00700 DBB Gen Cond _ 2023 01 08.pdf

UNIFIED GOVERNMENT OF ATHENS-CLARKE COUNTY 000700 – 1

GENERAL CONDITIONS

(ACCGov Standard GC’s version 01/08/2023)

TABLE OF CONTENTS

ARTICLE 1 – DEFINITIONS AND TERMINOLOGY

1.01 Defined Terms

1.02 Terminology

ARTICLE 2 – PRELIMINARY MATTERS

2.01 Delivery of Bonds and Evidence of Insurance

2.02 Copies of Documents

2.03 Commencement of Contract Times; Notice to Proceed

2.04 Starting the Work

2.05 Before Starting Construction

2.06 Preconstruction Conference

2.07 Initial Acceptance of Schedules

ARTICLE 3 – CONTRACT DOCUMENTS: INTENT, AMENDING, REUSE

3.01 Intent

3.02 Reference Standards

3.03 Reporting and Resolving Discrepancies

3.04 Amending and Supplementing Contract Documents

3.05 Reuse of Documents

3.06 Electronic Data

ARTICLE 4 – AVAILABILITY OF LANDS; SUBSURFACE AND PHYSICAL CONDITIONS;

HAZARDOUS ENVIRONMENTAL CONDITIONS; REFERENCE POINTS

4.01 Availability of Lands

4.02 Subsurface and Physical Conditions

4.03 Differing Subsurface or Physical Conditions

4.04 Underground Facilities

4.05 Reference Points

4.06 Hazardous Environmental Condition at Site

ARTICLE 5 – BONDS AND INSURANCE

5.01 Performance, Payment, and Other Bonds

5.02 Licensed Sureties and Insurers

5.03 Certificates of Insurance

5.04 Contractor’s Liability Insurance

5.05 Owner’s Liability Insurance

5.06 Property Insurance

5.07 Waiver of Rights

5.08 Receipt and Application of Insurance Proceeds

5.09 Acceptance of Bonds and Insurance; Option to Replace

5.10 Partial Utilization, Acknowledgment of Property Insurer

ARTICLE 6 – CONTRACTOR’S RESPONSIBILITIES

6.01 Supervision and Superintendence

6.02 Labor; Working Hours

6.03 Services, Materials, and Equipment

6.04 Progress Schedule

6.05 Substitutes and “Or Equals”

6.06 Concerning Subcontractors, Suppliers, and Others

6.07 Patent Fees and Royalties

6.08 Permits and Utility Connections

6.09 Laws and Regulations

6.10 Taxes

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6.11 Use of Site and Other Areas

6.12 Record Documents

6.13 Safety and Protection

6.14 Safety Representative

6.15 Hazard Communication Programs

6.16 Emergencies

6.17 Shop Drawings, Samples, and other Submittals

6.18 Continuing the Work

6.19 Contractor’s General Warranty and Guarantee

6.20 Indemnification

6.21 Delegation of Professional Design Services

ARTICLE 7 – OTHER WORK AT THE SITE

7.01 Related Work at Site

7.02 Coordination

7.03 Legal Relationships

7.04 Claims Between Contractors

ARTICLE 8 – OWNER’S RESPONSIBILITIES

8.01 Communications to Contractor

8.02 Replacement of Project Administrator or Design Professional

8.03 Furnish Data

8.04 Pay When Due

8.05 Lands and Easements; Reports and Tests

8.06 Insurance

8.07 Change Orders

8.08 Inspections, Tests, and Approvals

8.09 Limitations on Owner’s Responsibilities

8.10 Undisclosed Hazardous Environmental Condition

8.11 Evidence of Financial Arrangements

ARTICLE 9 – OWNER’S REPRESENTATIVES DURING CONSTRUCTION

9.01 Owner’s Representatives

9.02 Visits to Site

9.03 Project Representative

9.04 Authorized Variations in Work

9.05 Rejecting Defective Work

9.06 Shop Drawings, Change Orders, and Payments

9.07 Determinations for Unit Price Work

9.08 Decisions on Requirements of Contract Documents and Acceptability of Work

9.09 Limitations on Design Professional’s and Project Administrator’s Authority and Responsibilities

ARTICLE 10 – CHANGES IN THE WORK; CLAIMS

10.01 Authorized Changes in the Work

10.02 Unauthorized Changes in the Work

10.03 Execution of Change Orders

10.04 Notification to Surety

10.05 Claims and Disputes

ARTICLE 11 – COST OF THE WORK; ALLOWANCES; UNIT PRICE WORK

11.01 Cost of the Work

11.02 Allowances

11.03 Unit Price Work

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ARTICLE 12 – CHANGE OF CONTRACT PRICE; CHANGE OF CONTRACT TIMES

12.01 Change of Contract Price

12.02 Change of Contract Times

12.03 Delays

ARTICLE 13 – TESTS AND INSPECTIONS; CORRECTION, REMOVAL OR ACCEPTANCE OF

DEFECTIVE WORK

13.01 Notice of Defects

13.02 Access to Work

13.03 Tests and Inspections

13.04 Uncovering Work

13.05 Owner May Stop the Work

13.06 Correction or Removal of Defective Work

13.07 Correction Period

13.08 Acceptance of Defective Work

13.09 Owner May Correct Defective Work

ARTICLE 14 – PAYMENTS TO CONTRACTOR AND COMPLETION

14.01 Schedule of Values

14.02 Progress Payments

14.03 Contractor’s Warranty of Title

14.04 Substantial Completion

14.05 Partial Utilization

14.06 Final Inspection

14.07 Final Payment

14.08 Final Completion Delayed

14.09 Waiver of Claims

ARTICLE 15 – SUSPENSION OF WORK AND TERMINATION

15.01 Owner May Suspend Work

15.02 Owner May Terminate for Cause

15.03 Owner May Terminate For Convenience

15.04 Contractor May Stop Work or Terminate

ARTICLE 16 – DISPUTE RESOLUTION

16.01 Methods and Procedures

ARTICLE 17 – MISCELLANEOUS

17.01 Giving Notice

17.02 Computation of Times

17.03 Cumulative Remedies

17.04 Survival of Obligations

17.05 Controlling Law

17.06 Headings

17.07 Addresses

17.08 Forms and Record

17.09 Assignment

17.10 Authority of the Design Professional and Project Administrator

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ARTICLE 1 – DEFINITIONS AND TERMINOLOGY

1.01 Defined Terms

A. Wherever used in the Bidding Requirements or Contract Documents and printed with initial capital letters, the terms listed below will have the meanings indicated, which are applicable to both the singular and plural thereof.

1. Addenda – Written or graphic instruments issued prior to the opening of Bids which clarify, correct, or change the Bidding Requirements or the proposed Contract Documents.

2. Agreement – The written contract between Owner and Contractor for the Work associated with the Project.

3. Application for Payment – The form acceptable to the Project Administrator that is to be used by Contractor in requesting progress or final payments and which is to be accompanied by such supporting documentation as required by the Contract Documents.

4. Asbestos – Any material that contains more than one percent asbestos and is friable or is releasing asbestos fibers into the air above current action levels established by the United States

Occupational Safety and Health Administration.

5. Bid – The offer or proposal of a Bidder submitted on the prescribed form setting forth the prices for the Work to be performed.

6. Bidder – The individual or entity who submits a Bid directly to Owner.

7. Bidding Documents – The Bidding Requirements and the proposed Contract Documents

(including all Addenda).

8. Bidding Requirements – The Advertisement or Invitation to Bid, Instructions to Bidders, bid security of acceptable form, if any, and the Bid Form with any supplements.

9. Change Order – A document recommended by Design Professional, approved by the

Project Administrator, and signed by Contractor and Owner, that authorizes an addition, deletion, or revision in the Work or an adjustment in the Contract Price or the Contract Times, issued on or after the

Effective Date of the Agreement.

10. Claim – A demand or assertion by Owner or Contractor seeking an adjustment of Contract

Price or Contract Times, or both, or other relief with respect to the terms of the Agreement. A demand for money or services by a third party is not a Claim.

11. Deleted

12. Contract Documents – Those items so designated as Contract Documents in the Agree-ment. Only printed or hard copies of the items listed in the Agreement are Contract Documents. Approved

Shop Drawings, other Contractor’s Submittals, and the reports and drawings of subsurface and physical conditions are not Contract Documents.

13. Contract Price – The amount payable by Owner to Contractor for completion of the Work in accordance with the Contract Documents as provided in Paragraph 5.01 of the Agreement (subject to the provisions of Paragraph 11.03 in the case of Unit Price Work).

14. Contract Times – The number of days or the dates stated in the Agreement to: (i) achieve

Milestones, if any, (ii) achieve Substantial Completion; or (iii) achieve Final Completion.

15. Contractor – The individual or entity with whom Owner has entered into the Agreement.

16. Cost of the Work – See Paragraph 11.01.A for definition.

17. Design Professional – An individual or entity named as such in the Agreement.

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18. Drawings – That part of the Contract Documents prepared or approved by Design

Professional that graphically shows the scope, extent, and character of the Work to be performed by

Contractor. Shop Drawings and other Contractor Submittals are not Drawings as so defined.

19. Effective Date of the Agreement – 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.

20. Field Order – A written order issued by Project Administrator which requires minor changes in the Work but which does not involve a change in the Contract Price or the Contract Times.

21. Final Completion—Defined in Paragraph 14.07.B.1.

22. Final Payment – Defined in Paragraph 14.07.C.1.

23. General Requirements – Sections within Division 01 of the Specifications. The General

Requirements pertain to all sections of the Specifications.

24. Hazardous Environmental Condition – The presence at the Site of Asbestos, PCBs, Petroleum, Hazardous Waste, or Radioactive Material in such quantities or circumstances that may present a substantial danger to persons or property exposed thereto in connection with the Work.

25. Hazardous Waste – The term Hazardous Waste shall have the meaning provided in Section

1004 of the Solid Waste Disposal Act (42 USC Section 6903) as amended from time to time.

26. Laws and Regulations; Laws or Regulations – Any and all applicable laws, rules, regulations, ordinances, codes, and orders of any and all governmental bodies, agencies, authorities, and courts having jurisdiction.

27. Liens – Charges, security interests, or encumbrances upon Project funds, real property, or personal property.

28. Liquidated Damages – amounts stated in the Agreement and elsewhere in the General

Requirements of the Specifications. Liquidated damages shall apply to the Contract Times for the Project or individual milestones as may stipulated in the General Requirements. Unless otherwise provided in the

Contract Documents, Liquidated Damages shall be both additive and cumulative. Liquidated Damages shall end upon Substantial Completion, Completion of the Work associated with each Milestone Date, or Final

Completion of the Work, as applicable.

29. Milestone – An event specified in the Contract Documents relating to an intermediate completion date or time prior to Substantial Completion.

30. Notice of Award – The written notice by Owner to the Successful Bidder stating that upon timely compliance by the Successful Bidder with the conditions precedent listed therein, Owner will sign and deliver the Agreement.

31. Notice to Proceed – A written notice given by Owner to Contractor fixing the date on which the Contract Times will commence to run and on which Contractor shall start to perform the Work under the Contract Documents.

32. Owner – The individual or entity with whom Contractor has entered into the Agreement and for whom the Work is to be performed.

33. PCBs – Polychlorinated biphenyls.

34. Petroleum – Petroleum, including crude oil or any fraction thereof which is liquid at standard conditions of temperature and pressure (60 degrees Fahrenheit and 14.7 pounds per square inch absolute), such as oil, petroleum, fuel oil, oil sludge, oil refuse, gasoline, kerosene, and oil mixed with other non Hazardous Waste and crude oils.

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35. Progress Schedule – A schedule, prepared and maintained by Contractor, describing the sequence and duration of the activities comprising the Contractor’s plan to accomplish the Work within the

Contract Times.

36. Project – The total construction of which the Work to be performed under the Contract

Documents may be a whole or a part.

37. Project Administrator – The individual or entity so designated in the Agreement.

38. Project Manual – The bound documentary information prepared for bidding and constructing the Work. A listing of the contents of the Project Manual, which may be bound in one or more volumes, is contained in the tables of contents.

39. Radioactive Material – Source, special nuclear, or byproduct material as defined by the

Atomic Energy Act of 1954 (42 USC Section 2011 et seq.) as amended from time to time.

40. Related Entity – An officer, director, partner, employee, agent, consultant, or subcontractor.

41. Resident Project Representative – The authorized representative of Project Administrator who may be assigned to the Site or any part thereof.

42. Samples – Physical examples of materials, equipment, or workmanship that are representative of some portion of the Work and which establish the standards by which such portion of the

Work will be judged.

43. Schedule of Submittals – A schedule, prepared and maintained by Contractor, of required

Submittals and the time requirements to support scheduled performance of related construction activities.

44. Schedule of Values – A schedule that is prepared and maintained by Contractor, that complies with Paragraph 14.01 hereof, that allocates portions of the Contract Price to various portions of the Work, and that is used as the basis for reviewing Contractor’s Applications for Payment.

45. Shop Drawings – All drawings, diagrams, illustrations, schedules, and other data or information which are specifically prepared or assembled by or for Contractor and submitted by Contractor to illustrate some portion of the Work.

46. Site – Lands or areas indicated in the Contract Documents as being furnished by Owner upon which the Work is to be performed, including rights-of-way and easements for access thereto, and such other lands furnished by Owner which are designated for the use of Contractor.

47. Specifications – That part of the Contract Documents consisting of written requirements for materials, equipment, systems, standards, and workmanship as applied to the Work, and certain administrative requirements and procedural matters applicable thereto.

48. Subcontractor – An individual or entity having a direct contract with Contractor or with any other Subcontractor for the performance of a part of the Work at the Site.

49. Substantial Completion – The time at which the Work (or a specified part thereof) has progressed to the point when, in the opinion of Project Administrator, the Work (or a specified part thereof) is sufficiently complete, in accordance with the Contract Documents, to provide the following: (i) the

Owner full-time, uninterrupted, continuous use of the Work; and (ii) all required functional, performance, and operational or startup testing has been successfully demonstrated for all components, devices, equipment, and systems to the satisfaction of the Project Administrator in accordance with the requirements of the Contract Documents; and (iii) completion of all required inspections and other work necessary for the Project Administrator to certify the Work has reached Substantial Completion. The terms “substantially complete” and “substantially completed” as applied to all or part of the Work refer to Substantial

Completion thereof.

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50. Submittals – All administrative documents, Shop Drawings, Samples, product data, manufacturer’s literature, quality control documents, design related documents, record documents, contract close-out documents, and/or any other specified document prepared or assembled by or for Contractor and submitted by Contractor to the Owner and/or Project Administrator.

51. Successful Bidder – The Bidder submitting a responsive Bid to whom Owner makes an award.

52. Supplementary Conditions – That part of the Contract Documents which amends or supplements these General Conditions.

53. Supplier – A manufacturer, fabricator, supplier, distributor, or vendor having a direct contract with Contractor or with any Subcontractor to furnish materials or equipment to be incorporated in the Work by Contractor or any Subcontractor.

54. Underground Facilities – All underground pipelines, conduits, ducts, cables, wires, manholes, vaults, tanks, tunnels, or other such facilities or attachments, and any encasements containing such facilities, including those that convey electricity, gases, steam, liquid petroleum products, telephone or other communications, cable television, water, wastewater, storm water, other liquids or chemicals, or traffic or other control systems.

55. Unit Price Work – Work to be paid for on the basis of unit prices.

56. Work – The entire construction or the various separately identifiable parts thereof required to be provided under the Contract Documents, and other services provided hereunder. Work includes and is the result of performing or providing all labor, services, and documentation necessary to produce such construction, and furnishing, installing, and incorporating all materials and equipment into such construction, all as required by the Contract Documents.

57. Work Change Directive – A written statement to Contractor issued on or after the Effective

Date of the Agreement and signed by Project Administrator ordering an addition, deletion, or revision in the Work, or responding to differing or unforeseen subsurface or physical conditions under which the Work is to be performed or to emergencies. A Work Change Directive will not change the Contract Price or the

Contract Times.

1.02 Terminology

A. The following words or terms are not defined but, when used in the Bidding Requirements or

Contract Documents, have the following meaning.

B. Intent of Certain Terms or Adjectives

1. The Contract Documents include the terms “as allowed,” “as approved,” “as ordered”, “as directed” or terms of like effect or import to authorize an exercise of professional judgment by Project

Administrator and/or Design Professional. In addition, the adjectives “reasonable,” “suitable,”

“acceptable,” “proper,” “satisfactory,” or adjectives of like effect or import are used to describe an action or determination of Project Administrator and/or Design Professional as to the Work. It is intended that such exercise of professional judgment, action or determination will be solely to evaluate, in general, the

Work for compliance with the requirements of and information in the Contract Documents and conformance with the design concept of the com-pleted Project as a functioning whole as shown or indicated in the Contract Documents (unless there is a specific statement indicating otherwise). The use of any such term or adjective is not intended to and shall not be effective to assign to Project Administrator and/or Design Professional any duty or authority to supervise or direct the performance of the Work or any duty or authority to undertake responsibility contrary to the provisions of Paragraph 9.09 or any other provision of the Contract Documents.

C. Day

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1. The word “day” means a calendar day of 24 hours measured from midnight to the next midnight.

D. Defective

1. The word “defective,” when modifying the word “Work,” refers to Work that is unsatisfactory, faulty, or deficient in that it:

a. does not conform to the Contract Documents, or

b. does not meet the requirements of any applicable inspection, reference standard, test, or approval referred to in the Contract Documents, or

c. has been damaged prior to Project Administrator’s recommendation of Final Payment

(unless responsibility for the protection thereof has been assumed by Owner at Substantial Completion in accordance with Paragraphs 14.04 or 14.05).

E. Furnish, Install, Perform, Provide

1. The word “furnish,” when used in connection with services, materials, or equipment, shall mean to supply and deliver said services, materials, or equipment to the Site (or some other specified location) ready for use or installation and in usable or operable condition.

2. The word “install,” when used in connection with services, materials, or equipment, shall mean to put into use or place in final position said services, materials, or equipment complete and ready for intended use.

3. The words “perform” or “provide,” when used in connection with services, materials, or equipment, shall mean to furnish and install said services, materials, or equipment complete and ready for intended use.

4. When “furnish,” “install,” “perform,” or “provide” is not used in connection with services, materials, or equipment in a context clearly requiring an obligation of Contractor, “provide” is implied.

F. Unless stated otherwise in the Contract Documents, words or phrases which have a well-known technical or construction industry or trade meaning are used in the Contract Documents in accordance with such recognized meaning.

ARTICLE 2 – PRELIMINARY MATTERS

2.01 Delivery of Bonds and Evidence of Insurance

A. When Contractor delivers the executed counterparts of the Agreement to the Owner, Contractor shall also deliver to Owner such bonds as Contractor may be required to furnish.

1. Agreement and bonds shall not be dated when delivered to the Owner for signature. Owner will date both the bonds and Agreement with the same date when the Agreement is executed.

2. Certified copies of Power of Attorney for the bonds must be dated prior to submittal to the

Owner with a date which is within the previous fifteen (15) days.

3. Certified copies of Power of Attorney and bonds must each have original corporate seal of surety. Each counterpart bond shall have its own individual certified Power of Attorney.

4. Signature of attorney-in-fact for Surety Company on bonds must be one of persons authorized to sign on certified copies of Power of Attorney.

5. If Contractor is a corporation, the Agreement and bonds must have original corporate seal of Contractor affixed, must show title of person signing on behalf of Contractor, and must be attested by

Corporate Secretary or Assistant Corporate Secretary.

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B. Evidence of Insurance: When Contractor delivers the executed counterparts of the Agreement to

Owner, Contractor and Owner shall each deliver to the other, with copies to each additional insured, certificates of insurance (and other evidence of insurance which either of them or any additional insured may reasonably request) that Contractor and Owner respectively are required to purchase and maintain in accordance with Article 5.

2.02 Copies of Documents

A. Owner will furnish to Contractor up to four printed or hard copies of the Contract Documents.

Additional copies will be furnished, upon request, at the Contractor's cost of reproduction.

B. Owner may also, if requested by Contractor, furnish Contractor with one electronic copy of the

Drawings and other Contract Documents. Contractor agrees it will only use the same for performing the

Work and will not disseminate the same except to its subcontractors when necessary to perform the Work.

Contractor shall obtain written acceptance of any subcontractor to these limitations before disseminating the same to such subcontractor. Electronic copies of the Contract Documents will be provided as a convenience to Contractor. The Owner, Project Administrator, and Design Professional assume no liability and shall be held harmless for any discrepancies between the hard copy and electronic copy of the Contract

Documents

2.03 Commencement of Contract Times; Notice to Proceed

A. Contract Times will commence to run on the date established in the Notice to Proceed. A Notice to

Proceed may be given at any time within 120 days after the Effective Date of the Agreement.

2.04 Starting the Work

A. Contractor shall start to perform the Work on the date when the Contract Times commence to run.

No Work shall be done at the Site prior to the date on which the Contract Times commence to run, in accordance with the Notice to Proceed.

2.05 Before Starting Construction

A. Preliminary Schedules: Within 10 days after the Commencement of Contract Time (unless otherwise specified in the General Requirements), Contractor shall submit for timely review:

1. A preliminary Progress Schedule indicating the times (numbers of days or dates) for starting and completing the various stages of the Work, including any Milestones specified in the Contract

Documents;

2. A preliminary Schedule of Submittals which indicates each required Submittal and the dates for submitting, and the time for reviewing and processing each Submittal (periodic Submittals may be listed by a common monthly date); and

3. A preliminary Schedule of Values for all of the work in a format acceptable to the Project

Administrator and in accordance with the requirements specified in the General Requirements.

2.06 Preconstruction Conference

A. Preconstruction Conference shall be held at a Time and Place determined by the Project

Administrator.

2.07 Initial Acceptance of Schedules

A. At least 10 days before submission of the first Application for Payment, Contractor, Project

Administrator, and others as appropriate will hold a conference to review the schedules submit-ted in accordance with Paragraph 2.05.A for acceptability by Project Administrator. Contractor shall have an

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additional 10 days to make corrections and adjustments and to complete and resubmit the schedules. No progress payment shall be made to Contractor until acceptable schedules are submitted to Project

Administrator.

1. The Progress Schedule will be acceptable to Project Administrator if it provides an orderly progression of the Work to completion within the Contract Times. Such acceptance will not modify the

Contract Times or impose on Project Administrator responsibility for the Progress Schedule, for sequencing, scheduling, or progress of the Work nor interfere with or relieve Contractor from Contractor’s full responsibility therefor. The Progress Schedule may subsequently be adjusted in accordance with

Paragraph 6.04 and applicable provisions of the General Requirements.

2. Contractor’s Schedule of Submittals will be acceptable to Project Administrator if it provides a workable arrangement for reviewing and processing the required Submittals. The Schedule of

Submittals may subsequently be adjusted in accordance with Paragraph 6.04 and applicable provisions of the General Requirements.

3. Contractor’s Schedule of Values will be acceptable to the Project Administrator as to form and substance if it is provided in accordance with the requirements specified in the General Requirements.

B. Before any work at the site is commenced which is governed by the Construction Industry

Licensing Board of Georgia (O.C.G.A. Section 43-14-1 et seq), or its rules or regulations, Contractor shall review those rules and regulations, and qualifications for licensure, and if requested shall deliver proof of compliance to the Owner and Project Administrator.

ARTICLE 3 – CONTRACT DOCUMENTS: INTENT, AMENDING, REUSE

3.01 Intent

A. The individual components of the Contract Documents are complementary; what is required by one is as binding as if required by all.

B. It is the intent of the Contract Documents to describe a functionally complete Project (or part thereof) to be constructed in accordance with the Contract Documents. Any labor, documentation, services, materials, or equipment that may reasonably be inferred from the Contract Documents or from prevailing custom or trade usage as being required to produce the intended result will be provided whether or not specifically called for at no additional cost to Owner.

C. Clarifications and interpretations of the Contract Documents shall be issued by Project

Administrator as provided in Article 9.

D. Where the word “similar” occurs on the Plans, it shall have a general meaning and not be interpreted as being identical, and all details shall be worked out in relation to their location and their connection with other parts of the Work.

E. Each and every clause or other provision required by law to be inserted in these Contract

Documents shall be deemed to be inserted herein, and they shall be read and enforced as though it were included herein, and if through mistake or otherwise, any such provision is not inserted, or if not correctly inserted, then upon the application of either party, the Contract Documents shall forthwith be physically amended to make such insertion.

F. Wherever in the Contract Documents the terms “as ordered”, “as directed”, “as required”, “as allowed”, “as approved” 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 a requirement, direction, review or judgment of the Project Administrator as to the Work, it is intended that such requirement, direction, review or judgment will be solely to evaluate, in general, the completed Work for compliance with the requirements of and information in the Contract Documents and conformance with the design concept of the completed Project as a functioning whole as shown or indicated in the Contract

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Documents (unless there is a specific statement indicating otherwise). The use of any such term or adjective shall not be effective to assign to the Project Administrator any duty or authority to supervise or direct the furnishing or performance of Work or any duty or authority to undertake responsibility contrary to the provisions of Article 9 or any other provision of the Contract Documents.

G. “Imperative” or “Command” type language is used in the Contract Documents. This command language refers to and is directed to the Contractor.

H. All products (material or equipment) identified in the Contract Documents and all products incidental to the identified products, shall be new and unused and provided by Contractor unless specified otherwise.

I. Emphasis, such as italics or quotes, has been used throughout the Contract Documents. Use of emphasis shall not change the meaning of the term emphasized.

3.02 Reference Standards

A. Standards, Specifications, Codes, Laws, and Regulations

1. Reference to standards, specifications, manuals, or codes of any technical society, organization, or association, or to Laws or Regulations, whether such reference be specific or by implication, shall mean the standard, specification, manual, code, or Laws or Regulations in effect on the

Effective Date of the Agreement, except as may be otherwise specifically stated in the Contract Documents.

2. No provision of any such standard, specification, manual or code, or any instruction of a

Supplier shall change the duties or responsibilities of Owner, Contractor, or Project Administrator, or any of their subcontractors, consultants, agents, or employees from those duties or responsibilities set forth in the Contract Documents. No such provision or instruction shall be effective to assign to Owner, or Project

Administrator, or any of, their Related Entities, any duty or authority to supervise or direct the performance of the Work or any duty or authority to undertake responsibility inconsistent with the provisions of the

Contract Documents.

3.03 Reporting and Resolving Discrepancies

A. Reporting Discrepancies

1. Contractor’s Review of Contract Documents Before Starting Work: Before undertaking each part of the Work, Contractor shall carefully study and compare the Contract Documents and check and verify pertinent figures therein and all applicable field measurements. Contractor shall promptly report in writing to Project Administrator any conflict, error, ambiguity, or discrepancy which Contractor may discover and shall obtain a written interpretation or clarification from Project Administrator before proceeding with any Work affected thereby.

2. Contractor’s Review of Contract Documents During Performance of Work: If, during the performance of the Work, Contractor discovers any conflict, error, ambiguity, or discrepancy within the

Contract Documents or between the Contract Documents and any provision of any Law or Regulation applicable to the performance of the Work or of any standard, specification, manual or code, or of any instruction of any Supplier, Contractor shall promptly report it to Project Administrator in writing.

Contractor shall not proceed with the Work affected thereby (except in an emergency as required by

Paragraph 6.16.A) until an amendment or supplement to the Contract Documents has been issued by one of the methods indicated in Paragraph 3.04.

B. Resolving Discrepancies

1. Except as may be otherwise specifically stated in the Contract Documents, the provisions of the Contract Documents shall take precedence in resolving any conflict, error, ambiguity, or discrepancy between the provisions of the Contract Documents and: (i) the provisions of any standard, specification, manual, code, or instruction (whether or not specifically incorporated by reference in the Contract

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Documents) or (ii) the provisions of any Laws or Regulations applicable to the performance of the Work

(unless such an interpretation of the provisions of the Contract Documents would result in violation of such

Law or Regulation).

2. In resolving such discrepancies within the Contract Documents, precedence shall be given in the following descending order:

1. Change Orders,

2. Work Change Directives,

3. Field Orders,

4. Written interpretations and clarifications, issued by the Project Administrator,

5. Notice to Proceed

6. Addenda

7. Agreement

8. General Conditions

9. Specifications

10. Drawings (Figure dimensions on Drawings shall take precedence over scale dimensions and detailed drawings shall take precedence over general drawings.)

11. Bidding Requirements

3.04 Amending and Supplementing Contract Documents

A. The Contract Documents may be amended to provide for additions, deletions, and revisions in the

Work or to modify the terms and conditions thereof by either a Change Order or a Work Change Directive.

B. The requirements of the Contract Documents may be supplemented and minor variations and deviations in the Work may be authorized, by one or more of the following ways:

1. A Field Order;

2. Project Administrator’s or Design Professional’s approval of a Shop Drawing or Sample

(subject to the provisions of Paragraph 6.17.D.3); or

3. Design Professional’s written interpretation or clarification approved by the Project

Administrator.

Nothing in this Paragraph 3.04.B will result in an increase in the Contract Price or extension in the Contract

Times.

3.05 Reuse of Documents

A. Contractor and any Subcontractor or Supplier or other individual or entity performing or furnishing any of the Work under a direct or indirect contract with Contractor shall not:

1. 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 Design Professional or Design

Professional’s consultants, including electronic media editions; or

2. reuse any of such Drawings, Specifications, other documents, or copies thereof on extensions of the Project or any other project without written consent of Owner and specific written verification or adaptation by Design Professional.

B. The prohibition in this Paragraph 3.05 will survive Final Payment or termination of the Agreement.

Nothing herein shall preclude Contractor from retaining copies of the Contract Documents for record purposes.

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3.06 Electronic Data

A. Copies of data furnished by Owner or Design Professional to Contractor or Contractor to Owner or

Design Professional that may be relied upon are limited to the printed copies (also known as hard copies).

Files in electronic media format of text, data, graphics, or other types are furnished only for the convenience of the receiving party. Any conclusion or information obtained or derived from such electronic files will be at the user’s sole risk. If there is a discrepancy between the electronic files and the hard copies, the hard copies govern.

B. Because data stored in electronic media format can deteriorate or be modified inadvertently or otherwise without authorization of the data’s creator, the party receiving electronic files agrees that it will perform acceptance tests or procedures within 60 days, after which the receiving party shall be deemed to have accepted the data thus transferred. Any errors detected within the 60-day acceptance period will be corrected by the transferring party.

C. When transferring documents in electronic media format, the transferring party makes no representations as to long-term compatibility, usability, or readability of documents resulting from the use of software application packages, operating systems, or computer hardware differing from those used by the data’s creator.

ARTICLE 4 – AVAILABILITY OF LANDS; SUBSURFACE AND PHYSICAL

CONDITIONS; HAZARDOUS ENVIRONMENTAL CONDITIONS; REFERENCE

POINTS

4.01 Availability of Lands

A. Owner shall furnish the Site. Owner shall notify Contractor of any encumbrances or restrictions not of general application but specifically related to use of the Site with which Contractor must comply in performing the Work. Owner will obtain in a timely manner and pay for easements for permanent structures or permanent changes in existing facilities. If Contractor and Owner are unable to agree on entitlement to or on the amount or extent, if any, of any adjustment in the Contract Price or Contract Times, or both, as a result of any delay in Owner’s furnishing the Site or a part thereof, Contractor may make a Claim therefor as provided in Paragraph 10.05.

B. Upon reasonable written request, Owner shall furnish Contractor with a current statement of record legal title and legal description of the lands upon which the Work is to be performed and Owner’s interest therein.

C. Contractor shall provide for all additional lands and access thereto that may be required for temporary construction facilities or storage of materials and equipment.

D. Owner has begun to obtain all lands, rights-of-way and easements as indicated in the Contract

Documents. However, delays obtaining such lands may occur. If Owner is unable to obtain lands as indicated in the Contract Documents, Owner will notify the Contractor of those lands which are not yet acquired and those areas where lands are available. Contractor shall begin the Work upon such land and rights-of-way as Owner has acquired in accordance with the Notice to Proceed.

4.02 Subsurface and Physical Conditions

A. Reports and Drawings:

1. It shall be the Contractor's responsibility to review the reports and drawings identified herein and in the Agreement, including but not limited to those identified in Paragraph 8.01.D of the

Agreement, and to become familiar with the existing subsurface and physical conditions at the Site.

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2. Technical Data for this Agreement is limited to those items so defined in the

Supplementary Conditions.

B. Limited Reliance by Contractor on Technical Data Authorized: Contractor may rely upon the general accuracy of the Technical Data identified in the Supplementary Conditions, but such Technical

Data are not Contract Documents. Except for such reliance on such Technical Data, Contractor may not rely upon or make any claim against Owner, Project Administrator, or Design Professional, or any of their

Related Entities with respect to:

1. the completeness of reports and drawings identified in Paragraph 4.02.A.1 hereof for any purpose, including but not limited to any aspects of the means, methods, techniques, sequences, or procedures of construction to be employed by Contractor, and safety precautions and programs incident thereto; or

2. other data, interpretations, opinions, and information contained in such reports or shown or indicated in such drawings; or

3. any interpretation of or conclusion drawn by Contractor from any Technical Data or any such other data, interpretations, opinions, or information.

4.03 Differing Subsurface or Physical Conditions

A. Notice: If Contractor believes that any subsurface or physical condition at or contiguous to the Site that is uncovered or revealed either:

1. is of such a nature as to establish that any Technical Data on which Contractor is entitled to rely as provided in Paragraph 4.02 is materially inaccurate; or

2. is of such a nature as to require a change in the Contract Documents; or

3. differs materially from that shown or indicated in the Contract Documents; or

4. is of an unusual nature, and differs materially from conditions ordinarily encountered and generally recognized as inherent in work of the character provided for in the Contract Documents;

then Contractor shall, promptly after becoming aware thereof and before further disturbing the subsurface or physical conditions or performing any Work in connection therewith (except in an emergency as required by Paragraph 6.16.A), notify Project Administrator and Design Professional in writing about such condition. Contractor shall not further disturb such condition or perform any Work in connection therewith

(except as aforesaid) until receipt of written order to do so. Such notice is in addition to any notice required by Paragraph 10.05.

B. Project Administrator’s Review: After receipt of written notice as required by Paragraph 4.03.A, Project Administrator will promptly review the pertinent condition, determine the necessity of Owner's obtaining additional exploration or tests with respect thereto, and advise Owner in writing (with a copy to

Contractor) of Project Administrator’s findings and conclusions.

C. Possible Price and Times Adjustments

1. The Contract Price or the Contract Times, or both, may be equitably adjusted to the extent that the existence of such differing subsurface or physical condition causes an increase or decrease in

Contractor’s cost of, or time required for, performance of the Work; subject, however, to the following:

a. such condition must meet any one or more of the categories described in Paragraph

4.03.A; and

b. with respect to Work that is paid for on a Unit Price Basis, any adjustment in Contract

Price will be subject to the provisions of Paragraphs 9.07 and 11.03.

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2. Contractor shall not be entitled to any adjustment in the Contract Price or Contract Times if:

a. Contractor knew or should have known of the existence of such conditions at the time

Contractor made a final commitment to Owner with respect to Contract Price and Contract Times by the submission of a Bid or becoming bound under a negotiated contract; or

b. the existence of such condition could reasonably have been discovered or revealed as a result of any examination, investigation, exploration, test, or study of the Site and contiguous areas required by the Bidding Requirements or Contract Documents to be conducted by or for Contractor prior to Contractor's making such final commitment; or

c. Contractor failed to give the written notice as required by Paragraph 4.03.A or required by Paragraph 10.05.

3. If Owner and Contractor are unable to agree on entitlement to or on the amount or extent, if any, of any adjustment in the Contract Price or Contract Times, or both, a Claim may be made therefor as provided in Paragraph 10.05. However, Owner and Project Administrator, and any of their Related

Entities, shall not be liable to Contractor for any claims, costs, losses, or damages (including but not limited to all fees and charges of engineers, architects, attorneys, and other professionals and all court or arbitration or other dispute resolution costs) sustained by Contractor on or in connection with any other project or anticipated project.

4.04 Underground Facilities

A. Shown or Indicated: The information and data shown or indicated in the Contract Documents with respect to existing Underground Facilities at or contiguous to the Site is based on information and data furnished to Owner or Design Professional or Project Administrator by the owners of such Underground

Facilities, including Owner, or by others. Unless it is otherwise expressly provided in these General

Conditions:

1. Owner, Design Professional, and Project Administrator shall not be responsible for the accuracy or completeness of any such information or data; and

2. the cost of all of the following will be included in the Contract Price, and Contractor shall have full responsibility for:

a. reviewing and checking all such information and data,

b. locating all Underground Facilities shown or indicated in the Contract Documents,

c. coordination of the Work with the owners of such Underground Facilities, including

Owner, during construction, and

d. the safety and protection of all such Underground Facilities and repairing any damage thereto resulting from the Work.

B. Not Shown or Indicated

1. If an Underground Facility is uncovered or revealed at or contiguous to the Site which was not shown or indicated, or not shown or indicated with reasonable accuracy in the Contract Documents, Contractor shall, promptly after becoming aware thereof and before further disturbing conditions affected thereby or performing any Work in connection therewith (except in an emergency as required by Paragraph

6.16.A), identify the owner of such Underground Facility and give written notice to that owner and Project

Administrator. Project Administrator and Owner will promptly review the Underground Facility and determine the extent, if any, to which a change is required in the Contract Documents to reflect and document the consequences of the existence or location of the Underground Facility. During such time, Contractor shall be responsible for the safety and protection of such Underground Facility. Such notice is in addition to any notice required by Paragraph 10.05.

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2. If Project Administrator concludes that a change in the Contract Documents is required, a

Work Change Directive or a Change Order will be issued to reflect and document such consequences. An equitable adjustment may be made in the Contract Price or Contract Times, or both, to the extent that they are attributable to the existence or location of any Underground Facility that was not shown or indicated or not shown or indicated with reasonable accuracy in the Contract Documents and that Contractor did not know of and could not reasonably have been expected to be aware of or to have anticipated. If Owner and

Contractor are unable to agree on entitlement to or on the amount or extent, if any, of any such adjustment in Contract Price or Contract Times, then Owner or, solely as provided in Paragraph 10.05, Contractor may make a Claim therefor.

C. The dimensions and descriptions given on the Drawings for adjacent work by others, if any, (including any existing facilities or utilities previously constructed for Owner) are based on the design drawings and not as-built drawings. Prior to commencing the Work, the Contractor shall verify all as-built conditions and information whenever existing facilities or utilities may impact the Work. Failure of

Contractor to so verify all as-built conditions prior to commencing the Work shall bar Contractor from later seeking an increase in Contract Price or extension of Contract Times for conflicts with existing facilities or utilities.

D. Prior to the construction or installation of any proposed facility or pipeline, the Contractor shall expose all existing utilities true to their vertical and horizontal location, within the vicinity of the Work. In order to avoid conflicts between existing and proposed facilities or utilities, the Contractor shall either relocate the existing or proposed utility on a temporary or permanent basis, or shall take whatever means necessary to protect the existing facilities or utilities during the installation of proposed utilities, as approved by the Project Administrator. No separate payment will be made for the relocation of existing utilities or for any work associated with the protection of existing facilities or utilities.

4.05 Reference Points

A. Owner shall provide engineering surveys to establish reference points for construction which in

Project Administrator’s judgment are necessary to enable Contractor to proceed with the Work. Contractor shall be responsible for laying out the Work, shall protect and preserve the established reference points and property monuments, and shall make no changes or relocations without the prior written approval of Owner.

Contractor shall report to Project Administrator whenever any reference point or property monument is lost or destroyed or requires relocation because of necessary changes in grades or locations, and shall be responsible for the accurate replacement or relocation of such reference points or property monuments by professionally qualified personnel.

B. Project Administrator may check the lines, elevations, reference marks, batter boards, etc., set by

Contractor, and Contractor shall correct any errors disclosed by such check. Such a check shall not be considered as approval of Contractor’s work and shall not relieve Contractor of the responsibility for accurate construction of the entire Work. Contractor shall furnish personnel to assist Project Administrator and Design Professional in checking lines and grades.

C. The Contractor shall review the Contract Documents and determine the presence and location of any property or rights-of-way monuments or markers, and assess the possibility of disruption to these monuments or markers. It will be the Contractor's responsibility to flag, erect guard post, or provide offset references for the protection or the re-monumentation of these property or rights-of-way monuments or markers.