24_050 S2188_4 River Exchange Drive Sidewalk.pdf

INVITATION TO BID

24-050

S2188-4 River Exchange Drive Sidewalk

BID DUE DATE & OPENING MARCH 8th, 2024, 2:00 PM EST

VIA ZOOM

h-ps://zoom.us/j/2432328683?pwd=Uk1rLzJNOEoyeWR5UW9xSWxVQm5mZz09&omn=93522443766

Meeting ID: 243 232 8683

Passcode: 761712

+1 312 626 6799 US (Chicago)

+1 646 558 8656 US (New York)

+1 301 715 8592 US (Washington DC)

NON-MANDATORY PRE-BID CONFERENCE ATTENDANCE

Time: FEBRUARY 15TH ,2024, 10:00 AM Eastern Time (US and Canada)

VIA ZOOM

h-ps://zoom.us/j/2432328683?pwd=Uk1rLzJNOEoyeWR5UW9xSWxVQm5mZz09&omn=98799430932

MeeGng ID: 243 232 8683

Passcode: 761712

+1 312 626 6799 US (Chicago)

+1 646 558 8656 US (New York)

+1 301 715 8592 US (Washington DC)

QUESTIONS DUE

FEBRUARY 28TH, 2024, 5:00 P.M.

Bids shall only be accepted online through the Bonfire Portal at:

h�ps://sandysprings.bonfirehub.com/projects/121079/details

Any proposal submitted in any other format (email, paper, fax, mail, etc.) will not be accepted for any reason.

GENERAL INFORMATION:

1. All communications regarding this solicitation must be with the assigned Procurement Agent, Reginald Starling, purchasing@sandyspringsga.gov.

2. All questions or requests for clarification must be sent via Bonfire under Message Vendor

Discussions: h�ps://sandysprings.bonfirehub.com/projects/121079/details . Questions are due no later than February 28th, 2024, 5:00 p.m. Questions received after this date and time may not be answered. There is a pre-bid meeting associated with this solicitation.

3. Questions and clarifications will be answered in the form of an addendum. Any addenda, schedule changes and other important information regarding the solicitation related to this solicitation will be posted on Bonfire website at h�ps://sandysprings.bonfirehub.com/projects/121079/details . It is the

Offeror’s responsibility to check the Bonfire portal for any addendum or other communications related to this solicitation.

4. The form of contract (“Contract”) the City intends to execute with the successful Offeror is included in this ITB. Offerors are urged to read this Model Contract, including exhibits carefully prior to submitting a bid. In general, the City is unable to negotiate or revise contract provisions. If an

Offeror believes certain contract provisions are out of date, not applicable or place an undue burden or cost on the Offeror or the City, the Offeror must address these concerns in writing during the question and answer period. The Procurement Manager will review and determine the appropriate response. If the City determines a change is warranted, an addendum will be posted to this ITB. If a firm is unwilling to execute the Model Contract, whether modified by addendum or not, a bid should not be submitted.

5. The City of Sandy Springs reserves the right to reject all bids and to waive technicalities and informalities, and to make award in the best interest of the City of Sandy Springs.

6. The City of Sandy Springs is not responsible for any technical difficulties. It is highly recommended that all potential contractors submit their quotes prior to the due date of this solicitation.

TERMS & CONDITIONS

1. All applicable Federal and State of Georgia laws and City of Sandy Springs ordinances, licenses and regulations of all agencies having jurisdiction shall apply to Offerors throughout and are incorporated herein.

2. Professionals requiring special licenses shall be licensed in the State of Georgia, and shall be responsible for those portions of the work as may be required by law.

3. No bid shall be accepted from, and no contract will be awarded to, any person, firm, or corporation that (i) is in arrears to the City with respect to any debt, (ii) is in default with respect to any obligation to the City, or (iii) is deemed irresponsible or unreliable by the City.

4. The City shall be able to request of an Offeror satisfactory evidence that it has the necessary financial resources to accomplish the requirements of the contract.

5. From the date this ITB is issued until a firm is selected, Offerors are not allowed to communicate with any staff or elected officials of the City regarding this solicitation, except at the direction of

Reginald Starling, Procurement Agent in charge of this solicitation. Any unauthorized contact may disqualify the Offeror from further consideration. Contact information for the single point of contact is as follows:

Reginald Starling, Procurement Agent

City of Sandy Springs

1 Galambos Way

Sandy Springs, Georgia 30328

Email: purchasing@sandyspringsga.gov

6. While the City has every intention to make an award as a result of this solicitation, issuance of the

ITB in no way constitutes a commitment by the City to award and execute a contract. Upon a determination such actions would be in its best interest, the City, in its sole discretion, reserves the right to:

a. Cancel or terminate this ITB at any time. A notice of cancellation will be issued. If the

ITB is cancelled, the City will not reimburse any Offeror for preparation of its Proposal.

Proposals may be returned upon request if unopened;

b. Reject any or all Bids received, make a contract award based directly on the Proposals received in the best interest of the City, in its sole discretion, or enter into further discussions with one (1) or more Offerors;

c. Waive and/or amend any undesirable, inconsequential, or inconsistent provisions/specifications of this ITB which would not have significant impact on any

Proposal;

d. Make partial award or no award if it is in the best interest of the City to do so; and

e. Terminate any contract if the City determines adequate funds are not available.

DEFINITIONS

SSPWD: Sandy Springs Public Works Department

GDOT: Georgia Department of Transportation

ADA: Americans with Disabilities Act. The federal act that gives civil rights protections to the disabled similar to those provided to individuals based on race, color, sex, national origin, age and religion. It guarantees equal opportunity for individuals with disabilities in public accommodations, employment, transportation, state and local government services and telecommunications.

CONTRACT DOCUMENTS: Contract Agreement. General Conditions, Appendices, Special

Provisions, Technical Specifications, Drawings and Plans, Bidding Documents, Exhibits

EA: Each

GAL: Gallon

LF: Lineal Feet

LS: Lump Sum

SY: Square Yard

TN: Ton

OWNER: City of Sandy Springs

Contractor: The Prime Contractor for the Construction

Project. DOL: U.S. Department of Labor

EXHIBIT A

TO CONTRACT AGREEMENT

SCOPE OF SERVICES

The Contractor shall provide the necessary machinery, tools, apparatus, other means of construction, and all materials and labor specified in the Contract Documents or as necessary to complete the City of Sandy Springs Project S2188-4 River Exchange Drive Sidewalk, to install 10’ wide sidewalk with 5’ landscape strip on the north side of River Exchange Drive from the entrance of Crooked Creek Park north to tie into existing sidewalk.

Please refer to construction plans titled “Sidewalk Gap Fills Segment 4 – River Exchange Drive” dated December 28, 2023 for more detailed information on the scope.

The Contractor must provide traffic control plans for approval by the City prior to Notice to

Proceed. Two way traffic shall continually be maintained throughout the project duration.

Unless otherwise directed, all work performed shall be in accordance with the Georgia

Department of Transportation Standard Specifications, Construction of Transportation Systems

(current edition) – SEE ALSO “SPECIAL PROVISIONS”, AND THE CONSTRUCTION PLANS, PROVIDED

WITH “REQUEST FOR BID” DOCUMENTS. All materials used in the process of completion of the work included in the Contract will be furnished from Georgia Department of Transportation certified suppliers only.

The Contractor must perform at least 51% of work and must be a Georgia Department of

Transportation Prime Prequalified Contractor or Registered Subcontractor.

The Contractor shall be responsible for obtaining any permits and providing the notice to the City of Sandy Springs.

There is no City furnished equipment to be installed by the contractor.

Any contract quantities above the plan quantities will be placed as directed by Engineer. Any quantities paid for under the “miscellaneous construction” pay item will be placed as directed by

Engineer and the contractor will provide a quote for review by the Engineer prior to execution of work.

BIDDING INSTRUCTIONS

Failure to submit the following bid documents may result in the bid being deemed non-responsive and the bid shall be rejected:

City Bid Form

City Qualification Signature and Certification Form

Bid Schedule

Bid Price Certification

E-verify Affidavit under O.C.G.A. 13-10-91(b)(1)

Addenda Acknowledgment

Subcontractor List

Bid Bond (5%)

Upon award of contract the following items shall also be submitted:

Certification of Sponsor Drug Free Workplace

Georgia Security Immigration Compliance Act Affidavit

Certificate of Insurance

Notice to Contractors Compliance with Electrical Safety Provisions

Affidavit verifying Status for City Public Benefit Application

Corporate Certificate

Performance Bond

Payment Bond

BID FORM

(Bidder to sign and return)

TO: PURCHASING MANAGER

CITY OF SANDY SPRINGS

SANDY SPRINGS, GEORGIA 30350

Ladies and Gentlemen:

In compliance with your Invitation To Bid, the undersigned, hereinafter termed the Bidder, proposes to enter into a Contract with the City of Sandy Springs, Georgia, to provide the necessary machinery, tools, apparatus, other means of construction, and all materials and labor specified in the Contract Documents or as necessary to complete the Work in the manner therein specified within the time specified, as therein set forth, for:

S2188-4 River Exchange Drive Sidewalk The Bidder has carefully examined and fully understands the Contract, Specifications, and other documents hereto attached, has made a personal examination of the Site of the proposed Work, has satisfied himself as to the actual conditions and requirements of the Work, and hereby proposes and agrees that if his bid is accepted, he will contract with the City of Sandy Springs in full conformance with the Contract

Documents.

Unless otherwise directed, all work performed shall be in accordance with the Georgia Department of

Transportation Standard Specifications, Construction of Transportation Systems (current edition). All materials used in the process of completion of the work included in the Contract will be furnished from

Georgia Department of Transportation certified suppliers only.

It is the intent of this Bid to include all items of construction and all Work called for in the Specifications, or otherwise a part of the Contract Documents.

In accordance with the foregoing, the undersigned proposes to furnish and construct the items listed in the attached Bid schedule for the unit prices stated.

The Bidder agrees that the cost of any work performed, materials furnished, services provided or expenses incurred, which are not specifically delineated in the Contract Documents but which are incidental to the scope, intent, and completion of the Contract, shall be deemed to have been included in the prices bid for the various items scheduled.

The Bidder further proposes and agrees hereby to promptly commence the Work with adequate forces and equipment within ten (10) calendar days from receipt of Notice to Proceed and to complete all Work within forty-five (60) calendar days from the initial Notice to Proceed.

The Bidder shall be responsible for installing and maintaining the “Best Management Practices” (BMP’s) throughout the term of the project.

If this bid shall be accepted by the City of Sandy Springs and the undersigned shall fail to execute a satisfactory contract in the form of said proposed Contract, and give satisfactory Performance and Payment

Bonds, or furnish satisfactory proof of carriage of the insurance required within ten days from the date of

Notice of Award of the Contract, then the City of Sandy Springs may, at its option, determine that the undersigned abandoned the Contract and there upon this bid shall be null and void, and the sum stipulated in the attached Bid Bond or certified check shall be forfeited to the City of Sandy Springs as liquidated damages.

Bidder acknowledges receipt of the following addenda:

Addendum No. Date Received

Bidder further declares that the full name and resident address of Bidder’s Principal is as follows:

Signed, sealed, and dated this day of

Bidder:

Company Name

Seal

Bidder Mailing Address:

By:

Title: _

By:

Title:

01977500-2

QUALIFICATIONS SIGNATURE AND CERTIFICATION

(Bidder to sign and return)

I certify that this offer is made without prior understanding, agreement, or connection with any corporation, firm, or person submitting a proposal for the same materials, supplies, equipment, or services and is in all respects fair and without collusion or fraud. I understand collusive bidding is a violation of State and Federal

Law and can result in fines, prison sentences, and civil damage awards. I agree to abide by all conditions of the proposal and certify that I am authorized to sign this proposal for the proposer. I further certify that the provisions of the Official Code of Georgia Annotated, Sections 45-10-20 et. seq., have not been violated and will not be violated in any respect.

Authorized Signature Date_

Print/Type Name_______________________________________________________

Email Address

Print/Type Company Name Here_

REQUESTTFOR REFERENCES

INVITATION TO BID # 24-050

S2188-4 River Exchange Drive Sidewalk

All references must be from customers for whom your company has provided projects completed in the last five years of similar scope and services as the specifications of

Invitation to Bid #24-050 S2188-4 River Exchange Drive Sidewalk

References for: _______________________________________

(Company Name)

1. Company ___________________________________________________________________________

Street Address__________________________________________________________________________

City, State & Zip ________________________________________________________________________

Contact Person Name____________________________________________________________________

Phone_________________________________________________________________________________

Email address___________________________________________________________________________

Describe specific job performed and date:

2. Company______________________________________________________________________________

Street Address ___________________________________________________________________________

City, State & Zip __________________________________________________________________________

Contact Person Name______________________________________________________________________

Phone__________________________________________________________________________________

Email address____________________________________________________________________________

Describe specific job performed and date:

3. Company _____________________________________________________________________________

Street Address ___________________________________________________________________________

City, State & Zip __________________________________________________________________________

Contact Person Name _____________________________________________________________________

Phone __________________________________________________________________________________

Email address____________________________________________________________________________

Describe specific job performed and date:

BID SCHEDULE

Item No.

Pay Item Description Estimated Unit Unit Price

Total Price

Qty.

1 150-1000 Traffic Control - Project 1 LS

2 163-0240 Mulch 1 TN

3 165-0010 Maintenance of Temporary Silt Fence, TP A 218 LF

4 171-0010 Temporary Silt Fence, Type A 437 LF

5 210-0100 Grading Complete 1 LS

6 441-0104 Conc Sidewalk, 4 IN 321 SY

7 441-0108 Conc Sidewalk, 8 IN 14 SY

8 441-5002 Concrete Header Curb, 6 IN, TP 2 12 LF

9 441-5004 Concrete Header Curb, 10 IN, TP 4 145 LF

10 515-2020 Decorative Handrail 40 LF

11 610-6515 Remove Highway Sign, Standard 1 EA

12 611-5551 Reset Sign 1 EA

13 643-8200 Barrier Fence (Orange), 4 FT 338 LF

14 700-7000 Agricultural Lime 1 TN

15 700-8000 Fertilizer Mixed Grade 1 TN

16 700-8100 Fertilizer Nitrogen Content 2 LB

17 700-9300 Sod 236 SY

18 999-0001 Miscellaneous Construction Contingency As Directed By Engineer

ALLOW $10,000.00

Total Bid Price:

Total Bid Price in Words:

BID PRICE CERTIFICATION

In compliance with the attached Specification, the undersigned offers and agrees that if this Bid is accepted, by the City Council within one hundred and twenty (120) days of the date of Bid opening, that he will furnish any or all of the Items upon which Prices are quoted, at the Price set opposite each Item, delivered to the designated point(s) within the time specified in the Bid Schedule.

TOTAL BID PRICE: ______________________________________________________________

TOTAL BID PRICE IN WORDS: _____________________________________________________

COMPANY: ___________________________________________________________________

ADDRESS: ____________________________________________________________________

AUTHORIZED SIGNATURE: _______________________________________________________

EMAIL ADDRESS: _______________________________________________________________

PRINT / TYPE NAME: ____________________________________________________________

BID BOND

(BID BOND TO BE RETURNED WITH BID)

KNOW ALL MEN BY THESE PRESENTS, THAT _________________ __________________

(Name of Contractor) _________________

(Address of Contractor) at __________________________________

(Corporation, Partnership and or Individual) hereinafter called Principal, and ________________

(Name of Surety)

(Address of Surety

A corporation of the State of _________________, and a surety authorized by law to do business in the State of Georgia, hereinafter called Surety, are held and firmly bound unto

The City of Sandy Springs Georgia

1 Galambos Way, Sandy Springs, Georgia 30328 herein after referred to as Obligee, in the penal sum of____________________________________ Dollars ($

_______________) in lawful money of the United States, for the payment of which sum well and truly to be made, we bind ourselves, our heirs, executors, administrators and successors, jointly and severally, firmly by these presents.

WHEREAS, the Principal is about to submit, or has submitted, to the City of Sandy Springs, Georgia, a proposal for furnishing materials, labor and equipment for:

24-050 S2188-4 River Exchange Drive Sidewalk

WHEREAS, the Principal desires to file this Bond in accordance with law in lieu of a certified Bidder’s check otherwise required to accompany this Proposal.

NOW, THEREFORE, the conditions of this obligation are such that if the bid is accepted, the Principal shall within ten days after receipt of notification of the acceptance execute a Contract in accordance with the Bid and upon the terms, conditions, and prices set forth in the form and manner required by the City of Sandy

Springs, Georgia, and execute a sufficient and satisfactory

Performance Bond and Payment Bond payable to the City of Sandy Springs, Georgia, each in an amount of

100% of the total Contract Price, in form and with security satisfactory to said the City of Sandy Springs, Georgia, and otherwise, to be and remain in full force and virtue in law; and the Surety shall, upon failure of the Principal to comply with any or all of the foregoing requirements within the time specified above, immediately pay to the City of Sandy Springs, Georgia, upon demand, the amount hereof in good and lawful money of the United States of America, not as a penalty, but as liquidated damages.

PROVIDED, FURTHER, that Principal and Surety agree and represent that this bond is executed pursuant, to and in accordance with the applicable provisions of the Official Code of Georgia Annotated, as Amended, including, but not limited to, O.C.G.A. § 36-91-1, et. seq., and is intended to be and shall be constructed as a bond in compliance with the requirements thereof.

Signed, sealed, and dated this __________ day of ________________________________A.D., 2024

ATTEST:

(Principal Secretary) (Principal)

(SEAL) BY: ___________________________

(Witness to Principal) (Address)

(Address)

(Surety)

ATTEST

BY: _______________________________

(Attorney-in-Fact) and Resident Agent

(Attorney-in-Fact)

(Seal)

(Witness as to Surety)

CONTRACT

For

(“Project”)

Between

CITY OF SANDY SPRINGS, GEORGIA

(“City”) and

(“Contractor”)

ITB # 24-050

TABLE OF CONTENTS

ARTICLE I

THE CONTRACT AND THE CONTRACT DOCUMENTS

1.1 The Contract

1.2 The Contract Documents

1.3 Entire Agreement

1.4 Subletting, Assignment, or Transfer

1.5 No Privity with Others

1.6 Intent and Interpretation

1.7 Ownership of Contract Documents

1.8 Hierarchy of Contract Documents

ARTICLE II

THE WORK

2.1 Contractor Responsibility

2.2 “Work” Defined

2.3 Review of Work

2.4 Workday and Restrictions, Suspension and Interruption

ARTICLE III

CONTRACT TIME

3.1 Time and Liquidated Damages

3.2 Substantial Completion

3.3 Time is of the Essence

ARTICLE IV

CONTRACT PRICE

4.1 The Contract Price

ARTICLE V

PAYMENT OF THE CONTRACT PRICES

5.1 Bid Schedule

5.2 Payment Procedure

5.3 Withheld Payment

5.4 Punch List

5.5 Completion and Final Payment

ARTICLE VI

THE CITY

6.1 City Responsibility

6.2 Right to Stop Work

6.3 City’s Right to Carry Out Work

ARTICLE VII

THE CONTRACTOR

7.1 Duties with Respect to Documents

7.2 Manner of Performance

7.3 Supervision

7.4 Compliance

7.5 Warranty

7.6 Permits, Inspections, Fees and Licenses

7.7 Supervision

7.8 Schedules

7.9 Contract to be Maintained at Project Site

7.10 Shop Drawings, Product Data and Samples

7.11 Cleaning the Project Site and the Project

7.12 Access to Work

7.13 Indemnity

7.14 Means, Methods, Techniques, Sequences, Procedures and Safety

7.15 Separate Contracts

7.16 Maintenance of Contract Cost Records

ARTICLE VIII

CONTRACT ADMINISTRATION

8.1 Claims by the Contractor

ARTICLE IX

SUBCONTRACTORS

9.1 Definition

9.2 Award of Subcontracts

ARTICLE X

CHANGES IN THE WORK

10.1 Changes Permitted

10.2 Change Order Defined

10.3 Changes in the Contract Price

10.4 Effect of Executed Change Order

10.5 Notice to Surety; Consent

ARTICLE XI

UNCOVERING AND CORRECTING WORK

11.1 Uncovering Work

11.2 Correcting Work

11.3 City May Accept Defective or Nonconforming Work

ARTICLE XII

CONTRACT TERMINATION

12.1 Termination by the Contractor

12.2 Termination by the City

ARTICLE XIII

INSURANCE

13.1 Insurance Requirements

ARTICLE XIV

DISPUTES

14.1 Mediation

ARTICLE XV

INDEPENDENT CONTRACTOR

15.1 Relationship between Contractor and City

ARTICLE XVI

COVENANT AGAINST CONTINGENT FEES

16.1 Warranty by Contractor

ARTICLE XVII

MISCELLANEOUS

17.1 Governing Law

17.2 Successors and Assigns

17.3 Surety Bonds

17.4 Notices

EXHIBITS

EXHIBIT A SCOPE OF SERVICES

EXHIBIT B BID SCHEDULE

EXHIBIT C BID PRICE CERTIFICATION

EXHIBIT D NOTICE TO CONTRACTORS - COMPLIANCE WITH TITLE VI OF THE CIVIL RIGHTS ACT

EXHIBIT E CERTIFICATION OF SPONSOR DRUG-FREE WORKPLACE

EXHIBIT F CERTIFICATION OF CONTRACTOR GEORGIA SECURITY AND IMMIGRATION COMPLIANCE

ACT

EXHIBIT G INSURANCE REQUIREMENTS

EXHIBIT H SPECIAL PROVISIONS

EXHIBIT I NOTICE TO CONTRACTORS COMPLIANCE WITH ELECTRICAL SAFETY PROVISIONS

EXHIBIT J AFFIDAVIT VERIFYING STATUS FOR CITY PUBLIC BENEFIT APPLICATION

EXHIBIT K CONTRACTOR AFFIDAVIT UNDER O.C.G.A. § 13-10-91(b)(1)

EXHIBIT L CORPORATE CERTIFICATE

EXHIBIT M ADDENDA

EXHIBIT N SURETY BONDS

EXHIBIT O SUBCONTRACTORS

CONTRACT FOR CONSTRUCTION

THIS AGREEMENT (“Agreement”) is made effective as of execution date of the last party signing this

Agreement by and between the City of Sandy Springs, a Georgia Municipal Corporation, located at 1

Galambos Way (“City” or “Owner”), and __________________ (“Contractor”) under seal for construction of the S2188-4 River Exchange Drive Sidewalk (“Project”);

WHEREAS, the Contractor desires to enter into this Agreement for construction of the Project; and

WHEREAS, the Contractor has represented to the City that it is qualified and experienced to provide such services necessary for construction of the Project; and

WHEREAS, the Contractor has represented that it will comply with all federal, state and local legal requirements imposed on or applicable to the Project;

NOW, THEREFORE, in consideration of the mutual promises and covenants contained herein, it is agreed by and between the Contractor and the City as follows:

ARTICLE I

THE CONTRACT AND THE CONTRACT DOCUMENTS

1.1 The Contract

1.1.1 The Contract between the City and the Contractor, of which this Agreement is a part, consists of the Contract Documents. The Contract shall be effective on the date indicated in the introductory paragraph hereof.

1.2 The Contract Documents

1.2.1 The Contract Documents consist of this Agreement, General Conditions, Special Provisions as attached hereto as EXHIBIT H – SPECIAL PROVISIONS, the Specifications, the Drawings, Bidding

Documents, all Change Orders and Field Orders issued hereafter, the base bid made by the Contractor in response to the City’s Invitation for Bid No. 24-050 (“Bid”), and any other amendments hereto executed by the parties hereafter, together with the following (if any):

Documents not enumerated in this Paragraph 1.2 are not Contract Documents and do not form a part of this Contract.

1.3 Entire Agreement

1.3.1 The Contract constitutes the entire and exclusive agreement between the City and the

Contractor with reference to the Project. The Contract may be modified only by written Change Order or Field Order issued in accordance herewith. No oral representations or conduct by the Owner or any of its representatives, employees or agents shall be sufficient to modify the terms of the Contract.

1.4 Subletting, Assignment, or Transfer

1.4.1 It is understood by the parties to this Contract that the Work of the Contractor is considered personal by the City. The Contractor agrees not to assign, sublet, or transfer any or all of its interest in this Contract without prior written approval of the City.

1.4.2 The City reserves the right to review all subcontracts prepared in connection with the Contract, and the Contractor agrees that it shall submit to the City proposed subcontract documents together with Subcontractor cost estimates for the City’s review and written concurrence in advance of their execution.

1.4.3 All subcontracts entered into by the Contractor for performance of Work under the Contract shall include or incorporate the provisions set forth in this Contract in their entirety.

1.5 No Privity with Others

1.5.1 Nothing contained in this Contract shall create, or be interpreted to create, privity or any other contractual agreement between the City and any person or entity other than the Contractor.

1.6 Intent and Interpretation

1.6.1 The intent of this Contract is to require complete, correct and timely execution of the Work.

Any Work that may be required, implied or inferred by the Contract Documents, or any one (1) or more of them, as necessary to produce the intended result shall be provided by the Contractor for the Contract Price, as hereinafter defined.

1.6.2 This Contract is intended to be an integral whole and shall be interpreted as internally consistent. What is required by any one (1) Contract Document shall be considered as required by the

Contract.

1.6.3 When a word, term or phrase is used in this Contract, it shall be interpreted or construed, first, as defined herein; second, if not defined, according to its generally accepted meaning in the construction industry; and third, if there is no generally accepted meaning in the construction industry, according to its common and customary usage.

1.6.4 The words include, includes, or including, as used in this Contract, shall be deemed to be followed by the phrase, without limitation.

1.6.5 The specification herein of any act, failure, refusal, omission, event, occurrence or condition as constituting a material breach of this Contract shall not imply that any other, non-specified act, failure, refusal, omission, event, occurrence or condition shall be deemed not to constitute a material breach of this Contract.

1.6.6 Words or terms used as nouns in this Contract shall be inclusive of their singular and plural forms, unless the context of their usage clearly requires a contrary meaning.

1.6.7 The Contractor shall have a continuing duty to read, carefully study and compare each of the

Contract Documents, the shop drawings and the product data and shall give written notice to the City of any inconsistency, ambiguity, error or omission which the Contractor may discover with respect to these documents before proceeding with the Work or any part thereof. The issuance or the express or implied approval by the City of the Contract Documents, shop drawings or product data shall not relieve the Contractor of the continuing duties imposed hereby, nor shall any such approval be evidence of the Contractor’s compliance with this Contract. THE CITY MAKES NO REPRESENTATION

OR WARRANTY OF ANY NATURE WHATSOEVER TO THE CONTRACTOR CONCERNING THE DOCUMENTS

FOR THE PROJECT, INCLUDING THE DRAWINGS AND SPECIFICATIONS FOR THE PROJECT. By the execution hereof, the Contractor acknowledges and represents that it has received, reviewed and carefully examined such documents, has found them to be complete, accurate, adequate, consistent, coordinated and sufficient for construction, and that the Contractor has not, does not, and will not rely upon any representation or warranties by the City concerning such documents as no such representation or warranties have been or are hereby made.

1.6.8 Neither the organization of any of the Contract Documents into divisions, sections, paragraphs, articles, (or other categories), nor the organization or arrangement of the design, shall control the Contractor in dividing the Work or in establishing the extent or scope of the Work to be performed by Subcontractors.

1.7 Ownership of Contract Documents

1.7.1 The Contractor may be provided, have access to or become aware of the City’s Confidential

Information including the City’s strategic plans, employee data, customer data and other technical and business information of the City (collectively referred to as the “Confidential Information”). The term Confidential Information includes the deliverables as well as all information generated by the

Contractor that contains, references or is derived from the Confidential Information and the Services including, without limitation, the Contractor’s summaries, analysis, extracts, working papers and notes relating to the Services and the Deliverables (referred to as the “Working Papers”). The

Contractor agrees not to disclose the Confidential Information to third parties without the prior written approval of the City and not to make use of the Confidential Information other than as needed to perform the Services. The Contractor further agrees that it will only disclose the Confidential

Information to its personnel on a need-to-know basis solely for the performance of the Services and will protect the Confidential Information with the same degree of care that the Contractor uses to protect its own confidential information, but no less than reasonable care or as the various laws may require or impose.

All Confidential Information as well as other documents, data and information provided to the

Contractor by the City is and will remain the property of the City to the extent that it was the property of the City at the time it was provided to the Contractor.

All Confidential Information shall be returned to the City by the Contractor within five (5) business days of the completion of the Services under this Contract or termination of the Contract. The

Contractor will keep no copies of the Confidential Information except that the Contractor may retain one (1) copy of the Working Papers as required by law, regulation, professional standards or reasonable business practice. If requested by the City, an officer of the Contractor will certify in writing that, to the best of his/her knowledge, information and belief, all Confidential Information and all copies thereof (except for one (1) copy of the Working Papers) have been delivered to the City or destroyed.

The Contract Documents, and each of them, shall remain the property of the City. The Contractor shall have the right to keep one (1) record set of the Contract Documents upon completion of the Project;

provided, however, that in no event shall Contractor use, or permit to be used, any or all of such

Contract Documents on other projects without the City’s prior written authorization.

1.8 Hierarchy of Contract Documents

1.8.1 In the event of any conflict, discrepancy, or inconsistency among any of the Contract

Documents, the following hierarchy shall control: (a) as between figures given on Drawings and the scaled measurements, the figures shall govern; (b) as between large scale Drawings and small scale

Drawings, the large scale shall govern; (c) as between Drawings and Specifications, the requirements of the Specifications shall govern; (d) as between this Agreement and the General Conditions, Special

Provisions, the Specifications, the Drawings, or Bidding Documents , the requirements of this

Agreement shall govern. As set forth hereinabove, any and all conflicts, discrepancies, or inconsistencies shall be immediately reported to the City in writing by the Contractor. If after application of the above, the conflict, discrepancy, or inconsistency cannot be resolved, the

Contractor shall be obligated to perform in accordance with the most stringent requirement and/or provide the greater scope of Work as such resolution.

ARTICLE II

THE WORK

2.1 Contractor Responsibility

2.1.1 The Contractor shall perform all of the Work required, implied or reasonably inferable from, this Contract.

2.2 “Work” Defined

2.2.1 The term “Work” shall mean whatever is required of the Contractor to perform and complete its duties under this Contract, including the following: construction of the whole or a designated part of the Project; furnishing of any required surety bonds and insurance; and the provision or furnishing of all labor, supervision, services, materials, supplies, equipment, fixtures, appliances, facilities, tools, transportation, storage, power, permits, licenses, fuel, heat, light, cooling, and utilities and any other thing or service required of the Contractor to complete this Contract. The Work to be performed by the Contractor is generally described in EXHIBIT A, SCOPE OF SERVICES, attached hereto and incorporated herein.

2.3 Review of Work

2.3.1 Authorized representatives of the City, GDOT, and affected state and federal agencies may at all reasonable times have access to review and inspect the Work, activities and Contractor’s records and data prepared or collected under the terms of the Contract and any amendments thereto, including but not limited to, all reports, drawings, studies, specifications, estimates, maps, and computations, prepared by or for the City.

2.4 Workday and Restrictions

2.4.1 Normal workday for the Work shall be from 8:00 A.M. to 5:00 P.M. and the normal work week shall be Monday through Friday. The City will consider extended workdays or work weeks upon written request on a case-by-case basis. The City may restrict work hours in certain locations or at certain times of the day. No work will be allowed on national holidays (i.e., Memorial Day, July 4th, Labor Day, etc.).

ARTICLE III

CONTRACT TIME

3.1 Time and Liquidated Damages

3.1.1 The Contractor shall not proceed to furnish such services and the City shall not become obligated to pay for same until a written authorization to proceed (“Notice to Proceed”) has been sent to the Contractor from the City. The Contractor shall commence the Work no later than ten (10) days after the effective date of the Notice to Proceed and shall achieve Substantial Completion of the Work, as hereinafter defined. Failure to achieve Substantial Completions by the time specified will result in the assessment of Liquidated Damages at the rate of $500 per calendar day. The Contractor shall achieve Substantial Completion of the Work no later than 60 calendar days from the date on which the City issues the Notice to Proceed. This shall constitute the Contract Time. The Work shall be carried on continuously and expeditiously, it being understood, however, that this Contract may be extended or continued in force by the parties hereto by Change Order as provided herein.

3.1.2 The Contractor shall pay the City the liquidated damages in the amount of $500.00 per day for each and every calendar day of unexcused delay in achieving Substantial Completion beyond the date set forth herein for Substantial Completion of the Work. Any such sums due and payable hereunder by the Contractor shall be payable to the City, not as a penalty, but as liquidated damages representing a reasonable estimate of damages likely to be sustained by the City by reason of such unexcused delay, estimated at or before the time of executing this Contract. When the City reasonably believes that Substantial Completion will be inexcusably delayed, the City shall be entitled, but not required, to withhold from any amounts otherwise due the Contractor an amount then believed by the City to be adequate to recover liquidated damages applicable to such delays. If the Contractor should recovery such delay in achieving Substantial Completion, or any part thereof, for which the City has liquidated damages, the City shall promptly release to the Contractor those funds withheld, but no longer applicable, as liquidated damages.

3.2 Substantial Completion

3.2.1 Substantial Completion shall mean the stage of the Contractor’s performance under the

Contract, as determined in the City’s sole and absolute discretion, when the Work is sufficiently complete allowing the newly constructed facilities to be occupied by the City and used for their intended purpose. The City and Contractor may agree to declare portions of the Work substantially complete and allow the City to occupy and use such portions by written agreement. However, absent such agreement, partial use or occupancy of the Work shall not result in the Work being deemed substantially complete, and such partial use or occupancy shall not be evidence of Substantial

Completion.

3.3 Time is of the Essence

3.3.1 The Contractor’s timely performance of the Work, and all limitations of time related thereto as set forth in the Contract Documents are of the essence of this Contract.

ARTICLE IV

CONTRACT PRICE

4.1 The Contract Price

4.1.1 The total Contract amount for the Project (the “Contract Price”) is $__________________

Dollars and is set forth in detail the bid schedule (“Bid Schedule”) attached hereto as EXHIBIT B, BID

SCHEDULE and incorporated herein. The Contract Price shall be certified by the Bid Price Certification

(“Bid Price Certification”) attached hereto as EXHIBIT C, BID PRICE CERTIFICATION and incorporated herein. Payment to the Contractor of the Contract Price pursuant to the Bid Schedule, as may be adjusted by Change Order in accordance with the Contract, shall be full payment for the complete scope of Work provided for in the Contract. The Contract Price shall not be modified except by Change

Order as provided in this Contract.

ARTICLE V

PAYMENT OF THE CONTRACT PRICE

5.1 Bid Schedule

5.1.1 The Contractor shall invoice and be paid pursuant to the Bid Schedule contained in the

Contract Documents.

5.2 Payment Procedure

5.2.1 The City shall pay the Contract Price to the Contractor as provided below.

5.2.2 Based upon the Contractor’s invoices for payment submitted to the City, the City shall make progress payments to the Contractor on account of the Contract Price.

5.2.3 On or before the 5th day of each month after commencement of the Work, the Contractor shall submit an invoice for Work satisfactorily completed pursuant to the Bid Schedule. The invoice shall be in such form and manner, and with such supporting data and content, as the City may require, including a fully executed Contractor’s Interim Claim Waiver and Release Upon Progress Payment, attached hereto as Exhibit P. Contractor’s submission of such fully executed Contractor’s Interim

Claim Waiver, shall be an express condition precedent to the City’s obligation to pay any invoice submitted by the Contractor under this Subparagraph. Therein, the Contractor may request payment for ninety percent (90%) of that portion of the Contract Price properly allocable to the Work properly provided, including labor, materials and equipment properly incorporated into the Work plus ninety percent (90%) of that portion of the Contract Price properly allocable to materials or equipment properly stored on-site (or elsewhere if approved in advance in writing by the City) for subsequent incorporation into the Work, less the total amount of previous payments received from the City.

Payment for stored materials and equipment, whether such materials are stored on or off the Project site, shall be conditioned upon the Contractor’s proof satisfactory to the City, that the City has title to such materials and equipment, that such materials and equipment have been properly stored and secured, and that the Contractor has in effect proper insurance providing for the replacement of such stored materials or equipment in the event of damage or theft. Such invoice shall be signed by the

Contractor and shall constitute the Contractor’s representation that the Work has progressed to the level for which payment is requested in accordance with the Contractor’s construction schedule, that the Work has been properly installed or performed in full accordance with this Contract, and that the

Contractor knows of no reason why payment should not be made as requested. Thereafter, the City will review the invoice and may also review the Work at the Project Site or elsewhere to determine whether the quantity and quality of the Work is as represented in the invoice and is as required by this Contract. The City shall make partial payments on account of the Contract Price to the Contractor within thirty (30) days following receipt of each invoice. The amount of each partial payment shall be the amount approved for payment less such amounts, if any, otherwise owing by the Contractor to the City or which the City shall have the right to withhold as authorized by this Contract. The City shall not be precluded from the exercise of any of its rights as set forth in Paragraph 5.3 herein below;

PROVIDED, HOWEVER, that when fifty (50) percent of the Contract Price, including Change Orders and other additions to the Contract Price, provided for by the Contract Documents is due, and the manner of completion of the Work and its progress are reasonably satisfactory to the City, the City shall withhold no more retainage. At the discretion of the City, and with the approval of the Contractor, the retainage of any Subcontractor may be released separately as the Subcontractor completes its

Work. If, however, after discontinuing the retention, the City determines that the Work is unsatisfactory or has fallen behind schedule, retention may be resumed at the previous level. If retention is resumed by the City, the Contractor and Subcontractors shall be entitled to resume withholding retainage accordingly. The rights of the City set forth herein to withhold retainage are in addition to all of the other rights and remedies of the City set forth in this Contract.

5.2.4 The Contractor warrants that upon submittal of an invoice, all Work for which payments have been received from the City shall be free and clear of liens, claims, security interest or other encumbrances in favor of the Contractor or any other person or entity whatsoever.

5.2.5 The Contractor shall promptly pay each Subcontractor out of the amount paid to the

Contractor on account of such Subcontractor’s Work, the amount to which such Subcontractor is entitled. In the event the City becomes informed that the Contractor has not paid a Subcontractor as herein provided, the City shall have the right, but not the duty, to issue future checks in payment to the Contractor of amounts otherwise due hereunder naming the Contractor and such Subcontractor as joint payees. Such joint check procedure, if employed by the City, shall create no rights in favor of any person or entity, including the payees named on any joint check, and shall not be deemed to commit the City to repeat the procedure in the future.

5.2.6 No progress payment, nor any use or occupancy of the Project by the City, shall be interpreted to constitute an acceptance of any Work not in strict accordance with this Contract.

5.3 Withheld Payment

5.3.1 The City may refuse to make any payment, may withhold payment of any funds, and, if necessary, may demand the return of some or all of the amounts previously paid to the Contractor, to protect the City from loss because of:

(a) defective Work not remedied by the Contractor or, in the opinion of the City, unlikely to be remedied by the Contractor;

(b) claims of third parties against the City or the City’s property;

(c) failure by the Contractor to pay Subcontractors or others in a prompt and proper fashion;

(d) evidence that the balance of the Work cannot be completed in accordance with the

Contract for the unpaid balance of the Contract Price;

(e) evidence that the Work will not be completed in the time required for Substantial

Completion or final completion;

(f) Contractor’s persistent failure to carry out the Work in accordance with the Contract;

(g) damage to the City or a third party to whom the City is, or may be, liable.

In the event that the City makes written demand upon the Contractor for amounts previously paid by the City as contemplated in this Subparagraph 5.3.1, the Contractor shall promptly comply with such demand.

5.4 Substantial Completion and Punch List

5.4.1 When the Contractor believes that the Work is substantially complete, the Contractor shall so notify the City in writing. Upon receipt of Contractor’s notice, the City shall conduct an inspection of the Work to determine whether the Contractor has achieved Substantial Completion. If the City finds that the Contractor has failed to achieve Substantial Completion, the City shall provide Contractor written notice describing the reasons for the City’s decision. In such event, Contractor shall address the matters set forth in the City’s notice and, once fully addressed, again provide notice to the City as provided herein. If the City deems the Work is substantially complete, the City shall prepare and the parties shall execute a Certificate of Substantial Completion affixing the date of Substantial

Completion and establishing the obligations of the Contractor and City after such date. The Contractor and the City shall inspect the Work and attach to the Certificate of Substantial Completion a list of items to be completed or corrected (the “Punch List”). The Contractor shall complete all items on the

Punch List within twenty-one (21) calendar days from the date of issuance of the Punch List by the

City.

5.4.2 Upon the City’s determination that Contractor has achieved Substantial Completion and the issuance of the Certificate of Substantial Completion, including attaching the Punch List, the City shall pay the Contractor an amount sufficient to increase total payments to the Contractor to one hundred percent (100%) of the Contract Price less an amount, to be determined in the sole discretion of the

City, equal to two hundred percent (200%) of the reasonable value of the cost to complete the Punch

List, to complete any and all incomplete Work, to correct and bringing into conformance any and all defective or nonconforming Work, and to resolve or settle all unsettled claims.

5.5 Final Completion and Final Payment

5.5.1 When Contractor has completed all items on the Punchlist, including completing all incomplete Work and correcting all defective or nonconforming Work and the Work is in full compliance with the Contract, the Contractor shall provide the City written notice thereof. Upon receipt of Contractor’s notice, the City shall conduct an inspection of the Work to determine whether the Contractor has completed such items. If the City finds that the Contractor has failed to complete such items the City shall provide Contractor written notice describing the reasons for the City’s decision. In such event, Contractor shall address the matters set forth in the City’s notice and, once fully addressed, again provide notice to the City as provided herein. If the City finds the Contractor has completed all items on the Punchlist, including completing all incomplete Work and correcting all defective or nonconforming Work and that the Work is in full compliance with the Contract, the City shall declare final completion of the Work. Thereupon, the Contractor will submit it final invoice for the amounts withheld as provided in Subparagraph 5.4.2 and the City shall make final payment to the

Contractor as provided for herein, provided however, the City may retain liquidated damages as provided in Subparagraph 5.5.1.1 and a reasonable amount, which shall be determined in its sole and absolute discretion, as may be required to resolve or settle any unsettled claims. Guarantees required by the Contract shall commence on the date of final completion of the Work.

5.5.1.1 If the Contractor fails to achieve final completion of the Work within the time fixed therefor in Subparagraph 5.4.1, the Contractor shall pay the City liquidated damages in the amount of $500.00 per day for each and every calendar day of unexcused delay in achieving final completion beyond such date. Any sums due and payable hereunder by the Contractor shall be payable, not as a penalty, but as liquidated damages representing a reasonable estimate of damages likely to be sustained by the

City as a consequence of such delay, estimated at or before the time of executing this Contract. The

City shall be entitled to retain such liquidated damages from the Contractor’s final payment as provided in Subparagraph 5.5.1.

5.5.2 As a condition precedent to the City’s obligation to make final payment, the Contractor shall submit to the…