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04/21/1981 . " , .. PROPOSED CONTRACT DOCUMENTS PAVING AND DRAINAGE IMPROVEMENTS SECOND AVENUE - STOCK ISLAND, FLORIDA .r: BOARD OF COUNTY COMMISSIONERS l (.~ f f. , ~ - MONROE COUNTY, FLORIDA ." COMMISSIONERS Wilhelmina Harvey Curt Blair CLERK OF CIRCUIT COURT Ralph W. White COUNTY ADMINISTRATOR Kermit Lewin DIRECTOR OF PUBLIC WORKS Edward L. Stickney Mayor Protem Jerry Hernandez, Jr. ~.~ MAYOR George E. Dolezal Ken Sorensen BID OPENING MARCH 1,0, 1981 10:00 A.M. EDT MONROE COUNTY COURTHOUSE KEY WEST, FLORIDA PROJECT NO. 106-8004-01 TABLE OF CONTENTS SECTIO~! DESCRIPTION PAGES A NOTICE OF CALLING FOR BIDS A-l to A-2 B INSTRUCTIONS TO BIDDERS B-1 to B-6 C PROPOSAL C-l to C-5 Bid Bond CB-l to CB-3 D GENERAL CONDITIONS D-1 to D-40 Attachment No. 1 Attachment No. 2 Page 1 to 3 of 3 Page 1 of 1 E AGREEMENT E-l to E-5 F PERFORMANCE AND PAYMENT BOND F-l to F-3 G SUPPLEMENTARY CONDITIONS G-1 to G-3 Attachment No. 1 Page 1 to 2 of 2 H SPECIAL CONDITIONS H-1 SPECIFICATIONS , 1. GENERAL REQUIREMENTS 1-1 2. MAINTENANCE OF TRAFFIC 2-1 3. CLEARING AND GRUBBING 3-1 4. EARTHWORK-EXCAVATION & EMBANKMENT 4-1 5. STABILIZATION 5-1 6. LIMEROCK BASE 6-1 7. PRIME COAT 7-1 8. ASPHALTIC CONCRETE TYPE S 8-1 9. PAINTING TRAFFIC STRIPES 9-1 10. ROADWAY SIGNS 10-1 SECTION A NOTICE OF CALLING FOR BIDS NOTICE IS HEREBY GIVEN TO WHOM IT MAY CONCERN that on Tuesday, the ~ day of March , 1981, at 10:00 A.M. (EDT) in the County Courthouse Key West , Monroe County, Florida, the Board of County Commissioners of Monroe County, Florida will consider sealed bids for the following: PROJECT NO. 106-8004-01 Paving and Drainage improvements - Second Avenue - Stock Island, Florida. Bid proposal will be received up until 5:00 P.M., EDT~ March 9 ,1981. The project includes approximately 1410 square yards of I" type S-1 asphaltic concrete pavement, 1430 square yards of 6 inch limerock base course, together with the grading, compacting, embankment and other construction activities necessary to complete the paving of this road in accordance with contract documents. Plans, specifications and all other bid information may be obtained from the Office of the County Clerk in the Monroe County Courthouse, 500 Whitehead Street, Key West, Florida. They may be purchased from this office at $15.00 per set. Checks shall be made payable to Monroe County, Florida. Contractors will be refunded the cost of complete sets of drawings and specifications provided the documents are first returned, com- plete and in good condition no later than 10 days after bids are received. No other refunds will be made thereafter. All bids must be accompanied by bid bonds, or certified checks in the amount of five percent (5%) of the bid price and shall be sub- mitted in sealed envelopes marked on the outside "PROPOSAL FOR PROJECT NO. 106-8004-01; Paving and Drainage Improvements _ Second Avenue, Stock Island, Florida". Each proposal and bid bond shall remain firm and binding for at least 60 days to allow time for the Owner's evaluation of bids. All proposals must be made on the appropriate Proposal Form, or an exact copy of the form executed in accordance with the "Instructions to Bidders". Said bids must be delivered to the Clerk of the Board of County Commissioners of Monroe County, at the Monroe County Courthouse at Key West, Florida, no latter than 5:00 P.M. (EDT) on March ~, 1981 Any successful bidder awarded contract in accordance with this notice shall be required to post a performance bond and payment bond guaranteeing completion of the work under the specifications. A-I The Commission reserves the right to reject any and all bids, to waive irregularities and informalities in any and all bids, or to readvertise for bids. An award, if made, will be to the lowest responsible and qualified bidder as the Commission deems to be in the best interest of the County. The Commission also reserves the right to separately accept or reject any item or items of a bid which the commission deems to be in the best interest of the County. DATED at Key West, Florida this AD, 1981. day of RALPH W. WHITE Clerk of the Board of County Commissioners of Monroe County, Florida A-2 SECTION B INSTRUCTIONS TO BIDDERS NOTE: These Instructions to Bidders are adapted from the "Standard Form of Instructions to Bidders" published by the National Society of Professional Engineers (NSPE), Document No. 1910-12 (1978 Edition). 1. Defined Terms Terms used in these Instructions to Bidders which are defined in the General Conditions, Section D, of these specifications, have the meaning assigned to them in the General Conditions. The term "Successful Bidder" means the lowest, qualified, responsible Bidder to whom Owner (on the basis of Owner's evaluation as hereinafter provided) makes an award. 2. Copies of Bidding Documents 2.1 Complete sets of the Bidding Documents in the number and for the deposit sum, if any, stated in the "Notice of Calling for Bids", Section A, may be obtained from the Office of the County Clerk in the Monroe County Courthouse; Key West, Florida. The deposit will be refunded to Bidders who submit a bona fide Bid and return the Bidding Documents in good condition within ten days after opening of Bids. 2.2 Complete sets of Bidding Documents shall be used in preparing Bids; neither Owner nor Engineer assume any responsibility for errors or misinterpretations resulting from the use of incomplete sets of Bidding Documents. 2.3 Owner and Engineer in making copies of Bidding Documents available on the above terms do so only for the purpose of obtain- ing Bids on the Work and do not confer a license or grant for any other use. 3. Qualifications of Bidders To demonstrate qualifications to perform the Work, each Bidder must be prepared to submit within five days of Owner's request written evidence of the types set forth in the Supplementary Conditions, such as financial data, previous experience and evidence of authority to conduct business in the jurisdiction where the Project is located. Each Bid must contain evidence of Bidder's qualification to do business in the state where the Project is located or covenant to obtain such qualification prior to award of the Contract. 4. Examination of Contract Documents and Site 4.1 Before submitting a Bid, each Bidder must (a) examine the Contract Documents thoroughly, (b) visit the site to familiarize himself with local conditions that may in any manner affect cost, progress or performance of the Work, (c) familiarize himself with federal, state and local laws, ordinances, rules and regulations that may in any manner affect cost, progress or performance of B-1 the Work; and (d) study and carefully correlate Bidder's obser- vations with the Contract Documents. 4.2 Reference is made to the Supplementary Conditions for the identification of those reports of investigations and tests of subsurface and latent physical conditions at the site or other- wise affecting cost, progress or performance of the Work which have been relied upon by Engineer in preparing the Drawings and Specifications. Owner will make copies of such reports available to any Bidder requesting them. These reports are not quaranteed as to accuracy or completeness, nor are they part of the Contract Documents. Before submitting his Bid each Bidder will, at his own expense, make such additional investigations and tests as the Bidder may deem necessary to determine his Bid for performance of the Work in accordance with the time, price and other terms and conditions of the Contract Documents. 4.3 On request Owner will provide each Bidder access to the site to conduct such investigations and tests as each Bidder deems necessary for submission of his Bid. 4.4 The lands upon which the Work is to be performed, rights-of- way for access thereto and other lands designated for use by Contractor in performing the Work are identified in the Drawings. 4.5 The submission of a Bid will constitute an incontrovertible representation by the Bidder that he has complied with every requirement of this Article 4 and that the Contract Documents are sufficient in scope and detail to indicate and convey under- standing of all terms and conditions for performance of the Work. 5. Interpretations All questions about the meaning or intent of the Contract Documents shall be submitted to Engineer in writing. Replies will be issued by Addenda mailed or delivered to all parties recorded by Engineer as having received the Bidding Documents. Questions received less than ten days prior to the date for fqr opening of Bids will not be answered. Only questions answered by formal written Addenda will be binding. Oral and other interpretations or clarifications will be without legal effect. 6. Bid Security 6.1 Bid Security shall be made payable to Owner, in an amount of five percent (5%) of the Bidder's maximum Bid price and in the form of a certified or bank check or a Bid Bond (on form attached, if a form is prescribed) issued by a Surety meeting the require- ments _of paragraph 5.1 of the General Conditions. 6.2 The Bid Security of the Successful Bidder will be retained until such Bidder has executed the Agreement and furnished the required Contract Security, whereupon it will be returned; if the successful Bidder fails to execute and deliver the Agreement and furnish the required Contract Security within 15 days of the Notice of Award, Owner may annul the Notice of Award and the Bid Security B-2 of that Bidder will be forfeited. The Bid Security of any Bidder whom Owner believes to have a reasonable chance of receiving the award may be retained by Owner until the earlier of the seventh day after the "effective date of the Agreement" (which term is defined in the General Conditions) by Owner to Contractor and the required Contract Security is furnished or the sixty-first day after the Bid opening. Bid Security of other Bidders will be re- turned within fourteen days of the Bid opening. 7. Contract Time ~ f The number of days within which, or the date by which, the Work is to "be completed (the Contract Time) is set forth in the Bid Form and will be included in the Agreement. 8. Liquidated Damages Provisions for liquidated damages, if any, are set forth in the Agreement. 9. Substitute Material and Equipment l 1 L The Contract, if awarded, will be on the basis of material and equip- ment described in the Drawings or specified in the Specifications without consideration of possible substitute or "or equal" terms. Whenever it is indicated in the Drawings or specified in the Specifi- cations that a substitute or "or equal" item of material or equipment may be furnished or used by Contractor if acceptable to Engineer, application for such acceptance will not be considered by Engineer until after the Itef'fective date ot: the Agreement". The procedure for submittal of any such application by Contractor and consideration by Engineer is set forth in paragraphs 6.7. 6.7.1 and 6.7.2 of the General Conditions which may be supplemented in the Special Conditions. 10. Subcontractors, etc. 10.1 If the Supplementary Conditions require the identity of certain Subcontractors and other persons and organizations to be submitted to Owner in advance of the Notice of Award, the apparent Successful Bidder, and any other Bidder so requested, will within seven days after the day of the Bid opening submit to Owner a list of all Sub- contractors and other persons and organizations (including those who are to furnish the principal items of material and equipment) proposed for those portions of the Work as to which such identification is so required. Such list shall be accompanied by an experience statement with pertinent information as to similar projects and other evidence or'qualification for each such Subcontractor, person and organization if requested by Owner. If Owner or Engineer after due investigation has reasonable objection to any proposed Subcontractor, other person or organization, either may before giving the Notice of Award request the apparent Successful Bidder to submit an acceptable substitute without an increase in Bid price. If the apparent Successful Bidder declines to make any such substitution, the contract shall not be awarded to such Bidder, but his declining to make any such substitu- tion will not constitute grounds for sacrificing his Bid Security. Any Subcontractor, other person or organization so listed and to !-:-~ L B-3 whom Owner or Engineer does not make written objection prior to the giving of the Notice of Award will be deemed acceptable to Owner and Engineer. 10.2. No Contractor shall be required to employ any Subcontractor, other person or organization against whom he has reasonable objection. 11. Bid Form l f I I ~ 11.5 All names must be typed or printed below the signature. 11.6 The Bid shall contain an acknowledgment of receipt of all Addenda (the numbers of which shall be filled in on the Bid Form). 11.7 The address to which communications regarding the Bid are to be directed must be shown. 12. Submission of Bids Bids shall be submitted at the time and place indicated in the Invi- tation to Bid and shall be included in an opaque sealed envelope, marked with the Project title and name and address of the Bidder and accompanied by the Bid Security and other required documents. If the Bid is sent through the mail or other delivery system the sealed envelope shall be enclosed in a separate envelope with.the notation "BID ENCLOSED" on the face thereof. 13. Modification and Withdrawal of Bids 13.1 Bids may~e modified or withdrawn by an appropriate document duly executed (in the manner that a Bid must be executed) and delivered to the place where Bids are to be submitted at any time prior to the opening of Bids. 1).2 If, within twenty-four hours after Bids are opened, any Bidder files a duly signed written notice with Owner and promptly thereafter demonstrates to the reasonable satisfaction of Owner that there was a ::,:~ L B-4 , J r material and substantial mistake in the preparation of his Bid, that Bidder may withdraw his Bid and the Bid Security will be returned. Thereafter, that Bidder will be disqualified from fur- ther bidding on the Work. 14. Opening of Bids Bids will be opened publicly and will be read aloud. An abstract of the amounts of the base Bids and major alternates (if any) will be made available at the Office of the County Clerk within seven (7) days after opening of Bids. 15~ Bids to Remain Open All Bids shall remain open for sixty days after the day of the Bid opening, but Owner may, in his sole discretion, release any Bid and return the Bid Security prior to that date. 16. Award of Contract 16.1 Owner reserves the right to reject any and all Bids, to waive any and all informalities and to negotiate contract terms with the Successful Bidder, and the right to disregard all nonconforming, nonconforming, nonresponsive or conditional Bids. Discrepancies between words and figures will be resolved in favor of words. Discrepancies between the indicated sum of any column of figures and the correct sum thereof will be resolved in favor of the correct sum. I I L 16.2 In evaluating Bids, Owner shall consider the qualifications of the Bidders, whether or not the Bids comply with the prescribed requirements, and alternates and unit prices if requested in the Bid forms. It is Owner's intent to accept alternates (if any are accepted) in the order in which they are listed in the Bid form but Owner may accept them in any order or combination. 16.3 Owner may consider the qualifications and experience of Sub- contractors and other persons and organizations (including those who are to furnish the principal items of material or equipment) proposed for those portions of the Work as to which the identity of Subcontractors and other persons and organizations must be submitted as provided in,the Supplementary Conditions. Operating costs, main- tenance considerations, performance data and guarantees of materials and equipment may also be considered by Owner. 16.4 Owner may conduct such investigations as he deems necessary to assist in the evaluation of any Bid and to establish the respon- sibility, qualifications and financial ability of the Bidders, proposed Subcontractors and other persons and organizations to do the Work in accordance with the Contract Documents to Owner's satisfaction within the prescribed time. 16.5 Owner reserves the right to reject the Bid of any Bidder who does not pass any such evaluation to Owner's satisfaction. 16.6 If the contract is to be awarded it will be awarded to the lowest Bidder whose evaluation by Owner indicates to Owner that the award will be in the best interests of the Project. l~ L B~5 , f , f.-.. \<:'~ L. 16.7 If the contract is to be awarded, Owner will give the Succes- sful Bidder a Notice of Award within sixty (60) days after the day of the Bid opening. 17. Performance and Other Bonds Article 5 of the General Conditions and the Supplementary Conditions set forth Owner's requirements as to performance and other Bonds. When the Successful Bidder delivers the executed Agreement to Owner it shall be accompanied by the required Contract Security. 18.- Signing of Agreement When Owner gives a Notice of Award to the Successful Bidder, it will be accompanied by at least three unsigned counterparts of the Agree- ment and all other Contract Documents. Within fifteen (15) days thereafter Contractor shall sign and deliver at least three (3) counterparts of the Agreement to Owner with all other Contract Docu- ments attached. Within ten (10) days thereafter Owner will deliver all fully signed counterparts to Contractor. Engineer will identify those portions of the Contract Documents not fully signed by Owner and Contractor and such identification shall be binding on all parties. 19. Performance of Work by Contractor The Contractor shall perform on the site and with his own organiza- tion, work equivalent to at least fifty percent (50%) of the total amount of the work to be performed under this Contract. If, during the progress of the work hereunder, the Contractor requests a reduc- tion of such percentage, and the Engineer determines that it would be to the client's advantage, the percentage of the work required to be performed by the Contractor's own organization may be reduced; provided prior written approval of such reduction is obtained by the Contractor from the Engineer. Each Bidder must furnish with his bid a list of the items that he will perform with his own forces and the estimated total cost of these items. B-6 , ... \. ... } SECTION C PROPOSAL PROJECT NAME: .a. PAVING AND DRAINAGE IMPROVEMENTS SECOND AVENUE - STOCK ISLAND. FLORIDA 106-8004-01 . . PROJECT NUMBER: DATE OF OPENING: 10:00 A.M.'. March 10 1981 ADDRESSES: {1.,.. ~ ~. MAILING DELIVERY Board of County Commissioners Monroe County Courthouse P.o. Box 1029 Key West, Florida 33040 Attn: Mr. Ralph W'. White Clerk of the Circuit Court THIS PROPOSAL of ,he ~Ile~e~ e~m~tJ.'f d-R 1./19;, Ino. . Clerk of the Circuit Court Monroe County Courthouse 500 Whitehead Street Key West, Florida (hereinafter called the./B:i;.d9.er"), organized and existing under the laws of tjte State qf Fio/!. lei II , doing business as COALJIJAA~iDn (insert Ita corporation", "a partnership" or "an individual" as applicable) to the Board of County Commissioners, Monroe County, Florida (hereinafter called the "Owner"). \:..~' Gentlemen: The Bidder, in compliance with your Notice of Calling for Bids and Instructions to Bidders for the construction of pavina and Drainaae Improvements - Second Avenue - Stock Island, Florida, having examined the drawings, specifications and other related do- cuments and the site of the proposed work, and being familiar with all of the conditions surrounding the construction of the proposed project including the availability of materials and labor, hereby proposes to furnish all labor, materials, and supplies, and to construct the project in accordance with the Contract Documents, within the time set forth therein, and at the prices stated below. These prices are to cover ~ll expenses incurred in performing the work required under the Contract Documents, of which this Proposal is a part. . Bidder hereby agrees to commence work under this contract on ~r before a date to be specified in the written "Notice to Proceed" of the Owner and to fully complete the project withinfortv-five (45) con- secutive calendar days thereafter as stipulated in the Contratt Documents. Bidder further agrees to pay as liquidated d.amages, the sum of ~lOO.OO for each consecutive calendar day thereafter as here- inafter provided in Paraqraph 4 of the Supplementary Conditione. C-l Bidder hereby acknowledges receipt of the following addendum: . . Bidder agr~es to perform all the construction activities neces- sary to complete this project work as described in the Contract Documents for the following unit prices: Est:imated Quantitv ~J' Item No. Description : · .:f. ~........:!"' ~'" '~ Unit 1. Clearing & Grubbing 0.67 · ,'Acres $ 2. 3. Earth Work Price stabilized Subbase 2060 LUMP SUM $ .". ,___z., sq.yd. ~ 4. Limerock Base Course, 6" sq.yd. Gal. 1430 145 5. Prime Coat 6. Asphaltic Concrete Type'S..;.l, 1" thick sq. yd. I~O' 1410 7.' Special "Ditch ",,'!I~"';'~'''''.';f'' . , ...; " ~. . ., '" .~_ . ~,w.. .,.. ~ . 283 I. L.F. 8. Drainage Ditch (other) 9. Painting Traffic Strips 10. 11. A. Skip Traffic Stripe 300 L.F. $ ~.~ $ 1>.~ $~~ .,., $ /0.,.. LUMP SUM $ $ ~ t..o Amount -- (J.. $' 1j~ - $ Y,COO ~ $ ~11?~ $ ,l.017 ~ , .r-- e'" $ '/~~ --- .' ... $ 1, -z.;" t! $ Z, ~30 ~ ... $ IOOO~ $ . , 6 .~ $ ~ ~O ~ $ ,OO~ ~oO.::- " ; B. Solid Traffic Stripe1400 L.F. " · t-~ ~ A. 0- $ '~O --- .' $ LUMP SUM $ .10,(J~-R ~ ..~ Highway stop Sign, Installed 2 each Maintenance of Traffic TOTAL C-2 The above unit prices (and lump sums) include all labor, mater- ials supplies, equipment, overhead, profit, insurance, ets., to cover the finished work of the several kinds called for. (. .,.-..:, \;}JJ' . Bidder understands that the Owner reserves the right to reject ~ny or all bids, and to waive informalities. The Bidder agrees that this bid shall be good and may not be withdrawn for a period of sixty (60) calendar days after the scheduled closing date and time for receiving bids. Upon receipt of written notice of the acceptance of this bid, Bidder will execute the formal Contract Documents attached within fifteen (15) days and deliver a Surety Bond or Bonds as required by the Contract Documents. The bid security attached in the sum of FIVF PFR~FNT OF A~~nMPANVING BIQ DOLLARS ($ ) is to become the property of the Owner in the event the Contract Documents are not executed and the bond furnished within the time set forth above, as liquidated damages for the delay and additional expepsa~?::t~ .,' the OWner caused thereby, and not as a penalty. '. ;',.:'~":\ ,i'>:,,: . , \, /'. , R'espectfully submitted: ) 'I I ',' I ~ ',~\ ,I,; I ~. C ~ ' " '. , I ) ) ) : ..,-J /i) /i) n /} I.'; ..,:.'. ')) ".~ ,.<,.' , /Ie ~AeUJe~ c..;"4 D-r -r / ~... -Lnt!" · I I ( , . '., "'/ (BIDDER) .~\ I i',l)'."',' '> ~ A / b ~ ~ ________ I 1 \ ,I 1 \', .: (SEAL - if bid is submitted BY: '~I"l/S-- - " ('" , by a corporation) ~;: NAME TYPED: tLJ. 1/. (/)6ewu TITLE :.455 is-/. t/)(!t!t... ~e.s j c1(~ .j. DATE: · If) m~,e(!.h 1C/9/ BUSINESS ADRESS: 9801 n.w. IO~ 81-. miuni ()/n~;J~ ~'1B - J TELEPHONE: t3 as) 885.. a 4413 C-3 ~ f t . I IG~~ 1 L ,~ L " "ri EXPERIENCE OF BIDDER The Bidder states that he has completed projects involving similar type work within the last five (5) years as follows: (Include name of owner, con~truction C08tS and references. Use ~dditional sheets if necessary.) ':7). (). 7: 9 003CJ - ~.5:J.? ~!.J 'P;ne Kef .2J /.31 :L9o. ~ 9 (/ 980) .JJ.C'.IJ.JJ. 'l?m. 13"7 t 89~ 9~3. 5t:> (/9?9) 'JJnde CIy. mAL-lin Aa.-Illfz~ 7 ~/oJ. ~ 9~ ?CJO.~" (/9?9J Ci]nc/e Cf tUf2sl 'J)/x ie. f-bhwaf t .9 9~ 88').~ ( /980'; {j)AJe. Cr' h.w. ~'1c:1 Aue.~o~ 12~. ~ (/9'J9) PERFORMANCE OF WORK BY CONTRACTOR The Bidder shall perform at least 50 percent (50%) of the work with his own forces. Bids from so-called "Brokerage Contractors" will not be considered. . (List below the items that the Bidder will perform with his own forces, if awarded this Contract, and fill in the blank below the estimated total cost of these items.) Estimated Total Cost of the items that the Bidder states above that will be performed with his own forces, if award~d ,this Contract: DOLLARS ($ ) . C..4 I / \(- I I ! i' I , . I k", L i I . ~ L SUBCONTRACTORS The Bidder hereby states that he proposes, if awarded the Con- tract, to use the following subcontractors on this project: (List below all proposed subcontractors, including names, addresses, telephone, contact person and trade specialty of subcontractor, together with the item(s) of4work subcontractor will provide.) .,~ REFERENCES The Bidder shall list below a minimum of three (3) references who are familiar with his work and/or his personal background: (Include address, telephone number and length of acquaintance in each case). C-5 I I 'c I r . I l(~', 'L '..":1 L BID BOND STATE OF FLORIDA ) ) as COUNTY OF MONROE . . and KNOW ALL r(EN BY THESE PRESENTS, that THE BREWER COMPANY OF FLORIDA, INC- · LUMBERMENS MUTUAL CASUALTY CO, as Surety, as Principal, are held and firmly bound unto the Monroe County, Florida, in the penal sum of FIVF PFR~FNT OF ACCOMPANYING BID Dollars ($ ) lawful money of the United states, for the payment of which sum will and truly to be made, we bind ourselves, our heirs, executors, administrators, and successors, jointly and severally, firmly by these presents. THE CONDITION OF THIS OBLIGATION IS SUCH, that whereas the Principal has submitted the accompanying bid, dated~, 19 for: ~1//J)6:' ,l)M/1M6C /m~~()VOAeL/75 ~ ;Z!!P 4(1u.J SJt;CJ<. ISt../MJ}) N.~W, THEREFORE, if the principal shall not withdraw said bid within sixty (60) days after date of opening the same, and shall within ten (10) days after the prescribed forms are presented to him for signa- ture, enter into a written contract with the Owner in accordance with the bid as accepted, and give bond with good and sufficient surety or sureties, as may be required, for the faithful perform- ance and proper fulfillment of such contract, then the above obligations shall be void and of no effect, otherwise to remain in full force and virtue. (b) in the event of the withdrawal of said bid within the period specified, or the failure to enter into such contract and give such bond within the time specified, if the principal shall pay the Owner the difference between the amount specified in 'said bid and the amount for which the Owner may procure the required work and supplies, if the latter amount be in excess of the for- mer, then the above obligations shall be void and of no effect, otherwise to remain in full force and virtue. (a) CB-l I i ' \~ J r . \ ll:..~.,., ') ~.~ L .~ L . ~ . IN WITNESS WHEREOF, the above bounded parti~s have executed this instrument under their several seals, this day of' r..~!we1r!1'19al A. D., 19_, the name and corporate seal of' each corporate partY'H '. ttg hereto af:fixed and these presents duly signed by its undersigned · representative, pursuant to authority of its governing body. yiITNESSES: (If Sole Ownership or Partnership, two (2) Witnesses required) . (If' Corporation, Secretary Only will attest and affix seal) . '" WITNESSESs . I. . f I ,I , P R IN C I P AL : l ~ , , : I ' I : ' I t t .. I', I , t, ., \ , 7kr:Eeef.!1eL! e. tJ.fJ (j/n.,~(!,. ;- :' i: '::'\ Name of F~rm / I', I . ) ; ~. : . '/ ) t~)). . "/ .- ~~a I, I ' )', ij / ) \ ,a' , '/, j I 'I)' ').. ", /1 . ~) ,,), \ \ " \ . '. "':J I '/ I I ' \. S1gnature of' Authorized Officer--- (Affix Seal) ttJ'1/.(/J(l{?qJe< /J~i.sl V;ee.. ~fZ3. Title . . qaOO ~ ttl. /(J 6 SIJeeel Business Address m;Am~ C1ty /.) k,e; cIA ~31?8 Sate WITNESS: POWER OF ATTORNEY ATTA~H~n ) } ) ~.. } :' " SURETY: ,,' ",,),\1,' ; \ J f ( Affix Seal) r , \ . . I ' , , . /; \ " 1,"/;/11' \' . , ~ , Name of Local Insurance Agency FRANK n. HALL & CO. of FLORIDA 2600 DOUGLr\.S ItOAD CORAL GABLES. FLA. 33134 P. O. BOX 343800 IJORAL Q~LES, FLA. 3313' ~Jtif~ONE: 448-2211 CB-2 '("~ ~ " .' ?i.~ f I ks"~' , ... ":I L ~\ , CERTIFICATES AS TO CORPORATE PRIN~IPAL I , a. '7/. (} A i 11e..s . certify that I am the Secretary of the Corporation named as Principal in the within bond. that .. ttJ ~ ~~eaJee . who signed the said bond on behalf of the principal, was then4sisl.~e-/j)~s. of said corporation; that I know his .signature. and his signature hereto is genuine~;: and " ')'.~lJI)),\'" that said bond was duly signed. ,sealed, and attested for ~~d.t.in : ; '.\< : ~ " " , ' ..... '\ l, behalf of said corporation by authority of/its verning ,~ody. ;, · I -;'i I ~ " " -:. J \ .-) 1 ) · .. , I. t ,:> ,II) \ )) .' 'f' · I \) . I ' , ' p~r~"te \ ~eal ) I \ ,.r'l 1 ,~ \ \ \ , , \ \ ' STATE OF FLORIDA ) COUNTY OF MONROE ) SS Before me, a Notary Public duly commissioned, qualified and acting, personally appeared JOHN K. PEPPEg to me well-known who being by me first duly sworn upon oath, says that he is the .-...-..... .- Attorney-in-Fact, for the ~UMBERMENS MUTUAL CASUALTY co. and that he has been authorized by POWER OF ATTORNEY ATTACHED to execute the foregoing bo~d on behalf o,f the Contractor named ~herein in favor of the Monroe County, Florida. Subscribed and sworn to be~ore me this day of , 19_, A.D. I , , , (Attach Power of Attorney to original Bid Bond and Financial Statement of Surety Company) ~ ) , " 1 i c " ~ \'..:} . J (': f Florida'-)a1-c~rge.' I ~, " J~) " '/ ", .' t t ~ i" My Commission Expi're's: ,I, \)\ l, Notary PubUc State of FIDllda at large \ ,\ \ " , If, ColDJllisslDI ~ .U U. llli. ' CB-) SECTION D GENERAL CONDITIONS NOTE: These General Conditions are adapted from the "Standard General Conditions of the Construction Contract", published by the National Society of Professional Engineers (NSPE), Document No. 1910-8, dated 1978. ARTICLE 1 - DEFINITIONS ~ f r Wherever used in these General Conditions or in the other Contract Documents, the following terms have the meanings indicated which are applicable to both the singular and plural thereof: Addenda - Written or graphic instruments issued prior to the open- ing of Bids which clarify, correct or change the bidding documents or the Contract Documents. Agreement - The written agreement between OWNER and CONTRACTOR covering the Work to be performed; other Contract Documents are attached to the Agreement and made a part thereof as provided therein. l ~ L Application for Payment - The form accepted by ENGINEER which is to be used by CONTRACTOR in requesting progress or final payment and which is to include such supporting documentation as is required by the Contract Documents. Bid - The offer or proposal of the Bidder submitted on the pre- scribed form setting forth the prices for the Work to be performed. Bonds - Bid, performance and payment bonds and other instruments of security. Change Order - A written order to CONTRACTOR signed by OWNER authoriz- ing an addition, deletion or reV1S1on in the Work, or an adjustment in the Contract Price or the Contract Time issued after the effective date of the Agreement. Contract Documents - The Agreement, Addenda (which pertain to the Contract Documents), CONTRACTOR's Bid (including documentation accompanying the Bid and any post-Bid documentation submitted prior to the Notice of Award) when attached as an exhibit to the Agreement, the Bonds, these General Conditions, the Supplementary Conditions, the Specifications, the Drawings as the same are more specifically identified in the Agreement, together with all Modifications issued after the execution of the Agreement. Contract Price - The moneys pay'able by OWNER to CONTRACTOR under the Contract Documents as. stated in the Agreement Contract Time - The number of days (computed as provided in paragraph 17.2) or the date stated in the Agreement for the completion of the Work. D-1 :..~ L CONTRACTOR - The person, firm or corporation with whom OWNER has entered into the Agreement. day - A calendar day of twenty-four hours measured from midnight to the next midnight. defective - An adjective which when modifying the word Work refers to Work that is unsatisfactory, faulty or deficient, or does not conform to the Contract Documents or does not meet the requirements of any inspection, test or approval referred to in the Contract Documents, or has been damaged prior to ENGINEER's recommendations of final payment. Drawinos - The drawings which show the character and scope of the Work to be performed and which have been prepared or approved by ENGINEER and are referred to in the Contract Documents. effective date of the Aqreement - The date indicated in the Agreement on which it becomes effective, but if no such date is indicated it means the date on which the agreement is signed and delivered by the last of the two parties to sign and deliver. ENGINEER - The Monroe County Resident Engineer, acting directly or through duly authorized personnel. Field Order - A written order issued by ENGINEER which orders minor changes in the Work in accordance with paragraph 10.2 but which does not involve a change in the Contract Price or the Contract Time. General Requirements - Sections of Division 1 of the Specifications. Modification - (a) A written amendment of the Contract Documents signed by both parties, (b) a Change Order, or (c) a Field Order. A modification may only be issued after the effective date of the Agreement. Notice of Award - The written notice by OWNER to the apparent success- ful Bidder stating that upon compliance by the apparent successful Sidder with the conditions precedent enumerated therein, within the time specified, OWNER will sign and deliver the Agreement. Notice to Proceed - A written notice given by OWNER to CONTRACTOR (with a copy to ENGINEER) fixing the date on which the Contract Time will commence to run and on which CONTRACTOR shall start to perform his obligation under the Contract Documents. OWNER - The public body or authority, corporation, association, part- nership, or individual with whom CONTRACTOR has entered into the Agreement and for whom the Work is to be provided. Proiect - 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. Resident Project Representative - The authorized representative of ENGINEER who is assigned to the site or any part thereof. D-2 ~ r r l l ~ :;...~ L Shop Drawings - All drawings, diagrams, illustrations, schedules and other data which are specifically prepared by CONTRACTOR, a Subcon- tractor, manufacturer, fabricator, supplier or distributor to illustrate some portion of the Work and all illustrations, brochures, standard schedules, performance charts, instructions, diagrams and other information prepared by a manufacturer, fabricator, supplier or distributor and submitted by CONTRACTOR to illustrate material or equipment for some portion of the Work. Specifications - Those portions of the Contract Documents consisting of written technical descriptions of materials, equipment, construction systems, standards and workmanship as applied to the Work and certain administrative details applicable thereto. Subcontractor - An individual, firm or corporation having a direct contract with CONTRACTOR or with any other Subcontractor for the per- formance of a part of the Work at the site. Substantial Completion - The Work (or a specified part thereof) has progressed to the point where, in the opinion of ENGINEER as evidenced by his definitive certificate of Substantial Completion, it is sufficiently complete, in accordance with the Contract Documents, so that the Work (or specified part) can be utilized for the purposes for which it was intended; or if there be no such certificate issued, when final payment is due in accordance with paragraph 14.1). The terms "substantially complete" and "substantially completed" as applied to any Work refer to Substantial Completion thereof. Work - The entire completed construction or the various separately identifiable parts thereof required to be furnished under the Contract Documents. Work is the result of performing services, furnishing labor and furnishing and incorporating materials and equipment into the construction, all as required by the Contract Documents. ARTICLE 2 - PRELIMINARY MATTERS Delivery of Bonds: 2.~ When CONTRACTOR delivers the executed Agreements to OWNER, CON- TRACTOR shall also deliver to OWNER such Bonds as CONTRACTOR may be required to furnish in accordance with paragraph 5.1. Copies of Documents: 2.2 OWNER shall furnish to CONTRACTOR up to five (5) copies (unless otherwise specified in the General Requirements) of the Contract Documents as are reasonably necessary for the execution of the Work. Additional copies will be furnished, upon request, at the cost of reproduction. Commencement of Contract Time; Notice to Proceeds 2.3 The Contract Time will commence to run on the thirtieth day after the effective date of the Agreement, or, if a Notice to Proceed is given, on the day indicated in the Notice to Proceed; but in no event D-) l f I l , l..... [-~ -~ shall the Contract Time commence to run later than the ninetieth day after the day of Bid opening or the thirtieth day after the effective date of the Agreement. A Notice to Proceed may be given at any time within thirty days after the effective date of the Agreement. Starting the Project: 2.4 CONTRACTOR shall start to perform the Work on the date when the Contract Time commences to run, but no Work shall be done at the site prior to the date on which the Contract Time commences to run. Before Starting Construction: 2.5 Before undertaking each part of the Work, CONTRACTOR shall care- fully study and compare the Contract Documents and check and verify pertinent figures shown thereon and all applicable field measurements. CONTRACTOR shall promptly report in writing to ENGINEER any conflict, error or discrepancy which CONTRACTOR may discover; however, CONTRACTOR shall not be liable to OWNER or ENGINEER for failure to report any conflict, error or discrepancy in the Drawings or Specifications, unless CONTRACTOR had actual knowledge thereof or should reasonably have known thereof. 2.6 Within ten days after the effective date of the Agreement (unless otherwise specified in the General Requirements), CONTRACTOR shall sub- mit to ENGINEER for review and acceptance an estimated progress schedule indicating the starting and completion dates of the various stages of the Work, a preliminary schedule of Shop Drawing submissions, and a preliminary schedule of values of the Work. 2.7 Before any Work at the site is started, CONTRACTOR shall deliver to OWNER, with a copy to ENGINEER, certificates (and other evidence of insurance requested by OWNER) which CONTRACTOR is required to pur- chase and maintain in accordance with paragraphs 5.3 and 5.4, and OWNER shall deliver to CONTRACTOR certificates (and other evidence of insurance requested by CONTRACTOR) which OWNER is required to purchase and maintain in accordance with paragraphs 5.6 and 5.7. Preconstruction Conference: 2.8 Within twenty days after the effective date of the Agreement, but before CONTRACTOR starts the Work at the site, a conference will be held for review and acceptance of the schedules referred to in para- graph 2.6, to establish procedures for handling Shop Drawings and other submittals and for processing Applications for Payment, and to establish a working understanding among the parties as to the Work. ARTICLE 3 - CONTRACT DOCUMENTS: INTENT AND REUSE Intent: 3.1 The Contract Documents comprise the entire Agreement between OWNER and CONTRACTOR concerning the Work. They may be altered only by a MOdification. D-4 ~ r l I r WIN \.~ L ).2 The Contract Documents are complementary; what is called for by one is as binding as if called for by all. If, during the per- formance of the Work, CONTRACTOR finds a conflict, error or discrepancy in the Contract Documents, he shall report it to ENGINEER in writing at once and before proceeding with the Work affected thereby; however, CONTRACTOR shall not be liable to OWNER or ENGINEER for failure to report any conflict, error or discrepancy in the Specifications or Drawings unless CONTRACTOR had actual know- ledge thereof or should reasonably have known thereof. 3.3 It is the intent of the Specifications and Drawings to describe a complete project (or part thereof) to be constructed in accordance with the Contract Documents. Any Work that may reasonably be inferred from the Specifications or Drawings as being required to produce the intended result shall be supplied whether or not it is specifically called for. When words which have a well-known technical or trade meaning are used to describe Work, materials or equipment such words shall be interpreted in accordance with such meaning. Reference to standard specifications, manuals or codes of any technical society, organization or association, or to the code of any governmental authority, whether such reference be specific or by implication, shall mean the latest standard specification, manual or code in effect at the time of opening of Bids (or, on the effective date of the Agreement if there were no Bids), except as may be otherwise specifically stated. However, no provision of any referenced standard specification, manual or code (whether or not specifically incor- porated by reference in the Contract Documents) shall change the duties and responsibilities of OWNER, CONTRACTOR or ENGINEER, or any of their agents or employees from those set forth in the Contract Documents. Clarifications and interpretations of the Contract Documents shall be issued by ENGINEER as provided for in paragraph 9.3. ).3.1 In case of conflict between references and the project speci- fication, the project specification shall govern. In case of conflict between references, the reference having the more stringent requirements shall govern. 3.3.2 Much of this specification is written in an abbreviated form and may include sentence fragments. Omissions of words or phrases such as "the Contractor shall," "in conformity with," "shall be," "as noted on the drawings," "according to the plans," "a," "an," "the," "all" are intentional. Omitted words and phrases shall be supplied by inference in the same manner as they are when a "note" occurs on the drawings. 3.3.3 Where such words as "as shown," "as indicated," "as noted," or words of similar import are used, they shall refer to the drawings. Where references are made to "sections" and "divisions" they shall mean sections and divisions of the specifications unless otherwise stated. Where such words as "as selected," "as approved," or "approved" occur, they shall have reference to the selection and approval of the Engineer unless otherwise stated. Where sentences contain verbs such as "provide," "install," and "furnish," they shall mean that the Contractor shall furnish and install or cause to be furnished and installed complete, the material or items specified excepting those items indicated to be Owner furnished and Contractor installed. D-5 3.4 The Contract Documents will be governed by the law of the place of the Project. Reuse of Documents: 3.5 Neither CONTRACTOR nor any Subcontractor, manufacturer, fab- ricator, supplier or distributor shall have or acquire any title to or ownership rights in any of the Drawings, Specifications or other documents (or copies of any thereof) prepared by or bearing the seal of ENGINEER; and they shall not reuse any of them on extensions of the Project or any other project without written consent of OWNER and ENGINEER and specific written verification or adaptation by ENGINEER. , f I ARTICLE 4 - AVAILABILITY OF LANDS; PHYSICAL CONDITIONS; REFERENCE POINTS I I / ~ Availability of Landss 4.1 OWNER shall furnish, as indicated in the Contract Documents, the lands upon which the Work is to be performed, rights-of-way for access thereto, and such other lands which are designated for the use of CONTRACTOR. Easements for permanent structures or permanent changes in existing facilities will be obtained and paid for by OWNER, unless otherwise provided in the Contract Documents. If CONTRACTOR believes that any delay in OWNER's furnishing these lands or easements entitles him to an extension of the Contract Time, CON- TRACTOR may make a claim therefor as provided in Article 12. CONTRACTOR shall provide for all additional lands and access thereto that may be required for temporary construction facilities or storage of materials and equipment. Physical Conditions - Investigations and Reports: 4.2 Reference is made to the Supplementary Conditions for identifi- cation of those reports of investigations and tests of subsurface and latent physical conditions at the site or otherwise affecting cost, progress or performance of the Work which have been relied upon by ENGINEER in preparation of the Drawings and Specifications. Such reports are not guaranteed as to accuracy or completeness and are not part of the Contract Documents. Unforeseen Physical Conditions: 4.3 CON~RACTOR shall promptly notify OWNER and ENGINEER in writing of any subsurface or latent physical conditions at the site or in an existing structure differing materially from those indicated or referred to in the Contract Documents. ENGINEER will promptly review those conditions and advise OWNER in writing if further investigation or tests are necessary. Promptly thereafter, OWNER shall obtain the necessary additional investigations and tests and furnish copies to ENGINEER and CONTRACTOR. If ENGINEER finds that the results of such investigations or tests indicate that there are subsurface or latent physical conditions which differ materially from those intended in the Contract Documents, and which could not reasonably have been anticipated by CONTRACTOR, a Change Order shall be issued incorporat- ing the necessary revisions. ~'..~ [ D-6 Reference Points: f I 4.4 OWNER shall provide engineering surveys for construction to establish reference points which in his judgment are necessary to enable CONTRACTOR to proceed with the Work. CONTRACTOR shall be responsible for laying out the Work (unless otherwise specified in the General Requirements), shall protect and preserve the established reference points and shall make no changes or relocations without the prior written approval of OWNER. CONTRACTOR shall report to ENGINEER whenever any reference point is lost or destroyed or requires relocation because of necessary changes in grades or loca- tions, and shall be responsible for rep~acement or relocation of such reference points by professionally qualified personnel. Core Boring Data: 4.5 Core boring data, including groundwater elevations or condi- tions if shown on the drawings or attached to these specifications, are presented only as information that is available indicating certain conditions found and limited to the exact locations and dates shown. Neither the OWNER nor the ENGINEER shall be held responsible for reasonable variations found to exist between the attached data above referred to and actual field conditions that develop through the period of construction. The CONTRACTOR 3hall be responsible for making his own determination of water table varia- tions prior to bidding and shall not assume that any water levels shown by the aforesaid core boring data will necessarily be maintained at the level indicated. Encroachments: - 4.6 The CONTRACTOR shall be responsible for any encroachments on rights or property of the public or adjoining property owners and shall hold the OWNER harmless because of any encroachments which may be a result of his lack of proper layout. In this regard he shall, without extra cost to the OWNER, remove any work or that portion of any work that encroaches on the property of others, or that is built beyond legal building or setback limits, and he shall rebuild the affected work or portion of work at the proper location and in full compliance with the Contract Documents. ARTICLE 5 - BONDS AND INSURANCE Performance and Other Bonds: 5.1 CONTRACTOR shall furnish performance and payment Bonds, each in an amount at least equal to the Contract Price as security for the faithful performance and payment of all CONTRACTOR's obligations under the Contract Documents. These Bonds shall remain in effect at least until one year after the date of final payment, except as other- wise provided by law. CONTRACTOR shall also furnish such other Bonds as are required by the Supplementary Conditions. All Bonds shall be in the forms prescribed by the bidding documents or Supplementary Condi tions and be executed by such. Sureties as (i). a.re licensed to conduct business in the state where the Project is located, and (ii) are named in the current list of "Companies Holding Certificates of Authority as Acceptable Sureties on Federal Bonds and as Acceptable L D-7 Reinsuring Companies" as published in Circular 570 (amended) by the Audit Staff Bureau of Accounts, U.S. Treasury Department. All Bonds signed by an agent must be accompanied by a certified copy of the authority to act. 5.2 If the Surety on any Bond furnished by CONTRACTOR is declared a bankrupt or becomes insolvent or its right to do business is terminated in any state where any part of the Project is located or it ceases to meet the requirements of clauses (i) and (ii) of paragraph 5.1, CONTRACTOR shall within five days thereafter sub- stitute another Bond and Surety, both of which shall be acceptable to OWNER. ~ r / Contractor's Liability Insurance: 5.) CONTRACTOR shall purchase and maintain such comprehensive general liability and other insurance as will provide protection from claims set forth below which may arise out of or result from CONTRACTOR's performance of the Work and CONTRACTOR's other obliga- tions under the Contract Documents, whether s.uch performance is by CONTRACTOR, by any Subcontractor, by anyone directly or indirectly employed by any of them, or by anyone for whose acts any of them may be liable: 5.3.1 Claims under workers' or workmen's compensation, disability benefits and other similar employee benefit acts; 5.).2 Claims for damages because of bodily injury, occupational sickness or disease, or death of CONTRACTOR's employees; 5.).) Claims for damages because of bodily injury, sickness or disease, or death of any person other than CONTRACTOR's employees; 5.).4 Claims for damages insured by personal injury liability coverage which are sustained (i) by any person as a result of an offense directly or indirectly related to the employment of such person by CONTRACTOR, or (ii) by any other person for any other reason; l I [~ 5r3.5 Claims for damages, other than to the Work itself, because of injury to or destruction of tangible property, including loss of use resulting therefrom; and 5.3.6 Claims for damages because of bodily injury or death of any person or property damage arising out of the ownership, maintenance or use of any motor vehicle. The insurance required by this paragraph 5.3 shall include the specific coverages and be written for not less than the limits of liability and coverages provided in the Supplementary Conditions, or required by law, whichever is greater. The comprehensive general liability insurance shall include completed operations insurance. All such insurance shall contain a provision that the coverage afforded will not be cancelled, materially changed or renewal re- fused until at least thirty days' prior written notice has been given to OWNER and ENGINEER. All such insurance shall remain in effect until final payment and at all times thereafter when CONTRACTOR may .~ .~ D-8 L_ ( I l f I I be correcting, removing or replacing defective Work in accordance with paragraph 13.12. In addition, CONTRACTOR shall maintain such completed operations insurance for at least two years after final payment and furnish OWNER with evidence of continuation of such insurance at final payment and one year thereafter. Contractual Liability Insurance: 5.4 The comprehensive general liability insurance required by paragraph 5.3 will include contractual liability insurance applic- able to CONTRACTOR's obligations under paragraph 6.30 and 6.)1. Owner's Liability Insurance: 5.5 OWNER shall be responsible for purchasing and maintaining his own liability insurance and, at his option, may purchase and main- tain such insurance as will protect OWNER against claims which may arise from operations under the Contract Documents. I , l.... Property Insurances 5.6 Unless otherwise provided in the Supplementary Conditions, OWNER shall purchase and maintain property insurance upon the Work at the site to the full insurable value thereof (subject to such deductible amounts as may be provided in the Supplementary Condi- tions or required by law). This insurance shall include the interests of OWNER, CONTRACTOR and Subcontractors in the Work, shall insure against the perils of fire and extended coverage and shall include "all risk" insurance for physical loss and damage including theft, vandalism and malicious mischief, collapse and water damage, and such other perils as may be provided in the Supplementary Con- ditions, and shall include damages, losses and expenses arising out of or resulting from any insured loss or incurred in the repair or replacement of any insured property (including fees and charges of engineers, architects, attorneys and other professionals). If not covered under the "all risk" insurance or otherwise provided in the Supplementary Conditions, CONTRACTOR shall purchase and maintain similar property insurance on portions of the Work stored on and off the site or in transit when such portions of the Work are to be included in an Application for Payment. The policies of insurance required to be purchased and maintained by OWNER in accordance with paragraphs 5.6 and 5.7 shall contain a provision that the coverage afforded will not be cancelled or materially changed until at least thirty days' prior written notice has been given to CONTRACTOR. 5.7 OWNER shall purchase and maintain such boiler and machinery insurance as may be required by the Supplementary Conditions or by ~aw. This insurance shall include the interests of OWNER, CONTRACTOR and Subcontractors in the Work. 5.8 OWNER shall not be responsible for purchasing and maintaining any property insurance to protect the interests of CONTRACTOR or Subcontractors in the Work to the extent of any deductible amounts that are provided in the Supplementary Conditions. If CONTRACTOR wishes property insurance coverage within the limits of such amounts, CONTRACTOR may purchase and maintain it at his own expense. (1 L D-9 5.9 If CONTRACTOR requests in writing that other special insurance be included in the property insurance policy, OWNER shall, if possible, include such insurance, and the cost thereof shall be charged to CONTRACTOR by appropriate Change Order. Prior to com- mencement of the Work at the site, OWNER will in writing advise CONTRACTOR whether or not such other insurance has been procured by OWNER. ~ f / Waiver of Ri~hts: 5.10 OWNER and CONTRACTOR waive all rights against each other and the Subcontractors and their agents and employees and against ENGINEER and separate contractors (if any) and their subcontractors' agents and employees, for damages caused by fire or other perils to the extent covered by insurance provided under paragraphs 5.6 and 5.7, inclusive, or any other property insurance applicable to the Work, except such rights as they may have to the proceeds of such insur- ance held by OWNER as trustee. OWNER shall require similar written waivers by ENGINEER and from each separate contractor, and CON- TRACTOR shall require similar written waivers from each Subcontractor (in accordance with paragraph 6.11 as applicable); each such waiver will be in favor of all other parties enumerated in this paragraph 5.10. In waiving rights or recovery under terms of this paragraph, the term OWNER shall include his employees and the ENGINEER and his employees, as the OWNER's representative. Receipt and Application of Proceeds: 5.11 Any insured loss under the policies of insurance required by paragraphs 5.6 and 5.7 shall be adjusted with OWNER and made payable to OWNER as trustee for the insureds, as their interests may appear, subject to the requirements of any applicable mortgage clause and of paragraph 5.12. OWNER shall deposit in a separate account any money so received, and he shall distribute it in accordance with such agree- ment as the parties in interest may reach. If no other special agreement is reached the damaged Work shall be repaired or replaced, the moneys so received applied on account thereof and the Work and the cost thereof covered by an appropriate Change Order 5~~2 OWNER as trustee shall have power to adjust and settle any loss with the insurers unless one of the parties in interest shall object in writing within fifteen days after the occurrence of loss to OWNER's exercise of this power. If such objection be made, OWNER as trustee shall make settlement with the insurers in accordance with such agreement as the parties in interest may reach. If required in writing by any party in interest, OWNER as trustee shall upon the occurrence of an insured loss, give bond for the proper performance of his duties. I l I ~ Acceptance of Insurance: 5.13 If OWNER has any objection to the coverage afforded by or other provisions of the insurance required to be purchased and maintained by CONTRACTOR in accordance with paragraphs 5.3 and 5.4 on the basis of its not complying with the Contract Documents, OWNER will notify CONTRACTOR in writing thereof within ten days of the date of delivery L D-IO ~ f I I I L ~ L of such certificates to OWNER in accordance with paragraph 2.7. If CONTRACTOR has any objection to the coverage afforded by or other provisions of the policies of insurance required to be purchased and maintained by OWNER in accordance with paragraphs 5.6 and 5.7 on the basis of their not complying with the Contract Documents, CONTRACTOR will notify OWNER in writing thereof within ten days of the date of delivery of such certificates to CONTRACTOR in accordance with para- graph 2.7. OWNER and CONTRACTOR will each provide to the other such additional information in respect of insurance provided by him as the other may reasonably request. Failure by OWNER or CONTRACTOR to give any such notice of objection within the time provided shall con- stitute acceptance of such insurance purchased by the other as complying with the Contract Documents. Partial Utilization - Property Insurance: 5.14 If OWNER finds it necessary to occupy or use a portion or por- tions of the Work prior to Substantial Completion of all the Work, such use or occupancy may be accomplished in accordance with paragraph 14.10; provided that no such use or occupancy shall commence before the insurers providing the property insurance have acknowledged notice thereof and in writing effected the changes in coverage necessitated thereby. The insurers providing the property insurance shall consent by endorsement on the policy or policies, but the property insurance shall not be cancelled or lapse on account of any such partial use or occupancy. ARTICLE 6 - CONTRACTOR'S RESPONSIBILITIES Supervision and Superintendencei 6.1 CONTRACTOR shall supervise and direct the Work competently and efficiently, devoting such attention thereto and applying such skills and expertise as may be necessary to perform the Work in accordance with the Contract Documents. CONTRACTOR shall be solely responsible for the means, methods, techniques, sequences and procedures of con- struction, but CONTRACTOR shall not be solely responsible for the negligence of others in the design or selection of a specific means, method, technique, sequence or procedure of construction which is indicated in and required by the Contract Documents. CONTRACTOR shall be responsible to see that the finished Work complies accurately with the Contract Documents. 6.2 CONTRACTOR shall keep on the Work at all times during its progress a competent resident superintendent, who shall not be replaced without written notice to OWNER and ENGINEER except under extraordinary circum- stances. The superintendent will be CONTRACTOR's representative at the site and shall have authority to act on behalf of CONTRACTOR. All communications given to the superintendent shall be as binding as if given to CONTRACTOR. It is understood that the resident superintendent shall, at all times, be acceptable to the ENGINEER and the OWNER. Labor, Materials and Equipment: 6.3 CONTRACTOR shall provide competent, suitably qualified personnel to survey and layout the Work and perform construction as required D-ll by the Contract Documents. CONTRACTOR shall at all times maintain good discipline and order at the site. Except in connection with the safety or protection of persons or the Work or property at the site or adjacent thereto, and except as otherwise indicated in the Supple- mentary Conditions, all Work at the site shall be performed during regular working hours, and CONTRACTOR will not permit overtime work or the performance of Work on Saturday, Sunday or any legal holiday without OWNER's written consent given after prior written notice to ENGINEER. f I 6.4 CONTRACTOR shall furnish all materials, equipment, labor, trans- portation, construction equipment and machinery, tools, appliances, fuel, power, light, heat, telephone, water and sanitary facilities and all other facilities and incidentals necessary for the execution, testing, initial operation and completion of the Work. 6.5 All materials and equipment shall be of good quality and new, except as otherwise provided in the Contract Documents. If required by ENGINEER, CONTRACTOR shall furnish satisfactory evidence (includ- ing reports of required tests) as to the kind and quality of materials and equip.ment. 6.6 All materials and equipment shall be applied, installed, connected, erected, used, cleaned and conditioned in accordance with the instructions of the applicable manufacturer, fabricator, supplier, or distributor, except as otherwise provided in the Contract Documents. Equivalent Materials and EQuipments 6.7 Whenever materials or equipment are specified or described in the Drawings or Specifications by using the name of a proprietary item or the name of a particular manufacturer, fabricator, supplier or distributor, the naming of the item is intended to establish the type, function and quality required. Unless the name is followed by words indicating that no substitution is permitted, materials or equipment of other manufacturers, fabricators, suppliers or distrib- utors may be accepted by ENGINEER if sufficient information is submitted by CONTRACTOR to allow ENGINEER to determine that the material or equipment proposed is equivalent to that named. The pTocedure for review by ENGINEER will be as set forth in paragraphs 6.7.1 and 6.7.2 below as supplemented in the General Requirements. 6.7.1 Requests for review of substitute items of material and equip- ment will not be accepted by ENGINEER from anyone other than CONTRACTOR. If CONTRACTOR wishes to furnish or use a substitute item of material or equipment CONTRACTOR shall make written application to ENGINEER for acceptance thereof, certifying that the proposed sub- stitute will perform adequately the functions called for by the general design, be similar and of equal substance to that specified and be suited to the same use and capable or performing the same function as that specified. The application will state whether or not acceptance of the substitute for use in the Work will require a change in the Drawings or Specifications to adapt the design to the substitute and whether or not incorporation or use of the substitute in connection with the Work ~s subject to payment of any license fee or royalty. All variations of the proposed substitute from that specified shall be identified in the application and available I 1 I ..,.. (:-~ L D-12 maintenance, repair and replacement service will be indicated. The application will also contain an itemized estimate of all costs that will result directly or indirectly from acceptance of such substitute, including costs of redesign and claims of other contractors affected by the resulting change, all of which shall be considered by ENGINEER in evaluating the proposed substitute. ENGINEER may require CON- TRACTOR to furnish at CONTRACTOR's expense additional data about the proposed substitute. ENGINEER will be the sole judge of acceptability, and no substitute will be ordered or installed without ENGINEER's prior written acceptance. OWNER may require CONTRACTOR to furnish at CONTRACTOR's expense a special performance guarantee or other surety with respect to any substitute. 6.7.2 ENGINEER will record time required by ENGINEER and ENGINEER's consultants in evaluating substitutions proposed by CONTRACTOR and in making changes in the Drawings or Specifications occasioned thereby. Whether or not ENGINEER accepts a proposed substitute, CON- T~CTOR shall reinburse OWNER for the charges of ENGINEER and ENGINEER.s consultants for evaluating any proposed substitute. Concernin~ Subcontractors: 6.8 CONTRACTOR shall not employ any Subcontractor or other person or organization (including those who are to furnish the principal items of materials or equipment), whether initially or as a sub- stitute', against whom OWNER or ENGINEER may have reasonable objection. A Subcontractor or other person or organization identified in writing to OWNER and ENGINEER by CONTRACTOR prior to the Notice of Award and not objected to in writing by OWNER or ENGINEER prior to the Notice of Award will be deemed acceptable to OWNER and ENGINEER. Acceptance of any Subcontractor, other person or organization by OWNER or ENGINEER shall not constitute a waiver of any right of OWNER or ENGINEER after due investigation has reasonable objection to any Subcontractor, other person or organization proposed by CONTRACTOR after the Notice of Award, CONTRACTOR shall submit an acceptable substitute and the Contract Price shall be increased or decreased by ~ the difference in cost occasioned by such substitution, and an appropriate Change Order shall be issued. CONTRACTOR shall not be required to employ any Subcontractor, other person or organization against whom CONTRACTOR has reasonable objection. , J 6.9 CONTRACTOR shall be fully responsible for all acts and omissions of his Subcontractors and of persons and organizations for whose acts any of them may be liable to the same extent that CONTRACTOR is responsible for the acts and omissions of persons directly employed by CONTRACTOR. Nothing in the Contract Documents shall create any contractual relationship between OWNER or ENGINEER and any Subcon- tractor or other person or organization having a direct contract with CONTRACTOR, nor shall it create any obligation on the part of OWNER or ENGINEER to payor to see to the payment of any moneys due any Subcontractor or other person or organization, except as may otherwise be required by law. OWNER or ENGINEER may furnish to any Subcontractor or other person or organization, to the extent practic- able, evidence of amounts paid to CONTRACTOR on account of specific Work done. ,,~ L. D-13 6.10 The divisions and sections of the Specifications and the identifications of any Drawings shall not control CONTRACTOR in dividing the Work among Subcontractors or delineating the Work to be performed by any specific trade. 6.11 All Work performed for CONTRACTOR by a Subcontractor will be pursuant to an appropriate agreement between CONTRACTOR and the Subcontractor which specifically binds the Subcontractor to the applicable terms and conditions of the Contract Documents for the benefit of OWNER and ENGINEER and contains waiver provisions as required by paragraph 5.10. CONTRACTOR shall pay each Subcontractor a just share of any insurance moneys received by CONTRACTOR on account of losses under policies issued pursuant to paragraphs 5.6 through 5.8. ~ , r Patent Fees and Royalties: 6.12 CONTRACTOR shall pay all license fees and royalties and assume all costs incident to the use in the performance of the Work or the incorporation in the Work of any invention, design, process, product or device which is the subject of patent rights or copy- rights held by others. If a particular invention, design, process, product or devicei:.s_ specified in:the:ContpactDocUDlents _,foru~e in the, performan'ce of-. the Work and if to the actual knowledge of OWNER or ENGINEER its use is subject to patent rights or copyrights call- ing for the payment of any license fee or royalty to others, the existence of such rig~ts shall be disclosed by OWNER in the Contract Documents. CONTRACTOR shall indemnify and hold harmless OWNER and ENGINEER and anyone directly or indirectly employed by either of them from and against all claims, damages, losses and expenses (including attorneys' fees) arising out of any infringement of patent rights or copyrights incident to the use in the performance of the Work or resulting from the incorporation in the Work of any invention, design, process, product or device not specified in the Contract Documents, and shall defend all such claims in connection with any alleged infringement of such rights. Permits: l I L 0.13 Unless otherwise provided in the Supplementary Conditions, CONTRACTOR shall obtain and pay for all construction permits and licenses. OWNER shall assist CONTRACTOR, when necessary, in obtaining such permits and licenses. CONTRACTOR shall pay all governmental charges and inspection fees necessary for the prosecu- tion of the Work, which are applicable at the time of opening of Bids. CONTRACTOR shall pay all charges of utility service companies for connections to the Work, and OWNER shall pay all charges of such companies for capital costs related thereto. Laws and Regulations: 6.14 CONTRACTOR shall give all notices and comply with all laws, ordinances, rules and regulations applicable to the Work. If CON- TRACTOR observes that the Specifications or Drawings are at variance therewith, CONTRACTOR shall give ENGINEER prompt written notice thereof, and any necessary changes shall be adjusted by an appropriate Modification. If CONTRACTOR performs any Work knowing r .~ L D-14 or having reason to know that it is contrary to such laws, ordinances, rules and regulations, and without such notice to ENGINEER, CONTRACTOR shall bear all costs arising therefrom; how- ever, it shall not be CONTRACTOR's primary responsibility to make certain that the Specifications and Drawings are in accordance with such laws, ordinances, rules and regulations. Taxes: 6.15 CONTRACTOR shall pay all sales, consumer, use and other similar taxes required to be paid by him in accordance with the law of the place of the Project. Use of Premises: , J r 6.16 CONTRACTOR shall confine construction equipment, the storage of materials and equipment and the operations of workmen to areas permitted by law, ordinances, permits or the requirements of the Contract Documents, and shall not unreasonably encumber the premises with construction equipment or other materials or equipment. 6.17 During the progress of the Work, CONTRACTOR shall keep the premises free from accumulations of waste materials, rubbish and other debris resulting from the Work. At the completion of the Work CONTRACTOR shall remove all waste materials, rubbish and debris from and about the premises as well as all tools, appliances, con- struction equipment and machinery, and surplus materials, and shall leave the site clean and ready for occupancy by OWNER. CONTRACTOR shall restore to their original condition those portions of the site not designated for alteration by the Contract Documents. 6.18 CONTRACTOR shall not load nor permit any part of any structure to be loaded in any manner that will endanger the structure, nor shall CONTRACTOR subject any part of the Work or adjacent property to stresses or pressures that will endanger it. Record Documents: I t / .... 6.19 CONTRACTOR shall keep one record copy of all Specifications, Drawings, Addenda, Modifications, Shop Drawings and samples at the site, in good order and annotated to show all changes made during the construction process. These shall be available to ENGINEER for examination and shall be delivered to ENGINEER for OWNER upon com- pletion of the Work. Safety and Protection: 6.20 CONTRACTOR shall be responsible for initiating, maintaining and supervising all safety precautions and programs in connection with the Work. CONTRACTOR shall take all necessary precautions for the safety of, and shall provide the necessary protection to prevent damage, injury or loss tOI 6.20.1 all employees on the Work and other persons who may be affected thereby, ,:~ L D-15 6.20.2 all the Work and all materials or equipment to be incor- porated therein, whether in storage on or off the site, and 6.20.3 other Property at the site or adjacent thereto, including trees, shrubs, lawns, walks, pavements, roadways, structures and utilities not designated for removal, relocation or replacement in the course of construction. ~ f CONTRACTOR shall comply with all applicable laws, ordinances, rules, regulations and orders of any public body having jurisdiction for the safety of persons or property or to protect them from damage, injury or loss; and shall erect and maintain all necessary safe- guards for such safety and protection. CONTRACTOR shall notify owners of adjacent property and utilities when prosecution of the Work may affect them. All damage, injury or loss to any property referred to in paragraph 6.20.2 or 6.20.3 caused, directly or in- directly, in whole or in part, by CONTRACTOR, any Subcontractor or anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, shall be remedied by CONTRACTOR (except damage or loss attributable to the fault of Drawings or Specifications or to the acts or omissions of OWNER or ENGINEER or anyone employed by either of them or anyone for whose acts either of them may be liable, and not attributable, directly or indirectly, in whole or in part, to the fault or negligence of CONTRACTOR). CONTRACTOR's duties and responsibilities for the safety and protection of the Work shall continue until such time as all the Work is completed and ENGINEER has issued a notice to OWNER and CONTRACTOR in accordance with paragraph 14.1) that the Work is acceptable. 6.21 CONTRACTOR shall designate a responsible member of his organ- ization at the site whose duty shall be the prevention of accidents. This person shall be CONTRACTOR's superintendent unless otherwise designated in writing by CONTRACTOR to OWNER. I / Emerg;encies: 6.22 In emergencies affecting the safety or protection of persons or the Work or property at the site or adjacent thereto, CONTRACTOR, without special instruction or authorization from ENGINEER or OWNER, is obligated to act to prevent threatened damage, injury or loss. CONTRACTOR shall give ENGINEER prompt written notice of any significant changes in the Work or deviations from the Contract Documents caused thereby. Shop Drawings and Sampless 6.23 After checking and verifying all field measurements, CONTRACTOR shall submit to ENGINEER for review in accordance with the accepted schedule of Shop Drawing submissions (see paragraph 2.8), five copies (unless otherwise specified in the General Requirements) of all Shop Drawings, which shall have been checked by and stamped with the approval of CONTRACTOR and identified as ENGINEER may require. The data shown on the Shop Drawings will be complete with respect to dimensions, design criteria, materials of construction and like information to enable ENGINEER to review the information as required. ~ \ L_ D-16 :._~ 6.24 CONTRACTOR shall also submit to ENGINEER for review with such promptness as to cause no delay in Work, all samples required by the Contract Documents. All samples will have been checked by and stamped with the approval of CONTRACTOR, identified clearly as to material, manufacturer, any pertinent catalog numbers and the use for which intended. , r I 6.25 At the time of each submission, CONTRACTOR shall in writing call ENGINEER's attention to any deviations that the Shop Drawings or samples may have from the requirements of the Contract Documents. 6.26 ENGINEER will review with reasonable promptness Shop Drawings and samples, but ENGINEER's review shall be only for conformance with the design concept of the Project and for compliance with the information given in the Contract Documents and shall not extend to means, methods, sequences, techniques or procedures of construc- tion or to safety precautions or programs incident thereto. The review of a separate item as such will not indicate review of the assembly in which the item functions. CONTRACTOR shall make any corrections required by ENGINEER and shall return the required number of corrected copies of Shop Drawings and resubmit new samples for review. CONTRACTOR shall direct specific attention in writing to revisions other than the corrections called for by ENGINEER on previous submittals. CONTRACTOR's stamp of approval on any Shop Drawing or sample shall constitute a representation to OWNER and ENGINEER that CONTRACTOR has either determined and verified all quantities, dimensions,rfield construction criteria, materials, catalog numbers, and similar data or assumes full responsibility for doing so, and that CONTRACTOR has reviewed or coordinated each Shop Drawing or sample with the requirements of the Work and the Contract Documents. Shop Drawings submitted with- out the CONTRACTOR's stamp of approval shall be returned without action. The words "reasonable promptness" as used herein shall mean that the Drawings will be placed in the mail for return to the CONTRACTOR within 10 days after their arrival in the ENGINEER's office, except that occasionally Drawings which are extremely com- plex with regard to coordination between the trades will require more time than this specified amount. 46.27 Where a Shop Drawing or sample is required by the Specifica- tions, no related Work shall be commenced until the submittal has been reviewed by ENGINEER. 6.28 ENGINEER's review of Shop Drawings or samples shall not relieve CONTRACTOR from responsibility for any deviations from the Contract Documents unless CONTRACTOR has in writing called ENGINEER's attention to such deviation at the time of submission and ENGINEER has given written concurrence and approval to the specific deviation, nor shall any concurrence by ENGINEER relieve CONTRACTOR from responsibility for errors or omissions in the Shop Drawings. 6.28.1 The CONTRACTOR shall not reproduce the ENGINEER's project drawings in whole or in part ~or Shop Drawings without written approval o~ the ENGINEER. 6.28.2 Certain sections of the specifications state the require- ments for submission of Shop Drawings. Stated requirements for I I / u.. ."~ L_ D-17 1 f r Shop Drawings in Architectural, Mechanical and Electrical sections of the specifications are waived where an item is catalog stock and the CONTRACTOR, in lieu of submittal, states in writing that he will use the exact item shown on the Drawings or mentioned in the speci- fications as being the acceptable item. Continuing the Work: 6.29 CONTRACTOR shall carryon the Work and maintain the progress schedule during all disputes or disagreements with OWNER. No Work shall be delayed or postponed pending resolution of any disputes or disagreements, except as CONTRACTOR and OWNER may otherwise agree in writing. Indemnification: I , 6.30 To the fullest extent permitted by law, CONTRACTOR shall indemnify and hold harmless OWNER and ENGINEER and their agents and employees from and against all claims, damages, losses and expenses including but not limited to attorneys' fees arising out of or resulting from the performance of the Work, provided that any such claim, damage, loss or expense (a) 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 (b) is caused in whole or in part by any negligent act or omission of CONTRACTOR, any Subcontractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, regardless of whether or not it is caused in part by a party indemnified hereunder. 6.31 In any and all claims against OWNER or ENGINEER or any of their agents or employees by any employee of CONTRACTOR, and Sub- contractor, anyone directly or indirectly employed by any of them or anyone for whose acts any of them may be liable, the indemnifica- tion obligation under paragraph 6.30 shall not be limited in any way by any limitation on the amount or type of damages, compensation or benefits payable by or for CONTRACTOR or any Subcontractor under workers' or workmen's compensation acts, disability benefit acts or other employee benefit acts. 6.32 The obligations of CONTRACTOR under paragraph 6.30 shall not extend to the liability of ENGINEER, his agents or employees arising out of the preparation or approval of maps, drawings, opinions, reports, surveys, Change Orders, designs or specifications. 6.33 The CONTRACTOR by executing the Agreement acknowledges the receipt of ten dollars and other good and valuable considerations from the OWNER and the ENGINEER which has been paid to him as specific consideration for the indemnification provided herein, and in Paragraph 4.6 and 6.12 of these General Conditions. ARTICLE 7 - WORK BY OTHERS 7.1 OWNER may perform additional work related to the Project by himself, or have additional work performed by utility service com- panies, or let other direct contracts therefor which shall contain General Conditions similar to these. CONTRACTOR shall afford the -~ D-18 ~ , I \ utility service companies and the other contractors who are parties to such direct contracts (or OWNER, if OWNER is performing the additional work with OWNER's employees) reasonable opportunity for the introduction and storage of materials and equipment and the execution of work, and shall properly connect and coordinate his Work with theirs. 7.2 Ir any part or CONTRACTOR's Work depends ror proper execution or results upon the work of any such other contractor or utility service company (or OWNER), CONTRACTOR shall inspect and promptly report to ENGINEER in writing any patent or apparent defects or deficiencies in such work that render it unsuitable for such proper execution and results. CONTRACTOR's failure so to report shall con- stitute an acceptance of the other work as fit and proper for integration with CONTRACTOR's Work except for latent or non-apparent defects and deficiencies in the other work. 7.3 CONTRACTOR shall do all cutting, fitting and patching of his Work that may be required to make its several parts come together properly and integrate with such other work. CONTRACTOR shall not endanger any work of others by cutting, excavating or otherwise altering their work and will only cut or alter their work with the written consent of ENGINEER and the others whose work will be affected. I I L 7.4 If the performance of additional work by other contractors or utility service companies or OWNER was not noted in the Contract Documents, written notice thereof shall be given to CONTRACTOR prior to starting any such additional work. If CONTRACTOR believes that the performance of such additional work by OWNER or others involves additional expense to CONTRACTOR or requires an extension of the Contract Time, CONTRACTOR may make a claim therefor as provided in Articles 11 and 12. ARTICLE 8 - OWNER'S RESPONSIBILITIES 8.1 OWNER shall issue all communications to CONTRACTOR through ENGINEER. .8.2 In case of termination of the employment of ENGINEER, OWNER shall appoint an engineer against whom CONTRACTOR makes no reasonable objection, whose status under the Contract Documents shall be that of the former ENGINEER. Any dispute in connection with such appoint- ment shall be subject to arbitration. 8.3 OWNER shall furnish the data required of OWNER under the Contract Documents promptly and shall make payments to CONTRACTOR promptly after they are due as provided in paragraphs 14.4 and 14.1). 8.4 OWNER's duties in respect of providing lands and easements and providing engineering surveys to establish reference points are set forth in paragrap~s 4.1 and 4.4. Paragraph 4.2 refers to OWNER's ~denti~yin~ and making available to CONTRACTOR copies of reports of 1~vest1gat1ons and tests of subsurface and latent physical condi- t1?nS at the site or otherwise affecting performance of the Work wh1ch have been relied upon by ENGINEER in preparing the Drawings and Specifications. '-~ D-19 L 8.5 OWNER's responsibilities in respect of purchasing and maintain- ing liability and property insurance are set forth in paragraphs 5.5 through 5.7. ~ f I 8.6 In connection with OWNER's rights to request changes in the Work in accordance with Article 10, OWNER (especially in certain instances as provided in paragraph 10.4) is obligated to execute Change Orders. 8.7 OWNER's responsibility in respect of certain inspections, tests and approvals is set forth in paragraph 13.4. 8.8 In connection with OWNER's right to stop Work or suspend Work, see paragraphs 13.10 and 15.1. Paragraph 15.2 deals with OWNER's right to terminate services of CONTRACTOR under certain circumstances. ARTICLE 9 - ENGINEER'S STATUS DURING CONSTRUCTION Owner's Representative: 9.1 ENGINEER will be OWNER's respresentative during the construc- tion period. The duties and responsibilities and the limitations of authority of ENGINEER as OWNER's representative during construction are set forth in the Contract Documents and shall not be extended without written consent of OWNER and ENGINEER. Visits to Sites l t / ~ 9.2 ENGINEER will make visits to the site at intervals appropriate to the various stages of construction to observe the progress and quality of the executed Work and to determine, in general, if the Work is proceeding in accordance with the Contract Documents. ENGINEER will not be required to make exhaustive or continuous on-site inspections to check the quality or quantity of the Work. ENGINEER's efforts will be directed toward providing for OWNER a greater degree of confidence that the completed Work will conform to the Contract Documents. On the basis of such visits and on-site observations as an experienced and qualified design professional, ~~GINEER will keep OWNER informed of the progress of the Work and will endeavor to guard OWNER against defects and deficiencies in the Work. Clarifications and Interpretational 9.3 ENGINEER will issue with reasonable promptness such written clarifications or interpretations of the Contract Documents (in the form of Drawings or otherwise) as ENGINEER may determine necessary, which shall be consistent with or reasonably inferable from the overall intent of the Contract Documents. If CONTRACTOR believes that a written clarification or interpretation justifies an increase in the Contract Price or Contract Time, CONTRACTOR may make a claim therefor as provided in Article 11 or Article 12. Rejecting Defective Work: 9.4 ENGINEER will have authority to disapprove or reject Work which is defective, and will also have authority to require special ~1 L D-20 inspection or testing of the Work as provided in paragraph 13.9, whether or not the Work is fabricated, installed or completed. \ f / Shop Drawin~s, Change Orders and Paymentss 9.5 In connection with ENGINEER's responsibility for Shop Drawings and samples, see paragraphs 6.23 through 6.29 inclusive. 9.6 In connection with ENGINEER's responsibilities as to Change Orders, see Articles 10, 11 and 12. 9.7 In connection with ENGINEER's responsibilities in respect of Applications for Payment, etc., see Article 14. Project Representations 9.8 If OWNER and ENGINEER agree, ENGINEER will furnish a Resident Project Representative to assist ENGINEER in observing the perform- ance of the Work. The duties, responsibilities and limitations of authority of any such Resident Project Representative and assistants will be as provided in the Supplementary Conditions. If OWNER designates another agent to represent him at the site who is not ENGINEER's agent or employee, the duties, responsibilities and limitations of authority of such other person will be as provided in the Supplementary Conditions. Decisions on Disagreementss ~ 9.9 ENGINEER will be the initial interpreter of the requirements of the Contract Documents and judge of the acceptability of the Work thereunder. Claims, disputes and other matters relating to the acceptability of the Work or the interpretation of the require- ments of the Contract Documents pertaining to the execution and progress of the Work shall be referred initially to ENGINEER in writing with a request for a formal decision in accordance with this paragraph, which ENGINEER will render in writing within a reasonable time. Written notice of each such claim, dispute and other matter shall be delivered by the claimant to ENGINEER and the other party to the Agreement within fifteen days of the occurrence of the event giying rise thereto, and written supporting data will be submitted to ENGINEER and the other party within forty-five days of such occurrence unless ENGINEER allows an additional period of time to ascertain more accurate data. In his capacity as interpreter and judge ENGINEER will not show partiality to OWNER or CONTRACTOR and will not be liable in connection with any interpretation or decision rendered in good faith in such capacity. 9.10 The rendering of a decision by ENGINEER pursuant to paragraph 9.9 with respect to any such claim, dispute or other matter (except any which have been waived by the making or acceptance of final payment as provided in paragraph 14.16) will be a condition precedent to any exercise by OWNER or CONTRACTOR of such rights or remedies as either may otherwise have under the Contract Documents or at law in respect of any such claim, dispute or other matter. - , ..:,t -,I( D-2l L_ ~ f Limitations on ENGINEER's Responsibilitiess 9.11 Neither ENGINEER's authority to act under this Article 9 or elsewhere in the Contract Documents nor any decision made by ENGINEER in good faith either to exercise or not exercise such authority shall give rise to any duty or responsibility of ENGINEER to CONTRACTOR, any Subcontractor, any manufacturer, fabricator, supplier or distributor, or any of their agents or employees or any other person performing any of the Work. 9.12 Whenever in the Contract Documents the terms "as ordered It, "as directed t', "as required", "as allowed" or terms of like effect or import are used, or the adjectives "reasonable", "suitable", "acceptable", "proper" or "satisfactory" or adjectives of like effect or import are used, to describe requirement, direction, review or judgment of ENGINEER as to the Work, it is intended that such requirement, direction, review or judgment will be solely to evaluate the Work for compliance with the Contract Documents (unless there is a specific statement indicating otherwise). The use of any such term or adjective never indicates that ENGINEER shall have authority to supervise or direct performance of the Work or authority to undertake responsibility contrary to the provisions of paragraphs 9.13 or 9.14. 9.13 ENGINEER will not be responsible for CONTRACTOR's means, methods, techniques, sequences or procedures of construction, or the safety precautions and programs incident thereto, and ENGINEER will not be responsible for CONTRACTOR's failure to perform the Work in accordance with the Contract Documents. 9.14 ENGINEER will not be responsible for the acts or omissions of CONTRACTOR or of any Subcontractors, or of the agents or employees of any CONTRACTOR or Subcontractor, or of any other persons at the site or otherwise performing any of the Work. ARTICLE 10 - CHANGES IN THE WORK 10.1 Without invalidating the Agreement, OWNER may, at any time or from time to time, order additions, deletions or revisions in the Work; these will be authorized by Change Orders. Upon receipt of a Change Order, CONTRACTOR shall proceed with the Work involved. All such Work shall be executed under the applicable conditions of the Contract Documents. If any Change Order causes an increase or decrease in the Contract Price or an extension or shortening of the Contract Time, an equitable adjustment will be made as provided in Article 11 or Article 12 on the basis of a claim made by either party. 10.2 ENGINEER may authorize minor changes in the Work not involving an adjustment in the Contract Price or the Contract Time, which are consistent with the overall intent of the Contract Documents. These may be accomplished by a Field Order and shall be binding on OWNER, and also on CONTRACTOR who shall perform the change promptly. If CONTRACTOR believes that a Field Order justifies an increase in the Contract Price or Contract Time, CONTRACTOR may make a claim there- for as provided in Article 11 or Article 12. :-'~j L D-22 \ r / j ! - l I / ~ L 10.) Additional Work performed without authorization of a Change Order will not entitle CONTRACTOR to an increase in the Contract Price or an extension of the Contract Time, except in the case of an emergency as provided in paragraph 6.22 and except as provided in paragraphs 10.2 and 13.9- 10.4 OWNER shall execute appropriate Change Orders prepared by ENGINEER covering changes in the Work which are required by OWNER, or required because of unforeseen physical conditions or emergencies, or because of uncovering Work found not to be defective, or as pro- vided in paragraphs 11.9 or 11.10, or because of any other claim of CONTRACTOR for a change in the Contract Time or the Contract Price which is recommended by ENGINEER. 10.5 If notice of any change affecting the general scope of the Work or change in the Contract Price is required by the provisions of any Bond to be given to the Surety, it will be CONTRACTOR's responsibility to so notify the Surety, and the amount of each applicable Bond shall be adjusted accordingly. CONTRACTOR shall furnish proof of such adjustment to OWNER. ARTICLE 11 - CHANGE OF CONTRACT PRICE 11.1 The Contract Price constitutes the total compensation (subject to authorized adjustments) payable to CONTRACTOR for performing the Work. All duties, responsibilities and obligations assigned to or undertaken by CONTRACTOR shall be at his expense without change in the Contract Price. 11.2 The Contract Price ~ay only be changed by a written Change Order. Any claim for an 1ncrease in the Contract Price shall be based on written notice delivered to OWNER and ENGINEER within fifteen days of the occurrence of the event giving rise to the claim. Notice of the amount of the claim with supporting data shall be delivered within forty-five days of such occurrence unless ENGINEER allows an additional period of time to ascertain accurate cost data. All claims for adjustment in the Contract Price shall be determined by ENGINEER if OWNER and CONTRACTOR cannot otherwise agree on the amount involved. Any change in the Contract Price resulting from any such claim shall be incorporated in a Change Order. II.) The value of any Work covered by a Change Order or of any claim for an increase or decrease in the Contract Price shall be determined in one of the following ways: 11.).1 Where the Work involved is covered by unit prices contained in the Contract Documents, by application of unit prices to the quantities of the items involved (subject to the provisions of paragraph 11.9). 11.).2 By mutual acceptance of a lump sum. 11.).3 On the basis of the Cost of the Work (determined as provided in paragraphs 11.4 and 11.5) plus a Contractor's Fee for overhead and profit (determined as provided in paragraph 11.6). D-2) I I I r I , I I I I I L Cost of the Works 11.4 The term Cost of the Work means the sum of all costs neces- sarily incurred and.paid by CONTRACTOR in the proper performance of the Work. Except as otherwise may be agreed to in writing by OWNER, such costs shall be in amounts no higher than those prevail- ing in the locality of the Project, shall include only the following items and shall not include any of the costs itemized in paragraph 11.5: 11.4.1 Payroll costs for employees in the direct employ of CONTRACTOR in the performance of the Work under schedules of job classifications agreed upon by OWNER and CONTRACTOR. Payroll costs for employees not employed full time on the Work shall be apportioned on the basis of their time spent on the Work. Payroll costs shall include, but not be limited to, salaries and wages plus the cost of fringe benefits which shall include social security contributions, unemployment, excise and payroll taxes, workers' or workmen's com- pensation, health and retirement benefits, sick leave, vacation and holiday pay applicable thereto. Such employees shall include superintendents and foremen at the site. The expenses of performing Work after regular working hours, on Sunday or legal holidays, shall be included in the above to the extent authorized by OWNER. 11.4.2 Cost of all materials and equipment furnished and incorpor- ated in the Work, including costs of transportation and storage thereof, and manufacturers' field services required in connection therewith. All cash discounts shall accrue to CONTRACTOR unless OWNER deposits funds with CONTRACTOR with which to make payments, in which case the cash discounts shall accrue to OWNER. All trade discounts, rebates and refunds, and all returns from sale of surplus materials and equipment shall accrue to OWNER and CONTRACTOR shall make provisions so that they may be obtained. 11.4.) Payments made by CONTRACTOR to the Subcontractors for Work performed by Subcontractors. If required by OWNER, CONTRACTOR shall obtain competitive bids from Subcontractors acceptable to CONTRACTOR and. shall deliver such bids to OWNER who will then determine, with the advice of ENGINEER, which bids will be accepted. If a ~~bcontract provides that the Subcontractor is to be paid on the basis of Cost of the Work Plus a Fee, the Subcontractor's Cost of the Work shall be determined in the same manner as CONTRACTOR's Cost of the Work. All subcontracts shall be subject to the other pro- visions of the Contract Documents insofar as applicable. 11.4.4 Costs of special consultants (including, but not limited to, engineers, architects, testing laboratories, surveyors, lawyers and accountants) employed for services specifically related to the Work. 11.4.5 Supplemental costs including the following: 11.4:5.1 The proportion of necessary transportation, travel and subs2stence expenses of CONTRACTOR's employees incurred in discharge of duties connected with the Work. 11.4.5.2 Cost, including transportation and maintenance, of all materials, supplies, equipment, machinery, appliances, office and 1.1 L_ D-24 I ~ r r l I L [3 temporary facilities at the site and hand tools not owned by the workmen, which are consumed in the performance of the Work, and cost less market value of such items used but not consumed which remain the property of CONTRACTOR. 11.4.5.) Rentals of all construction equipment and machinery and the parts thereof whether rented from CONTRACTOR or others in accordance with rental agreements approved by OWNER with the advice of ENGINEER, and the costs of transportation, loading, unloading, installation, dismantling and removal thereof - all in accordance with terms of said rental agreements. The rental of any such equip- ment, machinery or parts shall cease when the use thereof is no longer necessary for the Work. 11.4.5.4 Sales, use or similar taxes related to the Work, and for which CONTRACTOR is liable, imposed by any governmental authority. 11.4.5.5 Deposits lost for causes other than CONTRACTOR's negligence, royalty payments and fees for permits and licenses. 11.4.5.6 Losses and damages (and related expenses), not compensated by insurance or otherwise, to the Work or otherwise sustained by CONTRACTOR in connection with the execution of the Work, provided they have resulted from causes other than the negligence of CONTRACTOR, any Subcontractor, or anyone directly or indirectly employed by any of them or for whose acts any of them may be liable. Such losses shall include settlements made with the written consent and approval of OWNER. No such losses, damages and expenses shall be included in the Cost of the Work for the purpose of determining Contractor's Fee. If, however, any such loss or damage requires reconstruction and CONTRACTOR is placed in. charge thereof, CONTRACTOR shall be paid for services a fee proportionate to that stated in paragraph 11.6.2. 11.4.5.7 The cost of utilities, fuel and sanitary facilities at the site. 11.4.5.8 Minor expenses such as telegrams, long distance telephone calls, telephone service at the site, expressage and similar petty cash items in connection with the Work. 11.4.5.9 Cost of premiums for additional Bonds and insurance required because of changes in the Work. 11.5 The term Cost of the Work shall not include any of the following: 11.5.1 Payroll costs and other compensation of CONTRACTOR's officers, executives, principals (Of partnership and sole proprietorships), general managers, engineers, architects, estimators, lawyers, auditors, accountants, purchasing and contracting agents, expeditors, time- keepers, clerks and other personnel employed by CONTRACTOR whether at the site or in his principal or a branch office for general admin- istration of the Work and not specifically included in the agreed upon schedule of job classifications referred to in subparagraph 11.4.1 - all of which are to be considered administrative costs covered by the Contractor's Fee. 11.5.2 Expenses of CONTRACTOR's principal and branch offices other than CONTRACTOR's office at the site. D-25 ~ f 11.5.3 Any part of CONTRACTOR's capital expenses, including interest on CONTRACTOR's capital employed for the Work and charges against CONTRACTOR for delinquent payments. 11.5.4 Cost of premiums for all Bonds and for all insurance whether or not CONTRACTOR is required by the Contract Documents to purchase and maintain the same (except for additional Bonds and insurance required because of changes in the Work). 11.5.5 Costs due to the negligence of CONTRACTOR, any Subcontractor, or anyone directly or indirectly employed by any of them or for whose acts any of them may be liable, including but not limited to, the correction of defective Work, disposal of materials or equipment wrongly supplied and making good any damage to property. 11.5.6 other overhead or general expense costs of any kind and the costs of any item not specifically and expressly included in para- graph 11.4. Contractor's Fees 11.6 The Contractor's Fee allowed to CONTRACTOR for overhead and profit shall be determined as fo11owss 11.6.1 a mutually acceptable fixed fee; or if none can be agreed upon, 11.6.2 a fee based on the following percentages of the various por- tions of the Cost of the Work: 11.6.2.1 for costs incurred under paragraphs 11.4.1 and 11.4.2, the Contractor's Fee shall be ten percent (10%), 11.6.2.2 for costs incurred under paragraph 11.4.), the Contractor's Fee shall be five percent (5%); and if a subcontract is on the basis of Cost of the Work Plus a Fee. the maximum allowable to the Sub- _ contractor as a fee for overhead and profit shall be 10 percent (10%), and 11.6.2.) no fee shall be payable on the basis of costs itemized under paragraphs 11.4.4, 11.4.5 and 11.5. 11.7 The amount of credit to be allowed by CONTRACTOR to OWNER for any such change which results in a net decrease in cost, will be the amount of the actual net decrease. When both additions and credits are involved in anyone change, the combined overhead and profit shall be figured on the basis of the net increase, if any. 11.7.1 Overhead and profit percentages will not be deducted on items which have a net decrease. Adjustment of Unit Pricesl 11.8 Whenever the cost of any Work is to be determined pursuant to paragraphs 11.4 and 11.5, CONTRACTOR will submit in form acceptable to ENGINEER an itemized cost breakdown together with supporting data. When the amount of increase or decrease is to be based on mutual ~~ D-26 L acceptance of a Lump Sum, paragraph 11.).2, whether the amount is an addition, credit or no-change-in-cost, the CONTRACTOR shall sub- mit an estimate substantiated by a complete itemized breakdown showing all costs for the change or changes in the Work. 11.8.1 Breakdown shall list quantities and unit prices for materials, labor, equipment and other items of cost. 11.8.2 When the amount of increase is to be based on Cost of the Work plus a Contractor's Fee, paragraphs 11.4, 11.5 and 11.6, the Contractor shall submit receipts or other evidence as the Owner may require, showing actual costs and his right to the payment claimed. ~ f r 11.8.) Changes, whether increase or decrease, involving the CON- TRACTOR and one or more Subcontractors, shall itemize the overhead and profit percentages separately. 11.9 Where the quantity of Work with respect to any item that is covered by a unit price differs materially and significantly from the quantity of such Work indicated in the Contract Documents, an appropriate Change Order shall be issued on recommendation of ENGINEER to adjust the unit price. 11.10 The CONTRACTOR shall include in the Contract Price all allowances stated in the Contract Documents. ... 11.10.1 When an Allowance is specified to cover the purchase of materials and equipment, or services, it shall cover the net cost of the materials and equipment delivered and unloaded at the site, and all applicable taxes. The CONTRACTOR's handling costs on the site, labor, installation costs, overhead, profit and other expenses contemplated for the original Allowance shall be included in the Con- tract Price but not as a part of the Allowance. 11.10.2 When an Allowance is specified to cover the purchase and installation of materials and equipment, it shall cover the net cost of the materials and equipment delivered and installed complete. The CONTRACTOR shall bear the cost for coordinating the Work, and ~or providing the designated installer with access to the Work, temporary heat, ventilation, light, work space, storage space, parking and toilet facilities, all in sufficient quantity and measure to permit the installer to properly accomplish the Work, and all such costs shall be included in the Contract Price but not in the Allowance. 11.10.) The CONTRACTOR shall cause the Work covered by Allowances to be performed for such amounts and by such persons as the ENGINEER may direct, but the CONTRACTOR will not be required to employ persons against whom he establishes a reasonable objection. If the cost, when determined, is more or less than the Allowance, the Contract Price shall be adjusted accordingly by Change Order which will include additional handling costs on the site, labor, installation costs, overhead, profit and other expenses resulting to the CON- TRACTOR from any increase over the original Allowance. !.~~ l_ D-27 ~ r I I ~ / I..",.....c i I I I _:~ ; "?;, L ARTICLE 12 - CHANGE OF THE CONTRACT TIME 12.1 The Contract Time may only be changed by a Change Order. Any claim for an extension in the Contract Time shall be based on written notice delivered to OWNER and ENGINEER within fifteen days of the occurrence of the event giving rise to the claim. Notice of the extent of the claim with supporting data shall be delivered within forty-five days of such occurrence unless ENGINEER allows an addi- tional periOd of time. to ascertain mOre accurate data. All. .claims ~or adjustment in the Cont'ract Time shall be determined by ENGINEER if OWNER and CONTRACTOR cannot otherwise agree. Any change in the Contract Time resulting from any such claim shall be incorporated in a Change Order. 12.2 The Contract Time will be extended in an amount equal to time lost due to delays beyond the control of CONTRACTOR if a claim is made therefor as provided in paragraph 12.1. Such delays shall include, but not be limited to, acts or neglect by OWNER or others performing additional Work as contemplated by Article 7, or to fires, floods, labor disputes, epidemics, abnormal weather conditions, or acts of God. 12.3 All time limits stated in the Contract Documents are of the essence of the Agreement. The provisions of this Article 12 shall not exclude recovery for damages (including compensation for addi- tional professional services) for delay by either party. 12.4 Where delays are not justified by circumstances as outlined in paragraph 12.2 and actual damages are impossible of agreed determina- tion and when so required by a statement in the section "Supplementary Conditions," the CONTRACTOR and his Sureties shall be liable for and shall pay to the OWNER the sum stated in .'Supplementary Condi tions It as fixed, agreed and liquidated damages (not a penalty) for each calendar day of such delay until the work is substantially completed. 12.5 Whenever changes in the Work are ordered by written modification, the extension to the Contract Time, if an extension is to be allowed, shall be noted in the same written modification. 12.6 Claims for extension of Contract Time will be approved only if the Work or the event which causes the delay, affects the path of events is lengthened. If required by the ENGINEER, CONTRACTOR shall indicate this path of critical events, by diagram or narrative, in such detail as may be necessary to justify his claim and establish the number of days' delay. The path of critical events mentioned herein is defined as that series of interdependent con- struction events which must be sequentially performed and which require a longer to~al time to perform than any other such series. ARTICLE 13 - WARRANTY AND GUARANTEE; TESTS AND INSPECTIONS: CORRECTION, REMOVAL OR ACCEPTANCE OF DEFECTIVE WORK Warranty and Guarantees 13.1 CONTRACTOR warrants and guarantees to OWNER and ENGINEER that all Work will be in accordance with the Contract Documents and will D-28 not be defective. Prompt notice of all observed defects shall be given to CONTRACTOR. All defective Work, whether or not in place, may be rejected, corrected or accepted as provided in this Article 1). Access to Work: I I L 1).2 ENGINEER and ENGINEER's representatives, other representatives of OWNER, testing agencies and governmental agencies with juris- dictional interests will have access to the Work at reasonable times for their observation, inspection and testing. CONTRACTOR shall provide proper and safe conditions for such access. Tests and Inspectionss 13.3 CONTRACTOR shall give ENGINEER timely notice of readiness of the Work for all required inspections, tests or approvals. The term "timely notice" shall mean notice of intent within 48 hours. 13.4 If any law, ordinance, rule, regulation, code, or order of any public body having jurisdiction requires any Work (or part thereof) to specifically be inspected, tested or approved, CONTRACTOR shall assume full responsibility therefor, pay all costs in connection therewith and furnish ENGINEER the required certificates of inspec- tion, testing or approval. CONTRACTOR shall also be responsible for and shall pay all costs in connection with any inspection or testing required in connection with OWNER's or ENGINEER's acceptance of a manufacturer, fabricator, supplier or distributor of materials or equipment proposed to be incorporated in the Work, or of materials or equipment submitted for approval prior to CONTRACTOR's purchase thereof for incorporation in the Work. The cost of all other inspections, tests and approvals required by the Contract Documents shall be paid by OWNER (unless otherwise specified). 13.5 All inspections, tests or approvals other than those required by law, ordinance, rule, regulation, code or order of any public body having jurisdiction shall be performed by organizations acceptable to OWNER and CONTRACTOR (or by ENGINEER if so specified). 13.6 If any Work that is to be inspected, tested or approved is covered without written concurrence of ENGINEER, it must, if requested by ENGINEER, be uncovered for observation. Such uncover- ing shall be at CONTRACTOR's expense unless CONTRACTOR has given ENGINEER timely notice of CONTRACTOR's intention to cover such Work and ENGINEER has not acted with reasonable promptness in response to such notice. ~ , r I I - 1).7 Neither observations by ENGINEER nor inspections, tests or approvals by others shall relieve CONTRACTOR from his obligations to perform the Work in accordance with the Contract Documents. Uncoverin~ Work: 13.8 If any Work is covered contrary to the written request of ENGINEER, it must, if requested by ENGINEER, be uncovered for ENGINEER's observation and replaced at CONTRACTOR's expense. ~~ L___ \ D-29 , J I 13.9 If ENGINEER considers it necessary or advisable that covered Work be observed by ENGINEER or inspected or tested by others, CON- TRACTOR, at ENGINEER's request, shall uncover, expose or otherwise make available for observation, inspection or testing as ENGINEER may require, that portion of the Work in question, furniShing all necessary labor, material and equipment. If it is found that such Work is defective, CONTRACTOR shall bear all the expenses of such uncovering, exposure, observation, inspection and testing and of satisfactory reconstruction, including compensation for additional professional services, and an appropriate deductive Change Order shall be issued. If, however, such Work is not found to be defective. CONTRACTOR shall be allowed an increase in the Contract Price or an extension of the Contract Time, or both, directly attributable to such uncovering, exposure, observation, inspection, testing and reconstruction if he makes a claim therefor as provided in Articles 11 and 12. Owner May stop the Work: 13.10 If the Work is defective, or CONTRACTOR fails to supply suf- ficient skilled workmen or suitable materials or equipment, OWNER may order CONTRACTOR to stop the Work, or any portion thereof, until the cause for such order has been eliminated; however, this right of OWNER to stop the Work shall not give rise to any duty on the part of OWNER to exercise this right for the benefit of CON- TRACTOR or any other party. I l Correction or Removal of Defective Work: 1).11 If required by ENGINEER, CONTRACTOR shall promptly, without cost to OWNER and as specified by ENGINEER, either correct any defective Work, whether or not fabricated, installed or completed, or, if the Work has been rejected by ENGINEER, remove it from the site and replace it with nondefective Work. One Year Correction Period: ~ 1).12 If within one year after the date of Substantial Completion or such longer periOd of time as may be prescribed by law or by the terms of any applicable special guarantee required by the Contract Documents or by any specific provision of the Contract Documents, any Work is found to be defective, CONTRACTOR shall promptly, without cost to OWNER and in accordance with OWNER's written instructions, either correct such defective Work, or, if it has been rejected by OWNER, remove it from the site and replace it with nondefective Work. If CONTRACTOR does not promptly comply with the terms of such instruc- tions, or in an emergency where delay would cause serious risk of loss or damage, OWNER may have the defective Work corrected or the rejected Work removed and replaced, and all direct and indirect costs of such removal and replacement, inclUding compensation for additional professional services, shall be paid by CONTRACTOR. Acceptance of Defective Works 1).13 If, instead of requiring correction or removal and replace- ment of defective Work, OWNER (and, prior to ENGINEER's recommendation of final payment, also ENGINEER) prefers to accept it, OWNER may do '~ D-30 i L_ J / so. In such case, if acceptance occurs prior to ENGINEER's recom- mendation of final payment, a Change Order shall be issued incorporating the necessary revisions in the Contract Documents, including appropriate reduction in the Contract Price; or, if the acceptance occurs after such recommendation, an appropriate amount shall be paid by CONTRACTOR to OWNER. OWNER May Correct Defective Works 13.14 If CONTRACTOR fails within a reasonable time after written notice of ENGINEER to proceed to correct and to correct defective Work or to remove and replace rejected Work as required by ENGINEER in .accordance with paragraph 13.11, or if CONTRACTOR fails to per- form the Work in accordance with the Contract Documents (inclUding any requirements of the progress schedule), OWNER may, after seven days' written notice to CONTRACTOR, correct and remedy any such deficiency. In exercising his rights under this paragraph OWNER shall proceed expeditiously. To the extent necessary to complete corrective and remedial action, OWNER may exclude CONTRACTOR from all or part of the site, take possession of all or part of the Work, and suspend CONTRACTOR's services related thereto, take possession of CONTRACTOR's tools, appliances, construction equipment and machinery at the site and incorporate in the Work all materials and equipment stored at the site or for which OWNER has paid CONTRACTOR but which are stored elsewhere. CONTRACTOR shall allow OWNER, OWNER's repre- sentatives, agents and employees such access to the site as may be necessary to enable OWNER to exercise his rights under this paragraph. All direct and indirect costs of OWNER in exercising such rights shall be charged against CONTRACTOR in an amount verified by ENGINEER, and a Change Order shall be issued incorporating the necessary revisions in the Contract Documents and a reduction in the Contract Price. Such direct and indirect costs shall include, in particular but without limitation, compensation for additional professional services required and all costs of repair and replacement of work of others destroyed or damaged by correction, removal or replacement of CONTRACTOR's defective Work. CONTRACTOR shall not be allowed an extension of the Contract Time because of any delay in performance of the Work attributable to the exercise by OWNER of OWNER's rights hereunder. I I / ARTICLE 14 - PAYMENTS TO CONTRACTOR AND COMPLETION Scheduless 14.1 At least ten days prior to submitting the first Application for a progress payment, CONTRACTOR shall (except as otherwise specified in the General Requirements) submit to ENGINEER a progress schedule, a final schedule of Shop Drawing submission and where applicable a schedule of values of the Work. These schedules shall be satisfactory in form and substance to ENGINEER. The schedule of values shall include quantities and unit prices aggregating the Contract Price, and shall subdivide the Work into component parts in sufficient detail to serve as the basis for progress payments during construction. Upon acceptance of the schedule of values by ENGINEER, it shall be incorporated into a form of Application for Payment acceptable to ENGINEER. l~ D-)l , f / l Application for Progress Payment: 14.2 At least ten days before each progress payment falls due (but not more often than once a month), CONTRACTOR shall submit to ENGINEER for review an Application for Payment filled out and signed by CONTRACTOR covering the Work completed as of the date of the Application and accompanied by such supporting documentation as is required by the Contract Documents and also as ENGINEER may reasonably require. If payment is requested on the basis of materials and equipment not incorporated in the Work but delivered and suitably stored at the site or at another location agreed to in writing, the Application for Payment shall also be accompanied by such data, satisfactory to OWNER. as will establish OWNER's title to the material and equipment and protect OWNER's interest therein, includ- ing applicable insurance. Each subsequent Application for Payment shall include an affidavit of CONTRACTOR stating that all previous progress payments received on account of the Work have been applied to discharge in full all of CONTRACTOR's obligations reflected in prior Applications for Payment. The amount of retainage with respect to progress payments will be as stipulated in the Agreement. CONTRACTOR's Warranty of Title: 14.3 CONTRACTOR warrants and guarantees that title to all Work, materials and equipment covered by any Application for Payment, whether incorporated in the Project or not, will pass to OWNER at the time of payment free and clear of all liens, claims, security interests and encumbrances (Hereafter in these General Conditions referred to as "Liens"). ( I L Review of Applications for Progress Payments 14.4 ENGINEER will, within ten days after receipt of each Applica- tion for Payment, either indicate in writing a recommendation of payment and present the Application to OWNER, or return the Application to CONTRACTOR indicating in writing ENGINEER's reasons for refusing to recommend payment. In the latter case, CONTRACTOR may make the necessary corrections and resubmit the Application. OWNER shall. within ten days of presentation to him of the Applica- tion for Payment with ENGINEER's recommendation pay CONTRACTOR the amount recommended. 14.) ENGINEER's recommendation of any payment requested in an Application for Payment will constitute a representation by ENGINEER to OWNER, based on ENGINEER's on-site observations of the Work in progress as an experienced and qualified design professional and on ENGINEER's review of the Application for Payment and the accompany- ing data and schedules that the Work has progressed to the point indicated; that, to the best of ENGINEER's knowledge. information and belief. the quality of the Work is in accordance with the Contract Documents (subject to an evaluation of the Work as a func- tioning Project upon Substantial Completion, to the results of any subsequent tests called for in the Contract Documents and any qualifications stated in the recommendation) and that CONTRACTOR is entitled to payment of the amount recommended. However, by recommend- ing any such payment ENGINEER will not thereby be deemed to have represented that exhaustive or continuous on-site inspections have -~ l_ D-J2 l f r been made to check the quality or the quantity of the Work or that the means, methods, techniques, sequences, and procedures of con- struction have been reviewed or that any examination has been made to ascertain how or for what purpose CONTRACTOR has used the moneys paid or to be paid to CONTRACTOR on account of the Contract Price, or that title to any Work, materials or equipment has passed to OWNER free and clear of any Liens. 14.6 ENGINEER's recommendation of final payment will constitute an additional representation by ENGINEER to OWNER that the conditions precedent to CONTRACTOR's being entitled to final payment as set forth in paragraph 14.1) have been fulfilled. 14.7 ENGINEER may refuse to recommend the whole or any part of any payment if, in his opinion, it would be incorrect to make such representations to OWNER. He may also refuse to recommend any such payment, or, because of subsequently discovered evidence or the results of subsequent inspections or tests, nullify and such payment previously recommended to such extent as may be necessary in ENGINEER's opinion to protect OWNER from loss because: 14.7.1 the Work is defective, or completed Work has been damaged requiring correction or replacement, 14.7.2 written claims have been made against OWNER or Liens have been filed in connection with the Work. I I L 14.7.3 the Contract Price has been reduced because of Modifications, 14.7.4 OWNER has been required to correct defective Work or com- plete the Work in accordance with paragraph 1).14, 14.7.5 of CONTRACTOR's unsatisfactory prosecution of the Work in accordance with the Contract Documents, or 14.7.6 CONTRACTOR's failure to make payment to Subcontractors, or for labor, materials or equipment. Substantial Completion: 14.8 When the CONTRACTOR determines that the Work or a designated portion thereof acceptable to the OWNER is substantially complete, the CONTRACTOR shall give written notice of such to the ENGINEER. When the ENGINEER determines by an inspection that the Work is sub- stantially complete, he will then prepare a Certificate of Substantial Completion which shall establish the Date of Substantial Completion; shall state the responsibilities of the OWNER and the CONTRACTOR for maintenance, heat, utilities, and insurance, and shall fix the time within which the CONTRACTOR shall complete any remaining Work shown therein. The Certificate of Substantial Completion shall be sub- mitted to the OWNER and the CONTRACTOR for their written acceptance of the responsibilities assigned to them in such certificate. 14.9 OWNER shall have the right to exclude CONTRACTOR from the Work after the date of Substantial Completion, but OWNER shall allow CON- TRACTOR reasonable access to complete or correct items on the tentative list. c D-JJ , r I f / .. ~~ L Partial Utilizations 14.10 Use by OWNER of completed portions of the Work may be accomplished prior to Substantial Completion of all the Work sub- ject to the following: 14.10.1 OWNER at any time may request CONTRACTOR in writing to permit OWNER to use any part of the Work which OWNER believes to be sUbstantially complete and which may be so used without significant interference with construction of the other parts of the Work. If CONTRACTOR agrees, CONTRACTOR will certify to OWNER and ENGINEER that said part of the Work is substantially complete and request ENGINEER to issue a certificate of Substantial Completion for that part of the Work. Within a reasonable time thereafter OWNER, CON- TRACTOR and ENGINEER shall make an inspection of that part of the Work to determine its status of completion. If ENGINEER does not consider that part of the Work to be substantially complete, ENGINEER will notify OWNER and CONTRACTOR in writing giving his reasons therefor. If ENGINEER considers that part of the Work to be SUbstantially complete, ENGINEER will execute and deliver to OWNER and CONTRACTOR a certificate to that effect, fixing the date of Substantial Completion as to that part of the Work, attaching thereto a tentative list of items to be completed or corrected before final payment. Prior to issuing a certificate of Substantial Completion as to part of the Work ENGINEER will deliver to OWNER and CONTRACTOR a written recommendation as to the division of responsibilities pending final payment between OWNER and CONTRACTOR with respect to security, operation, safety, maintenance, utilities and insurance for that part of the Work which shall become binding upon OWNER and CONTRACTOR at the time of issuing the definitive certificate of Substantial Completion as to that part of the Work unless OWNER and CONTRACTOR shall have otherwise agreed in writing and so informed ENGINEER. OWNER shall have the right to exclude CONTRACTOR from any part of the Work which ENGINEER has so certified to be SUbstantially complete, but OWNER shall allow CONTRACTOR reasonable access to complete or correct items on the tentative list. 14.10.2 In lieu of the issuance of a certificate of Substantial Completion as to part of the Work, OWNER may take over operation of a-facility constituting part of the Work whether or not it is sub- stantially complete if such facility is functionally and separately useable; provided that prior to any such takeover, OWNER and CONTRACTOR have agreed as to the division of responsibilities between OWNER and CONTRACTOR for security, operation, safety, maintenance, correction periOd, heat, utilities and insurance with respect to such facility. 14.10.) No occupancy of part of the Work or taking over of opera- tion of a facility will be accomplished prior to compliance with the requirements of paragraph 5.14 in respect of property insurance. Final Inspections 14.11 Upon written notice from CONTRACTOR that the Work is complete, ENGINEER will make a final inspection with OWNER and CONTRACTOR and D-34 , r I I I I L ~ L_ will notify CONTRACTOR in writing of all particulars in which this inspection reveals that the Work is incomplete or defective. CONTRACTOR shall immediately take such measures as are necessary to remedy such deficiencies. Final Application for Payments 14.12 After the CONTRACTOR has corrected all defects to the satis- faction of the ENGINEER and delivered all maintenance and operating instructions, record drawings, guarantees, bonds, certificates of inspection and other documents - all as required by the Contract Documents, he may make application for final payment following the procedure for progress payments. The application for final payment must be accompanied, in addition to the supporting data and schedules submitted with progress payments, by submittals as follows: a) An affidavit, sufficient to establish compliance with the provisions of the Mechanics Lien Law (Chapter 713 - Florida Statutes), stating, if the fact be otherwise, showing the name of each lienor who has not been paid in full and the amount due or to become due each for labor, services, or materials furnished; b) Consent of surety, if any, to final payment; and, c) if required by the OWNER, other data establishing payment or satisfaction of all obligations, such as receipt, releases, and waivers of liens arising out of the con- tract to the extent and in such form as designated by the OWNER. If any Subcontractor, materialman, fabricator or supplier fails or refuses to furnish a release or waiver in full, the CONTRACTOR may furnish a bond or other collateral satisfactory to the OWNER to indemnify him against any lien. If any lien remains unsatisfied after all payments are made, the CONTRACTOR shall refund to the OWNER all moneys that the latter may be compelled to pay in discharg- ing such lien, including all costs and reasonable attorney's fees. Final Payment and Acceptances 14.13 If, on the basis of ENGINEER's observation of the Work during construction and final inspection, and ENGINEER's review of the final Application for Payment and accompanying documentation - all as required by the Contract Documents, ENGINEER is satisfied that the Work has been completed and CONTRACTOR has fulfilled all of his obligations under the Contract Documents, ENGINEER will, within ten days after receipt of the final Application for Payment, indicate in writing his recommendation of payment and present the Application to OWNER for payment. Thereupon ENGINEER will give written notice to OWNER and CONTRACTOR that the Work is acceptable subject to the provisions of paragraph 14.16. Otherwise, ENGINEER will return the Application to CONTRACTOR, indicating in writing the reasons for refusing to recommend final payment, in which case CONTRACTOR shall make the necessary corrections and resubmit the Application. If the Application and accompanying documentation are appropriate as to form and substance, OWNER shall, within thirty days after receipt thereof pay CONTRACTOR the amount recommended by ENGINEER. 14.14 If, through no fault of CONTRACTOR, final completion of the Work is significantly delayed thereof and if ENGINEER so confirms, OWNER shall, upon receipt of CONTRACTOR's final Application for Payment and recommendation of ENGINEER, and without terminating the D-35 ~ J I I I I L L Agreement, make payment of the balance due for that portion of the Work fully completed and accepted. If the remaining balance to be held by OWNER for Work not fully completed or corrected is less than the retainage stipulated in the Agreement, and if Bonds have been furnished as required in paragraph 5.1, the written consent of the Surety to the payment of the balance due for that portion of the Work fully completed and accepted shall be submitted by CONTRACTOR to ENGINEER with the Application for such payment. Such payment shall be made under the terms and conditions governing final payment, except that it shall not constitute a waiver of claims. Contractor's Continuin~ Obli~ation: 14.15 CONTRACTOR's obligation to perform and complete the Work in accordance with the. Contract Documents shall be absolute. Neither recommendation of any progress or final payment by ENGINEER, nor the issuance of a certificate of Substantial Completion, nor any payment by OWNER to CONTRACTOR under the Contract Documents, nor any use or occupancy of the Work or any part thereof by OWNER, nor any failure to do so, nor the issuance of a notice of acceptability by ENGINEER pursuant to paragraph 14.1), nor any correction of defective Work by OWNER shall constitute an acceptance of Work not in accordance with the Contract Documents or a release of CONTRACTOR's obligation to perform the Work in accordance with the Contract Documents. Waiver of C1airnss 14.16 The making and acceptance of final payment shall constitute: 14.16.1 a waiver of all claims by OWNER against CONTRACTOR, except claims arising from unsettled Liens, from defective Work appearing after final inspection pursuant to paragraph 14.11 or from failure to comply with the Contract Documents or the terms of any special guarantees specified therein; however, it shall not constitute a waiver by OWNER of any rights in respect of CONTRACTOR's continuing obligations under the Contract Documents; and 14.16.2 a waiver of all claims by CONTRACTOR against OWNER other than those previously made in writing and still unsettled. ARTICLE 15 - SUSPENSION OF WORK AND TERMINATION Owner May Suspend Work: 15.1 OWNER may, at any time and without cause, suspend the Work or any portion thereof for a period of not more than ninety days by notice in writing to CONTRACTOR and ENGINEER which shall fix the date on which Work shall be resumed. CONTRACTOR shall resume the Work on the date so fixed. CONTRACTOR will be allowed an increase in the Contract Price or an extension of the Contract Time, or both, directly attributable to any suspension if he makes a claim therefor as provided in Articles 11 and 12. D-36 Owner Ma.y Terminate s 15.2 Upon the occurrence of anyone or more of the following events: 15.2.1 if CONTRACTOR is adjudged a bankrupt or insolvent, 15.2.2 if CONTRACTOR makes a general assignment for the benefit of credi.tors, 15.2.3 if a trustee or receiver is appointed for CONTRACTOR or for any of C:ONTRACTOR' s property, 15.2.4 if CONTRACTOR files a petition to take advantage of any debtor' s: act, or to reorganize under the bankruptcy or similar laws, ~ J I ( 15.2.5 if CONTRACTOR repeatedly fails to supply sufficient skilled workmen or suitable materials or equipment, 15.2.6 if CONTRACTOR repeatedly fails to make prompt payments to Subcontr'actors or for labor, materials or equipment, 15.2.7 if CONTRACTOR disregards laws, ordinances, rules, regula- tions or' orders of any public body having jurisdiction, 15.2.8 if CONTRACTOR disregards the authority of ENGINEER, .or 15.2.9 if CONTRACTOR otherwise violates in any substantial way any provisio,ns of the Contract Documents, I l OWNER ma.y after giving CONTRACTOR and his Surety seven days' wri tten notice, terminate the services of CONTRAC~OR, exclude CONTRACTOR from the si te' and take possession of the Work and of all CONTRACTOR' s tools, a.ppliances, construction equipment and machinery at the si te and use the same to the full extent they could bA used by CONTRACTOR (without liability to CONTRACTOR for trespass or conversion), incor- porate in the Work all materials and equipment storesd at the site or for w'hich OWNER has paid CONTRACTOR but which are stored elsewhere, and finish the Work as OWNER may deem expedient. In such case CON- TRACTOR shall not be entitled to receive any further payment until the Work is finished. If the unpaid balance of the Contract Price exceeds the direct and indirect costs of completing the Work, includin,g compensation for addi tional prOfessional services, such excess shall be paid to CONTRACTOR. If such costs exceed such unpaid balance, CONTRACTOR shall pay the difference to OWNER. Such costs incurred by OWNER shall be verified by ENGINEER and incorporated in a Change Order, but in finishing the Work OWNER shall not be required to obtain the lowest figure for the Work performed. 15.3 Where CONTRACTOR's services have been so terminated by OWNER, the termination shall not affect any rights of OWNER against CON- TRACTOR then existing or which may thereafter accrue. Any retention or payment of moneys due CONTRACTOR by OWNER will not release CONTRACTOR from liability. 15.4 Upon seven days' written notice to CONTRACTOR and ENGINEER, OWNER ma'y, wi thout cause and wi thout prejudice to any other right or remed:y, elect to abandon the Work and terminate the Agreement. , I.- "-~ L D-37 , f I l l I ~ L In such case. CONTRACTOR shall be paid for all Work executed and any expe!nse sustained plus reasonable termination expenses. Contract;or May stop Work or Terminate: 15.5 If, through no act or fault of CONTRACTOR, the Work is sus- pended i'or a period of more than ninety days by OWNER or under an order of court or other public authority, or ENGINEER fails to act on any Application for Payment within thirty days after it is submi tte~d, or OWNER fails for thirty days to pay CONTRACTOR any sum finally determined to be due, then CONTRACTOR may, upon seven days' written notice to OWNER and ENGINEER. terminate the Agreement and recover from OWNER payment for all Work executed and any expense sustaine!d plus reasonable termination expenses. In addition and in lieu of terminating the Agreement, if ENGINEER has failed to act on an Application for Payment or OWNER has failed to make any payment as aforesaid, CONTRACTOR may upon seven days' notice to OWNER and ENGINEER~ stop the Work until payment of all amounts then due. The provisions of this paragraph shall not relieve CONTRACTOR of his obligations under paragraph 6.29 to carryon the Work in accordance with the progress schedule and without delay during disputes and disagreements with OWNER. ARTICLE 16 - ARBITRATION 16.1 All claims, disputes and other matters in question between OWNER an.d CONTRACTOR arising out of, or relating to the Contract Documents or the breach thereof except for claims which have been waived by the ma~ing or acceptance of final payment as provided by paragraph 14.16, may be decided by arbitration in accordance with the Construction Industry Arbitration Rules of the American Arbitration Association then obtaining subject to the limitations of this Article 16. This agreement so to arbitrate and any other agreement or consent to arbitrate entered into in accordance here- with as provided in this Article 16 will be specifically enforceable under the prevailing arbitration law of any court having jurisdiction. 19~2 No demand for arbitration of any claim. dispute or other matter that is required to be referred to ENGINEER initially for decision in accordance with paragraph 9.9 shall be made until the earlier of (a) the date on which ENGINEER has rendered a decision or (b) the tenth day after the parties have presented their evidence to ENGINEER if a written decision has not been rendered by ENGINEER before that date. No demand for arbitration of any such claim, dispute or other matter shall be made later than thirty days after the date on which ENGINEER has rendered a written decision in respect thereof in accordance with paragrapJh. 9.9; and the failure to demand arbi tration wi thin said thirty dc3.Ys' period shall resul t in ENGINEER' s decision being final and bind:ing upon OWNER and CONTRACTOR. If ENGINEER renders a deci- sion aftter arbitration proceedings have been initiated, such decision may be entered as evidence but shall not supersede the arbitration proceedi11gs, except where the decision is acceptable to the parties concerne(i. D-J8 I I I r . I I 16.3 Notice of the demand for arbitration shall be filed in writing with the other party to the Agreement and with the American Arbitra- tion, and a copy shall be sent to ENGINEER for information. The demand for arbitration shall be made within the thirty-day period specified in paragraph 16.2 where applicable, and in all other cases within a reasonable time after the claim, dispute or other matter in question has arisen, and in no event shall any such demand be made after institution of legal or equitable proceedings based on such claim, dispute or other matter in question would be barred by the applicable statute of limitations. 16.4 No arbitration arising out of or relating to the Contract Documents shall include by consolidation, joinder or in any other manner any other person or entity (including ENGINEER, his agents, employe1es or consultants) who is not a party to this Agreement unless: 16.4.1 the inclusion of such other person or entity is necessary if complete relief is to be afforded among those who are already parties to the arbitration, 16.4.2 such other person or entity is substantially involved in a questiol' of law or fact which is common to those who are already parties to the arbitration and which will arise in such proceedings, and ~ r I I I L 16.4.) the written consent of the other person or entity sought to be included and of OWNER and CONTRACTOR has been obtained for such inelusion, which consent shall make specific reference to this paragraph; but no such consent shall constitute consent to arbitra- tion of any dispute not specifically described in such consent or to arbitration with any party not specifically identified in such consent~ ARTICLE 17 - MISCELLANEOUS diving Notice: 17.1 Whenever any provision of the Contract Documents requires the giving of written notice it shall be deemed to have been validly given if delivered in person to the individual or to a member of the firm or to an officer of the corporation for whom it is intended, or if delivered at or sent by registered or certified mail, postage pre- paid, to the last business address known to the giver of the notice. Computation of Time: 17.2 When any periOd of time is referred to in the Contract Documents by daysp it shall be computed to exclude the first and include the last day of such period. If the last day of any such period falls :,"~ D-39 L [ - I I on a Saturday or Sunday or on a day made a legal holiday by the law of the applicable jurisdiction, such day shall be omitted from the computation. General: , f r 17 . 3 S:hould OWNER or CONTRACTOR suffer injury or damage to his person or property because of any error, omission or act of the other party or of any of the other party's employees or agents or others for whose acts the other party is legally liable, claim shall be made in writing to the other party within a reasonable time of the first observance of such injury or damage. 17.4 The duties and obligations imposed by these General Conditions and the rights and remedies available hereunder to the parties hereto, and, in particular but without limitation, the warranties, guarantees and obligations imposed upon CONTRACTOR by paragraphs 6.30, 1).1, 13.11, 1).14, 14.3 and 15.2 and all of the rights and remedies available to OWNER and ENGINEER thereunder, shall be in addition to, and shall not 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 law or contract, by special warranty or guarantee or by other provisions of the Contract Docu- ments, and the provisions of this paragraph shall be as effective as if repeated specifically in the Contract Documents in connection with each particular duty, obligation, right and remedy to which they apply. All representations, warranties and guarantees made in the Contract Documents shall survive final payment and termination or completion of this Agreement. Interpretation of Approximate Quantities: 17.5 The CONTRACTOR's attention is called to the fact that any estimate of quantities of work to be done and materials to be furnished under the specifications as shown on the Proposal Form, or else'where, is approximate only and no't guaranteed. The OWNER does not assume any responsibility that the final quantities shall remain in strict accordance with the estimated quantities, not shall the CONTRACTOR plead misunderstanding or deception because o~ such estimate of quantities or of the Character, location of the work or other conditions pertaining thereto. I I L The following forms and informational sheets are attached as guides acceptable to the Owner for various submittals called for herein: Attachment Description 1 Application for Payment () sheets) 2 Contract Change Order (1 sheet) f"~ l_ D-4o Page of APPLICATION FOR PAYMENT NO. I r I , I r CONTRACTOR: PROJECT NAME: PROJECT NUMBER: OWNER: Monroe County, Florida PERIOD ENDINGs I)ATE I :- I sCl1~l ULE AMOUNT EARNED TO DA rrE Item Description r r Unit Per- No. of Item Quantity Unit Price Amount Quantity Amount cent TOTALS I , L Attachment No. 1 Page 1 of J ["4 l_ i I I I I ~ f / I l I r ..... Page of APPLICA~TION FOR PAYMENT NO. CONTRAC~TOR : , PROJEC'I'N'AME: PROJEC'1~ NUIVIBER: , Nt". , . r . ".,"_1L. ~, Summary of Job status A:';Ur Total Work Compl~t~d Ma teria.l Stored on 5i t.e Origi.nal Contrac,t..Amount Changes Through Change Order Revised Contract Amount '~'::$ .~'$ . $ "$ $ $,:. ,- :$ $ NOe_,$ $ 'J J Sub-Total Less 10% Retainage Sub-Total Less Pl:-evious Payments.' Amount Due ThisPariod J~"'rTl t~" ~-'. . :: c. lln- :-,"~~:-:S ..~. J 4, .. .1 r11: :. - Notice to Proceed 'Calen.dar Days to Complete Extension to Date Completion Date L e .... ~ Contractor ',s Affi,dav:'i,t.s The undersigned. ,O'o:ntractdr 'here'by cert'if:ie~~ :.that all itlf&'rmation-lt~. .c.ontained in this Contracto'r' S~I5plicCltionai1(f~er'tii:ricate ~--F Paymen~~'7; including the Progress Payment Afi'ideivi t, ist., 'tiS- tne~st ai" Fiis kno~~::/' ledge, true, complete and cOrrect. '. He fur1:het-rtiriaerstands~1ihat the 'end payment of this' request does not;::constitutea-.eceptahce€of ~swork.- de proposetl e APPROVEl): PAYMENT REQUESTED: ( Owne'r) -":"{e6ht~actbr ) DATE: APPROVE!) 'FOR PAYMENT J. .." B Y~:. "' ---" ................_.....................~ ~ ( Agen"tJ ,:':.~ ~\M_. :"i } (Engineer) ....~-. .DATE: BY: Attachment No. 1 Page 2 of 3 DATE: ~-~ L Page of APPLICATION FOR PAYMENT AFFIDAVIT STATE OF -COUNTY OF ~ The undersigned Contractor certifies that the Work covered by this Application for Payment has been completed in accordance with the Con- r I tract Documents, that all amounts have been paid by him for Work for which previous Certificates for Payment were issued and payments were received from the Owner and that all persons have been paid except those listed below and that the current payment of $ , shown herein, is now due. I I L NAME ADDRESS AMOUNT DUE CONTRACTOR: BY: DATE: Subscr i bed and sworn to before me th is day of A.D.. 19 My Commission Expires: NOTARY PUBLIC Attachment No. 1 Page J of' J i.~~ L CONTRACT CHANGE ORDER PAGE -I OF ORDER NO. DATE PROJECT NO. CONTRACT F()R OWNER Monroe County. Florida TO , r r (Contractor) You are hereby requested to comply with the following changes from the contract plans and specifications: Description of Changes (Supplemental Plans and Specifications Attached) DECREASE In Contract Price INCREASE In Contract Price I ( / ... TO TAL $..................... $ . . . . . . . . . . . . . . . . . . NET CHANGE~ IN CONTRACT PRICE $.. . . . . . . . . . . . . . . . . . .. $ . . . . . . . . . . . . . . . . . . JUSTIFICATION: NOTE': Continue on attached sheet if necessary. The Amount of the Contract will be (Decreased)(Increased) by the Sum of: Dollars ($ ). The Contract Total Including This and Previous Change Order(s) will bec Dollars ($ ). The Contract Period Provided for Completion will be (Increased) (Decreased) (Unchanged): Days. This Document will become a Supplement to the Contract and All Provisions will apply hereto. Requested (Owner) (Engineer) ((Jon"trac"tor) Attachment No. 2 Page 1 of 1 (Date) (Date) (Date) Recommended Accepted_ :..~ L_ SECTION E AGREEMENT THIS AGREEMENT is dated as of the ~ \ CSt- in the year 1981, by and between day of .J1-p 12; l MONROE COUNTY. FLORIDA (hereinafter called OWNER) and THE BREWER COMPANY OF FLORIDA. INC. (hereina.fter called CONTRACTOR) OWNER and CONTRACTOR, in considera- tion of the mutual covenants hereinafter set forth, agree as follows: ARTICLE 1 - WORK CONTRAC!'OR shall complete all Work as specified or indicated in the Contract~ Documents. The Work is generally described as follows: PAVING AND DRAINAGE IMPROVEMENTS SECOND AVENUE - STOCK ISLAND, FLORIDA / \, ... ) ARTICLE 2 - ENGINEER The County Resident Engineer will assume all duties and responsi- bilities and will have the rights and 'authority assigned to ENGINEER in the Contract Documents in connection with completion of the Work in accol:-dance wi th the Contract Documents. ARTICLE 3 - CONTRACT TIME 3.1 The Work will be substantially completed within 45 days after the date when the Contract Time commences to run as provided in paragraph 2.3 of the General Conditions, and completed and ready for final payment in accordance with paragraph 14.13 of the General Conditions within 45 days after the date when the Contrac1: Time commences to run. 3.2 Licluidated Damaaes - OWNER ~nd CONTRACTOR recognize that time is of the essence of this Agreement and that OWNER will suffer financial loss if the Work is not substantially complete within the time spE~cified in paragraph 3.1 above, plus any extensions thereof allowed in accordance with Article 12 of the General Conditions. They al~;o recognize the delays, expense and difficulties involved E-l \" lO. r: I ~_. ( ~.) I L. I ~: \ l :;-~. ,.'" ...4.,. L I I I I l: in proving in a legal or arbitration proceeding the actual loss suffered by OWNER'if the Work is not substantially complete on time. Accordingly, instead of re~uiring any such proof, OWNER and CONTRACTOR asree that as liqu1dated damages for delay (but not as Ii penalty) CONTRACTOR shall pay OWNER One Hundlred and no/lOa dollars 100.00 for eacltl day at exp1res after the tJ.me spec~f1e 1n paragrap J.1 for substantial completion until the Work is substantially complet,e. ARTICLE 4 - CONTRACT PRICE 4.1 OWNER shall pay CONTRACTOR for performance of the Work in accorda:nce with the Contract Documents in current funds as follows. Based on the unit prices shown in the Proposal, Section C, submitted to the OWNER by the CONTRACTOR, the aggregate amount of this Agree- ment is 50 Forty thousand. fifty ei2ht hundred ~nd mO dollars ($ (f,O, O,A 1\0 ) · ARTICLE 5 - PAYMENT PROCEDURES Contractor shall submit Applications for Payment in accordance with Article 14 of the General Conditions. Applications for Payment will be processed by ENGINEER as provided in the General Conditions. 5.1 Progress Payments - OWNER shall make progress payments on account of the Contract Price on the basis of CONTRACTOR's Applica- tions for Payment as recommended by ENGINEER, on or about thirty (JO) days after receipt of the CONTRACTOR's Application for Payment as recommended by the ENGINEER. All progress payments will be on the progress of the Work measured by the schedule of values provided for in paragraph 14.1 of the General Conditions. . 5.1.1 Prior to Substantial Completion progress payments will be in an amO\lnt equal to I Ninety percent (~) of the Work completed, and Ninety percent (~)of materials and equipment not incorporated in the Wo]~k but deli vered 'and sui tably stored, less in each case the aggregate of payments previously made. 5.2 Final Payment - Upon final completion and acceptance of the Work in accordance with paragraph 14.1) of the General Conditions, O\1NER :3hall pay the remainder of the Contract Price as recommended by ENGINEER as provided in said paragraph 14.13. /ARTICLJE 6 - INTEREST All moneys not paid when due hereunder shall bear interest at the 0 maximUJD rate allowed by la.w at the place of the Project. E-2 _.,......... '.' __.. "'_~"""-"_S~"-"~"'.. '" ~.,J ..............................~................ '.. . ..... A- , ... ............r~. ARTICLE 7 - CONTRACTOR'S REPRESENTATIONS f r In order to induce OWNER to enter into this Agreement CONTRACTOR makes the following representations: 7.1 CONTRACTOR has familiarized himself with the nature and extent of the Contract Documents, Work, locality, and with all local con- ditions and federal, state and local laws, ordinances, rules and regulations that in any manner may affect cost, progress or performance of the Work. ~ f r 7.2 CONTRACTOR has studied carefully all reports of investigations and tests of subsurface and latent physical conditions at the site or otherwise affecting cost, progress or performance of the Work which WE~re relied upon by ENGINEER in the preparation of the Draw- ings and Specifications and which have been identified in the SupplemE!ntary Condi tions. 7.3 CONTRACTOR has made or caused to be made examinations, investi- gations and tests and studies of such reports and related data in additiorl to those referred to in paragraph 7.2 as he deems necessary for the performance of the Work at the Contract Price, within the Contract Time and in accordance with the other terms and conditions of the Contract Documents; and no additional examinations, investiga- tions, tests, reports or similar data are or will be required by CONTRAC~~OR for such purposes. 7.4 CONTRACTOR has correlated the results of all such observations, examinations, investigations, tests, reports and data with the terms and conditions of the Contract Documents. I I L 7.5 CONTRACTOR has given ENGINEER written notice of all conflicts, errors or discrepancies that he has discovered in the Contract Documents and the written resolution thereof by ENGINEER is accept- able to CONTRACTOR. 7.6 CONTRACTOR shall maintain proper accounting records of all materials, equipment and labor entering into the Work as may be necessary for proper progress and financial management under this ~greemerlt, and the system used shall be satisfactory to the OWNER. OWNER shall have access to all CONTRACTOR's records, books, corres- pondence~, instructions, drawings, receipts, vouchers, memoranda and similar data relating to the cost of the Work, during the progress of the Work and throughout the correction period established in paragraph 1).12 of the General Conditions. ARTICLE 8 - CONTRACT DOCUMENTS The Contract Documents which comprise the entire agreement between OWNER arld CONTRACTOR are attached to this Agreement, made a part hereof a~nd consists of the following: 8.1 8.2 8.3 Notice of Calling for Bids Instruction to Bidders Pro1posal including Exhi bi ts completed as CONTRACTOR's Bid : ---"I . .... L E-) r I I I I l f , 8.4 Th,is Agreement including Exhibi ts 8.5 ' General Conditions 8.6 Supplementary Conditions 8.7 Special Conditions 8.8 Specifications 8.9 Addenda prior to execution of this Agreement 8.10 Modifications after execution of this Agreement 8.11 Dr'awings 8.12 Notice of Award 8.1) Documentation submitted by CONTRACTOR prior to Notice of Award There are no Contract Documents other than those listed above in this Ar'ticle 8. The Contract Documents may only be altered, amended or repealed by a Modification (as defined in Section 1 of the General Conditions). ARTICLE: 9 - MISCELLANEOUS l l L 9.1 Terms used in this Agreement which are defined in Article 1 of the General Conditions shall have the meanings indicated in the General Conditions. 9.2 No assignment by a party hereto of any rights under or interests in the Contract Documents will be binding on another party hereto without the written consent of the party sought to be bound; and specifically but without limitation, moneys that may become due and moneys that are due may not be assigned without such consent (except to the extent that the effect of this restriction may be limited by law), and unless specifically stated to the contrary in any written consent to an assignment no assignment will release or discharge the .assignor from any duty or responsibility under the Contract Documents. 9. 3 OW'NER and CONTRACTOR each binds himself. his partners, succes- sors, assigns and legal representatives in respect to all covenants, agreements and obligations contained in the Contract Documents. l_ !'._~ L E-4 IN WITNESS WHEREOF the parties hereto have executed this Agreement on the day and date first above written in three (3) counterparts, .each of which shall, without proof or accounting for the other counterparts, be deemed an original Contract.* Approved as to correctness of form: /'~7 .Ill' ~.1 "./ d/,~~//(y:AtJJ, Att6rney for Monroe County, Florida l r I 1 I ~ Signed " Sealed and Wi tnessed in the presence of: ?7?~ BOARD OF COUNTY COMMISSIONERS Monroe County Party of the First Part County Clerk Board of County Commissioners Monroe County The Brewer Company of Florida.lnc. Party of the Second Part By: ~A;;J------- W.R.Brewer, Assistant Vice-President Title Attest: -<fI~ (Seal) G.R.Gaine~,Assistant-Secretary *In the event that the Contractor is a Corporation, there shall be attached t.o each counterpart a certified copy of' a resolution of' the Board of Directors of the Corporation, authorizing the officer who signs the Contract to do so in its behalf. !.~ L E-5 SPECIAL MEETING OF Tllf~ BOARI) OF [)IRECTOf~S A special meeting of the Board of Directors was held at the Company office, located at 9800 Northwest 106th Street, Miami, Florida on March 16, 1979. All Directors were present and Charles Munz acted as Chairman of the meeting. Mr. Munz stated the purpose of the meeting was to authorize certain officers of the Company to sign contract documents on its behalf. · .After some discussion Walter F. Brewer made a resolu- tion that the following officers be authorized to sign contract documents on behalf of the Corporation. C HAl~LES I-I. Iv1tJj,J 6, P [~r~S IDE[\]'r WALTf~[~ F. BREWE1\, VICE-PI~ESIDEN'r WALTER H. BREWEI~, ASSISTANT VICE-PRESIDENT A vote was taken and the resolution was unanimOUSly approved. was ad jOlJrned . There being no further business to discuss the meeting I r r SECTION F PERFORMANCE AND PAYMENT BOND STATE OF FLORIDA COUNTY OF MONROE ) ) ss KNOW ALL MEN BY THESE PRESENTS that The Brewer Company Of Florida, Inc. as Principal, hereinafter ~ , , called Contractor, and LUMBERMENS MUTUAL CASUALTY CO~ as Surety, hereinafter called Surety, are held and firm.ly bound unto Monroe County, Florida, as Obligee, hereinafter called Owner, in the amount of' fi2/J.."tY TMtJs~f) F/l=-rY e-{G#r i S'O l()o Dollars ($ ~a ()Sg: 5D ) f'or the I payment whereof Contractor and Surety bind themselves, their heirs, I t , ~.... executors, administrators, successors and assigns, jointly and severally, firmly by these presents. WHEREAS, Contractor has by written agreement dated 19__, entered into a Contract with Owner for: fJifJi. '# /dh - JtJOp...O/ v in accordance with drawings and specif'ications prepared by Reynolds, Smith & Hills, which Contract is by reference made a part hereof and is hereinafter referred to as the Contract. NOW, THEREFORE, THE CONDITIONS OF THIS OBLIGATION ARE SUCH that if the Principal shall in all respects comply with the terms and con- ditions of' said Contract and his obligations thereunder, including the Contract Documents (which include Notice of Calling for Bids Instructions to Bidders, Proposal, Bid Security or Bid Bond, Agreement, Performance and Payment Bond, General Conditions, Supplemental General Conditions, Special Conditions, Specif'ications, Addenda and Drawings), therein referred to and made a part thereof, and such alterations as may be made in said Drawings and Specifications as therein provided for, and f'urther, if' such "Contractor" or "Contractors" shall promptly make payments to all persons supplying him, them, or it, labor, material and supplies used directly or indirectly by said Contractor, -~ L F-l ~ J I I I L ;~ L Contractors, Subcontractor or Subcontractors in the prosecution of the work provided for in said Contract, this obligation shall be void, otherwise, the Principal and Surety jointly and severally agree to pay the Owner any difference between the sum to which the said Prin- cipal would be entitled on the completion on the -completion of the Contract, and that sum which the Owner may be obliged to pay for the completion of said work by Contract or otherwise, and any damages, direct or indirect or consequential, which the said Owner may sustain on account of such work, or on account of the failure of said Con- tractor to properly and in all things, keep and execute all of the provisions of said Contract. And. the said Principal and Surety hereby further bind themselves, their successors, heirs, executors, administrators, and assigns jointly and severally, to repay the Owner any sum which the Owner may be compelled to pay because of any lien for labor or material furnished for the work embraced by said Contract. And this Bond shall remain in full force and effect for a period of one (1) year from the date of acceptance of the project by the Owner and shall provide that the Contractor guarantees to repair or replace for said period of one (1) year all work performed and mater- ials and equipment furnished that were not performed or furnished according to the terms of the Contract, and shall make good, defects, thereof which have become apparent before the expiration of said periOd of one (1) year. If any part of the project, in the judgment of the Owner, for the reasons above stated needs to be replaced, repaired or made good during that time, the Owner shall so notify the Contractor in writing. If the Contractor refuses or neglects to do such work within five (5) days from the date of service of such Notice, the Owner shall have the work done by others and the cost thereof shall be paid by the Contractor or his Surety. And the said Surety, for value received hereby stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Contract or to the work to be performed thereunder or the specifications accompanying the same shall in any wise affect its obligations on this bond, and it does hereby waive Notice of any change, extension of time, alteration or addition to the terms of the Contract or to the work or to the Specifications. F-2 'i ---....- _L-. ...,......-.........4L.M___~~...;........._ .~:.."....~--_..~"_-....,-:-..___..;;.-.--';:_.......:....,.__~_ ~~......~~~_~_::.....:r~._.:....... .~ _._...._.......':~__~.. ..... .......';., .....,'00.__....,,... >1. .,. '';' .... .~_.,.._,___.. ...... _........ .~.'....__ .-.......A:_:_~-:.,;,_.:..-...~..v:~~....::.::.;.~ ~.~':f~-~~.~~~;..:...~~ ~:~r;~~.--~..- " ~~ "~';".lI"":':"~",.::~' ..~~, . . ':~.. .~' . . ~ ~ ~_-"V' ...L.-............-.~,)....~-a.J:S:~ 'RIDEP.' FOR PE;RFORJ1J\NCI: " l'^YltEN'1' DOUI) . P~~LICWOr~'~: ST^TE OF FLORIDA ,AGREEfA.ENT made this day of 19 _____, between T~~ RREWEB COMPANY Of~:FLO~lDAI INCA - (her~inafter call~.' the .PRINCIPAL-.) and LUMBERMENS MUTUAL CASUALTY CO, (hereinafter called the "~URETY.) and $t7&~ ~1U1Y. riA. J (hereinafter called the "OWNER-) . . WHEREAS, on APR 7 1981 . day of , 19 _, the parties hereto entered 1nto a Performance and Payment Bond, a copy whereof is hereto attached and incorporated herein by reference, and WHEREAS, said parties have agreed to add certain terms to said 'Performance and Payment Bond to ~onform with Florida statutes 255.051 NOW, THEREFORE, it is agreed that the said Performance and Payment Bond is hereby changed 80 as to provide that: No suit or action for labor, materials or supplies shall be instituted hereunder against the Principal or the Surety unless both of the following 'notices have been given by any claimant: ~A claimant, except a laborer, who is not in.privi~y with the Principal and who has not received payment for his labor, materials or supplies shall, with 45 days after beginning to furnish labor, materials or supplies for the prosecution of the work, furnis~ the Principal wi~h ~ nct~ce th~t he lntends to look to the bond for protection, and A claimant who is not in privity with the Principal and who has not received payment for his labor, materials or supplies, shall within 90 days after performance of the labor or after complete delivery of materials or' supplies, deliver to the Principal and to the Surety written notice of the performance of the labor or delivery of the materials or supplies and of the nonpayment. . . No action shall be instituted against the Principal or the Surety on the bond after one (1) year from the performance of the labor or completion of delivery of the material or supplies." It is the express agreement that all other terms, conditions and stipulations contained in the said Performance and paymeut Bond Ehall remain in full force and effect and without any change O~ modif~cations whatsoever, except only as to the additions, as above provided. Accepted: (O\.,ner) BY - ---. -....---------. .-. 'l'-t'i'jJ.: ~r---~~lt:~~_.~..__.~_",~, ...~_'. -..-r.=- : t_ ~:~. :--:~ ","" .,,'. ~.~ ~ ., =- ~ ~' _". ,~~:-' ,.wt ~..~ 'llII!I'" ._.~" '~~'iIt"~Ei ...~ ~ :,-: .,'" . .". - ~' :1'30.,: JPt, ~..~."'WIIi._ ',,~';I(."" ,_~ ."_ . LUMBERMENS MUTUAL CASUAlTY COMPANY Home Office: Long Grove, IL 60049 POWER OF ATTORNEY K now All Men By These Presents: That the Lumberrnens Mutual Casualty Company, a corporation organized and existing under the laws of the State of Illinois, and having its principal office in Long Grove, Illinois, does hereby appoint ****************<< R. Leslie Cizek, Jr.; Sandra K. Cummings; Linda Fast; Kenneth D. Gathings; Marvin R. Haven; G. W. Haynes; Donald A. Kaplan; John K. Pepper; Peter T. Pruitt; of Coral Gables, Florida (EACH)~~*************************************************************~********************* its true and lawful agent(s) and attorney(s)-in-fact, to make, execute, seal, and deliver during the period begin- ning with the date of issuance of this power and ending December 31,1982,. unless sooner revoked for and on its behalf as surety, and as its act and deed: Any and all bonds and undertakings. ........!tit...... .' 1 GROUP I I EXCEPTION: NO i\UTHORITY is granted to make, execute, seal and deliver any bond or undertaking which guarantees the payment or collection of any promissory note, check, draft or letter of credit. This authority does not permit the same obligation to be split into two or more bonds in order to bring each such bond within the dollar limit of authority as set forth herein. This appointment rnay be revoked at any time by the Lumbermens Mutual Casualty Company. The execution of such bonds and undertakings in pursuance of these presents shall be as binding upon the said Lumbermens Mutual Casualty Company as fully and amply to all intents and purposes, as if the saine had been duly executed and acknowledged by its regularly elected officers at its principal office in Long Grove, Illinois. THIS APPOINTMENT SHALL CEASE AND TERMINATE WITHOUT NOTICE AS OF DECEMBER 31, 1982 This Power of Attorney is executed by authority of a resolution adopted by the Board of Directors of said Lum- bermens Mutual (:asualty Company on May 18, 1965 at Chicago, Illinois, a true and accu 3te copy of which is hereinafter set forth and is hereby certified to by the undersigned Secretary or Assistant Secretary as being in full force and effect: "VOTED, That the President or any Vice President or Secretary or any Assistant Secretary shall have power and authority to appoint agents and attorneys in fact, and to authorize them to execute on behalf of the company, and attach the seal of the company thereto, bonds and undertakings, recognizances, contracts of indemnity and other writings obligatory in the nature thereof, and any such officer of the company may appoint agents for acceptance of process./I . This Power of Attorney is signed, sealed and certified by facsimile under and by authority of the following re- solution adopted by the Board of Directors of the company at a meeting duly called and held on the 20th day of May, 1975: "VOTED, That the signature of the President, any Vice President, Secretary or Assistant Secretary, and the Seal of the COfl1- pany, and the certification by any Secretary or Assistant Secretary, lllay be affixed by facsimile on any power of attorney executed pursuant to resolution adopted by the Board of Directors on 1\1ay 18, 1965/ and any such power so executed, sealed and certified with respect to any bond or similar undertaking to \vhich it is attached, shall continue to be valid dnd bin din g up 0 nth e Co f11 pan y . " In Testintlony Whereof, the Lumbermens Mutual Casualty Company has caused this instrument to be signed and its corporate seal 10 be affixed by its authorized officers, this 15th day of October , 19~. Attested and Certified: LUMBERMENS MUTUAL CASUALTY COMPANY ~_~t:J By .of>Y ~ R.H. Johnson, Secretary G. H. Kasbohnl, Vice Presidpl1f STATE OF IlLINOIS}ss COUNTY OF lAKE I, Martha E. Anderson, a Notary Public, do he'reby certify that G.I-L Kasbohm and R. H. Johnson personally known to me to be the same persons whose names are respectively as Vice President and Secretary of the Lurnberm~ns Mu- tual Casualty Company, a Corporation of the State of Illinois, subscribed to the foregoing instrument, appeared before me this day in person and severally acknowledged that they being thereunto duly authorized signed, sealed with the corporate seal and delivered the said instrunlent as the free and voluntary act of said corpora- tion and as their ovvn free and voluntary act for the u ~t ~ and purposes therein set forth. My commission expires: February 16, 1984 (~~~ ~U{k-r;t ~ aJ-lr'--U ~~~r.- ( Martha E. Andprson, Nof(lry fJuhli< PRINTED IN lJ.S./\. l i\ H in 1 7 HIl 11\..1 fll I\\t'r 01 !\tllHl1t'" 1 t'lrll CERllFICA liON I, Sven L. Johanson, Secretary of the Lumbermens Mutual Casualty Company, do hereby certify that the attached Power of Attorney dated October 15~8Qu__ _. _______on behalf of. ___S~pI~_~~_~bov~_~~_Jt~~~~~_~....~~* - is a true and correct copy and that the same has been in full force and effect since the date thereof dn<.J is in full force dnd effect on the date of this certificatp; clnd I do furthpr cprtify thdt the s<lid (~.I L Kdsbohrn llnd ~. J L Johnson who PX(\cutpd th(\ Power of Attorney as Vice President and Secretary respectively were on the date of the execution of the at- tached Power of Attorney the duly elected Vice President and Secretary of the Lumbermens Mutual Casualty Company. IN TESTIMONY WHEREOF, I have hereunto subscribed my name and affixed the corporate seal of the Lumber- mens Mutual Casualty Company on this day of , 19 Secretarv This Power of Attorney limits the acts of those named therein to the bonds and undertakings specifically named therein, and they have no authority to bind the Company except in the manner and to the extent herein stated. f - I I t I l , I l l L , .~.'lI.t "'" L IN WITNESS WHEREOF, the abovebounden parties executed this instru- ment und.er their several seals, this day of' 19 , A.D., the name and corporate seal of each corporate party being hereto affixed and these presents duly signed by its undersigned representative, pursuant to authority of its governing body. WITNESS: (If Sole Ownership or Partnership, two (2) Witnesses required required) . (If Corporation, Secretary Only will attest and affix seal). PRINCIPAL: The Brewer Company of Florida, Inc. ~d . Signature of Authorized Officer W.R.Brewer (Affix Seal) WITNES:~ Assistant Vice-President Ti tIe ~ R ~~;n~s_Assistant-Secretary 9801 Northwest 106th Street Business Address ~iami. Florida 33178 C~ty State SURETY: WITNESS: Affix Seal) :z 7fi: -/I~/1:/Li) STATE OF FLORIDA PUBLIC WORKS RIDER ATTACHED Business Address ~ ~f ~, Ci~~ ' State Name of Local Insurance Agency FRANK B. HALL 8; CO. of FLDl:tII);.-,\ 2600 DOUGLAS ROAD CORAL GABLES, FLA. 33134 P. o. BOX 343800 CORAL GABLES, FLA. 33134 TELEPHONE: 448-2211 F-3 SECTION G SUPPLEMENTARY CONDITIONS 1. Enaineer Durina Construction - The contract documents have been prepared on the assumption that the ENGINEER (as defined in the General Conditions) will have general administration of the work as described in Article 9 of the General Conditions. In the event the OWNER-has staff members available to perform some or all of the work described in Article 9, it is agreed that references in this article to the ENGINEER with respect to approval, selection, checking, test- ing and observation of materials, systems, processes and workman- ship shall mean and refer to the "OWNER or his authorized represen- tative". Person or persons to provide these functions for the OWNER will be identified during the preconstruction conference. 2. Conflictinq Provisions - It is intended that the components of these Contract Documents, as defined in the General Conditions, are complementary in the description of the completed project. In the event conflicts or apparent conflicts are found in these components, the documents should be ranked as follows in order of precedence: a. Agreement b. Modifications c. Addenda d. Special Conditions e. Supplemental Conditions f. General Conditions g. Specifications h. Large-scale Drawings i. Small-scale Drawings 3. Drawinas - Drawings pertaining to these contract documents are titled "Paving and Drainage Improvements - Second Avenue - Stock Island, Florida", designated by Consulting Engineer Project No. 106-8004-01, dated August 1980. The Drawings accompany the Con- ~~act Documents and are a part thereof. The Drawings consist of the following: Drawinq No. Title 1 2 3 4 Title Sheet Plan-Profile Details Cross-Sections 4. Liquidated Damaaes - It is mutually agreed that time is of the essence of this Contract and should the Contractor fail to com- plete the work within the specified time, or any authorized exten- sion thereof, there shall be deducted from the compensation other- wise to be paid to the CONTRACTOR and the OWNER will retain the amount of One Hundred Dollars ($100.00) per calendar day as fixed, agreed, and liquidated damages for each calendar day elapsing be- yond the specified time for completion or any authorized extention thereof, which sum shall represent the actual damages which the G-1 OWNER will have sustained by failure of the CONTRACTOR to complete the work within the specified time; it being further agreed that said sum is not a penalty, but is the stipulated amount of damages was sustained by the OWNER in the event of such default by the CONTRACTOR. For the purposes of this Article, the day of final acceptance of the work shall be considered a day of delay, and the scheduled day of completion of the work shall be considered a day scheduled for production. 5. Contract Time - The work shall be commenced within five (5) days of the date shown on the notice to proceed and shall be sub- stantially complete within forty-five (45) days after the date shown on the notice to proceed. All materials shall be assembled or readily available to the Contractor prior to the issuance of the notice to proceed. The notice to proceed may be furnished at any time within forty-five (45) days after the day on which the Owner delivers the executed Contract Documents to the CONTRACTOR. 6. Qualifications of Bidders - Upon request Bidders, within five (5) days of receipt of request, will furnish such information as the OWNER may require to establish their ability to perform the work contemplated herein. Any or all of the following information should be readily available upon request: a. Work experience b. Similar projects performed, including location, name and address of owner c. Financial statement d. References e. Proposed subcontractors, if any f. Proposed suppliers g. Contractor's license number (Florida) 7. Survey and Soil Information - Surveying of existing topography and horizontal and vertical control points have been furnished by Phillips and Trice Surveying, Inc., of Key West, Florida. Sub- surface investigations and soil classification information has been furnished by Wingerter Laboratories, Inc., of North Miami, Florida. While this information is believed to be complete and accurate, it cannot be warranted by the ENGINEER. 8. Contractor's Insurance - Insurance required of the CONTRACTOR under Article 5 of the General Conditions shall be obtained in the following minimum amounts: Insurance Type Minimum Coveraqe Workers Compensation Statutory Employee's Liability $100,000 Comprehensive Automobile Liability $1,000,000 each occurrence Comprehensive General Liability $1,000,000 each occurrence G-2 8. Contractor's Insurance - (continued) Insurance Type Minimum Coveraqe Contractual Liability Note A Note A: Provide coverage in amount at least equal to construc- tion value of contract. Broad Form Property Damage including Completed Operations Note A Personal Injury Liability $1000,000 Products Completed Operations Liability Note A Property Damage by Explosion or Collapse Note A Property Damage Underground Note A Note A: Provide coverage in amount at least equal to construc- .tion value of contract. G-3 Attachment No. 1 CERTIFICATE OF INSURANCE THIS IS TO CERTIFY THAT THE Insurance Company Address of has issued policies of insurance, as described below and identified by a policy number, to the insured named below; and to certify that such policies are in full force and effect at this time. It is agreed that none of these policies will be cancelled or changed so as to affect the interest(s) of the (hereinafter sometimes called the Owner) until forty-five (45) days after written notice of such cancellation or change has been delivered to the Owner's Engineer; Insured Address Status of Insured ___Corporation ___Partnership ___Individual Location of Operations Insured Description of Work INSURANCE POLICIES IN FORCE Forms of Coveraqe *Worker's Compensation/Employers' Liability Policy Number Expiration Date +Comprehensive Automobile Liability Comprehensive General Liabilitv Contractural Liability +Excess Liability Other (Please specify type) POLICY INCLUDES COVERAGE FOR: YES NO 1. *Liability under the United States Lonshoremen's and Harbor Workers' Compensation Act. 2. +All owned, hired, or nonowned automotive equipment used in connection with work done for the Owner. Attachment No. 1 Page 1 of 2 POLICY INCLUDES COVERAGE FOR: - (continued) YES NO 3. Damage caused by explosion, collapse or structural injury, and damage to underground utilities. 4. Products/Completed Operations 5. Owners and Contractors Protective Liability 6. Liability assumed in the Contract 7. Personal Injury Liability 8.' Excess Liability applies excess of: !a) Employers. Liability (b) Comprehensive General Liability (c) Comprehensive Automobile Liability (d) Contractural Liability LIMITS OF LIABILITY FORM OF COVERAGE BODILY INJURY PROPERTY DAMAGE Worker.s Compensation Statutory xxxxxxxxxxxxxxx Emplovers. Liability $ Comprehensive Automobile Liability $ Comprehensive General Liability $ Contractural Liability $ Each Accident XXXXXXXXXXXXXXX Each occurence - Combined Sinqle Limit BI/PD Each occurence - Combined Sinqle Limit BI/PD Excess Liability Other (please specify type) $ Each Occurence - Combined Sinqle Limit BI/PD The Insurance Company hereby agrees to deliver, within ten (IO) days, two (2) copies of the above policies to the Owner.s Engineer when so requested. NOTE: Entries on this certificate are limited to the Authorized Agent or Insurance Company Representative. Date (SEAL) Insurance Company Issued at Authorized Representative Send Oriqinal to: Superintendent - Monroe County Road and Bridge Department Wing 11-B Public Service Building Stock Island Key West, Florida 33040 Attachment No. I Page 2 of 2 SECTION H SPECIAL CONDITIONS 1. Utilities - Water line and telephone line information shown on the drawings is based on field observations and information furnished by the Florida Keys Aqueduct Authority. The Contractor shall verify these locations by consultation with the Florida Keys Aqueduct Authority. The Contractor shall also contact the telephone and electric utilities serving the project area and request staking of any buried lines within the project area. Should any of these utility locations result in a construction problem, the Contractor shall immediately notify the Engineer so that a suitable solution may be worked out. Damage to any existing utilities within the project area during construction shall be the responsibility of the Contractor, and suitable repairs will be made immediately to correct such damage. 2. School Proximity - The Key West Baptist Temple north of Second Avenue operates a school which will be in session during the contract time. In view of the presence of school age children in the area of construction, the Contractor shall exercise special care in the pro- tection of the public in the areas of construction, both during working hours and at night. Details of the proposed safety measures to be taken by the Contractor will be presented by him at the pre- construction conference for review and acceptance by the Owner. H-l SPECIFICATIONS SECTION 1 - GENERAL REQUIREMENTS 1.01 General - This project when completed will result in the paving and drainage of Second Avenue, stock Island, Florida from 2nd Street to Maloney Avenue. The work described by the Contract Documents is intended to describe a complete project, including clearing and grubbing earthwork, stabilization, limerock base course, asphaltic concrete, drainage ditches, painting, signs and all other construction activities required to provide a complete, functional paved streed. 1.02 FDOT Standard Specifications - Frequent reference is made to provisions of the standard specifications for Road and Bridge Construction, 1977, published by the Florida Department of Trans- portation. Unless specifically excluded, references to the IIFDOT Standard Specifications refer to this reference, together with the supplemental specifications to the 1977 Standard Specifications for Road and Bridge Construction dated July, 1979. 1.03 Scope of the Work - The work to be performed shall be in accordance with the drawings and specifications contained in the contract documents. It shall be performed in accordance with the applicable provisions of Section 4, FDOT Standard Specifications, with the following Modifications: 1.03.1 Allowable Chanaes in Quantities - The Owner reserves the right to increase or decrease the quantities allowed for any item of payment under this contract in accordance with Subarticle 4-3.2.1, FDOT Standard Specifications. Changes of 25 percent or less, in- crease or decrease, shall be allowable at the same contract unit price established therefor in the Contract Documents. 1.03.2 Supplemental Aoreements - Supplemental agreements may be issued in accordance with Subarticle 4-3.2.3, Section 4, FDOT Standard Specifications, and may exceed the physical limits of the or-iginal contract by a maximum of 15 percent. 1.03.3 Extra Work - Unanticipated items of work which are deemed necessary to the project shall be performed by supplemental agreement in accordance with Article 4-4, Section 4, FDOT Standard Specifications. 1-1 SPECIFICATIONS SECTION 2 - MAINTENANCE OF TRAFFIC 2.01 General - Due to the presence of an active school, church and business along Second Avenue, maintenance of traffic will be required during construction. To provide adequate access to ad- jacent private property and to protect the public and project construction personnel, traffic maintenance shall be conducted in accordance with the applicable portions of Section 102, FDOT Standard Specifications, including: Subarticle 102-1.1, 102-1.4 and Articles 102-2, 102-3 and 102-4. 2.01 Measurement and Payment - Maintenance of traffic will be paid for at the Contract lump sum price established in the Contract Documents. 2-1 SPECIFICATIONS SECTION 3 - CLEARING AND GRUBBING 3.01 General - Clearing and grubbing shall be performed in accord- ance with the applicable portions of Section 110 of the FDOT Standard Specifications, including: Articles 110-2, 110-2, 110-4 and 110-7, 110-8; subarticles 110-9.1, 110-9.2 and 110-9.3. 3.02 Measurement and Payment - The quantity to be used shall be the actual acreage contained within the project right-of-way, bounded by the beginning and ending stationing of the project, paid for at the contract unit price established therefor in the Contract Documents. 3-1 SPECIFICATIONS SECTION 4 - EARTHWORK-EXCAVATION AND EMBANKMENT 4.01 General - Earthwork excavations and embankment shall be per- formed in accordance with the applicable portions of Section 120 of the FDOT Standard Specifications, including: Articles 120-1, 120-3, Subarticles 120-5.1 and 120-5.5, 120-6, 120-7, 120-8, 120-9, 120-10, and 120-11. 4.02 Placement of Embankment - Unless otherwise directed by the Engineer, all embankment construction shall be in accordance with the dry fill method described in Article 120-8, FDOT Standard Specifications. 4.03 Measurement and Payment - General earthwork requirements are shown on the cross-sections in the drawings, which may be used to approximate the quantities of excavation and embankment required by the project. No classification of excavation or embankment is designated in this project. Payment for earthwork shall be at the contract lump sum established therefor in the Contract Documents, which will provide full compensation for all earthwork construction activities, including borrow, in required. 4-1 SPECIFICATIONS SECTION 5 - STABILIZATION 5.01 General - Stabilization of the roadbed as shown on the Draw- ings shall be accomplished by the applicable portions of Section 160 of the FDOT Standard Specifications, including: Articles 160-1, 160-3, 160-4, 160-8, 160-9, 160-10 and 160-11. 5.02 Stabilization Type - The Type B method of stabilization will be used for this work. 5.03 Limerock Bearino Value - The area to be stabilized shall have a minimum limerock bearing value (LBR) of 30. Because of the excellent soils encountered in the soil borings, the natural soil material available should be first tested for bearing value, as it may meet this requirement without the necessity of adding stabiliz- ing material. 5.04 Measurement and Payment - The area to be used for payment for stabilization shall be determined by measuring the pavement and shoulders of the finished roadway. Stabilization shall be paid for on the basis of the actual square yards so measured at the contract unit price established therefor in the Contract Documents. 5-1 SPECIFICATIONS SECTION 6 - LIMEROCK BASE 6.01 General - Limerock base shall be constructed as shown on the Drawings in accordance with the applicable portions of Section 200 of the FDOT Standard Specifications, including: Articles 200-1, 200-2, 200-3, 200-4, 200-5, 200-6, 200-7, 200-8, 200-9 and 200-10.. 6.02 Averaoe Base Thickness - Thickness of the conpacted base shall be verified as directed by the Engineer. Should such random deter- minations reveal thickness deficiences in excess of ~ inch, further determinations shall be ordered by the Engineer to establish the average base thickness. Where areas are determined to have an average thickness of ~ inch or more less than required by the Contract Documents, said areas shall be corrected at the Contractor's expense. 6.03 Measurement and Payment - The quantity to be used for payment shall be the actual square yards of Limerock Base completed and accepted, paid for at the Contract unit price established therefor by the Contract Documents. All areas shall be paid for as 6 inch Limerock Base. No additional payment shall be made in the event the average base thickness exceeds the 6 inches required. 6-1 SPECIFICATIONS SECTION 7 - PRIME COAT 7.01 General - Limerock base shall be primed in accordance with the applicable provisions of Section 300 of the FDOT Standard Specifications, including: Articles 300-2 (including those portions in the Supplement) , 300-3, 300-4, 300-5 and 300-6. 7.02 Quantity of Prime Coat Placed The amount of prime coat bituminous material actually placed shall be recorded. Determina- tion of this amount will be made by use of calibrated tanks in accordance with Subarticle 300-8.6 and temperature corrected in accordance with Subarticle 300-8.7, Section 300 of the FDOT Standard Specifications. Payment for prime coat shall be at the contract unit established therefor in the Contract Documents. 7-1 SPECIFICATIONS SECTION 8 - ASPHALTIC CONCRETE TYPE S The asphaltic concrete pavement called for by this project shall be Type S-1. 8.01 General - The plant and methods of operation for the produc- tion of the hot bituminous concrete mixtures and for the equipment to be used in the construction of the pavement shall conform to the applicable portions of Section 320 of the FDOT Standard Specifica- tions and the revisions and/or additions of Section 320, included in the July, 1979 Supplement. The construction of the hot bituminous pavement shall conform to the applicable portions of Section 330 of the FDOT Standard Specifications and the additions to Section 330 in the July, 1979 Supplement, except that Subarticle 330-10.3 & Article 330-12 shall be as specified in the FDOT Standard Specifications and not as revised in the July, 1979 Supplement. 8.02 Asphaltic Concrete Mixture - The asphaltic concrete pavement mixture shall conform to the applicable portions of Section 331 of the FDOT Standard Specifications and the revisions and/or additions to Section 331, included in the July, 1979 Supplement as follows: Articles 331-1 (except Section 320 and Section 330 as amended herein, and the note under Table 331-2 is deleted), 331-2, 331-3; Subarticles 331-4.3.1 and 331-4.3.3 and 331-4.3.2. 8.02.1 OQen-Graded Mixes - Subarticle 331-4.3.1 contains a paren- thetical phrase which is modified as follows: II (The Contractor will also design the open-graded mixes.) II 8.02.2 Quality Control - The Contractor shall appoint a Quality Control Technician for this project who possesses a valid certifi- cate of qualification issued by FDOT. The Contractor1s quality control activities shall be conducted in accordance with Subarticles 331-4.4, Section 331 of the FDOT Standard Specifications. In the event the Quality Control Technician fails to perform these activities in a timely or adequate manner, as determined by the Engineer, the Contractor, upon request of the Owner, shall furnish another such certified technician acceptable to the Owner. 8.02.3 Formula for Job Mix - The formula for job mix shall conform to the requirements of Article 331-5, Section 331, FDOT Standard Specifications, except that the provisions contained in the 1979 Supplement shall not be used. Density and sampling of the mixture in use shall conform to Subarticles 331-5.6 and 331-5.7, Section 331, FDOT Standard Specifications. 8.03 Measurement and Payment - The quantity to be used shall be the actual square yardage of Type S-l asphaltic concrete placed and accepted as determined by field measurement, paid for at the Contract unit price established therefor by the Contract Documents. Materials placed outside the work limits shown on the Drawings shall not be paid for unless specifically authorized and approved by the Engineer. 8-1 SPECIFICATIONS. SECTION 9 - PAINTING TRAFFIC STRIPES 9.01 General - Traffic stripes and markings are to be painted on the centerline, edges and other locations shown on the Drawings and shall be installed in accordance with the applicable provisions of Section 710, FDOT Standard Specifications, including: Articles 710-1, 710-2, 710-3, 710-4, 710-5 (including changes made in the Supplement), 710-6, 710-7, 710-8 and 710-9. 9.02 Paint to be Used - Paint for centerline striping shall be Code T-2 (yellow) as described in Subarticle 971-12.3, Section 971, FDOT Standard Specifications. Paint for edge striping shall be Code T-1 (white) as described in Subarticle 971-12.2, Section 971, FDOT Standard Specifications. Black paint shall not be used. 9.03 Paintina Standards - All painted stripes shall conform to the requirements of Manual on Unified Traffic Control Devices (MUTCD) published by the Federal Highway Association and adopted by FDOT. 9.04 Measurement and Payment - The quantity to be used shall be the actual linear footage of skip traffic stripe and solid traffic stripe installed and accepted, paid for at the Contract unit prices established respectively therefor in the Contract Documents. 9-1 SPECIFICATIONS SECTION 10 - ROADWAY SIGNS 10.01 General - Stop signs required for this project will be erected as shown on the Drawings and shall be fabricated and erected in accordance with the applicable portions of Section 700, FDOT Standard Specifications, including: Articles 700-1, 700-2, 700-3, 700-4, 700-5, 700-8 and 700-9. 10.02 Stop Sians - Stop signs shall conform with details included in the Standard Highway Signs Manual published by the u.S. Depart- ment of Transportation. 10.03 Measurement and Payment - The quantity to be used for pay- ment shall be the actual number of signs erected and accepted, paid for at the Contract unit price established therefor in the Contract Documents. 10-1