EXHIBIT B SAMPLE CONTRACT

EXHIBIT B SAMPLE CONTRACT

Contract Number: ______

CONTRACT FOR CONSTRUCTION RENOVATION

between

EASTERN CONNECTICUT STATE UNIVERSITY

and

CONTRACTOR NAME

This Contract for construction renovation services is entered into by and between Eastern Connecticut State University (hereinafter “University”, “Owner”, “Agency” or “State”) located at 83 Windham Street, Willimantic, CT 06226 (“campus”) and (CONTRACTOR NAME), with a principal place of business at (CONTRACTOR ADDRESS) (“Contractor”). This Contract is pursuant to an award made to the Contractor (BID NUMBER) for the provision of (GENERAL DESCRIPTION OF SERVICES)

1. ENTIRE AGREEMENT. This written contract shall constitute the entire agreement between the parties and no other terms and conditions in any document, acceptance or acknowledgment shall be effective or binding unless expressly agreed to in writing by the University. This Contract represents the entire and integrated agreement between the parties hereto and supersedes prior negotiations, representations, or agreements, either written or oral. Therefore the work to be performed pursuant to this Contract will be in accordance with the drawing set entitled (DRAWING TITLE & ECSU Project #) provided by the office of the University Architect, Facilities Management dated (DATE) (incorporated herein by reference and attached hereto as Attachment H). Contractor is responsible to ensure all contractor and subcontractor services are supplied in accordance with the Contract Documents.

1.1 In accordance with Articles #11 and #12 of this Contract, modifications to the Contract Documents (i.e. - Drawing changes) not resulting in an increase in cost beyond the maximum contract value or an increase in the contract term can be negotiated between the parties and agreed to in writing. All other modifications shall require a formal amendment to the Contract executed by both parties and approved by the Office of the Attorney General.

2. DEFINITIONS. Whenever the following terms, or pronouns in place of them, are used the intent and meaning shall be as follows:

2.1 ADDITIONAL OR DELETED WORK: Work required by the University that involves any addition to, deduction from, or modification of the Work required by the Contract Documents.

2.2 AGENCY: The Agency of the State of Connecticut having administrative authority of the facility in which the Work is being performed. The Agency is Eastern Connecticut State University.

2.2.1 Agency Representative: Eastern Connecticut State University 83 Windham Street Willimantic, CT 06226 Legal Notice:

2.2.2 Project Coordinator:

2.3 APPLICATION FOR PAYMENT, PARTIAL PAYMENT OR REQUISITION: Contractor’s request for payment for completed portions of the Work and, if the Contract so provides, for materials or equipment suitably stored pending their incorporation into the Work.

2.4 APPROVED: The term "approved" will be held to the limits of the Project Coordinator’s authority as specified in the Contract Documents. In no case shall the Project Coordinator’s approval relieve the Contractor of its responsibility to provide a Project constructed in accordance with the Contract Documents. The Project Coordinator’s approval shall be for general conformance to the Contract Documents and shall not relieve the General Contractor from its responsibility to accurately determine quantities and to correlate and verify dimensions.

2.5 BUILDER’S RISK INSURANCE: A specialized form of property insurance which provides coverage for loss or damage to the Work pursuant to the Contract Documents.

2.6 CALENDAR DAY: This is each day of the calendar.

2.7 CASH ALLOWANCE: An amount established in the Contract Documents for inclusion in the Contract Sum to cover the cost of prescribed items not specified in detail.

2.8 CERTIFICATE OF COMPLETION: A document issued by the Contractor to the Project Coordinator stating that the Contractor has met all contractual obligations.

2.9 CERTIFICATE OF COMPLETION and ACCEPTANCE: A document issued by the Project Coordinator to the Contractor stating that all Work has been completed and that the Work is accepted by the University.

2.10 CERTIFICATE OF COMPLIANCE: A document issued to the University by a design professional stating that for the portion of the project completed, either the design portion or the construction portion, has been performed in substantial compliance with all applicable building codes.

2.11 CERTIFICATE OF OCCUPANCY: Document issued by the authority having jurisdiction certifying that all or a designated portion of a building is approved for its designated use.

2.12 CERTIFICATE OF SUBSTANTIAL COMPLETION: A document prepared by the Contractor and approved by the Project Coordinator on the basis of an inspection stating:

2.12.1 that the Work, or a designated portion thereof, is determined to be Substantially Complete;

2.12.2 the date of Substantial Completion;

2.12.3 the responsibilities of the University and the Contractor regarding security, maintenance, heat, utilities, damage to the Work and insurance; and

2.12.4 the time within which the Contractor shall complete the remaining work.

2.13 CHANGE ORDER: Written authorization signed by an authorized University employee, authorizing a modification in the Work, an adjustment in the Contract Sum, or an adjustment in the Contract Time.

2.14 CONSTRUCTION CHANGE DIRECTIVE: A written authorization signed by an authorized University employee, directing a modification in the Work and stating a proposed basis for adjustment, if any, in the Contract Sum.

2.15 CONTRACT DOCUMENTS OR CONTRACT: The Agreement between the University and Contractor, Conditions of the Contract (General Conditions, Supplementary Conditions, General Requirements and other Conditions), Project Manual, Drawings, Specifications, and Addenda issued prior to execution of the Contract, other documents listed in the Agreement and Modifications issued after execution of the Contract, all of which shall constitute the Contract.

2.16 CONTRACT START DATE OR DATE OF COMMENCEMENT OF THE WORK: The date, specified by the University in the Purchase Order, on which the Contractor is required or approved to start the Work.

2.17 CONTRACT SUM: The sum stated in the Contract, which is the total amount payable by the University to the Contractor for performance of the Work under the Contract Documents.

2.18 CONTRACT TIME: The period of time allotted in the Contract Documents for Substantial Completion of the Work, including authorized adjustments thereto. The days specified, calendar or working days, are stipulated in the Bidding Documents.

2.19 CONTRACTOR OR GENERAL CONTRACTOR: An individual, partnership, firm or Corporation, under direct contract with the University, responsible for performing the Work under the Contract Documents. Whenever the words “Contractor” or “General Contractor” are used it shall be understood to mean Contractor.

2.20 CONTRACTOR’S LIABILITY INSURANCE: Insurance purchased and maintained by the Contractor that insures the Contractor for claims for property damage, bodily injury or death.

2.21 CONTRACTOR PARTIES: A Contractor’s members, directors, officers, shareholders, partners, managers, principal officers, representatives, agents, servants, consultants, employees or any one of them or any other person or entity with whom the Contractor is in privity of oral or written contract and the Contractor intends for such other person or entity to perform under the Contract in any capacity.

2.22 DAY: Whenever the word Day is used it shall be understood to mean calendar day or working day as stated on the Bidding Documents, unless stated otherwise.

2.23 EQUAL(S): A replacement for the specified material, device, procedure, equipment, etc., which has been determined by the Project Coordinator (as deemed necessary) to be substantially identical to the first listed manufacturer or first listed procedure specified in terms of cost, quality, and performance for the Project. The Equal does not constitute a modification in the scope of Work, the Schedule or design intent of the specified material, device, procedure, equipment, etc.

2.24. FIELD ORDER: A change in the Contract Documents effected and authorized by the Architect/Engineer which does not change the Contract Sum or the time required to complete the Project; nor does it, in the opinion of the Project Coordinator, change the scope of the Project.

2.25 FINAL ACCEPTANCE: The University’s written approval and acceptance of the Work issued to the Contractor upon written certification of Final Completion.

2.26 FINAL COMPLETION: A written statement by the Contractor to the Project Coordinator that the Work has been completed in accordance with the terms and conditions of the Contract Documents.

2.27 FINAL INSPECTION: Review of the Work by the Project Coordinator and/or other individuals/officials as deemed necessary to determine whether Final Completion has been achieved.

2.28 FINAL PAYMENT: The last payment made by the University to the Contractor, made after notice of the Final Acceptance. Payment shall include the entire unpaid balance of the Contract Sum as adjusted by Modifications.

2.29 GENERAL CONDITIONS: The General Conditions of the Contract for Construction.

2.30 LABORERS: The term laborers as used herein shall include workmen, workwomen, and mechanics.

2.31 LIQUIDATED DAMAGES: A sum established in a Contract, usually as a fixed sum per day, as the predetermined measure of damages to be paid to the University by the Contractor due to the Contractor’s failure to complete the Work within the Contract Time.

2.32 LUMP SUM: An item or category priced as a whole rather than broken down into its elements.

2.33 MINOR CHANGES IN THE WORK: Changes in the Work not involving an adjustment in the Contract Sum and not inconsistent with the intent of the Contract Documents, which shall be affected by written order issued by the Project Coordinator.

2.34 MODIFICATION OR AMENDMENT:

2.34.1 A written change to the Contract Documents.

2.34.2 A Change Order.

2.34.3 A Construction Change Directive.

2.34.4 Supplemental Instructions for minor changes in the Work and/or additional instructions to the Work.

2.35 NOTICE TO BIDDER: A notice contained in the Bidding Document informing prospective Bidders of the opportunity to submit Bids on a Project.

2.36 NOTICE TO PROCEED: Written notice issued by the University to the Contractor in the form of a Purchase Order, authorizing the Contractor to proceed with the Work and may also establish the date for commencement of the Contract Time.

2.37 OWNER: The individual, partnership, firm, corporation or other business organization who owns the property affected by the construction project.

2.38 PAYMENT BOND, LABOR BOND OR MATERIAL BOND: A bond in which the Contractor and the Contractor’s surety guarantee to the University that the Contractor will pay for labor and materials furnished for use in the performance of the Contract, as required by Conn. Gen. Stat. § 49-41.

2.39 PERFORMANCE BOND OR SURETY BOND: A bond in which the Contractor and the Contractor’s surety guarantee to the University that the Work will be performed in accordance with the Contract Documents, as required by Conn. Gen. Stat. § 49-41.

2.40 PERFORMANCE SPECIFICATION: A description of the desired results or performance of a product, material, assembly, procedure, or a piece of equipment with criteria for identifying the standard.

2.41 PLANS OR DRAWINGS: All drawings or reproductions of drawings pertaining to the construction of the Work contemplated and its appurtenances.

2.42 PRODUCT DATA: All data containing the manufacturer’s product information, which shall include but is not limited to Material Safety Data Sheets (“MSDS”) and recommended installation practices.

2.43 PROJECT: The total construction of which the Work performed under the Contract Documents may be the whole or a part. PROJECT TITLE & ECSU PROJECT NUMBER

2.44 PROJECT COORDINATOR: The University representative authorized to oversee the fulfillment of all requirements of the Contract Documents.

2.45 PROJECT MANUAL: The set of documents assembled for the Work which includes, but is not limited to, Contract Documents, Bidding Requirements, Sample Forms, Conditions of the Contract, General Requirements, and the Specifications.

2.46 PROJECT SUPERINTENDENT: The Contractor’s representative authorized to oversee all requirements of the Project.

2.47 PROPRIETARY SPECIFICATION: A specification that describes a product, procedure, function, material, assembly, or piece of equipment by trade name and/or by naming the manufacturer(s) or manufacturer’s procedure, exact model number, item, etc., of those products acceptable to the University.

2.48 PURCHASE ORDER: A document issued by the University to the Contractor, authorizing the Contractor to proceed with the Work.

2.49 RECORD DOCUMENTS OR AS-BUILT DRAWINGS: Construction Drawings revised to show all significant Modifications made during the construction process.

2.50 RECORDS: All working papers and such other information and materials as may have been accumulated by the Contractor in performing the Contract, including but not limited to, documents, data, plans, books, computations, drawings, specifications, notes, reports, records, estimates, summaries and correspondence, kept or stored in any form.

2.51 SAMPLE: A physical portion of the specified product.

2.52 SCHEDULE: A Critical Path Method (CPM) or Construction Schedule as required by the Contract Documents which shall be a diagram, graph or other pictorial or written schedule showing all events expected to occur and operations to be performed and indicating the contract time, start dates, durations and finish dates and their relationship to Substantial Completion and Final Completion of the Work, rendered in a form permitting determination of the optimum sequence and duration of each operation.

2.53 SCHEDULE OF VALUES: A document furnished by the Contractor to the Project Coordinator and the University stating the portions of the Contract Sum allocated to the various portions of the Work, which is to be used for reviewing the Contractor’s Applications for Payment.

2.54 SECONDARY SUBCONTRACTOR: An individual, partnership, firm or Corporation under direct contract with the Subcontractor to the General Contractor.

2.55 SHOP DRAWINGS: Drawings provided to the Project Coordinator and the University by a Contractor that illustrate construction, materials, dimensions, installation, and other pertinent information for the incorporation of an element or item into the construction as detailed Contract Documents.

2.56 SITE: All the area(s) bounded by the Contract Limit Lines of this Project. If no Contract Limit Lines are specified, the Site(s) shall be defined as the area(s) of and in the immediate vicinity of the Work, as defined by the Project Coordinator.

2.57 SPECIFICATIONS: The description, provisions and other requirements pertaining to the method and manner of performing the Work and/or to the quantities and quality of materials to be furnished under the Contract.

2.58 SUBCONTRACTOR: A Subcontractor is a person or entity who has a direct contract with the Contractor to perform a portion of the Work at the site. The term “Subcontractor” is referred to throughout the Contract Documents as if singular in number and means a Subcontractor or an authorized representative of the Subcontractor. The term “Subcontractor” does not include a separate contractor or subcontractors of a separate contractor.

2.59 SUB-SUBCONTRACTOR: A Sub-subcontractor is a person or entity who has a direct or indirect contract with a Subcontractor to perform a portion of the Work at the site. The term “Sub-subcontractor” is referred to throughout the Contract Documents as if singular in number and means a Sub-subcontractor or an authorized representative of the Sub-subcontractor.

2.60 SUBMITTALS: Documents including, but not limited to, samples, manufacturer’s data, shop drawing, or other such items submitted to the University and Project Coordinator by the Contractor for the purpose of approval or other action, as required by the Contract Documents.

2.61 SUBSTANTIAL COMPLETION: The stage in the progress of the Work when the Work or designated portion thereof is sufficiently complete in accordance with the Contract Documents so the University can occupy or utilize the Work for its intended use.

2.62 SUBSTITUTION: A material, device, procedure, equipment, etc., which has been determined by the Project Coordinator and the University to be not an Equal to the first manufacturer or procedure listed in the Specification in terms of cost, quality and performance but which may be used in place of that item specified. The Substitution may constitute a modification in the Work, the Schedule or the design intent of the specified material, device, procedure, equipment, etc. at the sole discretion of the Project Coordinator.

2.63 SUPPLEMENTAL BID: The monetary value stated in the Bid to be added to the amount of the Base Bid if the corresponding Work, as described in the Bidding Documents, is accepted.

2.64 SUPPLEMENTARY CONDITIONS: An extension of the General Conditions applicable to any and all portions of Work under the Contract Documents.

2.65 THRESHOLD LIMIT BUILDING: Any proposed (new) structures or additions as defined by the Connecticut General Statutes Section 29-276b.

2.66 UNIT PRICE: The monetary value stated by the University or the Contractor, as a price per unit of measure for materials or services as described in the Contract Documents and/or Bidding Documents.

2.67 WORK: The construction and services required by the Contract Documents, and including all labor, materials, equipment and services provided or to be provided by the Contractor to fulfill the Contractor’s obligations. The Work may constitute the whole or a part of the Project.

3. ORIGINAL PROJECT DETAILS/SCOPE OF WORK. The Contractor agrees and is authorized to supply the University with the following services, equipment, and/or supplies; and the University agrees to utilize Contractor for such services:

3.1 Contractor shall provide service and materials, by qualified tradesmen including but not limited to Electricians, Masons, Painters, Plumbers, and other tradesmen as required, in the fulfillment of the Job Specifications summarized as (but further delineated/clarified in the documents incorporated herein as set forth in this Contract as Attachment H):

4. CONDITIONS OF WORK

4.1 The Contractor shall carefully examine and study the conditions under which the Work is to be performed and the site of the Work, and compare the Contract Documents with each other and to information furnished by the University including but not limited to the plans and specifications, the form of the Contract, General Conditions, Supplementary Conditions, General Requirements, Bonds and all other Contract Documents associated with the Work.

4.2 The Contractor shall report to the Project Coordinator all errors, inconsistencies or omissions discovered. The Contractor shall not be liable to the University for damage resulting from errors, inconsistencies or omissions in the Contract Documents unless the Contractor recognized such errors, inconsistencies or omission and failed to report it to the Project Coordinator. If the Contractor performs any Work knowing it involves an error, inconsistency or omission in the Contract Documents without notice to the Project Coordinator, the Contractor shall assume responsibility for such performance and related costs for the correction and shall not be allowed to submit any claim related to error, inconsistencies or omission.

4.3 The Contractor shall take field measurements and verify field conditions and shall carefully compare such field measurements and conditions and other information known to the Contractor with the Contract Documents before commencing Work. Errors, inconsistencies or omissions discovered shall be reported to the Project Coordinator at once; and it will be assumed that the Contractor has been satisfied as to all requirements of the Contract Documents. Any deterrent conditions at the Site of the Work which are obvious and apparent upon examination of the Site but are not indicated on the plans shall be corrected by the Contractor without additional compensation.

4.4 In performing the Work, the Contractor must employ such methods or means as will not cause any interruption of or interference with the Work of any other Contractor, nor any inordinate disruption with the normal routine of the University operating at the Site.

4.5 No claims for additional compensation will be considered when additional costs result from conditions made known to, discovered by, or which should have been discovered by, the Contractor prior to Contract signing.

4.6 The Contractor shall perform the Work in accordance with the Contract Documents and approved Submittals.

5. CORRELATION OF CONTRACT DOCUMENTS

5.1 The Contract Documents are complementary, and what is called for by any one shall be as binding as if called for by all. Where discrepancies of conflict occur in the Contract Documents it is adjudged the Contractor shall have included the most restrictive and/or costly solution in its bid.

5.2 Neither party to the Contract shall take advantage of any obvious error or apparent discrepancy in the Contract Documents. The Contractor shall give immediate written notification of any error or discrepancy discovered to the Project Coordinator, who shall take the necessary actions to obtain such corrections and interpretations as may be deemed necessary for the completion of the Work in a satisfactory and acceptable manner. The Contractor shall then promptly proceed under the direction of the University. The Contractor’s failure to provide immediate notice shall mean the Contractor will not be entitled to any additional compensation, either monetary adjustment, with respect to any discrepancy.

5.3 Execution of the Contract by the Contractor is a representation that the Contractor has visited the Site, become familiar with local conditions under which the Work is to be performed and correlated personal observations with requirements of the Contract Documents.

5.4 Organization of the Specifications into divisions, sections and articles, and arrangement of drawings, shall not control the Contractor in dividing the Work among Subcontractors or in establishing the extent of Work to be performed by any trade.

5.5 Unless otherwise stated in the Contract Documents, words which have well-known technical or construction industry meanings are used in the Contract Documents in accordance with such recognized meanings.

6. COMMENCEMENT AND PROGRESS OF WORK

6.1 All Contractor and Subcontractor employees shall hold current appropriate licenses and/or certifications, including but not limited to all journeymen tradesmen, and apprentices must be registered with the State of Connecticut.

6.2 Prior to the start of Work, Contractor must provide the following documents in accordance with Article 44: Proof of Insurance covering Public Liability and Workers' Compensation (Form #Accord 25-S reflecting State-required limits); Performance Bond (Form PW-25 or similar); and Labor and Materials Bond (Form PW-6 or similar).

6.3 The Contractor shall begin work under this Contract on the Project Start Date as indicated herein, and only after the approval of a formal contract and University's issuance of a Purchase Order for the Project. All work must be performed in a safe manner. If any shutdown of services is required, the Contractor must contact the Project Coordinator prior to shutdown. The Contractor shall complete all the Work necessary for Final Completion, including but not limited to Substantial Completion, Contract close-out, testing and demonstration of all systems as required for acceptance, punchlist Work, Site cleanup, training and submission of Record Documents, manuals, guarantees and warranties as stated in the Bidding Document.

6.4 Time is of the essence with respect to the Contract Time. By executing the Contract, the Contractor confirms and agrees that the Contract Time is a reasonable period to perform the Work. The Contractor shall proceed expeditiously with adequate forces and shall achieve Substantial Completion within the Contract Time. The Contractor may, at his discretion, plan to complete the work and achieve Substantial Completion in less time than the Contract Time.

6.5 The Contractor’s early completion schedule notwithstanding, the University reserves the right to order Modifications to the Work at any time during the Contract Time.

6.6 The Contractor shall not be entitled to costs for delay due to the University ordered Modifications or any other circumstances for the period of time between the Contractor’s elected early completion and the end of the Contract Time. Costs include, but are not limited to, delays, extended home or field office costs, supervisory and management costs incurred in performance of the Work. Early completion of the Work shall not merit additional compensation.

6.7 If the Contractor is delayed at any time in the progress of Work by acts of God such as fire or flood or any action, injunction or stop order issued by any court, judge or officer of the court or any other court action beyond the University’s control, then the Contract Time may be extended by Change Order for such reasonable time as demonstrated by the Contractor’s Schedule and as the University may determine that such event has delayed the Work. In any event, the granting of an extension of time shall be solely within the discretion of the Project Coordinator.

6.7.1 Except as otherwise may be provided herein, extensions of time shall be the Contractor’s sole remedy for such delay. No payment or compensation of any kind shall be made to the Contractor for damages because of hindrance in the orderly progress of Work caused by the aforesaid causes.

6.8 The Contractor acknowledges that the Contract Sum includes and anticipates any and all delays, whether avoidable or unavoidable, from said orders, which may issue from any court, judge, court officer, or act of God, and that such delays shall not, under any circumstances, be construed as compensable delays.

6.9 Any extension of the Contract Time shall be by Change Order pursuant to Article 11.

7. SUBMITTALS, PRODUCT DATA, SHOP DRAWINGS AND SAMPLES

7.1 Contractor shall review, approve and submit to the Project Coordinator all Submittals including but not limited to Product Data, Shop Drawing and Samples, with such promptness as to cause no delay in the Work.

7.2 Correction or approval of such Submittals, Shop Drawings, Product Data, and Samples will be made with reasonable promptness by the Project Coordinator. Approval will be general only and shall not relieve the Contractor from responsibility for errors in dimensions, for construction and field coordination of the Work or for any departure from the Contract Documents unless such departure has received the Project Coordinator’s written approval.

7.3 No Work governed by such drawings, schedules or samples shall be fabricated, delivered or installed until approved by the Project Coordinator.

7.4 No damages for delays or time extensions will be granted even if approvals deviate from the approved Schedule.

8. AUTHORITY OF THE PROJECT COORDINATOR

8.1 The Project Coordinator employed by the University is authorized to inspect all Work for conformance to the Contract Documents. The Project Coordinator is authorized to reject all Work found to be defective, unacceptable and nonconforming to the Contract Documents. Such inspections and rejections may extend to all or any part of the Work, and to the preparation or manufacture of the material to be used.

8.2 The Project Coordinator shall in no case act as foreman or perform other duties for the Contractor, nor shall the Project Coordinator interfere with the management of the Work by the Contractor. Any advice, which the Project Coordinator may give the Contractor, shall in no way be construed as binding the University in any way, nor releasing the Contractor from the fulfillment of the terms of the Contract.

8.3 In any dispute arising between the Contractor and the Project Coordinator with reference to inspection and rejection of the Work, the Project Coordinator may suspend work on the noncompliant portion of the Work until the dispute can be referred to and decided by the University.

9. SEPARATE CONTRACTS

9.1 The University reserves the right to perform Work in connection with the Contract, to let separate contracts relating to the Contract (Project) site or in connection with work on adjoining sites. In such cases, the Contractor shall afford such parties reasonable opportunity for storage of materials and equipment and coordinate and connect the Work with the work on adjoining sites or other projects, and shall fully cooperate with such parties in the matter required under Article 8 herein.

9.2 Contractors working in the same vicinity shall cooperate with one another and, in case of dispute, decision of the University shall be final and binding to all Contractors involved, including Contractors under separate Contracts.

9.3 The Contractor shall assume all liability, financial or otherwise, in connection with this Contract and shall protect and hold harmless the University and the State of Connecticut from any and all damages or claims that may arise because of inconvenience or delay which the Contractor may cause other Contractors. If the Contractor experiences a loss because of the presence and operations of other Contractors working adjacent to or within the limits of the same project, then as between the University and the Contractor, the Contractor shall bear such loss.

9.4 Insofar as possible, the Contractor shall arrange the Work and shall place and dispose of the materials being used so as not to interfere with the operations of other Contractors adjacent to or within the limits of the same project. The Contractor shall join its Work with that of others in an acceptable manner, and perform the Work in proper accordance with that of the others.

9.5 In no event shall the University be responsible for any claim for damages that are the result of the Contractor’s failure to coordinate the work with any Contractor or Subcontractor.

10. CONSTRUCTION SCHEDULES

10.1 Within seven (7) days of the University’s issuance of a purchase order, the Contractor shall submit to the Project Coordinator three (3) copies of a Construction Schedule for this Project. The Schedule shall be in bar chart form and shall include all aspects of the work, the interrelationship of the various trades and the critical path of the job. The schedule shall include a timeline for the submission, review and approval of shop drawings for critical path items and delivery and installation dates for those same critical path, or long lead time items, (such as electrical transformers and elevator). The Schedule shall coincide with the Contractor’s approved Schedule of Values. The Schedule shall indicate a completion date in advance of the date established for Substantial Completion. The Schedule shall be acceptable to the Architect/Engineer and the Project Coordinator. It shall be revised and reissued at the beginning of every month for the duration of the project. This monthly update progress Schedule shall include a summary comparison of the original schedule and the latest updated schedule (previous month) showing all activity description and dates. These comparison schedules shall be in the form of a summary bar chart, an activity listing report and actual to target comparisons. The reports may include critical activities, float time, duration of each activity, dates of each activity and the network logic (including successors and predecessors of each activity). Failure to provide the Architect/Engineer, or the Project Coordinator with an acceptable, revised Schedule, within seven (7) days of the receipt of a written request, may result in the withholding of the Contractor’s monthly progress payments until such a Schedule is received.

10.2 Phasing: The Contractor shall include, as part of the Construction Schedule, all proposed phasing for execution of the work. The phasing must incorporate all aspects of the work and shall reflect coordination with any concurrent projects by the University, and any partial occupancy requirements of the University.

11. CHANGE ORDERS

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11.1. At any time, without invalidating the Contract and by a written order and without notice to the sureties, the University may order changes in the Work consisting of additions, deletions or other revisions. Upon request, the Contractor shall supply the Project Coordinator promptly with a detailed proposal for the same, showing quantities of and unit prices for its Work and that of any subcontractor involved.

11.2. All such changes in the Work shall be authorized by a properly executed change order, or if necessary to expedite the Work, a field order, approved by the Project Coordinator shall be executed under all provisions of the Contract Documents. Upon receipt of the field order, the Contractor shall proceed with the Work when and as directed.

11.3. If such changes make the Work less expensive for the Contractor, the proper deductions shall be made from the Contract Sum. The deductions shall be computed in accordance with the provisions listed in Article 11.5.2 or in the event none of the provisions of Article 11.5.2 are applicable than by the value as estimated by the University.

11.4. The Contractor and the University agree that the time specified in Articles 31 and 32, for the performance of this Contract shall include not only the Work of the Original Contract but any additional work ordered by the University which, in the opinion of the Project Coordinator, can be performed concurrently with the Original Work specified. Therefore, no extension of time will be granted for such work.

11.5. The amount of compensation to be paid to the Contractor for any additional work so ordered shall be determined in one of the following manners:

11.5.1. By unit prices stated in the Contract Documents or subsequently agreed upon.

11.5.2. By a lump sum agreed upon by the University and the Contractor, computed as follows:

11.5.2.1. The total cost of labor performed, plus or minus material used and the cost of rented equipment used exclusively on the work specified in the subject Change Order, by the subcontractor or the Contractor's own forces. The cost of labor and all fringe benefits are specified for each trade in the most current State "Prevailing Wage Rates and Holiday Schedule" which shall be superseded by the Schedule issued for this Project.

11.5.2.2. Plus or minus the taxes imposed by law on labor, which shall equal the total cost of Gross Pay for Prevailing Rates (Base Rate per Hour plus Taxable Cash Benefits per Hour) times the Contractor's established percentage rate for Workers' Compensation Insurance, Federal Social Security and Medicare, (FICA), Connecticut Unemployment Compensation, Federal Unemployment Tax Act.

11.5.2.3. Plus or minus the Contractor's, or Subcontractor's, allowance for overhead and profit, (OH&P), applied to the cost of labor, materials and taxes for work performed by its, or their, own forces, as specified below.

11.5.2.3.1. For change orders up to and including $5,000 – 20% OH&P.

11.5.2.3.2. For change orders from $5,001 to $15,000 – 17% OH&P.

11.5.2.3.3. For change orders from $15,001 to $25,000 – 15% OH&P.

11.5.2.3.4. For change orders from $25,001 and up – 12% OH&P.

11.5.2.4. On all change order work performed solely by its Subcontractors, the General Contractor shall be allowed a 6% markup for its overhead and profit on the total cost of the Subcontractor’s work. The total cost of the Subcontractor's work will include the Subcontractor’s overhead and profit.

11.5.2.5. The University recognizes a markup for overhead and profit by a Subcontractor to the General Contractor on its own work. No markups will be recognized on work performed by secondary subcontractors performing work for a Subcontractor.

11.5.2.6. Changes involving both cost and credit must be submitted in a singular request. The net cost, or credit, shall be computed before the percentage allowed for overhead and profit is applied. If the work to be performed results in a credit to the University, the specified percentage allowed (resulting in additional credit) for OH&P shall be forfeited by the University.

11.5.2.7. Bond cost for the total of project Change Orders may be submitted as a separate and final Change Order request upon submission to the University of written documentation from the bond company.

11.5.2.8. The Contractor shall, when requested, promptly furnish in a form acceptable to the Architect/Engineer, itemized statements of the cost of the work specified in Change Orders. These statements shall include, but shall not be limited to, certified payrolls and copies of accounts, bills, vouchers, proof of Unemployment Tax/Workmen Compensation/Health-Pension rates, Union Wage Agreements, apprentice documentation and bond premium increase documentation as required to substantiate the cost of the Change Order in question.

11.5.2.9. All Change Order proposals must be submitted by the Contractor and Subcontractor on a Change Order Proposal Worksheet form approved by the University. Contractor Change Order Proposal Worksheet (incorporated herein by reference and attached hereto as Attachment E) and Subcontractor Change Order Proposal Worksheet (incorporated herein by reference and attached hereto as Attachment F).

11.6. If unit prices are not applicable and the parties cannot agree upon a lump sum, the University may direct the Architect/Engineer to order that the work be done by issuing the Contractor a Change Order. The University and the Architect/Engineer shall determine what they believe to be fair and equitable compensation for the Contractor, in accordance with the provisions specified above for change orders. The Contractor then must proceed with the work. However, the Contractor may do so “under protest” and make a claim for an increase in the Contract Amount and/or Time, as specified below.

11.7. If the Contractor wishes to make a claim for an increase in the Contract Sum, because of damage the Contractor feels has been incurred as a result of changes in the Work ordered by the University, the Contractor shall give the Project Coordinator written notice thereof within seven (7) Calendar Days after the occurrence of the event giving rise to such a claim. No such claim shall be valid unless the notice is in writing. The Contractor shall then file, with the Project Coordinator, daily itemized statement of what the Contractor believes is the actual cost of the work ordered to be performed.

11.8. The provision stated above, shall not affect the power of the Contractor to act in case of an emergency posing a threat of injury to persons, or damage to the Work or property. Subsequent to the action taken by the Contractor; the Project Coordinator shall issue a change order in the amount the Contractor adjudges to be the reasonable cost of such work.

12. DELETED WORK

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12.1. Without invalidating any of the terms of the Contract, the University may order deleted from the Contract any items or portions of the Work deemed unnecessary by the University.

12.2. The compensation to be deducted from the Contract Sum for such deletions shall be determined in the manner provided for under the provisions of Article 11.5.2 or in the event none of the provisions of Article 11.5.2 are applicable than by the value as estimated by the University.

13. MATERIALS: STANDARDS, EQUALS & SUBSTITUTIONS. Contractor shall guarantee the goods and services against defective material or workmanship and to repair any damage or marring occasioned in transit or replace them, at the University's option.

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13.1. Unless otherwise specifically provided for in the Specifications, all equipment, materials and articles incorporated in the Work are to be new and of the best grade of their respective kinds for the purposes. Wherever in the Contract Documents a particular brand, make of material, device, or equipment is shown or specified, the first manufacturer listed in the specification section is to be regarded as the standard. When the specification is proprietary and only one manufacturer is listed, the Contractor shall use the named manufacturer and no Substitutions or Equals will be allowed.

13.2. Any other brand, make of material, device, equipment, procedure, etc. which is a deviation from the specified requirement is prohibited from use but may be considered by the University for approval as an Equal or Substitution. The Contractor is to adhere to the specific requirements of the Contract Documents. Substitutions are discouraged and are only approved by the University as an exception.

13.3. Written requests for any Equal or Substitution shall be submitted, with the appropriate documentation, as detailed in the Contract Documents, to the Project Coordinator. All requests will be compared to the first manufacturer or first procedure listed in the specific Specification section with reference to all of the following areas: the substance and function considering quality, workmanship, economy of operation, durability and suitability for purposes intended including the size, rating and cost. All submissions must include all the required data for the first listed manufacturer or procedure as specified, as well as the proposed Equal or Substitution. The submission of all Equals or Substitutions to those specified must be made within the days listed below after the contract start date. After that time period, the Contractor shall provide what is specified unless otherwise allowed within the sole discretion of the University. Written requests for the substitution of a proposed Equal to a specified item must be made within thirty (30) Calendar Days of the University’s issuance of a Purchase Order. No substitution will be considered after the thirty day time period.

13.4. Contractor shall submit each request for Equal or Substitution to the Project Coordinator who shall review each request and make the following recommendations to the University:

13.5. Approval of the University, for each Equal or Substitution shall be obtained before the Contractor proceeds with the Work. The decision of the University, in this regard, shall be final and binding on the Contractor.

13.6. No extension of time will be allowed for the time period required for consideration of any Substitution or Equal. No extension of time will be allowed and no responsibility will be assumed by the University when a Contractor submits a request for Substitution or Equal, whether such request be approved or denied.

13.7. If the Contractor submits any request for an Equal or a Substitution, he shall bear the burden of proof that such requested Equal or Substitution meets the requirements of the plans and specifications.

13.8. The Contractor shall purchase no materials or supplies for the Work which are subject to any chattel mortgage or which are under a conditional sale or other agreement by which an interest is retained by the seller. The Contractor warrants that the Contractor has good title to all materials and supplies used by him in the Work.

13.9. All products and systems supplied to the State as result of a purchase by a contractor shall be certified that, to the best of the supplier's knowledge there are no materials that are classified as hazardous materials being used within the assembly. Hazardous materials include, but are not limited to, products such as asbestos, lead and other materials that have proven to cause a health risk by their presence.

14. INSPECTION AND TESTS

14.1 The purpose of the inspections will be to assure that the Work is performed in accordance with the Contract Documents. These inspections shall include, but not be limited to, all inspections and testing as required by the University and/or any authorities having jurisdiction.

14.2 All material and workmanship, if not otherwise designated by the Specifications, shall be subject to inspection, examination and test by the University at any and all times during manufacture and/or construction and at any and all places where such manufacture and/or construction is carried on. The Contract Documents additionally identify the parties responsible for performing and paying for the required testing and inspections. All required tests performed in a laboratory will be obtained and paid for by the University except when the tests show the Work to be defective. The Contractor shall pay for all the costs associated with re-tests and re-inspections for all tests and inspections which fail. The University will issue a deduct Change Order to recover said retesting costs from the Contractor. All other tests, unless otherwise specified, shall be made at the Contractor’s expense. Notice of the time of all tests to be made at the site shall be given to all interested parties, including the University.

14.3 Without additional cost to the University, the Contractor shall promptly furnish facilities, labor and materials necessary to coordinate and perform operational tests and checkout of the Work. The Contractor shall furnish promptly all reasonable facilities, labor and materials necessary to make all such testing safe and convenient.

14.4 If, at any time before Final Completion and Final Acceptance of the Work, the University considers it necessary or advisable to examine any portion of the Work already completed by removing or tearing out the same, the Contractor shall, upon request, furnish promptly all necessary facilities, labor and materials. If such Work is found to be defective in any material respect, as determined by the University, because of a fault of the Contractor or any of the Contractor’s Subcontractors, or if any Work shall have been covered without the approval or consent of the University whether or not it is found to be defective, the Contractor shall be liable for testing costs and all costs of correction, including removal and/or demolition of the defective work, including labor, material, and testing, re-testing or re-inspecting, services of required consultants, additional supervision, the University’s and the Project Coordinator’s administrative costs, and other costs for services of other consultants.

15. ROYALTIES AND PATENTS

15.1 If the Contractor desires to use any design, device, material or process covered by a patent or copyright, the Contractor shall provide for such use by suitable legal agreement with the holder of said patent or copyright. The Contractor shall furnish a copy of this legal agreement to the University.

15.2 The Contractor shall indemnify and hold harmless the University, Project Coordinator, and the State of Connecticut for any costs, expenses and damage which it may be obliged to pay by reason of any infringement of a patent or a copyright, at any time during the prosecution or after the Final Completion of the Work.

16. LICENSES, PERMITS AND REGULATIONS

16.1 All work performed under this contract shall be carried out only by the, Contractor, Subcontractors and/or workmen who possess, at the time the bid is submitted, and for the entire duration of the project, a valid trade license, specific to the trade performed, issued by the State of Connecticut Department of Consumer Protection in accordance with Conn. Gen. Stat. §§ 20-330 through 20-334, as amended, and with the pertinent regulations and requirements of the Occupational and Professional Licensing Division of the State of Connecticut Department of Consumer Protection

16.2 The Contractor shall obtain and pay for permits and licenses necessary for the execution of the Work and the occupancy and use of the completed Work.

16.3 The Contractor shall give all notices and comply with all laws, ordinances, rules and regulations including building and fire safety codes relating to the performance of the Work.

16.4 If underground utilities may involve part of the Work, the Contractor shall obtain the services of a qualified underground utility locating firm, at no cost to the University, to verify locations of underground utilities, to provide safety, protect the Work and protect the workmen as necessary to perform the Work.

17. PROTECTION OF THE WORK, PERSONS AND PROPERTY. The Contractor shall exercise all reasonable care to avoid damage to the property being made ready for the state’s use, and to any and all property adjacent to any work site. Contractor shall promptly report any damage, regardless of cause, to the University.