10-Contract Management and Compliance Clause.pdf

CONTRACT MANAGEMENT AND COMPLIANCE

Subcontracting Restrictions: The Vendor shall not subcontract the entirety of the work required under this Agreement. Subcontracting is permitted only for portions of the work as expressly authorized in writing by the County. Under no circumstances shall the Vendor delegate or assign 100% of the contractual obligations or scope of services to any subcontractor.

Notice to Proceed and Purchase Order Prerequisites: The Vendor shall not commence any work, mobilization, procurement, or related activities under this Agreement until the County has issued a formal Notice to Proceed (NTP) and a valid purchase order. Any work performed prior to receipt of the NTP and purchase order shall be deemed unauthorized and shall not be compensable by the County.

County Project Manager Oversight: The Vendor acknowledges and agrees that the County Project Manager retains full and unrestricted oversight authority over all work performed under this Agreement. This oversight includes, but is not limited to, the County’s right to monitor, inspect, and direct all aspects of the Vendor’s performance to ensure compliance with contract requirements.

Issuance of Stop Work Order—Verbal and Written: The County Project Manager has the authority to issue a stop work order, which may be delivered verbally or in writing, instructing the Vendor to immediately halt specified activities under this Agreement. Upon receipt of such an order, the Vendor must promptly cease all directed work until further notice from the County. Failure to comply with a stop work order will constitute a material breach of contract and may result in consequences, including but not limited to suspension of payments, termination of the Agreement, or other remedies as determined by the County.

Cure Notice: Harris County Purchasing, at the request of the County Project Manager, may issue a cure notice upon identification of deficiencies, non-conformance, or breach of contract. Upon receipt of a cure notice, the Vendor shall immediately pause work related to the identified deficiency until such deficiency is resolved to the satisfaction of the County.

Failure to cure within the specified timeframe may result in further remedies, including contract termination. Failure to comply with any directives or oversight measures issued by the County Project Manager may result in the suspension of work, withholding of payments, or termination of the Agreement, at the County’s sole discretion.

Design Changes and Differing Site Conditions: If design changes are required due to differing site conditions, the Vendor shall promptly notify the County in writing. Rework necessitated by Vendor errors or omissions shall be performed at no additional cost to the County. Rework or redesign directed by the County, and not attributable to Vendor error or omission, shall be compensable in accordance with the terms and conditions of this Agreement. In the event that the Vendor encounters site conditions that differ materially from those indicated in the contract documents or reasonably anticipated based on a thorough review of the site and project information, the Vendor shall immediately notify the

County in writing, describing the nature and extent of the differing conditions. Upon receipt of such notification, the County will promptly investigate the conditions and determine whether a design change or adjustment to the contract is warranted. If the differing site conditions necessitate changes to the scope of work, the County will issue written directions regarding any required modifications.

The County reserves the right to adjust the contract price, schedule, or other terms as appropriate to address the impact of differing site conditions, subject to mutual agreement and in accordance with the procedures set forth in this Agreement.

Site Access Requirements: The Vendor shall ensure continuous and adequate access to the project site for County personnel, inspectors, and authorized representatives. Failure to provide site access as required shall be deemed a material breach of contract and may result in immediate suspension of work, withholding of payments, or termination of the Agreement at the County’s sole discretion.

Vendor Error or Omission

Rework necessitated by Vendor error or omission shall be performed at no additional cost to the County. The Vendor shall not proceed with any changes until authorized in writing by the County.

Failure to Provide Access to Site: In the event that the County fails to provide the Vendor with timely and reasonable access to the project site as required under this Agreement, the Vendor shall promptly notify the County in writing of the access issue. The County shall take necessary measures to resolve the impediment to site access. If the delay in access materially affects the Vendor’s ability to perform the work or meet the agreed-upon project schedule, the Vendor may be entitled to an adjustment of the contract schedule, subject to mutual agreement and in accordance with the procedures specified in this Agreement. The Vendor shall not proceed with any changes or claim adjustments unless authorized in writing by the County.