Legal Holiday falls on Saturday, it will be observed on the preceding Friday. If a Legal Holiday falls on
Sunday, it will be observed on the following Monday.
1.23.3 If Christmas Eve falls on a Saturday or a Sunday, the preceding Friday is observed as the Christmas Eve
holiday.
1.23.4 If Christmas Day falls on a Saturday or a Sunday, the following Monday is observed as the Christmas Day
holiday.
1.24 Milestones - A significant event specified in the Contract Documents relating to an intermediate
completion date or time prior to Substantial Completion of all the Work.
1.25 Notice to Proceed -A Written Notice given by the OWNER to the CONTRACTOR fixing the date on which
the Contract Times will commence to run and on which the CONTRACTOR shall start to perform the
CONTRACTOR's obligations under the Contract Documents.
1.26 OWNER — The City of Round Rock, Texas, a municipal corporation, home-rule city and political
subdivision organized and existing under the laws of the State of Texas, acting through the City Manager or
his/her designee, officers, agents or employees to administer design and construction of the Project.
1.27 Owner's Representative-The designated representative of the OWNER.
1.28 Partial Occupancy or Use - Use by the OWNER of a partially completed part of the Work for the purpose
for which it is intended (or a related purpose) prior to Substantial Completion of all the Work.
1.29 Project - The total construction of which the Work to be provided under the Contract Documents may be
the whole, or a part, as indicated elsewhere in the Contract Documents.
1.30 Project Manual - That portion of the Contract Documents which may include the following: introductory
information; bidding requirements, Contract forms and General and Supplemental General Conditions; General
Requirements; Specifications; Drawings; Project Safety Manual; and Addenda.
1.31 Proposal — Proposal of Offeror, under Local Government Code §271.113 providing for alternative project
delivery methods, on prescribed forms setting forth prices for performing the Work described in the Contract
Documents.
1.32 Proposal Documents—The advertisement or invitation for Proposals, Instruction to Offerors, the Proposal
form, the Contract Documents and Addenda.
1.33 Resident Project Representative - The authorized representative of E/A who may be assigned to the site
or any part thereof.
1.34 Shop Drawings - All drawings, diagrams, illustrations, schedules and other data or information which are
specifically prepared or assembled by or for the CONTRACTOR and submitted by the CONTRACTOR as required
by the Contract Documents.
1.35 Specifications - Those portions of the Contract Documents consisting of written technical descriptions as
applied to the Work, which set forth to the CONTRACTOR, in detail, the requirements which must be met by all
materials, equipment, construction systems, standards, workmanship, equipment and services in order to render a
completed and useful project.
1.36 Substantial Completion - The stage in the progress of the Work when the Work, or designated portions
thereof, may still require minor modifications or adjustments but, in the OWNER's opinion, the Work has
progressed to the point such that all parts of the Work under consideration are fully operational, as evidenced by a
Certificate of Substantial Completion approved by the OWNER.
00700 7-2009 Page 4 General Conditions
1.37 Subcontractor-An individual, firm, or corporation having a direct contract with the CONTRACTOR for the
performance of a part of the Work.
1.38 Sub-subcontractor - A person or entity who has a direct or indirect contract with a Subcontractor to
perform a portion of the Work.
1.39 Superintendent - The representative of the CONTRACTOR authorized in writing to receive and fulfill
instructions from Owner's Representative, and who shall supervise and direct construction of the Work.
1.40 Supplemental General Conditions-The part of the Contract Documents which either amends or
supplements the General Conditions. All General Conditions which are not so amended or so supplemented shall
be considered as remaining in full force and effect.
1.41 Supplier - An individual or entity having a direct contract with the CONTRACTOR or with any
Subcontractor to furnish materials or equipment to be incorporated in the Work by the CONTRACTOR or any
Subcontractor.
1.42 Time Extension Request-An approved request for time extension on a form acceptable to the OWNER.
1.43 Work - The entire completed construction, or the various separately identifiable parts thereof, required to
be furnished under the Contract Documents.
1.44 Working Day - Any day of the week, not including Saturdays, Sundays, or Legal Holidays, in which
conditions not under the CONTRACTOR's control will permit work for at least seven (7) hours of the Working
Times. Upon authorization by the Owner's Representative, work on Saturdays, Sundays and/or Legal Holidays
may be allowed and in that event a Working Day will be counted for each such day.
1.45 Working Times — Times of day(s) during which work may be performed. Unless authorized by Owner's
Representative, all Work shall be performed between 7:00 a.m. and 6:00 p.m. on weekdays and, if previously
authorized as provided for in paragraph 1.44 or paragraph 1.6 herein, as applicable, between 9:00 a.m. and 6:00
p.m. on Saturdays, Sundays or Legal Holidays. When the CONTRACTOR has been authorized to perform Work
during hours outside Working Times, such hours shall be considered time worked on Working Day contracts.
Notwithstanding the preceding, emergency work may be done without prior permission only as provided in
paragraph 6.11.5 herein.
1.46 Written Notice - Written communication between the OWNER and the CONTRACTOR. Written Notice
shall be deemed to have been duly served if delivered in person to Owner's Representative or to the
CONTRACTOR's duly authorized representative, or if such Written Notice is delivered to or sent by registered or
certified mail to the attention of Owner's Representative or to the CONTRACTOR's duly authorized representative
at the last business address known to the party giving notice.
ARTICLE 2 - PRELIMINARY MATTERS
2.1 Delivery of Agreement, Bonds, Insurance,
and Other Documentation:
Within ten (10) Calendar Days after written notification of award of Contract, the CONTRACTOR shall deliver to
the OWNER signed Agreement, Bond(s), Insurance Certificate(s) and other documentation required for execution
of the Contract.
2.2 Copies of Documents:
The OWNER shall furnish to the CONTRACTOR two (2) copies of the Contract Documents unless otherwise
specified. Additional copies will be furnished, upon request, at the cost specified in the Supplemental General
Conditions.
00700 7-2009 Page 5 General Conditions
2.3 Commencement of Contract Times; Notice to Proceed:
The Contract Time(s) will begin to run on the day indicated in the Notice to Proceed. Notice to Proceed will be
given at any time within sixty (60) Calendar Days after the Execution Date of the Agreement, unless extended by
written agreement of the parties.
2.4 Before Starting Construction:
2.4.1 No Work shall be done at the site prior to the preconstruction conference without the OWNER's approval.
Before undertaking each part of the Work, the CONTRACTOR shall carefully study and compare the Contract
Documents and check and verify pertinent figures shown thereon and all applicable field measurements. The
CONTRACTOR shall promptly report in writing to Owner's Representative any conflict, error, ambiguity or
discrepancy which the CONTRACTOR may discover and shall obtain a written interpretation or clarification from
Owner's Representative before proceeding with any Work affected thereby. The CONTRACTOR shall be liable to
the OWNER for failure to report any conflict, error, ambiguity or discrepancy in the Contract Documents of which
the CONTRACTOR knew or reasonably should have known.
2.4.2 The CONTRACTOR shall submit the following to Owner's Representative for review and approval no later
than the preconstruction conference:
.1 a preliminary progress schedule indicating the times (number of days or dates) for starting and
completing the various stages of the Work, including any Milestones specified in the Contract
Documents, identifying when all Subcontractors will be utilized, and taking into consideration any
limitations on Working Hours;
.2 a preliminary schedule of Shop Drawing and sample submittals;
.3 a preliminary schedule of values for all of the Work, subdivided into component parts in sufficient
detail to serve as the basis for progress payments during construction. Such prices will include an
appropriate amount of overhead and profit applicable to each item of Work;
.4 a letter designating CONTRACTOR's Superintendent;
.5 a letter from the CONTRACTOR and Subcontractor(s) listing any salaried specialists;
.6 if applicable, a letter designating the "Competent Person(s)" on general safety and trench safety
measures;
.7 if applicable, a trench safety system plan;
.8 if applicable, a plan illustrating proposed locations of temporary facilities;
.9 if applicable, a traffic control plan;
.10 a completed Non-Use of Asbestos Affidavit(Prior to Construction); and
.11 if applicable, a letter designating the Texas Registered Professional Land Surveyor for layout of the
Work.
2.5 Preconstruction Conference:
Prior to commencement of Work at the site, a preconstruction conference attended by the CONTRACTOR,
Owner's Representative and others will be held.
00700 7-2009 Page 6 General Conditions
2.6 Initially Acceptable Schedules:
Unless otherwise provided in the Contract Documents, the CONTRACTOR shall obtain approval of Owner's
Representative on final versions of the schedules submitted in accordance with paragraph 2.4.2 before the first
progress payment will be made to the CONTRACTOR. The progress schedule must provide for an orderly
progression of the Work to completion within any specified Milestones and Contract Times. Acceptance of the
schedule by Owner's Representative will neither impose on Owner's Representative responsibility for the
sequencing, scheduling or progress of the Work nor interfere with or relieve the CONTRACTOR from the
CONTRACTOR's full responsibility therefor. The CONTRACTOR's schedule of Shop Drawings and sample
submissions must provide an arrangement agreeable to the parties for reviewing and processing the required
submittals.
ARTICLE 3 -CONTRACT DOCUMENTS: INTENT,AMENDING, REUSE
3.1 Intent:
3.1.1 The intent of the Contract Documents is to include all information necessary for the proper execution and
completion of the Work by the CONTRACTOR. The Contract Documents are complementary, and what is
required by one shall be as binding as if required by all. In cases of disagreement, the following order of
precedence shall govern (top item receiving priority of interpretation):
Signed Agreement
Addenda to the Contract Documents
Special Conditions
Supplemental General.Conditions
General Conditions
Other Bidding Requirements and Contract Forms
Special Provisions to the Standard Technical Specifications
Special Specifications
Standard Technical Specifications
Drawings (figured dimensions shall govern over scaled dimensions)
Project Safety manual, if applicable
3.1.2 Unless otherwise stated in the Contract Documents, words which have well-known technical or
construction industry meanings are used in the Contract Documents in accordance with such recognized
meanings.
3.2 Reporting and Resolving Discrepancies:
If, during the performance of the Work, the CONTRACTOR discovers any conflict, error, ambiguity or discrepancy
within the Contract Documents or between the Contract Documents and any provisions of any such law or
regulation applicable to the performance of the Work or of any such standard, specification, manual or code or
instructions of any Supplier, the CONTRACTOR shall immediately report it to Owner's Representative in writing,
and the CONTRACTOR shall not proceed with the Work affected thereby until an amendment or supplement to
the Contract Documents has been issued by one of the methods indicated in paragraph 3.3.1 or paragraph 3.3.2.
The CONTRACTOR shall be liable to the OWNER for failure to report any such conflict, error, ambiguity or
discrepancy of which the CONTRACTOR knew or reasonably should have known.
3.3 Amending and Supplementing Contract Documents:
3.3.1 The Contract Documents may be amended to provide for additions, deletions and revisions in the Work or
to modify the terms and conditions thereof in one or more of the following ways:
.1 Change Order.
.2 Change Directive.
00700 7-2009 Page 7 General Conditions
.3 Time Extension Request.
3.3.2 In addition, the requirements of the Contract Documents may be supplemented, and minor variations and
deviations in the Work may be authorized, in one or more of the following ways:
.1 Field Order.
.2 Review of a Shop Drawing or sample.
.3 Written interpretation or clarification.
3.4 Reuse of Documents Prohibited:
The CONTRACTOR and any Subcontractor or Supplier or other person or organization performing or furnishing
any of the Work under a direct or indirect contract with the OWNER: (i) shall not have or acquire any title to or
ownership rights in any of the Drawings, Specifications or other documents (or copies of any thereof) prepared by
or bearing the seal of E/A or E/A's consultants, and (ii) shall not reuse any of such Drawings, Specifications, other
documents or copies on extensions of the Project or any other project without written consent of the OWNER and
E/A.
ARTICLE 4 - AVAILABILITY OF LANDS; SUBSURFACE AND PHYSICAL CONDITIONS; REFERENCE
POINTS
4.1 Availability of Lands:
•
The OWNER shall furnish, as indicated in the Contract Documents, all required rights to use the lands upon which
the Work is to be performed, rights-of-way and easements for access thereto, and such other lands which are
designated for the use of the CONTRACTOR. The OWNER shall identify any encumbrances or restrictions not of
general application but specifically related to use of lands so furnished with which the CONTRACTOR will have to
comply in performing the Work. Easements for permanent structures or permanent changes in existing facilities
will be obtained and paid for by the OWNER, unless otherwise provided in the Contract Documents. If the
OWNER fails to furnish these lands, rights-of-way or easements in a timely manner, the CONTRACTOR may
make a Claim for adjustments in the Contract Times. The CONTRACTOR shall provide for all additional lands
and access thereto that may be required for temporary construction facilities or storage of materials and
equipment.
4.2 Subsurface and Physical Conditions:
4.2.1 The CONTRACTOR hereby covenants that it has examined the site of the proposed Work and is familiar
with all of the conditions surrounding construction of the Project, having conducted all inquiries, tests and
investigations deemed necessary and proper.
4.2.2 If conditions are encountered at the site which are (1) subsurface or otherwise concealed physical
conditions that differ materially from those indicated in the Contract Documents or(2) unknown physical conditions
of an unusual nature, that differ materially from those normally encountered in the type of work being performed
under this Contract, then notice by the observing party shall be given to the other party promptly before conditions
are disturbed and in no event later than seven (7) calendar days after first observance of the conditions. Owner's
Representative will promptly investigate such conditions with E/A and, if they differ materially and cause an
increase or decrease in the CONTRACTOR's cost of, or time required for, performance of any part of the Work,
will recommend an equitable adjustment in the Contract Amount or Contract Time, or both. If Owner's
Representative determines that the conditions at the site are not materially different from those indicated in the
Contract Documents and that no change in the terms of the Contract is justified, the CONTRACTOR shall be
notified in writing, stating the reasons. Any disputes arising from Owner's Representative's determination shall be
resolved in accordance with Article 16.
4.2.3 Notwithstanding any other provision of this Contract, the CONTRACTOR shall be solely responsible for
the location and protection of any and all public lines and utility customer service lines in the Work area. For the
00700 7-2009 Page 8 General Conditions
purposes of this section, "public lines" means the utility distribution and supply system within public rights-of-way
or easements, and "utility customer service lines" (service) means any utility line connecting a utility customer to
the utility distribution system. Generally, existing service connections within right-of-way or easements are not
shown on the Drawings. The CONTRACTOR shall notify the OWNER and "One Call" and exercise due care to
locate and to mark, uncover or otherwise protect all such lines in the construction zone and any of the
CONTRACTOR's work or storage areas. The CONTRACTOR's obligation hereunder shall be primary and
nondelegable. The CONTRACTOR shall indemnify or reimburse such expenses or costs (including fines that may
be levied against the OWNER) that may result from unauthorized or accidental damage to all public lines and
utility customer service lines in the Work area. The OWNER reserves the right to repair such damage the
CONTRACTOR may cause, at the CONTRACTOR's expense.
4.2.4 The CONTRACTOR shall take reasonable precaution to avoid disturbing primitive records and antiquities
of archaeological, paleontological or historical significance. No objects of this nature shall be disturbed without
written permission of the OWNER and the Texas Department of Antiquities Protection. When such objects are
uncovered unexpectedly, the CONTRACTOR shall stop all Work in close proximity and notify Owner's
Representative and the Texas Department of Antiquities Protection of their presence and shall not disturb them
until written permission and permit to do so is granted. All primitive rights and antiquities uncovered on the
OWNER's property shall remain property of the State of Texas, the Texas Department of Antiquities Protection
conforming to the Texas Natural Resources Code. If it is determined by the OWNER, in consultation with the
Texas Department of Antiquities Protection, that exploration or excavation of primitive records or antiquities on
Project site is necessary to avoid loss, the CONTRACTOR shall cooperate in salvage work attendant to
preservation. If the Work stoppage or salvage work causes an increase in the CONTRACTOR's cost of, or time
required for, performance of the Work, the Contract Amount and/or Contract Time may be equitably adjusted.
4.3 Reference Points:
Unless otherwise specified, the OWNER will furnish all reference points, benchmarks, survey monuments, and
control points which, in the OWNER's opinion, are suitable for laying out the Work. Such benchmarks and
reference points will be placed at intervals not to exceed 1,500 feet.
All reference points, benchmarks, survey monuments and control points shall be carefully preserved by the
CONTRACTOR by use of flags, laths or other appropriate measures and, in case of destruction or removal by the
CONTRACTOR or its employees, such reference points, benchmarks, survey monuments, and control points shall
be replaced by a Registered Professional Land Surveyor at the CONTRACTOR's expense. When reference
points, benchmarks, survey monuments, or control points are in conflict with the Work, then reestablishment will
be the OWNER's responsibility during or upon completion of the Work.
4.4 Hazardous Materials:
4.4.1 The OWNER shall be responsible for any hazardous material uncovered or revealed at the site which was
not shown, indicated or identified in the Contract Documents to be within the scope of the Work and which may
present a substantial danger to persons or property exposed thereto in connection with the Work at the site. The
CONTRACTOR shall immediately notify Owner's Representative of any suspected hazardous materials
encountered before or during performance of the Work and shall take all necessary precautions to avoid further
disturbance of the materials.
4.4.2 The CONTRACTOR shall be responsible for any hazardous materials brought to the site by the
CONTRACTOR, Subcontractor, Suppliers or anyone else for whom the CONTRACTOR is responsible.
4.4.3 No asbestos-containing materials shall be incorporated into the Work or brought on the Project site
without prior approval of the OWNER.
00700 7-2009 Page 9 General Conditions
ARTICLE 5 - BONDS AND INSURANCE
5.1 Surety and Insurance Companies:
All bonds and insurance required by the Contract Documents shall be obtained from solvent surety or insurance
companies that are duly licensed by the State of Texas and authorized to issue bonds or insurance policies for the
limits and coverages required by the Contract Documents. The bonds shall be in a form acceptable to the
OWNER and shall be issued by a surety which complies with the requirements of Art. 7.19-1, Texas Insurance
Code (1997) and which is otherwise acceptable to the OWNER.
OWNER may require the surety to obtain reinsurance for any portion of the risk that exceeds 10% of the surety's
capital and surplus. For bonds exceeding $100,000, the surety must also hold a certificate of authority from the
U.S. Secretary of the Treasury or have obtained reinsurance from a reinsurer that is authorized as a reinsurer in
Texas and holds a certificate of authority from the U.S. Secretary of the Treasury.
5.2 Workers' Compensation Insurance Coverage:
5.2.1 Definitions:
.1 Certificate of coverage ("certificate") - A copy of a certificate of insurance, a certificate of authority to
self-insure issued by the commission, or a coverage agreement showing statutory workers'
compensation insurance coverage for the person's or entity's employees providing services on the
Project, for the duration of the Project.
.2 Duration of the Project - includes the time from the beginning of the Work on the Project until the
CONTRACTOR's/person's Work on the Project has been completed and accepted by the OWNER.
.3 Persons providing services on the Project ("subcontractor" herein) - includes all persons or entities
performing all or part of the services the CONTRACTOR has undertaken to perform on the Project,
regardless of whether that person contracted directly with the CONTRACTOR and regardless of
whether that person has employees. This includes, by way of illustration and not of limitation,
independent contractors, Subcontractors, leasing companies, motor carriers, owner-operators,
employees of any such entity, or employees of any entity which furnishes persons to provide services
on the Project. "Services" include, without limitation, providing, hauling, or delivering equipment or
materials, or providing labor, transportation, or other service related to a project. "Services" does not
include activities unrelated to the Project, such as food/beverage vendors, office supply deliveries, and
delivery of portable toilets.
5.2.2 The CONTRACTOR shall provide coverage, based on proper reporting of classification codes and payroll
amounts and filing of any coverage agreements, which meets the statutory requirements of Texas Labor Code,
Section 401.011(44) for all employees of the CONTRACTOR providing services on the Project, for the duration of
the Project.
5.2.3 The OWNER will not execute the Contract prior to the CONTRACTOR providing all required certificates of
coverage.
5.2.4 If the coverage period shown on the CONTRACTOR's current certificate of coverage ends during the
duration of the Project, the CONTRACTOR must, prior to the end of the coverage period, file a new certificate of
coverage with the OWNER showing that coverage has been extended.
5.2.5 The CONTRACTOR shall obtain from each person providing services on the Project, and provide to the
OWNER:
.1 a certificate of coverage, prior to that person beginning Work on the Project, so the OWNER will have
on file certificates of coverage showing coverage for all persons providing services on the Project; and
.2 no later than seven (7) days after receipt by the CONTRACTOR, a new certificate of coverage
showing extension of coverage, if the coverage period shown on the current certificate of coverage
ends during the duration of the Project.
00700 7-2009 Page 10 General Conditions
5.2.6 The CONTRACTOR shall retain all required certificates of coverage for the duration of the Project and for
one (1) year thereafter.
5.2.7 The CONTRACTOR shall notify the OWNER in writing by certified mail or personal delivery within ten (10)
days after the CONTRACTOR knew or should have known of any change that materially affects the provision of
coverage of any person providing services on the Project.
5.2.8 The CONTRACTOR shall post at its office or on each Project site a notice, in the text, form and manner
prescribed by the Texas Workers' Compensation Commission, informing all persons providing services on the
Project that they are required to be covered, and stating how a person may verify coverage and report lack of
coverage.
5.2.9 The CONTRACTOR shall contractually require each person with whom it contracts to provide services on
a Project to:
.1 provide coverage, based on proper reporting of classification codes and payroll amounts and filing of
any coverage agreements, which meets the statutory requirements of Texas Labor Code, Section
401.011(44)for all of its employees providing services on the Project, for the duration of the Project;
.2 provide to the CONTRACTOR, prior to that person beginning Work on the Project, a certificate of
coverage showing that coverage is being provided for all employees of the person providing services
on the Project, for the duration of the Project;
.3 provide the CONTRACTOR, prior to the end of the coverage period, a new certificate of coverage
showing extension of coverage, if the coverage period shown on the current certificate of coverage
ends during the duration of the Project;
.4 obtain from each other person with whom it contracts, and provide to the CONTRACTOR:
a) a certificate of coverage, prior to the other person beginning Work on the Project; and
b) a new certificate of coverage showing extension of coverage, prior to the end of the coverage
period, if the coverage period shown on the current certificate of coverage ends during the
duration of the Project;
.5 retain all required certificates of coverage on file for the duration of the Project and for one (1) year
thereafter;
.6 notify the OWNER in writing by certified mail or personal delivery within ten (10) days after the person
knew or should have known of any change that materially affects the provision of coverage of any
person providing services on the Project; and
.7 contractually require each person with whom it contracts, to perform as required by paragraphs
5.2.9.1 - 5.2.9.7, with the certificates of coverage to be provided to the person for whom they are
providing services.
5.2.10 By signing this Contract or providing or causing to be provided a certificate of coverage, the
CONTRACTOR is representing to the OWNER that all employees of the CONTRACTOR who will provide services
on the Project will be covered by workers' compensation coverage for the duration of the Project, that the
coverage will be based on proper reporting of classification codes and payroll amounts, and that all coverage
agreements will be filed with the appropriate insurance carrier or, in the case of a self-insured, with the
commission's Division of Self-Insurance Regulation. Providing false or misleading information may subject the
CONTRACTOR to administrative penalties, criminal penalties, civil penalties, or other civil actions.
5.2.11 The CONTRACTOR's failure to comply with any of these provisions is a breach of Contract by the
CONTRACTOR which entitles the OWNER to declare the Contract void if the CONTRACTOR does not remedy
the breach within ten (10) days after receipt of notice of breach from the OWNER.
00700 7-2009 Page 11 General Conditions
5.3 Contractor Insurance Requirements:
For specific bond requirements and additional insurance requirements, refer to the Supplemental General
Conditions.
5.3.1.1 General Requirements:
.1 CONTRACTOR shall carry insurance in the types and amounts indicated below for the duration of
the Contract, which shall include items owned by OWNER in the care, custody and control of
CONTRACTOR prior to and during construction and warranty period.
.2 CONTRACTOR must complete and forward the required Certificates of Insurance to OWNER
before the Contract is executed as verification of coverage required below. CONTRACTOR shall
not commence Work until the required insurance is obtained and until such insurance has been
reviewed by OWNER. Approval of insurance by OWNER shall not relieve or decrease the liability
of CONTRACTOR hereunder and shall not be construed to be a limitation of liability on the part of
CONTRACTOR. CONTRACTOR must also complete and forward the required Certificates of
Insurance to OWNER whenever a previously identified policy period has expired as verification of
continuing coverage.
.3 CONTRACTOR's insurance coverage is to be written by companies licensed to do business in the
State of Texas at the time the policies are issued and shall be written by companies with A.M.
Best ratings of B+VII or better, except for hazardous material insurance which shall be written by
companies with A.M. Best ratings of A-or better.
.4 All endorsements naming the OWNER as additional insured, waivers, and notices of cancellation
endorsements as well as the Certificate of Insurance shall indicate: City of Round Rock, 221 E.
Main St., Round Rock, Texas 78664.
.5 The "other" insurance clause shall not apply to the OWNER where the OWNER is an additional
insured shown on any policy. It is intended that policies required in the Contract, covering both
OWNER and CONTRACTOR, shall be considered primary coverage as applicable.
.6 If insurance policies are not written for amounts specified below, CONTRACTOR shall carry
Umbrella or Excess Liability Insurance for any differences in amounts specified. If Excess Liability
Insurance is provided, it shall follow the form of the primary coverage.
.7 OWNER shall be entitled, upon request and without expense, to receive certified copies of
policies and endorsements thereto and may make any reasonable requests for deletion or
revision or modification of particular policy terms, conditions, limitations, or exclusions except
where policy provisions are established by law or regulations binding upon either of the parties
hereto or the underwriter on any such policies.
.8 OWNER reserves the right to review the insurance requirements set forth during the effective
period of this Contract and to make reasonable adjustments to insurance coverage, limits, and
exclusions when deemed necessary and prudent by OWNER based upon changes in statutory
law, court decisions, the claims history of the industry or financial condition of the insurance
company as well as CONTRACTOR.
.9 CONTRACTOR shall not cause any insurance to be canceled nor permit any insurance to lapse
during the term of the Contract or as required in the Contract.
.10 CONTRACTOR shall be responsible for premiums, deductibles and self-insured retentions, if any,
stated in policies. All deductibles or self-insured retentions shall be disclosed on the Certificate of
Insurance.
00700 7-2009 Page 12 General Conditions
.11 CONTRACTOR shall provide OWNER thirty (30) days written notice of erosion of the aggregate
limits below occurrence limits for all applicable coverages indicted within the Contract.
.12 If OWNER-owned property is being transported or stored off-site by CONTRACTOR, then the
appropriate property policy will be endorsed for transit and storage in an amount sufficient to
protect OWNER's property.
.13 The insurance coverages required under this contract are required minimums and are not
intended to limit the responsibility or liability of CONTRACTOR.
5.3.1.2 Business Automobile Liability Insurance.
Provide coverage for all owned, non-owned and hired vehicles. The policy shall contain the following
endorsements in favor of OWNER:
a) Waiver of Subrogation endorsement TE 2046A;
b) 30 day Notice of Cancellation endorsement TE 0202A; and
c) Additional Insured endorsement TE 9901 B.
Provide coverage in the following types and amounts:
.1 A minimum combined single limit of $500,000 per occurrence for bodily injury and property
damage. Alternate acceptable limits are $250,000 bodily injury per person, $500,000 bodily injury
per occurrence and at least$100,000 property damage liability each accident.
5.3.1.3 Workers'Compensation and Employers' Liability Insurance:
Coverage shall be consistent with statutory benefits outlined in the Texas Workers' Compensation Act
(Section 401). CONTRACTOR shall assure compliance with this Statute by submitting two (2) copies of
a standard certificate of coverage (e.g. ACCORD form) to Owner's Representative for every person
providing services on the Project as acceptable proof of coverage. The required Certificate of Insurance
must be presented as evidence of coverage for CONTRACTOR. Workers' Compensation Insurance
coverage written by the Texas Workers Compensation Fund is acceptable to OWNER.
CONTRACTOR's policy shall apply to the State of Texas and include these endorsements in favor of
OWNER:
a) Waiver of Subrogation, form WC 420304; and
b) 30 day Notice of Cancellation, form WC 420601.
The minimum policy limits for Employers' Liability Insurance coverage shall be as follows:
.1 $100,000 bodily injury per accident, $500,000 bodily injury by disease policy limit and $100,000
bodily injury by disease each employee.
5.3.1.4 Commercial General Liability Insurance.
The Policy shall contain the following provisions:
a) Blanket contractual liability coverage for liability assumed under the Contract and all contracts
relative to this Project.
b) Completed Operations/Products Liability for the duration of the warranty period.
c) Explosion, Collapse and Underground (X, C & U) coverage.
00700 7-2009 Page 13 General Conditions
d) Independent Contractors coverage.
e) Aggregate limits of insurance per project, endorsement CG 2503.
f) OWNER listed as an additional insured, endorsement CG 2010.
g) 30 day notice of cancellation in favor of OWNER, endorsement CG 0205.
h) Waiver of Transfer of Recovery Against Others in favor of OWNER, endorsement CG 2404.
Provide coverages A&B with minimum limits as follows:
.1 A combined bodily injury and property damage limit of$500,000 per occurrence.
5.3.1.5 Builders' Risk Insurance.
CONTRACTOR shall maintain Builders' Risk Insurance or Installation Insurance on an all risk physical
loss form in the Contract Amount. Coverage shall continue until the Work is accepted by OWNER.
OWNER shall be a loss payee on the policy. If off site storage is permitted, coverage shall include
transit and storage in an amount sufficient to protect property being transported or stored.
5.4 Bonds:
5.4.1 General.
.1 Bonds, when required, shall be executed on forms furnished by or acceptable to OWNER. All
bonds signed by an agent must be accompanied by a certified copy of such agent's authority to
act.
.2 If the surety on any bond furnished by CONTRACTOR is declared bankrupt or becomes insolvent
or its right to do business is terminated in the State of Texas or it ceases to meet the
requirements of the preceding paragraph, CONTRACTOR shall within ten (10) days thereafter
substitute another bond and surety, both of which must be acceptable to OWNER.
.3 When Performance Bonds and/or Payment Bonds are required, each shall be issued in an
amount of one hundred percent (100%) of the Contract Amount as security for the faithful
performance and/or payment of all CONTRACTOR's obligations under the Contract Documents.
Performance Bonds and Payment Bonds shall be issued by a solvent surety company authorized
to do business in the State of Texas, and shall meet any other requirements established by law or
by OWNER pursuant to applicable law. Any surety duly authorized to do business in Texas may
write Performance and Payment Bonds on a project without reinsurance to the limit of 10 percent
of its capital and surplus. Such a surety must reinsure any obligations over 10 percent.
5.4.2 Performance Bond.
.1 If the Contract Amount exceeds $100,000, CONTRACTOR shall furnish OWNER with a
Performance Bond in the form set out by OWNER.
.2 If the Contract Amount exceeds $25,000 but is less than or equal to $100,000, CONTRACTOR
shall furnish OWNER with a Performance Bond in the form set out by OWNER, unless the original
Contract Time is 60 Calendar Days/40 Working Days or less, in which case CONTRACTOR can
agree to the following terms and conditions for payment in lieu of providing a Performance Bond:
no money will be paid to CONTRACTOR until completion and acceptance of the Work by
OWNER; CONTRACTOR shall be entitled to receive 95% of the Contract Amount following Final
Completion, and the remaining 5%of the Contract Amount following the one year warranty period.
.3 If the Contract Amount is less than or equal to $25,000, CONTRACTOR will not be required to
furnish a Performance Bond; provided that no money will be paid to CONTRACTOR until
00700 7-2009 Page 14 General Conditions
completion and acceptance of the Work by OWNER under the following terms and conditions:
CONTRACTOR shall be entitled to receive 95% of the Contract Amount following Final
Completion, and the remaining 5%of the Contract Amount following the one year warranty period.
.4 If a Performance Bond is required to be furnished, it shall extend for the one year warranty period.
5.4.3 Payment Bond.
.1 If the Contract Amount exceeds $25,000, CONTRACTOR shall furnish OWNER with a Payment
Bond in the form set out by OWNER.
.2 If the Contract Amount is less than or equal to $25,000, CONTRACTOR will not be required to
furnish a Payment Bond; provided that no money will be paid to CONTRACTOR until completion
and acceptance of the Work by OWNER under the terms and conditions specified in paragraph
5.4.2.3.
ARTICLE 6 -CONTRACTOR'S RESPONSIBILITIES
6.1 Supervision and Superintendence:
6.1.1 The CONTRACTOR shall supervise, inspect and direct the Work competently and efficiently, devoting
such attention thereto and applying such skills and expertise as may be necessary to perform the Work in
accordance with the Contract Documents. Unless otherwise directed by the OWNER in the Contract Documents,
the CONTRACTOR shall be solely responsible for the means, methods, techniques, sequences and procedures
of construction. The CONTRACTOR shall be responsible to see that the completed Work complies accurately
with the Contract Documents.
6.1.2 The CONTRACTOR shall have an English-speaking, competent Superintendent on the Work at all times
that work is in progress. Upon request of Owner's Representative, the CONTRACTOR shall present the resume
of the proposed Superintendent to Owner's Representative showing evidence of experience and successful
superintendence and direction of work of a similar scale and complexity. If, in the opinion of Owner's
Representative, the proposed Superintendent does not indicate sufficient experience in line with the Work, he/she
will not be allowed to be the designated Superintendent for the Work. The Superintendent shall not be replaced
without Written Notice to Owner's Representative. If the CONTRACTOR deems it necessary to replace the
Superintendent, the CONTRACTOR shall provide the necessary information for approval, as stated above, on the
proposed new Superintendent. A qualified substitute Superintendent may be designated in the event that the
designated Superintendent is temporarily away from the Work, but not to exceed a time limit acceptable to
Owner's Representative. The CONTRACTOR shall replace the Superintendent upon the OWNER's request in the
event the Superintendent is unable to perform to the OWNER's satisfaction. The Superintendent will be the
CONTRACTOR's representative on the Work and shall have the authority to act on behalf of the CONTRACTOR.
All communications given to the Superintendent shall be as binding as if given to the CONTRACTOR. Either the
CONTRACTOR or the Superintendent shall provide an emergency and home telephone number at which one or
the other may be reached if necessary when work is not in progress.
6.2 Labor, Materials and Equipment:
6.2.1 The CONTRACTOR agrees to employ only orderly and competent workers, skillful in performance of the
type of Work required under this Contract. The CONTRACTOR, Subcontractors, Sub-subcontractors, and their
employees may not use or possess any firearms, alcoholic or other intoxicating beverages, illegal drugs or
controlled substances while on the job or on the OWNER's property, nor may such workers be intoxicated, or
under the influence of alcohol or drugs, on the job. If the OWNER or Owner's Representative notifies the
CONTRACTOR that any worker is incompetent, disorderly or disobedient, has knowingly or repeatedly violated
safety regulations, has possessed any firearms, or has possessed or was under the influence of alcohol or drugs
on the job, the CONTRACTOR shall immediately remove such worker from performing Contract Work, and may
not employ such worker again on Contract Work without the OWNER's prior written consent. The CONTRACTOR
shall at all times maintain good discipline and order on or off the site in all matters pertaining to the Project. The
00700 7-2009 Page 15 General Conditions
CONTRACTOR shall pay workers no less than the wage rates established in Section 00830, and maintain weekly
payroll reports as evidence thereof.
6.2.2 Unless otherwise specified, the CONTRACTOR shall provide and pay for all materials, equipment, labor,
transportation, construction equipment and machinery, tools, appliances, fuel, power, light, heat, telephone, water,
sanitary facilities, temporary facilities and all other facilities and incidentals necessary for the furnishing,
performance, re-testing of defective work, start-up and completion of the Work.
6.2.3 All materials and equipment shall be of good quality and new (including new products made of recycled
materials), except as otherwise provided in the Contract Documents. If required by Owner's Representative, the
CONTRACTOR shall furnish satisfactory evidence (reports of required tests, manufacturer's certificates of
compliance with material requirements, mill reports, etc.) as to the kind, quantity and quality of materials and
equipment. All materials and equipment shall be applied, installed, connected, erected, used, cleaned and
conditioned in accordance with instructions of the applicable Supplier, except as otherwise provided in the
Contract Documents.
6.2.4 Substitutes and "Approved Equal" Items:
6.2.4.1 Whenever an item of material or equipment is specified or described in the Contract Documents by using
the name of a proprietary item or the name of a particular Supplier, the specification or description is intended to
establish the type, function and quality required. Unless the specification or description contains words reading
that no like, equivalent or "approved equal" item or no substitution is permitted, other items of material or
equipment of other Suppliers may be submitted to Owner's Representative under the following circumstances:
.1 "Approved Equal": If, in the OWNER's sole discretion, an item of material or an item of equipment
proposed by the CONTRACTOR is functionally equal to that named and sufficiently similar so that no
change in related Work will be required, it may be considered by the OWNER as an "approved equal"
item, in which case review of the proposed item may, in the OWNER's sole discretion, be
accomplished without compliance with some or all of the requirements for evaluation of proposed
substitute items. The CONTRACTOR shall provide the OWNER with the documentation required for
the OWNER to make its determination.
.2 Substitute Items: If, in the OWNER's sole discretion, an item of material or an item of equipment
proposed by the CONTRACTOR does not qualify as an "approved equal" item under paragraph
6.2.4.1.1, then it will be considered a proposed substitute item. The CONTRACTOR shall submit
sufficient information to allow the OWNER to determine that the item of material or item of equipment
proposed is essentially equivalent to that named and a substitute therefor.
6.2.4.2 Substitute Construction Methods and Procedures: If a specific means, method, technique, sequence or
procedure of construction is shown or indicated in and expressly required by the Contract Documents, the
CONTRACTOR may with prior approval of the OWNER furnish or utilize a substitute means, method, technique,
sequence, or procedure of construction. The CONTRACTOR shall submit sufficient information to Owner's
Representative to allow the OWNER, in the OWNER's sole discretion, to determine that the substitute proposed is
equivalent to that expressly called for by the Contract Documents.
6.2.4.3 OWNER's Evaluation: The OWNER will be allowed a reasonable time within which to evaluate each
proposal or submittal made pursuant to paragraph 6.2.4.1.1 and paragraph 6.2.4.1.2. The OWNER will be the
sole judge of acceptability. No "approved equal" or substitute shall be ordered, installed, or utilized until the
OWNER's review is complete, which will be evidenced by either a Change Order or completion of the Shop
Drawing review procedure. The OWNER may require the CONTRACTOR to furnish at the CONTRACTOR's
expense a special performance guarantee or other surety bond with respect to any"approved equal"or substitute.
The OWNER shall not be responsible for any delay due to review time for any"approved equal"or substitute.
6.2.4.4 CONTRACTOR's Expense: All data to be provided by the CONTRACTOR in support of any proposed
"approved equal" or substitute item will be at the CONTRACTOR's expense.
6.2.5 The CONTRACTOR agrees to assign to the OWNER any rights it may have to bring antitrust suits against
its Suppliers for overcharges on materials incorporated in the Project growing out of illegal price fixing
00700 7-2009 Page 16 General Conditions
agreements. The CONTRACTOR further agrees to cooperate with the OWNER should the OWNER wish to
prosecute suits against Suppliers for illegal price fixing.
6.3 Progress Schedule:
Unless otherwise directed, the CONTRACTOR shall adhere to the progress schedule established in accordance
with paragraph 2.6 as it may be adjusted from time to time as provided below:
.1 The CONTRACTOR shall submit to Owner's Representative for acceptance proposed adjustments in
the progress schedule that will not change the Contract Times or Milestones. Such adjustments will
conform generally to the progress schedule then in effect.
.2 Proposed adjustments in the progress schedule that will change the Contract Times or Milestones
shall be submitted in accordance with the requirements of Article 12. Such adjustments may only be
made by a Change Order or Time Extension Request in accordance with Article 12.
6.4 Concerning Subcontractors, Suppliers and Others:
6.4.1 Assignment: The CONTRACTOR agrees to retain direct control of and give direct attention to the
fulfillment of this Contract. The CONTRACTOR agrees not to, by Power of Attorney or otherwise, assign said
Contract without the prior written consent of the OWNER.
6.4.2 Award of Subcontracts for Portions of the Work: The CONTRACTOR shall not employ any Subcontractor,
Supplier or other person or organization, whether initially or as a substitute, against whom the OWNER may have
reasonable objection. The CONTRACTOR must provide the OWNER with a list of all Subcontractors, Suppliers,
or other persons or organizations it will use in the Work, and such list must be provided prior to the preconstruction
conference. Should the OWNER have objections, the OWNER will communicate such objections by Written
Notice. If the OWNER requires a change without good cause of any Subcontractor, person or organization
previously accepted by OWNER, the Contract Amount may be increased or decreased by the difference in the
cost occasioned by any such change, and an appropriate Change Order shall be issued. The CONTRACTOR
shall not substitute any Subcontractor, person or organization that has been accepted by the OWNER, unless the
substitute has been accepted in writing by the OWNER. No acceptance by the OWNER of any Subcontractor,
Supplier or other person or organization shall constitute a waiver of any right of the OWNER to reject defective
Work.
6.4.3 The CONTRACTOR shall enter into written agreements with all Subcontractors and Suppliers which
specifically bind the Subcontractors or Suppliers to the applicable terms and conditions of the Contract Documents
for the benefit of the OWNER and E/A. The OWNER reserves the right to specify that certain requirements shall
be adhered to by all Subcontractors and Sub-subcontractors as indicated in other portions of the Contract
Documents and these requirements shall be made a portion of the agreement between the CONTRACTOR and
Subcontractor or Supplier.
6.4.4 The CONTRACTOR shall be fully responsible to the OWNER for all acts and omissions of the
Subcontractors, Suppliers and other persons and organizations performing or furnishing any of the Work under a
direct or indirect contract with the CONTRACTOR just as the CONTRACTOR is responsible for the
CONTRACTOR's own acts and omissions. Nothing in the Contract Documents shall create for the benefit of any
such Subcontractor, Supplier or other person or organization any contractual relationship between the OWNER
and any such Subcontractor, Supplier or other person or organization, nor shall it create any obligation on the part
of the OWNER or E/A to pay or to see to the payment of any amounts due any such Subcontractor, Supplier or
other person or organization except as may otherwise be required by laws and regulations.
6.4.5 The CONTRACTOR shall be solely responsible for scheduling and coordinating the Work of
Subcontractors, Suppliers and other persons and organizations performing or furnishing any of the Work under a
direct or indirect contract with the CONTRACTOR. The CONTRACTOR shall require all Subcontractors,
Suppliers and such other persons and organizations performing or furnishing any of the Work to communicate
with Owner's Representative through the CONTRACTOR.
00700 7-2009 Page 17 General Conditions
6.4.6 The divisions and sections of the Specifications and the identifications of any Drawings shall not control
the CONTRACTOR in dividing or delineating the Work to be performed by any specific trade.
6.4.7 The CONTRACTOR shall pay each Subcontractor and Supplier their appropriate share of payments made
to the CONTRACTOR not later than ten (10) Calendar Days after the CONTRACTOR's receipt of payment from
the OWNER.
6.5 Patent Fees and Royalties:
6.5.1 The CONTRACTOR shall be responsible at all times for compliance with applicable patents or copyrights
encompassing, in whole or in part, any design, device, material, or process utilized, directly or indirectly, in the
performance of the Work or the formulation or presentation of its Bid.
6.5.2 The CONTRACTOR shall pay all royalties and license fees and shall provide, prior to commencement of
Work hereunder and at all times during the performance of same, for lawful use of any design, device, material or
process covered by letters, patent or copyright by suitable legal agreement with the patentee, copyright holder, or
their duly authorized representative whether or not a particular design, device, material, or process is specified by
the OWNER.
6.5.3 The CONTRACTOR shall defend all suits or claims for infringement of any patent or copyright and shall
save the OWNER harmless from any loss or liability, direct or indirect, arising with respect to the CONTRACTOR's
process in the formulation of its bid or the performance of the Work or otherwise arising in connection therewith.
The OWNER reserves the right to provide its own defense to any suit or claim of infringement of any patent or
copyright in which event the CONTRACTOR shall indemnify and save harmless the OWNER from all costs and
expenses of such defense as well as satisfaction of all judgments entered against the OWNER.
6.5.4 The OWNER shall have the right to stop the Work and/or terminate this Agreement at any time in the
event the CONTRACTOR fails to disclose to the OWNER that the CONTRACTOR's work methodology includes
the use of any infringing design, device, material or process.
6.6 Permits, Fees:
Unless otherwise provided in the Supplemental General Conditions, the CONTRACTOR shall obtain and pay for
all construction permits, licenses and fees required for prosecution of the Work.
OWNER will obtain and pay for the following permits, licenses and/or fees, if required:
.1 Site Development Permit.
.2 Building Permit(s).
.3 Texas Department of Transportation permit for work in State rights-of-way.
.4 Railroad Utility License Agreement.
6.7 Laws and Regulations:
6.7.1 The CONTRACTOR shall give all notices and comply with all laws and regulations applicable to furnishing
and performing the Work. Except where otherwise expressly required by applicable laws and regulations, neither
the OWNER nor E/A shall be responsible for monitoring the CONTRACTOR's compliance with any laws and
regulations.
6.7.2 The CONTRACTOR shall plan and execute its operations in compliance with all applicable Federal, State
and local laws and regulations, including those concerning control and abatement of water pollution and
prevention and control of air pollution.
6.7.3 If the CONTRACTOR performs any Work knowing or having reason to know that it is contrary to laws or
regulations, then the CONTRACTOR shall bear all claims, costs, losses and damages arising therefrom; however,
00700 7-2009 Page 18 General Conditions
it shall not be the CONTRACTOR's primary responsibility to make certain that the Specifications and Drawings are
in accordance with laws and regulations, but this does not relieve the CONTRACTOR of the CONTRACTOR's
obligations under Article 3.
6.8 Taxes:
6.8.1 The CONTRACTOR shall pay all sales, consumer, use and other similar taxes required to be paid by the
CONTRACTOR in accordance with the laws and regulations of the State of Texas.
6.8.2 The OWNER is an exempt organization as defined by Chapter 11 of the Property Tax Code of Texas and
is thereby exempt from payment of Sales Tax under Chapter 151, Limited Use Sales, Excise and Use Tax, Texas
Tax Code, and Article 1066 (C), Local Sales and Use Tax Act, Revised Civil Statutes of Texas.
6.9 Use of Premises:
6.9.1 The CONTRACTOR shall confine construction equipment, the storage of materials and equipment and
the operations of workers to the site and land and areas identified in and permitted by the Contract Documents
and other land and areas permitted by laws and regulations, rights-of-way, permits and easements, and shall not
unreasonably encumber the premises with construction equipment or other materials or equipment. The
CONTRACTOR shall assume full responsibility for any damage to any such land or area, or to the owner or
occupant thereof or of any adjacent land or areas, resulting from the performance of the Work. Should any claim
be made by any such owner or occupant because of the performance of the Work, the CONTRACTOR shall
promptly settle with such other party by negotiation or otherwise resolve the claim by dispute resolution proceeding
or at law. The CONTRACTOR shall indemnify, defend and hold harmless the OWNER, E/A, E/A's consultants
and anyone directly or indirectly employed by any of them from and against all claims, costs, losses and damages
(including court costs and reasonable attorneys' fees) arising out of or resulting from any claim or action, legal or
equitable, brought by any such owner or occupant against the OWNER, E/A or any other party indemnified
hereunder to the extent caused by or based upon performance of the Work or failure to perform the Work.
6.9.2 During the progress of the Work and on a daily basis, the CONTRACTOR shall keep the premises free
from accumulations of waste materials, rubbish and other debris resulting from the Work. At the completion of the
Work, the CONTRACTOR shall remove all waste materials, rubbish and debris from and about the premises as
well as all tools, appliances, construction equipment and machinery and surplus materials. The CONTRACTOR
shall leave the site clean and ready for occupancy by the OWNER at Substantial Completion of the Work. The
CONTRACTOR shall, at a minimum, restore to original condition all property not designated for alteration by the
Contact Documents.
6.9.3 The CONTRACTOR shall not load nor permit any part of any structure to be loaded in any manner that will
endanger the structure, nor shall the CONTRACTOR subject any part of the Work or adjacent property to stresses
or pressures that will endanger it.
6.10 Record Documents:
The CONTRACTOR shall maintain in a safe place at the site, or other location acceptable to the OWNER, one (1)
record copy of all Drawings, Specifications, Addenda, Change Orders, Change Directives, Field Orders and
written interpretations and clarifications (issued pursuant to paragraph 9.5) in good order and annotated to show
all changes made during construction. These record documents, together with all final samples and all final Shop
Drawings, will be available to the OWNER and E/A for reference during performance of the Work. Upon
Substantial Completion of the Work, these record documents, samples and Shop Drawings shall be promptly
delivered to Owner's Representative.
6.11 Safety and Protection:
6.11.1 The CONTRACTOR shall be responsible for initiating, maintaining and supervising all safety precautions
and programs in connection with the Work. Upon request, and prior to installation of measures, the
CONTRACTOR shall submit a site security plan for approval by the OWNER. By reviewing the plan or making
recommendations or comments, the OWNER will not assume liability nor will the CONTRACTOR be relieved of
00700 7-2009 Page 19 General Conditions
liability for damage, injury or loss. The CONTRACTOR shall take all necessary precautions for the safety of and
shall provide the necessary protection to prevent damage, injury or loss to:
.1 all persons on the Work site or who may be affected by the Work;
.2 all the Work and materials and equipment to be incorporated therein, whether in storage on or off the
site; and
.3 other property at the site or adjacent thereto, including but not limited to, trees, shrubs, lawns, walks,
pavements, roadways, structures, utilities and underground facilities not designated for removal,
relocation or replacement in the course of construction.
6.11.2 The CONTRACTOR shall comply with all applicable laws and regulations of any public body having
jurisdiction for safety of persons or property or to protect them from damage, injury or loss; and shall erect and
maintain all necessary safeguards for such safety and protection. The CONTRACTOR shall notify owners of
adjacent property and of underground facilities, and utility owners when prosecution of the Work may affect them,
and shall cooperate with them in the protection, removal, relocation and replacement of their property. All
damage, injury or loss to any property referred to in paragraph 6.11.1.2 and paragraph 6.11.1.3 caused, directly or
indirectly, in whole or in part, by the CONTRACTOR, Subcontractor, Supplier or any person or organization directly
or indirectly employed by any of them to perform or furnish any of the Work or anyone for whose acts any of them
may be liable, shall be remedied by the CONTRACTOR (except damage or loss attributable to the fault of
Drawings or Specifications or to the acts or omissions of the OWNER, or E/A, or E/A's consultant or anyone
employed by any of them or anyone whose acts any of them may be liable, and not attributable, directly or
indirectly, in whole or in part, to the faults or negligence of the CONTRACTOR or any Subcontractor, Supplier or
other person or organization directly or indirectly employed by any of them). The CONTRACTOR's duties and
responsibilities for safety and protection of the Work shall continue until such time as all the Work is completed
and Owner's Representative has issued a notice to the OWNER and the CONTRACTOR in accordance with
Article 14 that the Work is acceptable (except as otherwise expressly provided in connection with Substantial
Completion).
6.11.3 Safety Representative: The CONTRACTOR shall designate a qualified and experienced safety
representative at the site whose duties and responsibilities shall be the prevention of accidents and the
maintaining and supervising of safety precautions and programs. Upon request of the OWNER, the
CONTRACTOR shall provide certifications or other documentation of the safety representative's qualifications.
6.11.4 Hazard Communication Programs: The CONTRACTOR shall be responsible for coordinating any
exchange of material safety data sheets or other hazard communication information required to be made available
to or exchanged between or among employers at the site in accordance with laws and regulations.
6.11.5 Emergencies:
6.11.5.1 In emergencies affecting the safety or protection of persons or the Work at the site or adjacent
thereto, the CONTRACTOR, without special instruction or authorization from the OWNER or E/A, is obligated to
act reasonably to prevent threatened damage, injury or loss and to mitigate damage or loss to the Work. The
CONTRACTOR shall give Owner's Representative prompt written notice if the CONTRACTOR believes that any
significant changes in the Work or variations from the Contract Documents have been caused thereby. If Owner's
Representative determines that a change in the Contract Documents is required because of the action taken by
the CONTRACTOR in response to such an emergency, a Change Directive or Change Order will be issued to
document the consequences of such action; otherwise the OWNER will not be responsible for the
CONTRACTOR's emergency action.
6.11.5.2 Authorized agents of the CONTRACTOR shall respond immediately to call-out at any time of any day
or night when circumstances warrant the presence on Project site of the CONTRACTOR or its agent to protect the
Work or adjacent property from damage, restriction or limitation or to take such action or measures pertaining to
the Work as may be necessary to provide for the safety of the public. Should the CONTRACTOR and/or its agent
fail to respond and take action to alleviate such an emergency situation, the OWNER may direct other forces to
take action as necessary to remedy the emergency condition, and the OWNER will deduct any cost of such
remedial action from the funds due to the CONTRACTOR under this Contract.
00700 7-2009 Page 20 General Conditions
6.11.5.3 In the event there is an accident involving injury to any individual on or near the Work, the
CONTRACTOR shall notify Owner's Representative within twenty-four (24) hours of the event and shall be
responsible for recording the location of the event and the circumstances surrounding the event through
photographs, interviewing witnesses, obtaining medical reports and other documentation that describes the event.
Copies of such documentation shall be provided to Owner's Representative, for the OWNER's and E/A's records,
within forty-eight(48) hours of the event.
6.12 Continuing the Work:
The CONTRACTOR shall carry on the Work and adhere to the progress schedule during all disputes or
disagreements with the OWNER. No Work shall be delayed or postponed pending resolution of any disputes or
disagreements, except as the OWNER and the CONTRACTOR may agree in writing.
6.13 CONTRACTOR's General Warranty and Guarantee:
6.13.1 The CONTRACTOR warrants and guarantees to the OWNER that all Work will be performed in a good
and workmanlike manner in accordance with the Contract Documents and will not be defective. The
CONTRACTOR's warranty and guarantee hereunder excludes defects or damage caused by:
.1 abuse, modification or improper maintenance or operation by persons other than the CONTRACTOR,
Subcontractors or Suppliers; or
.2 normal wear and tear under normal usage.
6.13.2 The CONTRACTOR's obligation to perform and complete the Work in a goodand workmanlike manner in
accordance with the Contract Documents shall be absolute. None of the following will constitute acceptance of
Work not in accordance with the Contract Documents or a release of the CONTRACTOR's obligation to perform
the Work in accordance with the Contract Documents:
.1 observations by Owner's Representative and/or E/A;
.2 recommendation of any progress or final payment by Owner's Representative;
.3 the issuance of a certificate of Substantial Completion or any payment by the OWNER to the
CONTRACTOR under the Contract Documents;
.4 use or occupancy of the Work or any part thereof by the OWNER;
.5 any acceptance by the OWNER or any failure to do so;
.6 any review of a Shop Drawing or sample submittal;
.7 any inspection, test or approval by others; or
.8 any correction of defective Work by the OWNER.
6.14 Indemnification:
6.14.1 The CONTRACTOR shall defend, indemnify and hold harmless the OWNER, E/A, E/A's consultants and
subconsultants and their respective officers, directors, partners, employees, agents and other consultants and any
of them from and against all claims, costs, losses and damages (including but not limited to all fees and charges
of engineers, architects, attorneys and other professionals and all court or other dispute resolution costs) arising
out of or resulting from the performance of the Work, provided that any such claim, cost, loss or damage:
.1 is attributable to bodily injury, sickness, disease or death, or to injury to or destruction of tangible
property(other than the Work itself), including the loss of use resulting therefrom, and
00700 7-2009 Page 21 General Conditions
.2 is caused in whole or in part by any negligent act or omission of the CONTRACTOR, any
Subcontractor, any Supplier, any person or organization directly or indirectly employed by any of them
to perform or furnish any of the Work or anyone for whose acts any of them may be liable, regardless
of whether or not caused in part by any negligence or omission of a person or entity indemnified
hereunder or whether liability is imposed upon such indemnified party by laws and regulations
regardless of the negligence of any such person or entity.
6.14.2 The indemnification obligation under paragraph 6.14.1 shall not be limited in any way by any limitation on
the amount or type of damages, or compensation or benefits payable by or for the CONTRACTOR or any such
Subcontractor, Supplier or other person or organization under workers' compensation acts, disability benefit acts
or other employee benefit acts.
6.14.3 The obligations of the CONTRACTOR under paragraph 6.14.1 shall not extend to the liability of the
OWNER, E/A, Elks 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 Elks consultant's officers, directors, partners,
employees or agents.
6.14.4 In the event the CONTRACTOR fails to follow the OWNER's directives concerning use of the site,
scheduling or course of construction, or engages in other conduct which proximately causes damage to property
based on inverse condemnation or otherwise, then and in that event, the CONTRACTOR shall indemnify the
OWNER against all costs resulting from such claims.
6.14.5 In the event the CONTRACTOR unreasonably delays progress of the work being done by others on the
site so as to cause loss for which the OWNER becomes liable, then the CONTRACTOR shall reimburse the
OWNER for such loss.
6.15 Survival of Obligations:
All representations, indemnifications, warranties and guarantees made in, required by or given in accordance with
the Contract Documents, as well as all continuing obligations indicated in the Contract Documents, will survive
final payment, completion and acceptance of the Work and termination or completion of the Agreement.
6.16 Losses from Natural Causes:
Unless otherwise specified, all loss or damage to the CONTRACTOR arising out of the nature of the Work to be
done or from action of the elements, floods or from unforeseeable circumstances in prosecution of the Work or
from unusual obstructions or difficulties which may be encountered in prosecution of the Work, shall be sustained
and borne by the CONTRACTOR at its own cost and expense.
6.17 Notice of Claim:
Should the CONTRACTOR suffer injury or damage to person or property because of any error, omission or act of
the OWNER or of any of the OWNER's employees or agents or others for whose acts the OWNER is liable, a
Claim will be made to the other party within thirty (30) calendar days of the event giving rise to such injury or
damage. The provisions of this paragraph 6.17 shall not be construed as a substitute for or a waiver of the
provisions of any applicable statute of limitations or statute of repose.
6.18 Liquidated Damages:
At set forth in the Agreement, paragraph 1.2, the CONTRACTOR or its Surety shall be liable for Liquidated
Damages for the CONTRACTOR's failure to timely complete the Work or any portion thereof within the Contract
Time. See Supplemental Conditions for amount of Liquidated Damages.
00700 7-2009 Page 22 General Conditions
ARTICLE 7 -OTHER WORK
7.1 The OWNER may perform other work related to the Project at the site by the OWNER's own forces, or let
other contracts therefor, or have other work performed by utility owners. If the CONTRACTOR believes that delay
or additional cost is involved because of such action by the OWNER, the CONTRACTOR may make a Claim as
provided in Article 11 or Article 12.
7.2 The CONTRACTOR shall afford other contractors who are in a contract with the OWNER and each utility
owner (and the OWNER, if the OWNER is performing the additional work with the OWNER's employees) proper
and safe access to the site and a reasonable opportunity for the introduction and storage of materials and
equipment and the execution of such other work and shall properly connect and coordinate the Work with theirs.
Unless otherwise provided in the Contract Documents, the CONTRACTOR shall do all cutting, fitting and patching
of the Work that may be required to make its several parts come together properly and integrate with such other
work. The CONTRACTOR shall not endanger any work of others by cutting, excavating or otherwise altering their
work and will only cut or alter their work with the written consent of Owner's Representative and the other
contractors whose work will be affected. The CONTRACTOR shall promptly remedy damage wrongfully caused
by the CONTRACTOR to completed or partially completed construction or to property of the OWNER or separate
contractors.
7.3 If the proper execution or results of any part of the CONTRACTOR's Work depends upon work performed
by others under this Article 7, the CONTRACTOR shall inspect such other work and promptly report to Owner's
Representative in writing any delays, defects or deficiencies in such other work that render it unavailable or
unsuitable for the proper execution and results of the CONTRACTOR's Work. The CONTRACTOR's failure to
report will constitute an acceptance of such other work as fit and proper for integration with the CONTRACTOR's
Work except for latent or non-apparent defects and deficiencies in such other work.
7.4 The OWNER shall provide for coordination of the activities of the OWNER's own forces and of each
separate contractor with the Work of the CONTRACTOR, who shall cooperate with them. The CONTRACTOR
shall participate with other separate contractors and Owner's Representative in reviewing their construction
schedules when directed to do so. The CONTRACTOR shall make any revisions to the construction schedule
deemed necessary after a joint review and mutual agreement. The construction schedules shall then constitute
the schedules to be used by the CONTRACTOR, separate contractors and the OWNER until subsequently
revised.
7.5 Unless otherwise stated herein, costs caused by delays or by improperly timed activities or defective
construction shall be borne by the party responsible therefor.
ARTICLE 8 -OWNER'S RESPONSIBILITIES
8.1 Prior to the start of construction, the OWNER will designate in writing a person or entity to act as Owner's
Representative during construction. Except as otherwise provided in these General Conditions, the OWNER shall
issue all communications to the CONTRACTOR through Owner's Representative.
8.2 The OWNER will not supervise, direct, control or have authority over or be responsible for the
CONTRACTOR's means, methods, techniques, sequences or procedures of construction or the safety
precautions and programs incident thereto. The OWNER is not responsible for any failure of the CONTRACTOR
to comply with laws and regulations applicable to furnishing or performing the Work. The OWNER is not
responsible for the CONTRACTOR's failure to perform or furnish the Work in accordance with the Contract
Documents. Failure or omission of the OWNER to discover, or object to or condemn any defective Work or
material shall not release the CONTRACTOR from the obligation to properly and fully perform the Contract.
8.3 The OWNER is not responsible for the acts or omissions of the CONTRACTOR, or of any Subcontractor,
any Supplier, or of any other person or organization performing or furnishing any of the Work.
8.4 Information or services under the OWNER's control shall be furnished by the OWNER with reasonable
promptness to avoid delay in the orderly progress of the Work.
00700 7-2009 Page 23 General Conditions
8.5 The foregoing are in addition to other duties and responsibilities of the OWNER enumerated herein and
especially those in respect to Article 4 (Availability of Lands; Subsurface and Physical Conditions; Reference
Points),Article 7 (Other Work) and Article 14 (Payments to the CONTRACTOR and Completion).
8.6 Notice of Claim:
Should the OWNER suffer injury or damage to person or property because of any error, omission or act of the
CONTRACTOR or of any of the CONTRACTOR's employees or agents or others for whose acts the
CONTRACTOR is liable, a Claim will be made to the other party within thirty(30) calendar days of the event giving
rise to such injury or damage. The provisions of this paragraph 8.6 shall not be construed as a substitute for or a
waiver of the provisions of any applicable statute of limitations or statute of repose.
ARTICLE 9 - ENGINEER/ARCHITECT'S STATUS DURING CONSTRUCTION
9.1 E/A's Authority and Responsibilities:
9.1.1 The duties and responsibilities and the limitations of authority of E/A during construction are set forth in
the Contract Documents and shall not be extended without written consent of the OWNER and E/A. The
assignment of any authority, duties or responsibilities to E/A under the Contract Documents, or under any
agreement between the OWNER and E/A, or any undertaking, exercise or performance thereof by 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. 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 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. E/A will not be required to make
exhaustive or continuous on-site inspections to check the quality or quantity of the Work. E/A's efforts will be
directed toward providing for the OWNER a greater degree of confidence that the completed Work will conform to
00700 7-2009 Page 24 General Conditions
the Contract Documents. On the basis of such visits and on-site observations, E/A will keep the OWNER
informed of the progress of the Work and will endeavor to guard the OWNER against defective Work. E/A's visits
and on-site observations are subject to all the limitations on E/A's authority and responsibility set forth in paragraph
9.1.
9.4 Project Representative:
If the OWNER and E/A agree, E/A will furnish a Resident Project Representative to assist E/A in providing more
continuous observation of the Work. The responsibilities and authority and limitations of any such Resident
Project Representative and assistants will be as provided in paragraph 9.1 and in the Supplemental General
Conditions. The OWNER may designate another representative or agent to represent the OWNER at the site who
is not E/A, E/A's consultant, agent or employee.
9.5 Clarifications and Interpretations:
E/A may determine that written clarifications or interpretations of the requirements of the Contract Documents (in
the form of drawings or otherwise) are necessary. Such written clarifications or interpretations will be consistent
with the intent of and reasonably inferable from the Contract Documents, will be issued with reasonable
promptness by Owner's Representative and will be binding on the OWNER and the CONTRACTOR. If the
OWNER or the CONTRACTOR believes that a written clarification or interpretation justifies an adjustment in the
Contract Amount or the Contract Times, the OWNER or the CONTRACTOR may make a Claim therefor as
provided in Article 11 or Article 12.
9.6 Rejecting Defective Work:
E/A will recommend that the OWNER disapprove or reject Work which E/A believes to be defective, or believes
will not produce a completed Project that conforms to the Contract Documents or will prejudice the integrity of the
design concept of the completed Project as a functioning whole as indicated by the Contract Documents.
ARTICLE 10 -CHANGES IN THE WORK
10.1 Changes:
10.1.1 Without invalidating the Contract and without notice to any surety, the OWNER may, at any time or from
time to time, order additions, deletions or revisions in the Work. Such changes in the Work will be authorized by
Change Order, Change Directive or Field Order.
10.1.2 Changes in the Work shall be performed under applicable provisions of the Contract Documents, and the
CONTRACTOR shall proceed promptly, unless otherwise provided in the Change Order, Change Directive or
Field Order.
10.1.3 The CONTRACTOR shall not be entitled to an increase in the Contract Amount or an extension of the
Contract Times with respect to any Work performed that is not required by the Contract Documents as amended,
modified and supplemented as provided in paragraph 3.3.1 and paragraph 3.3.2, except in the case of an
emergency as provided in paragraph 6.11.5 or in the case of uncovering Work as provided in paragraph 13.4.
10.1.4 Except in the case of an emergency as provided in paragraph 6.11.5, a Change Order or Change
Directive is required before the CONTRACTOR commences any activities associated with a change in the Work
which, in the CONTRACTOR 's opinion,will result in a change in the Contract Amount and/or Contract Times.
10.1.5 If notice of any change affecting the general scope of the Work or the provisions of the Contract
Documents (including, but not limited to, Contract Amount or Contract Times) is required by the provisions of any
Bond to be given to a surety, the giving of any such notice will be the CONTRACTOR's responsibility, and the
amount of each applicable Bond will be adjusted accordingly.
00700 7-2009 Page 25 General Conditions
10.2 Change Orders:
10.2.1 The OWNER and the CONTRACTOR shall execute appropriate written Change Orders covering:
.1 a change in the Work;
.2 the amount of the adjustment in the Contract Amount, if any; and
.3 the extent of the adjustment in the Contract Time, if any.
10.2.2 An executed Change Order shall represent the complete, equitable, and final amount of adjustment in the
Contract Amount and/or Contract Time owed to the CONTRACTOR or the OWNER as a result of the occurrence
or event causing the change in the Work encompassed by the Change Order.
10.3 Change Directives:
10.3.1 The OWNER may by written Change Directive, without invalidating the Contract, order changes in the
Work within the general scope of the Contract consisting of additions, deletions or other revisions, the Contract
Amount and Contract Time being adjusted as necessary. A Change Directive shall be used in the absence of
complete and prompt agreement on the terms of a Change Order.
10.3.2 If the Change Directive provides for an adjustment to the Contract Amount, the adjustment shall be based
on the method provided for in paragraph 11.5.
10.3.3 A Change Directive shall be recorded later by preparation and execution of an appropriate Change Order.
10.3.4 Upon receipt of a Change Directive, CONTRACTOR shall promptly proceed with the change in the Work
involved.
10.4 Field Order:
10.4.1 Owner's Representative may authorize minor variations in the Work from the requirements of the Contract
Documents which do not involve an adjustment in the Contract Amount or the Contract Times and are compatible
with the design concept of the completed Project as a functioning whole as indicated by the Contract Documents.
These shall be accomplished by written Field Order and shall be binding on the OWNER and on the
CONTRACTOR who shall perform the Work involved promptly.
10.4.2 If the CONTRACTOR believes that a Field Order would require an adjustment in the Contract Amount
and/or Contract Times, the CONTRACTOR shall make written request to Owner's Representative for a Change
Order. Any request by the CONTRACTOR for an adjustment in Contract Amount and/or Contract Times shall be
made in writing prior to beginning the work covered by the Field Order.
10.5 No Damages for Delay:
The CONTRACTOR shall receive no compensation for delays or hindrances to the Work. If delay is caused by
specific orders given by the OWNER to stop work or by performance of extra Work or by failure of the OWNER to
provide information, access to the work, material or necessary instructions for carrying on the Work, then such
delay will entitle the CONTRACTOR to an equivalent extension of time, the CONTRACTOR's application for which
shall, however, be subject to approval of the OWNER. No such extension of time shall release the
CONTRACTOR or surety on its performance bond from all the CONTRACTOR's obligations hereunder which
shall remain in full force until discharge of the Contract.
ARTICLE 11 -CHANGE OF CONTRACT AMOUNT
11.1 The Contract Amount is stated in the Agreement and, including authorized adjustments, is the total
amount payable by the OWNER to the CONTRACTOR for performance of the Work under the Contract
Documents.
00700 7-2009 Page 26 General Conditions
11.2 The original Contract Amount may not be increased by more than twenty-five percent (25%) and it may
not be decreased more than twenty-five percent (25%) without the consent of the CONTRACTOR to such
decrease.
11.3 The Contract Amount shall only be changed by a Change Order. Any claim for an adjustment in the
Contract Amount shall be made by Written Notice delivered by the party making the Claim to the other party
promptly (but in no event later than thirty (30) calendar days) after the start of the occurrence or event giving rise
to the Claim and stating the general nature of the Claim. Notice of the amount of the Claim with supporting data
shall be delivered within thirty (30) calendar days after Written Notice of Claim is delivered by claimant, and shall
represent that the adjustment claimed covers all known amounts to which claimant is entitled as a result of said
occurrence or event. If the OWNER and the CONTRACTOR cannot otherwise agree, all Claims for adjustment in
the Contract Amount shall be determined as set out in Article 16.
11.4 Determination of Value of Work:
11.4.1 The value of any Work covered by a Change Order or of any Claim for an adjustment in the Contract
Amount will be determined by one or more of the following methods:
.1 by application of unit prices contained in the Contract Documents to the quantities of the items
involved.
.2 by a mutually agreed lump sum properly itemized and supported by sufficient substantiating data to
permit evaluation.
.3 by cost of Work plus the CONTRACTOR's fee for all overhead costs and profit (determined as
provided in paragraph 11.5).
11.4.2 Before using the method described in paragraph 11.4.1.3, the OWNER and the CONTRACTOR agree to
negotiate a Change Order using the methods identified in paragraph 11.4.1.1 and paragraph 11.4.1.2, as
appropriate, to determine the adjustment in the Contract Amount.
11.5 Cost of Work:
If neither of the methods defined in paragraph 11.4.1.1 or paragraph 11.4.1.2 can be agreed upon before a
change in the Work is commenced which will result in an adjustment in the Contract Amount, then the change in
the Work will be performed by Change Directive and payment will be made as follows:
.1 For all personnel, the CONTRACTOR will receive the rate or wage specified in the prevailing wage
rates established in Section 00830 for each hour that said personnel are actually engaged in such
Work, to which will be added an amount equal to twenty-five percent (25%) of the sum thereof as
compensation for the CONTRACTOR's and any affected Subcontractor's total overhead and profit.
No separate charge will be made by the CONTRACTOR for organization or overhead expenses. For
the cost of premiums on public liability insurance, workers' compensation insurance, social security
and unemployment insurance, an amount equal to fifty-five percent (55%) of the wages paid
personnel, excluding the twenty-five (25%) compensation provided above, will be paid to the
CONTRACTOR. The actual cost of the CONTRACTOR's bond(s) on the extra Work will be paid
based on invoices from surety. No charge for superintendence will be made unless considered
necessary and ordered by the OWNER.
.2 The CONTRACTOR will receive the actual cost, including freight charges, of the materials used on
such Work, to which costs will be added a sum equal to twenty-five percent (25%) thereof as
compensation for the CONTRACTOR's and any affected Subcontractor's total overhead and profit. In
case material invoices indicate a discount may be taken, the actual cost will be the invoice price minus
the discount.
.3 For machinery, trucks, power tools, or other similar equipment agreed to be necessary by the
OWNER and the CONTRACTOR, the OWNER will allow the CONTRACTOR the rate as given in the
00700 7-2009 Page 27 General Conditions
latest edition of the Associated General Contractors of America "Contractor's Equipment Cost Guide"
as published by Dataquest for each hour that said tools or equipment are in use on such work, which
rate includes the cost of fuel, lubricants and repairs. No additional compensation will be allowed on
the equipment for the CONTRACTOR's overhead and profit.
.4 The compensation, as herein provided for, shall be received by the CONTRACTOR and any affected
Subcontractor as payment in full for work done by Change Directive and will include use of small tools,
and total overhead expense and profit. The CONTRACTOR and the Owner's Representative shall
compare records of work done by Change Directive at the end of each day. Copies of these records
will be made upon forms provided for this purpose by the OWNER and signed by both Owner's
Representative and the CONTRACTOR, with one (1) copy being retained by the OWNER and one (1)
by the CONTRACTOR. Refusal by the CONTRACTOR to sign these records within two (2) working
days of presentation does not invalidate the accuracy of the record.
11.6 Unit Price Work:
11.6.1 Where the Contract Documents provide that all or part of the Work is to be unit price Work, initially the
Contract Amount will be deemed to include for all unit price work an amount equal to the sum of the established
unit price for each separately identified item of unit price work times the estimated quantity of each item as
indicated in the Bid. The estimated quantities of items of unit price work are not guaranteed and are solely for the
purpose of comparison of Bids and determining an initial Contract Amount. Determinations of the actual quantities
and classifications of unit price work performed by the CONTRACTOR will be made by Owner's Representative.
Owner's Representative will review with the CONTRACTOR the preliminary determinations on such matters
before rendering a written decision thereon (by recommendation of an Application for Payment or otherwise).
11.6.2 When "plan quantity" is indicated for a bid item, the CONTRACTOR shall be paid the amount specified in
the Contract Documents without any measurements.
11.6.3 Each unit price will be deemed to include an amount considered by the CONTRACTOR to be adequate to
cover the CONTRACTOR's overhead and profit for each separately identified item.
11.6.4 A Major Item is any individual bid item in the Bid that has a total cost equal to or greater than five
percent (5%) of the original Contract Amount or $50,000, whichever is greater, computed on the basis of bid
quantities and Contract unit prices.
11.6.5 The OWNER or the CONTRACTOR may make a Claim for an adjustment in the Contract Amount in
accordance with Article 11 if:
.1 the actual quantity of any Major Item should become as much as twenty percent (20%) more than or
twenty percent(20%) less than in the Bid; or
.2 The CONTRACTOR presents proper documentation contesting the accuracy of "plan quantity," and
Owner's Representative verifies quantity and determines original quantity is in error by five percent
(5%) or more.
11.6.6 Right to Verify Information: The CONTRACTOR agrees that any designated representative of the
OWNER shall have the right to examine the CONTRACTOR's records to verify the accuracy and appropriateness
of the pricing data used to price change proposals. Even after a Change Order Proposal has been approved, the
CONTRACTOR agrees that if the OWNER later determines the cost and pricing data submitted was inaccurate,
incomplete, not current or not in compliance with the terms of this Agreement regarding pricing of change orders,
then an appropriate contract price reduction will be made.
11.6.7 Pricing Information Requirements: The CONTRACTOR agrees to provide and require all subcontractors
to provide a breakdown of allowable labor and labor burden cost information as outlined herein. This information
will be used to evaluate the potential cost of labor and labor burden related to change order work. It is intended
that this information represent an accurate estimate of the CONTRACTOR's actual labor and labor burden cost
components. This information is not intended to establish fixed billing or change order pricing labor rates.
However, at the time change orders are priced the submitted cost data for labor rates may be used to price
00700 7-2009 Page 28 General Conditions
change order work. The accuracy of any such agreed-upon labor cost components used to price change orders
will be subject to later audit. Approved change order amounts may be adjusted later to correct the impact of
inaccurate labor cost components if the agreed-upon labor cost components are determined to be inaccurate.
ARTICLE 12 -CHANGE OF CONTRACT TIMES
12.1 Working Day and Calendar Day Contracts:
12.1.1 The Contract Times (or Milestones) shall only be changed by Change Order or Time Extension Request
duly executed by both the CONTRACTOR and Owner's Representative. Any claim for an adjustment of the
Contract Times (or Milestones) shall be made by Written Notice delivered by the party making the Claim to the
other party promptly (but in no event later than thirty (30) calendar days) after the start of the occurrence or event
giving rise to the delay and stating the general nature of the delay. Notice of the extent of the delay with
supporting data shall be delivered within thirty (30) calendar days after Written Notice of Claim is delivered by
claimant, and shall represent that the adjustment claimed is the entire adjustment to which claimant is entitled as a
result of said occurrence or event. If the OWNER and the CONTRACTOR cannot otherwise agree, all Claims for
adjustment in the Contract Times (or Milestones) shall be determined as set out in Article 16. No Claim for an
adjustment in the Contract Times (or Milestones)will be valid if not submitted in accordance with the requirements
of this paragraph.
12.1.2 When the CONTRACTOR is at fault and the OWNER stops the Work so that corrections in the Work can
be made by the CONTRACTOR, then no extension in time will be allowed.
12.1.3 When the CONTRACTOR is prevented from completing any part of the Work within the Contract Times
(or Milestones) due to delaynot caused by the CONTRACTOR, an extension of the Contract Times (or
Milestones) in an amount equal to the time lost due to such delay shall be the CONTRACTOR's sole and
exclusive remedy for such delay. However, adverse weather shall not be considered justification for extension of
Contract Times on Calendar Day contracts except as provided for in paragraph 12.2.
12.1.4 The OWNER will consider time extension requests and may grant the CONTRACTOR an extension of
time because of:
.1 Changes ordered in the work which justify additional time.
.2 Failure of materials or products being at the Project site due to delays in transportation or failures of
Suppliers, which are not the result of the CONTRACTOR's, Subcontractor's or Supplier's negligence.
The request for an extension of time shall be supported by a recitation of acts demonstrating that such
delays were beyond the control of the CONTRACTOR, including but not limited to, the
CONTRACTOR's efforts to overcome such delays documented as follows:
a) Copy of purchase order for delayed item(s) indicating date ordered by the
CONTRACTOR/Subcontractor and date purchase order received by Supplier.
b) If item(s) require Shop Drawings or other submittal information in accordance with the Contract
Documents, provide record of date submittal(s) forwarded to Owner's Representative, date
submittal(s) returned to the CONTRACTOR, and date submittal(s)forwarded to Supplier.
c) Copy of document(s) from Supplier, on Supplier's letterhead, indicating date(s) item(s) would be
ready for shipment and/or actual shipment date(s).
d) Copies of all correspondence between the CONTRACTOR/Subcontractor and Supplier indicating
the CONTRACTOR/Subcontractor's efforts to expedite item(s).
e) If item(s) are being purchased by a Subcontractor, provision of meeting notes, correspondence,
and the like which reflect the CONTRACTOR's efforts with the Subcontractor to expedite delivery
of the item(s).
.3 When acts of the OWNER, E/A, utility owners or other contractors employed by the OWNER delay
progress of work through no fault of the CONTRACTOR.
00700 7-2009 Page 29 General Conditions
.4 When the CONTRACTOR is delayed by strikes, lockouts, fires, losses from natural causes, or other
unavoidable cause or causes beyond the CONTRACTOR's control.
12.2 Calendar Day Contracts:
Under a Calendar Day Contract, the CONTRACTOR may also be granted an extension of time because of
unusual inclement weather that is beyond the normal weather expected for the Williamson and Travis Counties,
Texas area. Normal weather which prevents the CONTRACTOR from performing Work is expected during a
Calendar Day Contract, and is 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/A, E/A's Consultants, other representatives and personnel of the OWNER, independent testing
laboratories and governmental agencies having jurisdiction will have unrestricted physical access to the Work site
for observing, inspecting and testing. The CONTRACTOR shall provide them proper and safe conditions for such
access, and advise them of the CONTRACTOR's site safety procedures and programs so that they may comply
therewith as applicable.
13.3 Tests and Inspections:
13.3.1 The CONTRACTOR shall give timely notice of readiness of the Work for all required inspections, tests or
approvals, and shall cooperate with inspection and testing personnel to facilitate required inspections or tests.
13.3.2 The OWNER shall employ and pay for services of an independent testing laboratory to perform all
inspections, tests or approvals required by the Contract Documents except:
.1 for inspections, tests or approvals covered by paragraph 13.3.3 below;
.2 for reinspecting or retesting defective Work; and
00700 7-2009 Page 30 General Conditions
.3 as otherwise specifically provided in the Contract Documents.
All testing laboratories shall be those selected by the OWNER.
13.3.3 If laws or regulations of any public body having jurisdiction require any Work (or part thereof)specifically to
be inspected, tested or approved by an employee or other representative of such public body, the CONTRACTOR
shall assume full responsibility for arranging and obtaining such inspections, tests or approvals, pay all costs in
connection therewith and furnish Owner's Representative the required certificates of inspection or approval. The
CONTRACTOR shall also be responsible for arranging and obtaining and shall pay all costs in connection with any
inspections, tests or approvals required for the OWNER's and E/A's review of materials or equipment to be
incorporated in the Work, or of materials, mix designs or equipment submitted for review prior to the
CONTRACTOR's purchase thereof for incorporation in the Work.
13.4 Uncovering Work:
13.4.1 If any Work (or the work of others) that is to be inspected, tested or approved is covered by the
CONTRACTOR without concurrence of Owner's Representative, or if any Work is covered contrary to the written
request of Owner's Representative, it must, if requested by Owner's Representative, be uncovered and recovered
at the CONTRACTOR's expense.
13.4.2 If Owner's Representative considers it necessary or advisable that covered Work be observed, inspected
or tested, the CONTRACTOR shall uncover, expose or otherwise make available for observation, inspection or
testing that portion of the Work in question, furnishing all necessary labor, material and equipment. If it is found
that such Work is defective, the CONTRACTOR shall pay all claims, costs, losses and damages caused by,
arising out of or resulting from such uncovering, exposure, observation, inspection and testing and of satisfactory
replacement or reconstruction (including but not limited to all costs of repair or replacement of work of others); and
the OWNER shall be entitled to an appropriate decrease in the Contract Amount, and may make a Claim therefor
as provided in Article 11. If, however, such Work is not found to be defective, the CONTRACTOR shall be allowed
an increase in the Contract Amount or an extension of the Contract Times (or Milestones), or both, directly
attributable to such uncovering, exposure, observation, inspection, testing, replacement and reconstruction; and
the CONTRACTOR may make a Claim therefor as provided in Article 11 and Article 12.
13.5 OWNER May Stop the Work:
13.5.1 If the Work is defective, or the CONTRACTOR fails to supply sufficient skilled workers or suitable
materials or equipment, or fails to furnish or perform the Work in such a way that the completed Work will conform
to the Contract Documents, the OWNER may order the CONTRACTOR to stop the Work, or any portion thereof,
until the cause for such order has been eliminated; however, this right of the OWNER to stop the Work shall not
give rise to any duty on the part of the OWNER to exercise this right for the benefit of the CONTRACTOR or any
surety or other party.
13.5.2 If the CONTRACTOR persistently fails to correct defective Work or submit a satisfactory plan to take
corrective action, with procedure and time schedule, the OWNER may order the CONTRACTOR to stop the Work,
or any portion thereof, until cause for such order has been eliminated, or take any other action permitted by this
Contract. A notice to stop the Work, based on defects, shall not stop calendar or working days charged to the
Project.
13.6 Correction or Removal of Defective Work:
If required by the OWNER, the CONTRACTOR shall promptly, as directed, either correct all defective Work,
whether or not fabricated, installed or completed, or, if the Work has been rejected by Owner's Representative,
remove it from the site and replace it with Work that is not defective. The CONTRACTOR shall correct or remove
and replace defective Work, or submit a plan of action detailing how the deficiency will be corrected, within the
time frame identified in the notice of defective Work. The CONTRACTOR shall pay all claims, costs, losses and
damages caused by or resulting from such correction or removal (including but not limited to all costs of repair or
replacement of work of others).
00700 7-2009 Page 31 General Conditions
13.7 Warranty period:
13.7.1 If, at any time after the date of Substantial Completion or such longer period of time as may be prescribed
by laws or regulations or by the terms of any applicable special guarantee required by the Contract Documents or
by any specific provision of the Contract Documents, any Work is found to be defective, the CONTRACTOR shall
promptly, without cost to the OWNER and in accordance with the OWNER's written instructions:
(i) correct such defective Work, or, if it has been rejected by the OWNER, remove it from the site and
replace it with Work that is not defective, and
(ii) satisfactorily correct or remove and replace any damage to other Work or the work of others resulting
therefrom.
If the CONTRACTOR does not promptly comply with the terms of such instructions, or in an emergency where
delay would cause serious risk of loss or damage, the OWNER may have the defective Work corrected or the
rejected Work removed and replaced, and all claims, costs, losses and damages caused by or resulting from such
removal and replacement (including but not limited to all costs of repair or replacement of work of others) will be
paid by the CONTRACTOR.
13.7.2 In special circumstances where a particular item of equipment is placed in continuous service before
Substantial Completion of all the Work, the warranty period for that item may start to run from an earlier date if so
provided in the Contract Documents.
13.8 OWNER May Correct Defective Work:
If the CONTRACTOR fails within a reasonable time after Written Notice of the OWNER to correct defective Work,
or to remove and replace rejected Work, or if the CONTRACTOR fails to perform the Work in accordance with the
Contract Documents, or if the CONTRACTOR fails to comply with any other provision of the Contract Documents,
the OWNER may, after seven (7) calendar days' Written Notice to the CONTRACTOR, correct and remedy any
such deficiency. If, in the opinion of Owner's Representative, significant progress has not been made during this
seven (7) calendar day period to correct the deficiency, the OWNER may exercise any actions necessary to
remedy the deficiency. In exercising the rights and remedies under this paragraph, the OWNER shall proceed
expeditiously. In connection with such corrective and remedial action, the OWNER may exclude the
CONTRACTOR from all or part of the site, take possession of all or part of the Work, and suspend the
CONTRACTOR's services related thereto, and incorporate in the Work all materials and equipment stored at the
site or for which the OWNER has paid the CONTRACTOR but which are stored elsewhere. The CONTRACTOR
shall allow the OWNER, its agents and employees, the OWNER's other contractors, 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, less ten percent (10%) of the amount thereof, which ten
percent (10%) will be retained until final payment, less all previous payments and less all sums that may be
retained by the OWNER under the terms of this Agreement. Where the original Contract Amount is $400,000 or
more, the OWNER will pay to the CONTRACTOR the total amount of approved Application for Payment, less five
percent (5%) of the amount thereof, which five percent (5%) will be retained until final payment, less all previous
payments and less all sums that may be retained by the OWNER under the terms of this Agreement. In either
case, if the Work is near completion and delay occurs due to no fault or neglect of the CONTRACTOR, the
OWNER may pay a portion of the retained amount to the CONTRACTOR. The CONTRACTOR, at the OWNER's
option, may be relieved of the obligation to complete the Work and, thereupon, the CONTRACTOR shall receive
payment of the balance due under the Contract subject to the conditions stated under paragraph 15.2.
14.1.6 Applications for Payment shall include the following documentation:
.1 updated progress schedule;
.2 monthly subcontractor report; and
.3 any other documentation required under the Supplemental General Conditions.
14.2 CONTRACTOR's Warranty of Title:
The CONTRACTOR warrants and guarantees that title to all Work, materials and equipment covered by any
Application for Payment, whether incorporated in the Project or not,will pass to the OWNER not later than the time
of payment to the CONTRACTOR free and clear of all liens.
14.3 Review of Applications for Progress Payment:
14.3.1 Owner's Representative will, within seven (7) calendar days after receipt of each Application for Payment,
either indicate a recommendation for payment and forward the Application for processing by the OWNER, or
return the Application to the CONTRACTOR indicating Owner's Representative's reasons for refusing to
recommend payment. In the latter case, the CONTRACTOR may make the necessary corrections and resubmit
the Application.
14.3.2 Owner's Representative's recommendation of any payment requested in an Application for Payment will
constitute a representation by Owner's Representative, based upon Owner's Representative's on-site observations
of the executed Work and on Owner's Representative's review of the Application for Payment and the
accompanying data and schedules, that to the best of Owner's Representative's knowledge, information and
belief:
.1 the Work has progressed to the point indicated; and
.2 the quality of the Work is in accordance with the Contract Documents (subject to an evaluation of the
Work as a functioning whole prior to or upon Substantial Completion, to the results of any subsequent
tests called for in the Contract Documents, to a final determination of quantities and classifications for
unit price Work, and to any other qualifications stated in the recommendation).
14.3.3 By recommending any such payment, Owner's Representative will not thereby be deemed to have
represented that:
00700 7-2009 Page 33 General Conditions
.1 exhaustive or continuous on-site inspections have been made to check the quality or the quantity of
the Work;
.2 examination has been made to ascertain how or for what purpose the CONTRACTOR has used
money previously paid on account of the Contract Amount;
.3 the CONTRACTOR's construction means, methods, techniques, sequences or procedures have been
reviewed; or
.4 that there may not be other matters or issues between the parties that might entitle the
CONTRACTOR to be paid additionally by the OWNER or entitle the OWNER to withhold payment to
the CONTRACTOR.
14.4 Decisions to Withhold Payment:
14.4.1 The OWNER may withhold or nullify the whole or part of any payment to such extent as may be necessary
on account of:
.1 defective Work not remedied;
.2 reasonable evidence that the Work cannot be completed for the unpaid balance of the Contract
Amount;
.3 damage to the OWNER or another contractor;
.4 reasonable evidence that the Work will not be completed within the Contract Time, and that the
unpaid balance would not be adequate to cover actual or liquidated damages for the anticipated
delay;
.5 failure of the CONTRACTOR to submit a schedule of values in accordance with the Contract
Documents;
.6 failure of the CONTRACTOR to submit a submittal schedule in accordance with the Contract
Documents;
.7 failure of the CONTRACTOR to submit or update construction schedules in accordance with the
Contract Documents;
.8 failure of the CONTRACTOR to maintain a record of changes on drawings and documents;
.9 failure of the CONTRACTOR to maintain weekly payroll reports;
.10 failure of the CONTRACTOR to submit monthly subcontractor reports;
.11 the CONTRACTOR's neglect or unsatisfactory prosecution of the Work, including failure to clean up;
or
.12 failure of the CONTRACTOR to comply with any provision of the Contract Documents.
14.4.2 When the above reasons for withholding payment are removed, the CONTRACTOR shall resubmit a
statement for the value of Work performed. Payment will be made within thirty (30) calendar days of receipt of
approved Application for Payment.
14.5 Delayed Payments:
Should the OWNER fail to make payment to the CONTRACTOR of a sum named in any Application for Payment
within thirty (30) calendar days after the day on which the OWNER received the mutually acceptable Application
for Payment, then the OWNER will pay to the CONTRACTOR, in addition to the sum shown as due by such
00700 7-2009 Page 34 General Conditions
Application for Payment, interest thereon at the rate of one percent (1%) per month from date due until fully paid,
which shall fully liquidate any injury to the CONTRACTOR growing out of such delay in payment.
14.6 Arrears:
No money shall be paid by the OWNER upon any claim, debt, demand or account whatsoever, to any person, firm
or corporation who is in arrears to the OWNER; and the OWNER shall be entitled to counterclaim and offset
against any such debt, claim, demand or account so in arrears and no assignment or transfer of such debt, claim,
demand or account, shall affect the right of the OWNER to so offset said amounts, and associated penalties and
interest if applicable, against the same.
14.7 Substantial Completion:
14.7.1 If a Certificate of Occupancy is required by public authorities having jurisdiction over the Work, said
certificate shall be issued before the Work or any portion thereof is considered substantially complete. When the
CONTRACTOR considers that the Work, or a portion thereof which the OWNER agrees to accept separately, is
substantially complete, the CONTRACTOR shall notify Owner's Representative and request a determination as to
whether the Work or designated portion thereof is substantially complete. If Owner's Representative does not
consider the Work substantially complete, Owner's Representative will notify the CONTRACTOR giving reasons
therefor. Failure on the OWNER's part to list a reason does not alter the responsibility of the CONTRACTOR to
complete all Work in accordance with the Contract Documents. After satisfactorily completing items identified by
Owner's Representative, the CONTRACTOR shall then submit another request for Owner's Representative to
determine substantial completion. If Owner's Representative considers the Work substantially complete, Owner's
Representative will prepare and deliver a certificate of Substantial Completion which shall establish the date of
Substantial Completion, shall include a punch list of items to be completed or corrected before final payment, shall
establish the time within which the CONTRACTOR shall finish the punch list, and shall establish responsibilities of
the OWNER and the CONTRACTOR for security, maintenance, heat, utilities, damage to the Work, warranty and
insurance. Failure to include an item on the punch list does not alter the responsibility of the CONTRACTOR to
complete all Work in accordance with the Contract Documents. The certificate of Substantial Completion shall be
signed by the OWNER and the CONTRACTOR to evidence acceptance of the responsibilities assigned to them in
such certificate.
14.7.2 The OWNER shall have the right to exclude the CONTRACTOR from the Work after the date of
Substantial Completion, but the OWNER will allow the CONTRACTOR reasonable access to complete or correct
items on the punch list.
14.8 Partial Utilization:
The OWNER, at the OWNER's sole option, shall have the right to take possession of and use any completed or
partially completed portion of the Work regardless of the time for completing the entire Work. The OWNER's
exercise of such use and possession shall not be construed to mean that the OWNER acknowledges that any part
of the Work so possessed and used is substantially complete or that it is accepted by OWNER, and the OWNER's
exercise of such use and possession shall not relieve the CONTRACTOR of its responsibility to complete all Work
in accordance with the Contract Documents.
14.9 Final Inspection:
Upon Written Notice from the CONTRACTOR that the entire Work or an agreed portion thereof is complete,
Owner's Representative will make a final inspection with the CONTRACTOR and provide Written Notice of all
particulars in which this inspection reveals that the Work is incomplete or defective. The CONTRACTOR shall
immediately take such measures as are necessary to complete such Work or remedy such deficiencies.
14.10 Final Application for Payment:
The CONTRACTOR may make application for final payment following the procedure for progress payments after
the CONTRACTOR has completed all such corrections to the satisfaction of Owner's Representative and
delivered the following documents:
00700 7-2009 Page 35 General Conditions
.1 Three (3) complete operating and maintenance manuals, each containing maintenance and operating
instructions, schedules, guarantees, and other documentation required by the Contract Documents;
.2 Record documents (as provided in paragraph 6.10);
.3 Consent of surety, if any, to final payment. If surety is not provided, complete and legally effective
releases or waivers (satisfactory to the OWNER) of all claims arising out of or filed in connection with
the Work;
.4 Certificate evidencing that insurance required by the Supplemental General Conditions will remain in
force after final payment and through any warranty period;
.5 Non-Use of Asbestos Affidavit(After Construction); and
.6 Any other documentation called for in the Contract Documents.
14.11 Final Payment and Acceptance:
14.11.1 If, on the basis of observation of the Work during construction, final inspection, and review of the final
Application for Payment and accompanying documentation as required by the Contract Documents, Owner's
Representative is satisfied that the Work has been completed and the CONTRACTOR's other obligations under
the Contract Documents have been fulfilled, Owner's Representative will recommend the final Application for
Payment and thereby notify the OWNER, who will pay to the CONTRACTOR the balance due the
CONTRACTOR under the terms of the Contract.
• 14.11.2 As Contract Time is measured to Final Completion, Owner's Representative will issue a letter of final
acceptance to the CONTRACTOR which establishes the Final Completion date and initiates any warranty period.
14.11.3 Final payment is considered to have taken place when the CONTRACTOR or any of its representatives
negotiates the OWNER's final payment check, whether labeled final or not, for cash or deposits check in any
financial institution for its monetary return.
14.12 Waiver of Claims:
The making and acceptance of final payment will constitute:
.1 a waiver of claims by the OWNER against the CONTRACTOR, except claims arising from unsettled
claims, from defective Work appearing after final inspection, from failure to comply with the Contract
Documents or the terms of any warranty specified therein, or from the CONTRACTOR's continuing
obligations under the Contract Documents; and
.2 a waiver of all claims by the CONTRACTOR against the OWNER other than those previously made in
writing and still unsettled.
ARTICLE 15 -SUSPENSION OF WORK AND TERMINATION
15.1 OWNER May Suspend Work Without Cause and for Convenience:
At any time and without cause and for convenience, the OWNER may suspend the Work or any portion thereof for
a period of not more than ninety (90) calendar days by written agreement or by Written Notice to the
CONTRACTOR which will fix the date on which the Work will be resumed. The CONTRACTOR shall resume the
Work on the date so fixed. The CONTRACTOR may be allowed an adjustment in the Contract Amount or an
extension of the Contract Times, or both, directly attributable to any such suspension if the CONTRACTOR makes
an approved Claim therefor as provided in Article 11 and Article 12.
00700 7-2009 Page 36 General Conditions
15.2 OWNER May Terminate Without Cause:
Upon seven (7) calendar days'Written Notice to the CONTRACTOR, the OWNER may,without cause and without
prejudice to any right or remedy of the OWNER, elect to terminate the Agreement. In such case, the
CONTRACTOR shall be paid (without duplication of any items):
.1 for completed and acceptable Work executed in accordance with the Contract Documents prior to the
effective date of termination;
.2 for all claims incurred in settlement of terminated contracts with Suppliers, Subcontractors, and
others. The CONTRACTOR agrees to negotiate in good faith with Subcontractors, Suppliers and
others to mitigate the OWNER's cost; and
.3 for anticipated profits on entire Contract not previously paid.
15.3 OWNER May Terminate With Cause:
15.3.1 Upon the occurrence of any one or more of the following events:
.1 if the CONTRACTOR persistently fails to perform the Work in accordance with the Contract
Documents;
.2 if the CONTRACTOR disregards laws or regulations of any public body having jurisdiction;
.3 if the CONTRACTOR disregards the authority of Owner's Representative;
.4 if the CONTRACTOR makes fraudulent statements;
.5 if the CONTRACTOR fails to maintain a work force adequate to accomplish the Work within the
Contract Time;
.6 if the CONTRACTOR fails to make adequate progress and endangers successful completion of the
Contract; or
.7 if the CONTRACTOR otherwise violates in any substantial way any provisions of the Contract
Documents;
The OWNER may, after giving the CONTRACTOR (and the surety, if any) seven (7) calendar days'Written Notice
terminate the services of the CONTRACTOR. The OWNER, at its option, may proceed with negotiation with
surety for completion of the Work. Alternatively, the OWNER may under these circumstances exclude the
CONTRACTOR from the site and take possession of the Work (without liability to the CONTRACTOR for trespass
or conversion), incorporate in the Work all materials and equipment stored at the site or for which the OWNER
has paid the CONTRACTOR but which are stored elsewhere, and finish the Work as the OWNER may deem
expedient. In such case the CONTRACTOR shall not be entitled to receive any further payment until the Work is
finished. If the unpaid balance of the Contract Amount exceeds all claims, costs, losses and damages sustained
by the OWNER arising out of or resulting from completing the Work, such excess will be paid to the
CONTRACTOR. If such claims, costs, losses and damage exceed such unpaid balance, the CONTRACTOR or
surety shall pay the difference to the OWNER.
15.3.2 Where the CONTRACTOR's services have been so terminated by the OWNER, the termination will not
affect any rights or remedies of the OWNER against the CONTRACTOR and surety then existing or which may
thereafter accrue. Any retention or payment of amounts due the CONTRACTOR by the OWNER will not release
the CONTRACTOR from liability. In the event the OWNER terminates the Contract with cause, the OWNER may
reject any and all bids submitted by the CONTRACTOR for up to three (3) years.
00700 7-2009 Page 37 General Conditions
15.4 CONTRACTOR May Stop Work or Terminate:
If through no act or fault of the CONTRACTOR, the Work is suspended for a period of more than ninety (90)
calendar days by the OWNER or under an order of court or other public authority, or (except during disputes)
Owner's Representative fails to forward for processing any mutually acceptable Application for Payment within
thirty (30) calendar days after it is submitted, or (except during disputes) the OWNER fails for sixty (60) calendar
days after it is submitted to pay the CONTRACTOR any sum finally determined by the OWNER to be due, then
the CONTRACTOR may, upon seven (7) calendar days' Written Notice to the OWNER, and provided the
OWNER does not remedy such suspension or failure within that time, terminate the Agreement and recover from
the OWNER payment on the same terms as provided in paragraph 15.2. In lieu of terminating the Agreement and
without prejudice to any other right or remedy, if (except during disputes) Owner's Representative has failed to
forward for processing any mutually acceptable Application for Payment within thirty (30) calendar days after it is
submitted, or (except during disputes) the OWNER has failed for sixty (60) calendar days after it is submitted to
pay the CONTRACTOR any sum finally determined by the OWNER to be due, the CONTRACTOR may upon
seven (7) calendar days' Written Notice to the OWNER stop the Work until payment of all such amounts due the
CONTRACTOR, including interest thereon. The provisions of this paragraph 15.4 are not intended to preclude the
CONTRACTOR from making a Claim under Article 11 and Article 12 for an increase in Contract Amount or
Contract Times or otherwise for expenses or damage directly attributable to the CONTRACTOR's stopping Work
as permitted by this paragraph.
ARTICLE 16 - DISPUTE RESOLUTION
16.1 Filing of Claims:
16.1.1 Claims arising from the circumstances identified in paragraphs 3.2, 4.1, 4.2.2, 4.2.4, 6.4.2, 6.11.5.2, 6.17,
7.5, 8.6, 9.5, 10.4.2, 13.8, 15.1, 15.2, 15.3, or 15.4, or other occurrences or events, shall be made by Written
Notice delivered by the party making the Claim to the other party within thirty (30) calendar days after the start of
the occurrence or event giving rise to the Claim and stating the general nature of the Claim. Notice of the amount
of the Claim with supporting data shall be delivered within thirty(30) calendar days after Written Notice of Claim is
delivered by claimant and shall represent that the adjustment claimed covers all known amounts to which claimant
is entitled.
16.1.2 Within thirty (30) calendar days of receipt of notice of the amount of the Claim with supporting data,
Owner's Representative and the CONTRACTOR shall meet to discuss the Claim, after which an offer of
settlement or notification of no settlement offer will be made to claimant. If claimant is not satisfied with the
proposal presented, claimant shall have thirty(30) calendar days in which to:
.1 submit additional supporting data requested by the other party;
.2 modify the initial Claim; or
.3 request Alternative Dispute Resolution.
16.2 Alternative Dispute Resolution:
16.2.1 If a dispute exists concerning a Claim, the parties agree to use the following procedure prior to pursuing
any other available remedies. The OWNER reserves the right to include E/A as a party.
16.2.2 Negotiating with Previously Uninvolved Personnel: Either party may make a written request for a meeting
to be held between representatives of each party within fourteen (14) calendar days of the request or such later
period that the parties may agree to. Each party shall endeavor to include, at a minimum, one (1) previously
uninvolved senior level decision maker empowered to negotiate on behalf of their organization. The purpose of
this and subsequent meetings will be good faith negotiations of the matters constituting the dispute. Negotiations
shall be concluded within thirty (30) calendar days of the first meeting, unless mutually agreed otherwise. This
step may be waived by written agreement of both parties, in which event the parties may proceed directly to
mediation as described below.
00700 7-2009 Page 38 General Conditions
16.2.3 Mediation:
16.2.3.1 If the procedure described in paragraph 16.2.2 proves unsuccessful or is waived pursuant to its terms,
the parties shall initiate the mediation process. The parties agree to select within thirty(30) calendar days one (1)
mediator trained in mediation skills, to assist with resolution of the dispute. The OWNER and the CONTRACTOR
agree to act in good faith in the selection of the mediator and to give consideration to qualified individuals
nominated to act as mediator. Nothing in this agreement prevents the parties from relying on the skills of a person
who also is trained in the subject matter of the dispute and/or a contract interpretation expert.
16.2.3.2 Mediation is a forum in which an impartial person, the mediator, facilitates communication between
parties to promote reconciliation, settlement, or understanding among them. The parties hereby agree that
mediation, at a minimum, shall provide for 1) conducting an on-site investigation, if appropriate, by the mediator for
fact-gathering purposes, 2) a meeting of all parties for the exchange of points of view and 3) separate meetings
between the mediator and each party to the dispute for the formulation of resolution alternatives. The parties
agree to participate in mediation in good faith for up to thirty(30) calendar days from the date of the first mediation
session, unless mutually agreed otherwise. Should the parties fail to reach a resolution of the dispute through
mediation, then each party is released to pursue other remedies available to them.
ARTICLE 17—RIGHT TO AUDIT
17.1 Right to Audit:
Whenever the OWNER enters into any type of contractual arrangement with the CONTRACTOR, then the
CONTRACTOR's "records" shall upon reasonable notice be open to inspection and subject to audit and/or
reproduction during normal business working hours. The OWNER's representative, or an outside representative
engaged by the OWNER, may perform such audits. The CONTRACTOR shall maintain all records relating to this
Agreement for four (4) years from the date of final payment under this Agreement, or until pending litigation has
been completely and fully resolved, whichever occurs later.
17.1.1 The OWNER shall have the exclusive right to examine the records of the CONTRACTOR. The term
"records" as referred to herein shall include any and all information, materials and data of every kind and
character, including without limitation records, books, papers, documents, contracts, schedules, commitments,
arrangements, notes, daily diaries, reports, drawings, receipts, vouchers and memoranda, and any and all other
agreements, sources of information and matters that may, in the OWNER's judgment, have any bearing on or
pertain to any matters, rights, duties or obligations under or covered by any contract document. Such records
shall include (hard copy, as well as computer-readable data if it can be made available), written policies and
procedures, time sheets, payroll registers, cancelled checks, personnel file data, correspondence, general ledger
entries, and any other record in the CONTRACTOR's possession which may have a bearing on matters of interest
to the OWNER in connection with the CONTRACTOR's dealings with the OWNER (all of the foregoing are
hereinafter referred to as "records"). In addition, the CONTRACTOR shall permit interviews of employees as well
as agents, representatives, vendors, subcontractors and other third parties paid by the CONTRACTOR to the
extent necessary to adequately permit evaluation and verification of the following:
a) The CONTRACTOR's compliance with contract requirements;
b) The CONTRACTOR's compliance with the OWNER'S business ethics policies; and
c) If necessary, the extent of the Work performed by the CONTRACTOR at the time of contract
termination.
17.1.2 The CONTRACTOR shall require all payees (examples of payees include subcontractors, insurance
agents, material suppliers, etc.)to comply with the provisions of this Article 17 by securing the requirements hereof
in a written agreement between the CONTRACTOR and payee. Such requirements include a flow-down right of
audit provision in contracts with payees that also apply to subcontractors and sub-subcontractors, material
suppliers, etc. The CONTRACTOR shall cooperate fully and shall require Related Parties and all of the
CONTRACTOR's subcontractors to cooperate fully in furnishing or in making available to the OWNER from time
to time whenever requested, in an expeditious manner, any and 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 laws 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
00800 SUPPLEMENTAL GENERAL CONDITIONS
•
City of Round Rock Contract Forms
Supplemental General Conditions Section 00800
SUPPLEMENTAL GENERAL CONDITIONS TO
AGREEMENT FOR CONSTRUCTION SERVICES
The Supplemental General Conditions contained herein shall amend or supplement the General
Conditions, Section 00700.
ARTICLE 1 - DEFINITIONS
1.16 Engineer/Architect(E/A):
Add the following:
Name (Representative):
Firm:
Address:
City, State, Zip:
Telephone:
Facsimile:
Email:
1.27 Owner's Representative:
Add the following:
Name: Travis Wilkes Title: Building Construction Manager
Address: 212 Commerce Cove Boulevard
City, State, Zip: Round Rock,TX 78664
Telephone: 512-341-3317
Facsimile:
Email: twilkes@roundrocktexas.gov
ARTICLE 2 - PRELIMINARY MATTERS
2.2 Copies of Documents:
Add the following:
Additional copies of the Project Manual and drawings may be obtained from Owner on the
following basis:
Full or partial set of Drawings $ per set or per sheet
Each set of Project Manual $ each
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ARTICLE 6 -CONTRACTOR'S RESPONSIBILITIES
6.18 Liquidated Damages
Add the following:
.1 CONTRACTOR SHALL PAY LIQUIDATED DAMAGES IN THE AMOUNT OF
AND NO/100
DOLLARS $ 1,000.00 PER DAY FOR EACH DAY BEYOND THE DATE
ESTABLISHED THEREFOR THAT THE CONTRACTOR FAILS TO ACHIEVE
SUBSTANTIAL COMPLETION, AND FOR WHICH OWNER IS UNABLE TO UTILIZE
THE IMPROVEMENTS AND FACILITIES DUE TO THE FAILURE OF CONTRACTOR
TO HAVE ACHIEVED SUBSTANTIAL COMPLETION IN ACCORDANCE WITH THE
CONTRACT.
END OF SUPPLEMENTAL GENERAL CONDITIONS
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00900 SPECIAL CONDITIONS
SECTION 01-INFORMATION
01-01 COPIES OF PLANS AND SPECIFICATIONS FURNISHED
The Agreement will be prepared in not less than five(5)counterpart(original signed)
sets. The City will furnish Contractor two (2) sets of conforming Contract
Documents and Specifications free of charge, and additional sets will be furnished,
upon request, at the cost specified in the Supplemental General Conditions.
01-02 GOVERNING CODES
All construction as provided for under these Plans and Specifications shall be
governed by any existing Resolutions, Codes and Ordinances, and any subsequent
amendments or revisions thereto as set forth by the City.
01-03 LOCATION
The location of work shall be as set forth in the Notice to Bidders and as indicated on
the Plans.
01-04 USAGE OF WATER
All water used during construction shall be provided by the City and shall be
metered. The City shall specify the location from which the Contractor is to procure
water. The Contractor shall be responsible for obtaining a bulk water permit from the
City and providing all apparatus necessary for procuring, storing, transporting and
using water during construction. The Contractor shall strive to use no more water
than reasonable to perform the work associated with this Contract and shall avoid
waste. The Contractor will be required to pay for all water used if it is found that
waste is occurring during construction.
SECTION 02-SPECIAL CONSIDERATIONS
02-01 CROSSING UTILITIES
Prior to commencing the Work associated with this Contract, it shall be the
Contractor's responsibility to make arrangements with the Owners of utility
companies to uncover their particular utility lines or otherwise confirm their location.
Certain utility companies perform such services at their own expense, however,
where such is not the case,the Contractor will cause such work to be done at his own
expense.
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02-02 UTILITY SERVICES FOR CONSTRUCTION
The Contractor will be responsible for providing his own utility services while
performing the Work associated with this Contract.Provision of said utility services
shall be subsidiary to the various bid items and no additional payment will be made
for this item.
02-03 WAGE RATES
Wage Rates (Information From Chapter 2258, Texas Government Code Title
10)
2288.021. Duty of Government Entity to Pay Prevailing Wage Rates
a. The State or any political subdivision of the State shall pay a worker
employed by it or on behalf of it:
(1) not less than the general prevailing rate of per diem wages for work of
a similar character in the locality in which the work is performed;and
(2) not less than the general prevailing rate of per diem wages for legal
holiday and overtime work.
b. Subsection (a) does not apply to maintenance work.
c. A worker is employed on a public work for the purposes of this section if a
Contractor or Subcontractor in the execution of a contract for the public work
with the State, a political subdivision of the State or any officer or public
body of the State or a political subdivision of the State, employs the worker.
2258.023.Prevailing Wage Rates to be Paid by Contractor and Subcontractor;
Penalty
a. The contractor who is awarded a contract by a public body, or a
Subcontractor of the Contractor, shall pay not less than the rates determined
under Section 2258.022 to a worker employed by it in the execution of the
contract.
b. A Contractor or Subcontractor who violates this section shall pay to the state
or a political subdivision of the state on whose behalf the contract is made,
$60 for each worker employed for each calendar day or part of the day that
the worker is paid less than the wage rates stipulated in the contract. A public
body awarding a contract shall specify this penalty in the contract.
c. A contractor or subcontractor does not violate this section if a public body
awarding a contract does not determine the prevailing wage rates,and specify
the rates in the contract as provided by Section 2258.022.
d. The public body shall use any money collected under this section to offset the
costs incurred in the administration of this chapter.
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00900-9-2012 Special Conditions
00090659
e. A municipality is entitled to collect a penalty under this section only if the
municipality has a population of more than 10,000.
2258.051. Duty of Public Body to Hear Complaints and Withhold Payment
A public body awarding a contract, and an agent or officer of the public body,shall:
1. take cognizance of complaints of all violations of this chapter committed in
the execution of the contract; and
2. withhold money forfeited or required to be withheld under this Chapter from
the payments to the Contractor under the contract,except that the public body
may not withhold money from other than the final payment without
determination by the public body that there is good cause to believe that the
Contractor has violated this chapter.
Applicable wage rates to be used in Williamson and/or Travis County may be
obtained from the U.S. Department of Labor website at the following web
addresses:
Construction Types: Heavy (Sewer/Water Treating Plant and
Sewer/Incidental to Highway)
http://www.wdol.gov/wdol/scafiles/davisbacon/TX33.dvb?v=0
Construction Types: Heavy and Highway
http://www.wdol.gov/wdol/scafiles/davisbacon/TX16.dvb?v=0
Construction Type: Building
http://www.wdol.gov/wdol/scafiles/davisbacon/TX76.dvb?v=1
02-04 LIMIT OF FINANCIAL RESOURCES
The City has a limited amount of financial resources committed to this Project;
therefore,it shall be understood by all bidders that the City may be required to change
and/or delete any items which it may feel is necessary to accomplish all or part of the
scope of work within its limit of financial resources. Contractor shall be entitled to
no claim for damages or anticipated profits on any portion of work that may be
omitted. At any time during the duration of this contract,the City reserves the right
to omit any work from this contract. Unit prices for all items previously approved in
this contract shall be used to delete or add work per change order.
02-05 CONSTRUCTION REVIEW
The City shall provide a project representative to review the quality of materials and
workmanship.
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02-06 LIMITS OF WORK AND PAYMENT
It shall be the obligation of the Contractor to complete all work included in this
Contract, so authorized by the City, as described in the contract documents and
technical specifications. All items of work not specifically paid for in the bid
proposal shall be included in the unit price bids. Any question arising as to the limits
of work shall be left up to the interpretation of the Engineer.
02-07 LAND FOR WORK
Owner provides, as indicated on Drawings, land upon which work is to done,right-
of-way for access to same and such other lands that are designated for the use of the
Contractor. Contractor provides, at his expense and without liability of Owner, any
additional land and access thereto that may be required for his construction
operations, temporary construction facilities, or for storage of materials.
02-08 DEVIATIONS OCCASIONED BY UTILITY STRUCTURES
Whenever existing utilities,not indicated on Plans,present obstructions to grade and
alignment of proposed improvements immediately notify engineer, who without
delay, will determine if existing utilities are to be relocated, or grade and alignment
of proposed improvements changed. Where necessary to move existing utilities and
appurtenances as determined by the Engineer,the Engineer and Contractor will make
relocation arrangements with the utility owner.The Owner will not be liable for delay
costs or damages due to relocations of utilities which hinder progress of the work.
02-09 CONSTRUCTION STAKING
All construction staking required to complete the work associated with this contract
shall be provided by the Contractor. The Contractor shall be responsible for
determining the layout and extent of staking necessary to construct the improvements
to the lines and grades shown in the Plans and such staking shall be satisfactory to the
Engineer. The Contractor shall consult with the Engineer and Owners representative
in the field for assistance as necessary. Sufficient staking materials and equipment
shall be provided by the Contractor including but not limited to: paint, flagging,
laths,hubs,blue tops,nails,hammers,measuring chains or tapes,transits and levels.
The Contractor shall be responsible for setting and marking control and off-set points
for measuring distances and angles, for shooting levels, and for any other items
pertaining to construction staking. This item shall not be paid for separately and shall
be considered subsidiary to other bid items.
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00090659
SECTION 03-ACCESS AND TRAFFIC CONTROL
Access shall be provided for the public and emergency vehicles at all possible times.
When it becomes necessary to restrict access, the Contractor shall notify the Owner
and coordinate with the Owner,all applicable agencies(i.e.Fire Department,E.M.S.,
Public Works, etc.), residents, and affected parties. If emergency access is required
during the work and such access is being hindered by the work, the Contractor will
suspend the work if necessary,and otherwise endeavor to assist emergency personnel
in accessing a location restricted by the work. Unless otherwise approved by the
Engineer,at the end of each day all lanes of traffic shall be opened to the public.The
Contractor shall ensure compliance at all times with the accepted Traffic Control
Plan for the project and shall be responsible for all maintenance, signing and safety
precautions necessary for traffic control. These items shall be included in the bid
item Traffic Control.
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00090659
01000 TECHNICAL SPECIFICATIONS
ITEM 1 GENERAL DESCRIPTION
1.01 SCOPE OF WORK
The Work covered by these Specifications consists of furnishing all labor,equipment,
appliances,materials and performing all operations in connection with the inspection
and testing, complete in accordance with the Plans, and subject to the terms and
conditions of the Contract Documents.
1.02 GOVERNING TECHNICAL SPECIFICATIONS
STREET, WATER, SEWER AND DRAINAGE IMPROVEMENTS
The Round Rock Standard Specification Criteria Manual is hereby referred to and
included in this contract as fully and to the same extent as if copied at length herein,
and shall be applied to this project except as modified in these Specifications and on
the Plans.
Any adjustments, alterations, or additional information regarding Governing
Technical Specifications are included in Attachment A at the end of this Technical
Specifications Section.
ITEM 2 CONTROL OF WORK
2.01 CLEAN-UP
2.01.1 CONSTRUCTION SITE
During construction the Contractor shall keep the site free and clean from all rubbish
and debris and shall clean-up the site promptly when notified to do so by the
Engineer.
The Contractor shall, at his own expense, maintain the streets and roads free from
dust,mud,excess earth or debris which constitutes a nuisance or danger to the public
using the thoroughfare, or the occupants of adjacent properties.
Care shall be taken to prevent spillage on streets and roads over which hauling is
done, and any such spillage or debris deposited on streets, due to the Contractor's
operations, shall be immediately removed.
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2.01.2 BACKWORK
The Contractor shall coordinate his operations in such a manner as to prevent the
amount of clean-up and completion of back works from becoming excessive. Should
such a condition exist, the Engineer may order all or portions of the work to cease
and refuse to allow any work to commence until the back work is done to the
Engineer's satisfaction.
2.02 GRADING
The Contractor shall do such grading in and adjacent to the construction area
associated with this contract as may be necessary to leave such areas in a neat and
satisfactory condition approved by the Engineer.
ITEM 3 EXAMINATION AND REVIEW
3.01 EXAMINATION OF WORK
The work covered under this Contract shall be examined and reviewed by the
Engineer, representatives of all governmental entities which have jurisdiction, and
the City's authorized representative. The quality of material and the quality of
installation of the improvements shall be to the satisfaction of the Engineer. It shall
be the Contractor's responsibility for the construction methods and safety precautions
in the undertaking of this Contract.
3.02 NOTIFICATION
The Engineer and City must be notified a minimum of 24-hours in advance of
beginning construction, testing, or requiring presence of the Engineer, project
representative, or City's representative.
3.03 CONSTRUCTION STAKING
The Engineer shall furnish the Contractor reference points and benchmarks that, in
the Engineer's opinion,provide sufficient information for the Contractor to perform
construction staking.
3.04 PROTECTION OF STAKES, MARKS, ETC.
All engineering and surveyor's stakes,marks,property corners,etc.,shall be carefully
preserved by the Contractor,and in case of destruction or removal during the course
of this project, such stakes, marks, property corners, etc., shall be replaced by the
Contractor at the Contractor's sole expense.
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ITEM 4 PROTECTION AND PRECAUTION
4.01 WORK IN FREEZING WEATHER
Portions of the work may continue as directed by the Engineer.
4.02 PROTECTION OF TREES, PLANTS AND SHRUBS
The Contractor shall take necessary precautions to preserve all existing trees,plants
and shrubs but where it is justifiable and necessary the Contractor may remove trees
and plants for construction right-of-way but only with approval of the Engineer.
4.03 TRAFFIC CONTROL MEASURES AND BARRICADES
Traffic control measures and barricades shall be installed in accordance with the
Texas Manual of Uniform Traffic Control Devices and in other locations deemed
necessary by the Engineer, for the protection life and property. Under no
circumstances will any existing road be permitted to remain closed over a weekend.
No separate pay will be made for this item. Costs for this item shall be subsidiary to
other items of work.
4.04 PROPERTY LINES AND MONUMENTS
The Contractor shall be responsible for the protection, reference and resetting of
property corner monuments if disturbed.
4.05 DISPOSAL OF SURPLUS MATERIAL
The Contractor shall at his own expense, make arrangement for the disposal of
surplus material, such as rock, trees, brush and other unwanted backfill materials.
4.06 CONTRACTOR'S USE OF PREMISES
The Contractor shall, at his own expense, provide additional space as necessary for
his operations and storage of materials.
ITEM 5 MATERIALS
5.01 TRADE NAMES
Except as specified otherwise, wherever in the specifications an article or class of
material is designated by a trade name or by the name or catalog number of any
maker, patentee, manufacturer, or dealer, such designations shall be taken as
intending to mean and specify the articles described or another equal thereto in
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00193116
quality,finish,and serviceability for the purpose intended,as may be determined and
judged by the Engineer in his sole discretion.
5.02 MATERIALS AND WORKMANSHIP
No material which has been used by the Contractor for any temporary purpose
whatever is to be incorporated in the permanent structure without the written consent
of the Engineer. Where materials or equipment are specified by a trade or brand
name, it is not the intention of the City to discriminate against an equal product of
another manufacturer,but rather to set a definite standard of quality for performance,
and to establish an equal basis for the evaluation of bids. Where the words
"equivalent", "proper" or "equal to" are used, they shall be understood to mean that
the item referred to shall be "proper", the "equivalent" of, or "equal to" some other
item, in the opinion or judgment of the Engineer. Unless otherwise specified, all
materials shall be the best of their respective kinds and shall be in all cases fully
equal to approved samples. Notwithstanding that the words "or equal to" or other
such expressions may be used in the specifications in connection with a material,
manufactured article or process, the material, article or process specifically
designated shall be used, unless a substitute is approved in writing by the Engineer,
and the Engineer will have the right to require the use of such specifically designated
material, article or process.
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Proposed New Facility:Public Safety Training Facility
PROPOSED COST SUMMARY
EXHIBIT C
CHASCO
Fee Proposal
Lump sum fee for pre-construction services,construction phase,and Bid/Award Phase services including
professional fees,estimating and personnel cost,to include but not be limited to:
A. Provide a preliminary evaluation of the Owner's program and Project budget
requirements.
B. With the Architect,jointly schedule and attend regular meetings with the Owner and
Architect.
C. Consult with the Owner and Architect regarding site use and improvements,and the
selection of materials,building systems and equipment.
D. Provide recommendations on construction feasibility,time requirements for procurement,
installation and construction completion and factors related to construction cost including
estimates of alternative designs or materials,preliminary budgets and possible economics.
E. Prepare,and periodically update,a preliminary Project schedule for the Architect's review
and the Owner's approval.Coordinate and integrate the schedule with the services and
activities of the Owner,Architect,and Construction Manager.
F. Prepare for the review of the Architect and approval of the Owner a preliminary cost
estimate utilizing area,volume or similar conceptual estimating techniques.
G. When Schematic Design Documents have been prepared,prepare for the review of the
Architect and approval of the Owner,a detailed estimate with supporting data;periodically
update and refine this estimate.If any estimate submitted to the Owner exceeds previously
approved estimates or the Owner's budget,the Construction Manager shall make appropriate
recommendations.
H. Seek to develop subcontractor interest in the Project and furnish to the Owner and Architect
for their information a list of possible subcontractors.
I. Recommend to the Owner and Architect a schedule for procurement of long-lead time items
and expedite the delivery of long-lead items.
J. When the Drawings and Specifications are 70%complete,propose a detailed Guaranteed
Maximum Price,which provides for further development of the Drawings and
Specifications.
II. Fees for all Construction Phase services,to include but not to be limited to:
A. All Construction Management/Contractor Services stated as a percentage of construction cost.
B. All General Conditions that can reasonably be anticipated for this project,including but not limited to:
full-time site supervision;field engineering;field office;safety;small tools;telephone and;storage
buildings;sanitary facilities;waste containers;temporary electrical power;temporary water;project
sign;barricades and lights;temporary fencing;general clean-up;as-built drawings;and scheduling.
(Note:building permits and tap fees shall be obtained by the construction manager and paid for by the
City.) The above stated as itemized units costs per month of construction SEE"ATTACHMENT
FOR EXAMPLE.
C. All insurance and bonding including,but not limited to: Builder's risk Insurance for the cost of the
work;General Liability and Umbrella Insurance for the cost of the work;Bond Premium for the cost of
the work(100%performance and payment bonds.)The above stated lump sum is based on the
$13,000.000 construction cost for phase 1. Total construction cost$22,500,000.00Please see Proposal
Cost Form Attachment.
III. Hard Cost Construction savings disposition between City and Construction Manager at Risk. All cost
savings will be returned to City(Owner):
ATTACHMENT
Proposal Cost Form
Company Name: Chasco Constructors,Ltd.,L.L.P.
Pre-Construction Services $5,000.00
A lump sum fee for pre-construction services to aid design
team and project owners in developing plans,costs,and
schedule for the project. Weekly meetings will be required of
CM thru-out design,and pre-construction process.
General Conditions Proposed Monthly Cost
Project Manager $ 7,699.00
Superintendent $ 7,699.00
Secretary $ 710.00
Other Employees(Safety Officer) $ 258.00
Staff Insurance $ 3,110.00
Job Office $ 750.00
Storage Trailers $ 500.00
Project Electricity(Project Trailer Only) $ 200.00
Monthly Telephone/Internet Service includes installation $ 250.00
Project Water(Project Trailer Only) $ 100.00
Temporary Toilets(6 ea) $ 720.00
Auto&Trucks(For Supervision only) $ 1,400.00
Office Supplies $ 100.00
Office Equipment $ 200.00
Furniture $ 50.00
Overnight/Delivery $ 150.00
Proposed Monthly Cost Total $ 23,896.00
Monthly cost total x 12 months $ 286.752.00
Lump Sum Items(LS) Proposed Cost
Job Mobilize—LS(only for temporary facilities) $ 5,000.00
Demobilize—LS (only for temporary facilities) $ 5,000.00
Payment and Performance Bonds—LS(Based on$13,000,000 $ 100,500.00
and 12 Mo duration)
Liability,Builders Risk,Workers' Compensation and other $ 59,280.00
insurance required by General Conditions-LS(See Insurance
Notes Below)
Proposed Lump Sum Cost Total $ 169,780.00
CM At-Risk Fee:
(Must be stated as a percent. The percent stated will be 2.50 %
applied to actual Construction Costs,not includine General
Conditions.Lump Sum Items.Architects'and Engineers'
Fees and other Costs).
All other costs,including,but not necessarily limited to the following items,will be included as a Cost of the Work
when the Project Scope is better defined:
• Field engineering • Project sign
• Survey • Barricades and lights
• Safety • Temporary fencing
• Small tools • General clean-up
• Ice water and cups • Final clean-up
• Waste containers/dumpsters • Plan reproduction
• Temporary electrical power for construction • As-built drawings
• Temporary water for construction
Insurance Notes
The Worker's Compensation cost quoted above is based only on the labor cost of the executive
supervisors listed in the General Conditions Cost included in this proposal (Approx. $196,392.00 labor
cost at$0.67/$100.00). All other Worker's Compensation cost will be included in the Cost of the Work
for the project at such time as the scope of the project is known and other labor costs can be calculated.
The Workers Compensation cost is based on the executive supervisors being charged to this project for a
duration of twelve(12)months.
Chasco's Comprehensive General Liability Insurance is based on our payroll expense. Therefore, the
above quoted cost for General Liability Insurance is based only on the labor cost of the executive
supervisors listed in the General Conditions Cost included in this proposal (Approx. $196,392.00 labor
cost at $2.00 / $100.00). All other General Liability Insurance cost will be included in the Cost of the
Work for the project at such time as the scope of the project is known and other labor costs can be
calculated. The General Liability Insurance cost is based on the executive supervisors being charged to
this project for a duration of twelve(12)months.
Employer's Liability Insurance is included as a part of Worker's Compensation Insurance.
The Comprehensive Automobile Liability cost quoted above is based only on the Autos and trucks utilized
by the executive supervisors listed in the General Conditions Cost included in this proposal. All other
Comprehensive Automobile Liability cost and/or other equipment insurance cost will be included in the
Cost of the Work for the project at such time as the scope of the project is known. The Comprehensive
Automobile Liability cost is based on the executive supervisors being charged to this project for a duration
of twelve(12)months.
The Builder's All Risk Insurance as quoted above is based on a non-combustible structure valued at
$13,000,000.00 for a period of twelve(12)months.
IV. The foregoing is true and correct.The City of Round Rock, or any authorized representative of the City of
Round Rock, is authorized by the undersigned to contact any firm, institution, or person listed above to
obtain information about the firm's services,financial condition, and any other information which the City
of Round Rock might determine as being desirable.
SIGNATURE OF PROPOSER
Offeror: Ch las_co Constructors.Ltd..L.L.P.
By: Vk
nnJ
4.4k. J
(Signature)
Charles J.Glace,Jr.
(Printed name)
President
Title