2026-09 Bradford Retaining Wall 00_7300_SUPPLEMENTAL_CONDITIONS.pdf

SECTION 00 7300 - SUPPLEMENTAL CONDITIONS

PAGE 00 7300-1

PART 1 - GENERAL

1.1 ADDITIONAL TERMS AND CONDITIONS

A. PROCUREMENT REGULATIONS: This solicitation is subject to the provisions of the purchasing regulations of the Community Services Board and any revisions thereto, which are hereby incorporated into this contract in their entirety. A copy of these regulations are available for review at the purchasing office and, in addition, a copy can be obtained by

(540) 825-3100.

B. APPLICABLE LAWS AND COURTS: This solicitation and any resulting contract shall be governed in all respects by the laws of the Commonwealth of Virginia and any litigation with respect thereto shall be brought in the courts of the Commonwealth. The Contractor shall comply with applicable federal, state and local laws and regulations.

C. LAWS AND REGULATIONS:

1. The Contractor shall comply with all laws, ordinances, rules, regulations, and lawful orders of any public authority bearing on the performance of the Work and shall give all notices required thereby.

2. This Contract and all other contracts and subcontracts are subject to the provisions of Articles 3 and 5, Chapter 4, Title 40.1, Code of Virginia, relating to labor unions and the "right to work,", The Contractor and its Subcontractors, whether residents or nonresidents of the Commonwealth, who perform any work related to the project shall comply with all of the said provisions.

3. The provisions of all rules and regulations governing safety as adopted by the

Safety Codes Commission of the Commonwealth of Virginia, and as issued by the

Department of Labor and Industry under Title 40.1 of the Code of Virginia shall apply to all work under this contract. Inspectors from the Department of Labor and

Industry shall be granted access to the Work for inspection without first obtaining a search warrant from the court.

4. The Contractor, if not licensed as an asbestos abatement contractor or an RFS contractor in accordance with Section 54.1-514, Code of Virginia, shall have all asbestos related Work performed by subcontractors who are duly licensed as asbestos contractors of RFS contractors as appropriate for the Work required.

D. DRUG FREE WORKPLACE: During the performance of this contract, the contractor agrees to (i) provide a drug-free workplace for the contractor’s employees; (ii) post in conspicuous places, available to employees and applicants for employment, a statement notifying employees that the unlawful manufacture, sale, distribution, dispensation, possession, or use of a controlled substance or marijuana is prohibited in the contractor’s workplace and specifying the actions that will be taken against employees for violations of such prohibition; (iii) state in all solicitations or advertisements for employees placed by or on behalf of the contractor that the contractor maintains a drug-free workplace; and (iv) include the provisions of the foregoing clauses in every subcontract or purchase order of over $10,000, so that the provisions will be binding upon each subcontractor or vendor.

PAGE 00 7300-2

For the purposes of this section, “drug-free workplace” means a site for the performance of work done in connection with a specific contract awarded to a contractor in accordance with this chapter, the employees of whom are prohibited from engaging in the unlawful manufacture, sale, distribution, dispensation, possession or use of any controlled substance or marijuana during the performance of the contract.

The Contractor acknowledges and certifies that it understands that the following acts by the Contractor, its employees, and/or agents performing services on state property are prohibited.

a. The unlawful manufacture, distribution, dispensing, possession or use of alcohol or other drugs; and

b. Any impairment or incapacitation from the use of alcohol or other drugs (except) the use of drugs for legitimate medical purposes.

The Contractor further acknowledges and certifies that it understands that a violation of these prohibitions constitutes a breach of contract and may result in default action being taken by the CSB in addition to any criminal penalties that may result from such conduct.

E. PAYMENTS TO SUBCONTRACTORS:

1. A contractor awarded a contract under this solicitation is hereby obligated:

a. To pay the subcontractor(s) within seven (7) days of the contractor’s receipt of payment from the CSB for the proportionate share of the payment received for work performed by the subcontractor(s) under the contract; or

b. To notify the CSB and the subcontractor(s), in writing, of the contractor’s intention to withhold payment and the reason.

2. The contractor is obligated to pay the subcontractor(s) interest at the rate of one percent per month (unless otherwise provided under the terms of the contract) on all amounts owed by the contractor that remain unpaid seven (7) days following receipt of payment from the CSB, except for amounts withheld as stated in (2) above. The date of mailing of any payment by U.S. Mail is deemed to be payment to the addressee. These provisions apply to each sub-tier contractor performing under the primary contract. A contractor’s obligation to pay an interest charge to a subcontractor may not be construed to be an obligation of the CSB.

F. ASSIGNMENT OF CONTRACT: A contract shall not be assignable by the Contractor in whole or in part without the written consent of the Community Services Board.

G. TESTING AND INSPECTION:

1. The Community Services Board reserves the right to conduct any test/inspection it may deem advisable to assure supplies and services conform to the specification.

2. Job-site inspections, tests conducted on site or tests of materials gathered on site, which the Contract requires to be performed by independent testing entities, shall be contracted and paid for by the Owner. Examples of such tests are the testing of cast in-place concrete, foundation materials, soil compaction, pile installations, caisson bearings and steel framing connections. Although conducted by independent testing entities, the Owner will not contract and pay for tests or certifications of materials, manufactured products or assemblies which the Contract, codes, standards, etc. require to be tested and/or certified for compliance with industry standards such as Underwriters Laboratories, Factory Mutual or ASTM. If there are any fees to be paid for such tests and certifications, they will be paid by

PAGE 00 7300-3

the Contractor. The Contractor shall also pay for all inspections, tests, and certifications which the Contract specifically requires him to perform or pay, together with any inspections and tests which he chooses to perform for his own quality control purposes. The Contractor shall promptly furnish, without additional charge, all reasonable facilities, labor and materials necessary and convenient for making such tests. Except as provided below, whenever such examination and testing finds defective materials, equipment or workmanship, the Contractor shall reimburse the Owner for the cost of reexamination and retesting.

3. Should it be considered necessary or advisable by the Owner at any time before final acceptance of the entire Work to make an examination of any part of the Work already completed, by removing or tearing out portions of the Work, the Contractor shall on request promptly furnish all necessary facilities, labor and material to expose the Work to be tested to the extent required. If such Work is found to be defective in any respect, due to the fault of the Contractor or his Subcontractors, he shall defray all the expenses of uncovering the Work, of examination and testing, and of satisfactory reconstruction. If, however, such work is found to meet the requirements of the Contract, the actual cost of the Contractor's labor and material necessarily involved in uncovering the Work, the cost of examination and testing and Contractor's cost of material and labor necessary for replacement shall be paid to the Contractor and he shall, in addition, if completion of the Work has been delayed thereby, be granted a suitable extension of time.

4. The Project Inspector will recommend to the Owner that the Work be suspended when in his judgment the drawings and specifications are not being followed. Any such suspension shall be continued only until the matter in question is resolved to the satisfaction of the Owner. The cost of any such Work stoppage shall be borne by the Contractor unless it is later determined that no fault existed in the

Contractor's Work.

5. The Project Inspector has no authority to and shall not:

a. Authorize deviations from the Contract Documents;

b. Enter into the area of responsibility of the Contractor's superintendent;

c. Issue directions relative to any aspect of construction means, methods, techniques, sequences or procedures, or in regard to safety precautions and programs in connection with the Work;

d. Authorize or suggest that the Owner occupy the project, in whole or in part;

e. Issue a certificate for payment.

H. SUPERINTENDENCE BY CONTRACTOR

1. The Contractor shall have a competent foreman or superintendent, satisfactory to the Owner, on the job site at all times during the progress of the Work. The

Contractor shall be responsible for all construction means, methods, techniques, sequences and procedures, for coordinating all portions of the Work under the

Contract except where otherwise specified in the Contract Documents, and for all safety and worker health programs and practices. The Contractor shall notify the

Owner, in writing, of any proposed change in superintendent including the reason therefor prior to making such change.

2. The Contractor shall, at all times, enforce strict discipline and good order among the workers on the project, and shall not employ on the work any unfit person, anyone not skilled in the work assigned to him, or anyone who will not work in harmony with

PAGE 00 7300-4

those employed by the Contractor, the Subcontractors, the Owner or the Owner's separate contractors and their subcontractors.

3. The Owner may, in writing, require the Contractor to remove from the Work any employee the Owner deems to be incompetent, careless, not working in harmony with others on the site, or otherwise objectionable.

I. ACCESS TO WORK: The Owner, the Owner's inspectors and other testing personnel, and inspectors from the Department of Labor and Industry shall have access to the Work at all times. The Contractor shall provide proper facilities for access and inspection.

J. AVAILABILITY OF MATERIALS: If material specified in the Contract Documents is not available on the present market, alternate materials may be proposed by the Contractor for approval of the Architect.

K. CONTRACTOR'S TITLE TO MATERIALS: No materials or supplies for the work shall be purchased by the Contractor or by any Subcontractor subject to any security interest, installment or sales contract or any other agreement or lien by which an interest is retained by the seller or is given to a secured party. The Contractor warrants that he has clear title to all materials and supplies which he uses in the Work or for which he accepts payment in whole or in part.

L. DEFAULT: In case of failure to deliver goods or services in accordance with the contract terms and conditions, the Community Services Board, after due oral or written notice, may procure them from other sources and hold the Contractor responsible for any resulting additional purchase and administrative costs. This remedy shall be in addition to any other remedies which the Community Services Board may have.

M. AUDIT: The Contractor hereby agrees to retain all books, records, and other documents relative to this contract for five (5) years after final payment, or until audited by the

Community Services Board, whichever is sooner. The agency, its authorized agents, and/or State auditors shall have full access to and the right to examine any of said materials during said period.

N. CONTRACT MANAGEMENT AND ADMINISTRATION: A contract manager will be appointed by the Community Services Board who will be responsible for monitoring contractor performance, resolving contractual issues, and interpreting contractual terms and conditions. Further, the Contract Manager may pursue any issue(s), relating to the contract agreement that results from this solicitation, that are in the best interest of the

Community Services Board. The Contract Manager is not authorized to make or authorize changes to the contract, to approve additional work or expenditures, or to change deliverables or timeframes.

O. CRIMINAL HISTORY: The Community Services Board reserves the right to restrict activities required to provide the services herein to only those persons who are without criminal conviction. This restriction shall not relieve the contractor of any requirements herein. Upon request of the Community Services Board, the contractor shall obtain a criminal history background check on any person, employee or subcontractor used for the delivery of services herein. The Community Services Board may, in its sole decision, determine that an individual possessing a criminal conviction poses no risk or threat to the

PAGE 00 7300-5

Community Services Board, its employees or clients, and may waive this restriction on a case by case basis.

P. SEVERABILITY: Each paragraph and provision of this agreement is severable from the entire agreement, and if any provision is declared invalid, the remaining provisions shall nevertheless remain in effect.

Q. SUBCONTRACTING ENCOURAGED: It is the policy of the Community Services Board to contribute to the establishment, preservation, and strengthening of disadvantaged minority, small and women-owned businesses and to encourage their participation in the

CSB procurement activities. Toward that end, the CSB encourages contractors to provide for the participation of disadvantaged minority businesses, small, and women-owned businesses through partnerships, joint ventures, subcontracts, and other contractual opportunities.

R. SEPARATE CONTRACTS

If a dispute arises between the Contractor and separate contractors as to their responsibility for cleaning up, the Owner may clean up and charge the cost thereof to the respective Contractors in proportion to their responsibility. If a Contractor disputes the

Owner's apportionment of clean-up costs, it shall be that Contractor's burden to demonstrate and prove the correct apportionment.

S. REMOVAL OF DEBRIS: During and at completion of the Work, the Contractor shall prevent site soil erosion, the runoff of silt and/or debris carrying water from the site, and the blowing of debris off the site in accordance with the applicable requirements and standards of the Virginia Erosion and Sediment Control Handbook, latest edition, and of the Contract Documents.

T. PROTECTION OF PERSONS AND PROPERTY

1. The Contractor expressly undertakes, both directly and through its

Subcontractor(s), to take every precaution at all times for the protection of persons and property which may come on the building site or be affected by the Contractor's operation in connection with the Work.

2. The Contractor shall be solely responsible for initiating, maintaining and supervising all safety precautions and programs in connection with the Work.

3. The provisions of all rules and regulations governing safety as adopted by the

Safety Codes Commission of the Commonwealth of Virginia, issued by the

Department of Labor and Industry under Title 40.1 of the Code of Virginia shall apply to all work under this Contract.

4. The Contractor shall continuously maintain adequate protection of all his work from damage and shall protect the Owner's property from injury or loss arising in connection with this Contract. He shall make good any such damage, injury or loss, except such as may be directly due to errors in the Contract Documents or caused by agents or employees of the Owner. He shall adequately protect adjacent property to prevent any damage to it or loss of use and enjoyment by its owners.

He shall provide and maintain all passageways, guard fences, lights and other facilities for protection required by public authority, local conditions, any of the

Contract Documents or erected for the fulfillment of his obligations for the protection of persons and property.

PAGE 00 7300-6

U. CONTRACTOR'S RIGHT TO STOP WORK OR TERMINATE THE CONTRACT: If the

Owner should fail to pay to the Contractor within thirty (30) days when no dispute exists as to the sum, then the Contractor may, upon ten (10) calendar days written notice to the

Owner, stop work or terminate the Contract and recover from the Owner payment for the cost of the Work actually performed, together with overhead and profit thereon, but profit shall be recovered only to the extent that the Contractor can demonstrate that he would have had profit on the entire Contract if he had completed the Work. The Contractor may not receive profit or any other type of compensation for parts of the Work not performed.

The Contractor may recover the cost of physically closing down the job site, but no other costs of termination. The Owner may offset any claims it may have against the

Contractor against the amounts due to the Contractor. In no event shall termination of the

Contract by the Contractor terminate the obligations of the Contractor's surety on its payment and performance bonds.

V. BREACH: In the event of breach by the Contractor, the Community Services Board shall have the right to immediately, or thereafter, terminate the contract. In the alternative, the

Community Services Board may give written notice to the Contractor specifying the breach and providing a period of time in which such breach must be corrected. Should the Community Services Board find that the Contractor has failed to properly cure any breach after being provided with appropriate notification then the Community Services

Board can cause the contractual agreement between the Contractor and the Community

Services Board to be terminated for breach. All remedies provided by law will then apply to those orders or the agreement as a whole. The Community Services Board's failure to exercise its right to terminate for breach under this provision shall not e construed as a waiver of its right to terminate, rescind or revoke a contract in the event of any subsequent breach of any provisions of this Agreement.

W. CANCELLATION OF CONTRACT: The Community Services Board reserves the right to cancel and terminate any resulting contract, in part or in whole, without penalty, upon 60 days written notice to the Contractor. Any contract cancellation notice shall not relieve the

Contractor of the obligation to deliver and/or perform on all outstanding orders issued prior to the effective date of cancellation.

X. OWNER'S RIGHT TO TERMINATE THE CONTRACT FOR CAUSE

1. If the Contractor should be adjudged as bankrupt, or if he should make a general assignment for the benefit of his creditors, or if a receiver should be appointed on account of his insolvency, the Owner may terminate the Contract. If the Contractor should persistently or repeatedly refuse or should fail, except in cases for which extension of time is provided, to supply enough properly skilled workmen or proper materials, or if he should fail to make prompt payment to subcontractors or suppliers of material or labor, or persistently disregards laws, ordinances or the written instructions of the Owner, or otherwise be guilty of a substantial violation of any provision of the Contract, then the Owner may terminate the Contract.

2. Prior to termination of the Contract, the Owner shall give the Contractor and his surety ten (10) calendar days written notice, during which the Contractor and/or his surety may rectify the cause of the termination. If rectified to the satisfaction of the

Owner within said ten (10) days, the Owner may rescind its notice of termination. If it does not, the termination for cause shall become effective at the end of the ten day (10) notice period. In the alternative, the Owner may postpone the effective date of the termination notice, at its sole discretion, if it should receive reassurances

PAGE 00 7300-7

from the Contractor and/or its surety that the causes of termination will be remedied in a time and manner which the Owner finds acceptable. If at any time more than ten (10) days after the notice of termination, the Owner determines that Contractor and/or its surety has not or is not likely to rectify the causes of termination in an acceptable manner or within the time allowed, then the Owner may immediately terminate the Contract for cause by giving written notice to the Contractor and its surety. In no event shall termination for cause terminate the obligations of the

Contractor's surety on its payment and performance bonds.

3. Notice of terminations, whether initial or given after a period of postponement, may be served upon the Contractor and the surety by mail or any other means at their last known places of business in Virginia or elsewhere, by delivery to any officer or management/supervisory employee of either wherever they may be found, or, if no such officer, employee or place of business is known or can be found by reasonable inquiry within three (3) days, by posting the notice at the job site.

Failure to accept or pick up registered or certified mail addressed to the last known address shall be deemed to be delivery.

4. If it should be judicially determined that the Owner improperly terminated this

Contract for cause, then the termination shall be deemed to be a termination for the convenience of the Owner.

5. Termination of the Contract under this section is without prejudice to any other right or remedy of the Owner.

Y. TERMINATION BY OWNER FOR CONVENIENCE

1. Owner may terminate this Contract at any time without cause, in whole or in part, upon giving the Contractor notice of such termination. Upon such termination, the

Contractor shall immediately cease Work and remove from the project site all of its labor forces and such of its materials as Owner elects not to purchase or to assume in the manner hereinafter provided. Upon such termination, the Contractor shall take such steps as Owner may require to assign to the Owner the Contractor's interest in all Subcontracts and purchase orders designated by Owner. After all such steps have been taken to Owner's satisfaction, the Contractor shall receive as full compensation for termination and assignment the following:

a. All amounts then otherwise due under the terms of this Contract,

b. Amounts due for work performed subsequent to the latest Request for

Payment through the date of termination,

c. Reasonable compensation for the actual cost of demobilization incurred by the Contractor as a direct result of such termination. The Contractor shall not be entitled to any compensation for lost profits or for any other type of contractual compensation or damage other than those provided by the preceding sentence. Upon payment of the forgoing, Owner shall have no further obligations to the Contractor of any nature.

2. In no event shall termination for the convenience of the Owner terminate the obligations of the Contractor's surety on its payment and performance bonds.

Z. GUARANTEE OF WORK

1. Except as otherwise specified, all work shall be guaranteed by the Contractor against defects resulting from the use of inferior materials, equipment or workmanship for one (1) year from the date of final acceptance of the entire project by the Owner in writing. Equipment and facilities, which have seasonal limitations

PAGE 00 7300-8

on their operation, shall be guaranteed for one (1) full year from the date of seasonally appropriate tests and acceptance, in writing, by the Owner.

2. If, within the guarantee period, defects are noticed by the Owner which require repairs or changes in connection with the guaranteed work, those repairs or changes being in the opinion of the Owner rendered necessary as the result of the use of materials, equipment or workmanship, which are defective, or inferior or not in accordance with the terms of the contract, then the Contractor shall, promptly upon receipt of notice from the Owner, such notice being given not more than two weeks after the guarantee period expires, and without expense to the Owner:

a. Place in satisfactory condition in every particular all of such guaranteed work and correct all defects therein;

b. Make good all damage to the structure or site or equipment or contents thereof, which is the result of the use of materials, equipment or workmanship which are inferior, defective or not in accordance with the terms of the contracts; and

c. Make good any work or materials or the equipment and contents of structures or the site disturbed in fulfilling any such guarantee.

3. In any case, where in fulfilling the requirements of the Contract or any guarantee embraced in or required thereby, the Contractor disturbs any work guaranteed under contract, he shall restore such work to a condition satisfactory to the Owner and guarantee such restored work to the same extent as it was guaranteed under such other Contract.

4. If the Contractor, after notice, fails to proceed promptly to comply with the terms of the guarantee, the Owner may have the defects corrected and the Contractor and his surety shall b liable for all expense incurred.

5. All special guarantees applicable to definite parts of the work that may be stipulated in the specifications or other papers forming a part of the Contract shall be subject to the term of this section during the first year of the life of such special guarantee.

6. Nothing contained in this section shall be construed to establish a period of limitation with respect to any other obligation which the Contractor might have under the Contract Documents, including liability for defective work under these additional terms and conditions. This paragraph relates only to the specific obligation of the

Contractor contained in this section to correct the work and does not limit the time within which his obligation to comply with the Contract Documents may be sought to be enforced, nor of the time within which proceedings may be commenced to establish the Contractor's liability with respect to his other obligations under this

Contract.

7. In the event the work of the Contractor is to be modified by another Contractor, either before or after the Final Inspection, the first Contractor shall remain responsible in all respect under the Guarantee of Work and under any other warranties provided in the contract or by law. However, the Contractor shall not be responsible for any defects in material or workmanship introduced by the Contractor modifying its work. Both the first Contractor and the Contractor making the modifications shall each be responsible solely for the work done by each. The

Contractor modifying the earlier work shall be responsible for any damage to or defect introduced into the work which it is modifying. If any Contractor shall claim that another Contractor has introduced defects of materials and/or workmanship into the work of the first, it shall be the burden of the Contractor making the claim to clearly demonstrate the nature and extend of such introduced defects and the

PAGE 00 7300-9

responsibility of the other Contractor. Any Contractor modifying the work of another shall have the same burden if he asserts defects to have been caused by the

Contractor whose work he is modifying.

End of Section