25001; Addendum 2 Combined.pdf

Finance Department Tiffany Chapman, Purchasing Supervisor chapmant@fcpsk12.net

1415 Amherst Street www.frederickcountyschoolsva.net 540-662-3889 ext. 88237 Winchester, Virginia 22601

DATE: October 9, 2024

ADDENDUM NO. 2

TO: ALL PROSPECTIVE BIDDERS

REFERENCE: IFB 25001

FOR: Bass Hoover Elementary School Chiller Replacement

DUE DATE/TIME: October 11, 2024 at 11:00a.m.

The referenced Invitation for Bid (IFB) is amended as follows:

1. This solicitation is accepting paper bids via delivery to the address provided in the IFB and electronic bid submissions via eVA. If you submit your bid electronically via eVA prior to any addendum that is posted, you MUST resubmit your bid. Bids submitted prior to the final addendum posted will not be opened.

2. The attached Questions and Answers are being included as part of this addendum.

All other terms and conditions remain unchanged.

Tiffany Chapman Purchasing Supervisor

A D D E N D U M

Bass Hoover Elementary School Pre-bid question responses 10.8.24

1. Attached are contractor questions and responses. The following specification section is also attached.

a. 007300-17 Supplementary general conditions gwhitesell Snapshot gwhitesell Snapshot

Bass-Hoover ES Chiller Replacement Pre-Bid Questions

1. Drawing calls for BACNET integration. Please provide point list and BAS contractor contact information.

a. Response: Existing BAS system is Siemens. Coordinate directly with Siemens for extent of BAS work.

b. Response: Siemens Contact

Mark Powell

Project Manager

Siemens Industry – Smart Infrastructure

5106 Glen Alden Drive

Richmond, VA 23231, USA

Mobile: +1 (804) 454-6928

: mark.powell-jr@siemens.com

2. Provide detail for side stream filters for chiller and cooling tower.

a. See revised sheet M-100 https://url.us.m.mimecastprotect.com/s/EAMdCmZjGNIjW8KOhOhxCR_1LX?domain=google.com https://url.us.m.mimecastprotect.com/s/EAMdCmZjGNIjW8KOhOhxCR_1LX?domain=google.com mailto:mark.powell-jr@siemens.com

SUPPLEMENTARY STANDARD

GENERAL CONDITIONS OF CONTRACT 00800-1 2020-063

SUPPLEMENTARY STANDARD GENERAL CONDITIONS OF CONTRACT

FOR A201 (2017) TRANSACTIONS

FREDERICK COUNTY PUBLIC SCHOOLS

DECEMBER 1, 2018

01. General Conditions:

The “General Conditions of the Contract for Construction”, A.I.A. Document A201-2017, Articles 1-15, inclusive, are a part of the contract and are incorporated herein as modified by the following provisions.

02. Supplements:

The following supplements modify, change, delete, or add to the General Conditions.

Where any part of the General Conditions are modified or voided by these articles, the unaltered provisions of that part shall remain in effect.

ARTICLE 1 – GENERAL PROVISIONS

1.1.1 Delete the last sentence beginning with the word "unless". Add the sentence, “Whenever used in a Contract Document, the term “Contract” or “Agreement” includes all exhibits to the Contract or Agreement. In the event that an exhibit is a Drawing or

Specifications log, the Contract Documents include the drawings or specifications identified in such log.”

1.2.1.1 Add the following new subparagraph: “In the event of conflicts or discrepancies among the Contract Documents other than as described in 3.2.5, interpretations will be based on the following priorities:

1. The Contract for construction (Form A101-2017) (including Exhibits).

2. Addenda, with those of later date having precedence over those of earlier date.

3. These Standard Supplementary General Conditions.

4. The General Conditions of the Contract for Construction (Form A201-2017).

5. Technical Sections of the Specifications found in any Project Manual.

6. Information within appendices bound within any project manual (including the

Invitation to Bid or other procurement documents, if they appear within the project manual).

The Contract Documents do not include the Frederick County Public Schools General

Terms and Conditions document that appears on the Owner’s website, and which is djones Text Box FREDERICK COUNTY PUBLIC SCHOOLS 21320-xx

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applicable to many of the Owner’s business relationships, but which is not applicable to this Contract.

1.2.4 Add a new subparagraph: “References in the Contract Documents to standards including trade associations, federal and military specifications, technical societies, organizations, associations, codes and government authorities, whether specific or by implication shall refer to the latest issue or edition in effect thirty (30) days prior to the date of receipt of bids or date of the Agreement, if there were no bids. The provisions of referenced standards shall not change the duties and responsibilities of the Owner, the Contractor, the Architect or any of their consultants, agents, or employees.”

1.2.5 Add a new subparagraph: “Contractor shall compute dimensions; Contractor shall not obtain dimensions by scaling drawings. In case of any discrepancy between drawings and specifications, Contractor shall consult Architect before proceeding with the Work.

Dimensions provided by the Architect are generally considered nominal and must be verified by the Contractor during the construction period.”

1.5.1 Add, at the beginning, “As between Contractor and Architect,”

1.7 Delete in its entirety. Replace as follows:

“1.7 Use of Document Management System Required:

.1 The Contractor shall use any internet-based document management system prescribed by the Architect. In its sole discretion, the Architect may change document management systems prior to final ratification of the Contract. Any document management software will be free of charge for the Contractor to access and use. The Contractor may also grant access to the document management system, free of charge, to their subcontractors, suppliers, etc.

.2 The Contractor shall utilize the document management system for all submittals to the Architect throughout the Project, except as the Architect may otherwise direct.

.3 The Architect will provide a user guide with specific requirements and instructions. The Contactor may request a copy of this document from the

Architect prior to bid.”

1.8 Add the following subparagraph: “Each of the signatories below warrants and represents that he or she is authorized to bind the party on behalf of whom he or she is signing.”

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ARTICLE 2 – OWNER

2.2 Delete in its entirety and replace as follows: “Owner may terminate this Agreement if for any reason the Board of Supervisors of Frederick County, Virginia, fails to appropriate the funds to Owner to pay for the Project, it being understood by the parties that Owner is subject to Virginia Code § 22.1-91, prohibits a school board from expending or contracting to expend, in any fiscal year, any sum of money in excess of funds available for school purposes for that fiscal year without the consent of the governing body. Both parties believe in good faith that the funds have been or will be appropriated in the immediate future and thereafter to complete the Project. In the event of such Owner termination, therefore, but necessarily limited to funds that may have been appropriated for the Project or to the extent of consent given by the Board of Supervisors of Frederick County, Contractor shall be entitled to receive payment for Work executed, plus costs incurred to cease operations at the Project site, but not including any overhead or profit on the Work not executed. Owner represents that it has requested the Board of Supervisors of Frederick County to take the actions necessary to fund the Project and to appropriate the funds, and that Owner will, in good faith, continue to make such requests for each fiscal year in which the Project is being completed.”

2.3.6 Delete in its entirety and substitute the following: “If the parties use a digital document management system, the Contractor will be responsible for printing its own drawings, specifications, and addenda for execution of the Work."

2.6 Add the following paragraph: “The Owner shall not be responsible for the accuracy of site, surveys, geotechnical reports, asbestos reports, or other site information provided by the Owner. The Contractor shall field verify all conditions and shall notify the

Architect of any discrepancies that will affect the Work.”

ARTICLE 3 – CONTRACTOR

3.2.4 Delete the words "for differences between field measurements or conditions and the

Contract Documents" in the last sentence of the paragraph. The Contractor shall be responsible for verification of all field conditions.”

3.2.5 New subparagraph: "Should conflict occur in Contract Documents and the Contractor does not ask for and obtain a written decision, before the submission of its bid, as to which method or material will be required, then Contractor shall be deemed to have based its bid on the more expensive way of performing the Work, or the better quality or greater quantity of Work. In such an event, Contractor shall perform the Work in djones Text Box FREDERICK COUNTY PUBLIC SCHOOLS 21320-xx

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such more expensive way for the price, and on the terms, contained in the Contract

Documents.”

3.4.2.4 Add new subparagraph: “The Contractor shall disclose in writing the existence and extent of any financial interests, whether direct or indirect, he has in subcontractors and material suppliers which he may propose for the Project.”

3.5.1 Delete the words “except for those inherent in the quality of the Work the Contract

Documents require or permit,” in the first sentence.

3.7.4 Delete in its entirety

3.8.2 Item 3.8.2.2 change to read - "Contractor’s costs for unloading and handling at the site, labor, installation costs, overhead, profit and other expenses contemplated for stated allowance amounts shall be included in the allowances; and"

3.9 SUPERINTENDENT

3.9.2 Delete in its entirety and substitute the following:

“The superintendent employed by the Contractor shall have a minimum of ten (10) years’ successful commercial experience as the primary Superintendent on projects of similar size and complexity as the Work. As soon as practicable after the award of the

Contract, the Contractor shall submit to the Architect and Owner, for their approval

(which shall not be unreasonably withheld) a resume and other supporting documentation showing that the proposed Superintendent is competent and has the minimum work experience required to execute the Work. The Architect and Owner shall notify the Contractor of their approval or disapproval of the proposed superintendent in writing. The Contractor shall not employ on the Work a superintendent to which the Owner or Architect has made reasonable objection. If the

Architect or Owner reasonably disapproves the proposed superintendent, the

Contractor shall propose an alternate superintendent who better meets the qualifications and is better prepared to assume the responsibilities contemplated in this Article.

3.9.3 Delete in its entirety and substitute the following:

“The Contractor shall notify the Architect and Owner in writing of any proposed replacement of an incumbent superintendent. The Contractor shall not replace a

Superintendent without prior written and discretionary approval from the Owner. The requirements contained in this Article shall apply to any proposed replacement superintendent, regardless if the proposed tenure is to be temporary or permanent. The djones Text Box FREDERICK COUNTY PUBLIC SCHOOLS 21320-xx

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Project Manager shall not act as the Superintendent or replacement for the superintendent without written approval from the Owner.”

3.9.4 New Subparagraph: "The Contractor’s superintendent shall give special attention to all phases of work nearing completion, and shall remain on the job site, in active control of work, until all phases of the Work have been completed, tested, cleared, and accepted by the Owner or its representative. The superintendent shall not be a foreman and shall not perform or supervise any manual labor."

3.9.5 New Subparagraph: “Should the superintendent at any lime, in the discretionary opinion of the Architect or Owner, tail to perform his duties satisfactorily, he shall be removed from the project upon request of the Architect or Owner and a suitable replacement employed. The replacement superintendent shall be approved by the

Owner and the Architect under the same terms described in 3.9.2 above.”

3.9.6 New Subparagraph: “The superintendent shall be on site for the duration of the Work, and shall be capable, at a minimum, of the following:

.1 Supervising the tradesmen and any subcontractors.

.2 Reading and interpreting the Contract Documents.

.3 Orderly coordination of his work with the Architect in the daily execution of the Work.

.4 Laying out his work.

.5 Representing the Contractor with the Owner and Architect in the daily execution of the Work.

.6 Controlling and establishing good quality in the completed Work.

3.9.7 New Subparagraph: “The Contractor shall employ a project manager to be assigned to the Work. The project manager employed by the Contractor shall have a minimum of ten (10) years successful commercial experience as project manager on projects of similar size and complexity as the Work. The project manager and any replacement project managers shall be subject to the approval of the Architect and the Owner in the same manner as the Superintendent described above, and may not be removed or replaced except in the same manner and under the same circumstances as described for the Superintendent above. Should the project manager at any lime, in the discretionary opinion of the Architect or Owner, tail to perform his duties satisfactorily, he shall be removed from the project upon request of the Architect or Owner and a suitable replacement employed. The project manager shall not act as the superintendent or replacement for the superintendent without written approval from the Owner.”

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3.10 CONTRACTOR’S CONSTRUCTION SCHEDULES

3.10.1 Delete in its entirety and replace as follows:

“Within fifteen (15) business days of award of the contract, the Contractor shall submit a Construction Schedule to the Architect and Owner for review. The Architect and

Owner shall review the schedule and offer any comments they have in writing within ten (10) business days. Such review and comments shall be for Contractor’s informational purposes only and shall not constitute endorsement of any errors or omissions that may appear in the schedule, nor shall it constitute a review of the

Contractor’s means and methods.

The Construction Schedule shall be a comprehensive, fully developed, horizontal Gantt chart type. The schedule shall begin at the Notice to Proceed date and end no later than the contractual date of final completion. Neither Contract Time, nor the time of any proposed milestone deadline, nor the dates of Substantial Completion or final completion shall be changed by submission of a schedule that shows an early completion date.

.1 Activities: At a minimum, the schedule shall show the following:

.a Activity Duration: Define activities (tasks) so no activity duration is longer than twenty (20) days.

.b Procurement Activities: Include procurement activities as separate activities in the schedule. Procurement activities include, but are not limited to, submittals, approvals, purchasing, fabrication, and delivery.

.c Submittal Review Time: Include review and at least one resubmittal into the schedule for each submittal listed on the Submittal Log in the specifications. Review periods shall be the maximum time allowed by the specifications. There shall be no time extensions granted for submittals that require more than one resubmittal.

.d Startup, Balancing, Testing and Commissioning Activities: Indicate all activities associated with systems and equipment Startup, Balancing, Testing and Commissioning, including training of Owner’s personnel.

Each system and piece of equipment subject to these activities shall be represented as a separate activity in the schedule.

.e Punch Lists, including Above Ceiling Inspections: Indicate punch lists as milestones in the schedule. Include separate activities for completing punch list work within time limits prescribed by the Contract Documents.

.f Substantial Completion: Indicate completion in advance of date established for Substantial Completion, allowing time for Architect's djones Text Box FREDERICK COUNTY PUBLIC SCHOOLS 21320-xx

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administrative procedures necessary for certification of Substantial

Completion.

.g Final Completion: Indicate time for punch list work, submittals and administrative procedures between Substantial Completion and final completion.

.2 Constraints: Include constraints and work restrictions indicated in the Contract

Documents, including the prescribed Monday-Friday work week and Saturday make-up day.

.3 Critical Path: Indicate the critical path tasks throughout the project. Alert the

Owner and Architect if the critical path changes and why it changed.

.4 Float: Indicate float for each activity. The Project owns the float and it may be used by either the Contractor, the Owner, or the Architect without affecting the critical path, and without penalty.

.5 Percent Complete: Indicate percent complete for all activities.”

3.10.4 New Subparagraph: “For purposes of calculating the additional days due to inclement weather, the normal work week for this project shall be Monday through Friday, 8 hours per day. Starting and quitting times will be established at the first jobsite meeting. Saturday will be used as a makeup day for any time lost during the week due to inclement weather or other progress delays. Any Contractor working extended additional hours in a particular week due to his work being behind will be responsible for any overtime costs incurred by the Owner and the Clerk-of- the-Works, who may be required to work these extended hours to support his work. Delays due to a single weather day experienced Monday through Friday will not be allowed if Saturday is utilized or could have been utilized as a makeup day.”

3.11 DOCUMENTS AND SAMPLES AT THE SITE

Delete “upon completion of the Work” and insert “prior to final payment”.

3.12 SHOP DRAWINGS, PRODUCT DATA AND SAMPLES

3.12.10.2 Insert “, but if the Contractor becomes aware of any inadequacy or inaccuracy in such

Contract Documents, he shall bring such inadequacy or inaccuracy to the attention of the Architect.” after “The Contractor shall be entitled to rely upon the adequacy and accuracy of the performance and design criteria provided in the Contract Documents”.

3.12.11 New Subparagraph: “Shop drawings and samples shall be dated and shall contain:

name of project, description or names of equipment, materials and items, and complete identification of locations at which materials or equipment are to be installed. Cut sheets of materials showing items to be used shall be submitted.”

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3.12.12 “Unless otherwise specified, electronic shop drawing submittals are preferred, but if hard copies are submitted, the number of shop drawings, product data, and the number of samples which the Contractor shall submit and, if necessary, resubmit, is the number that the Contractor requires to be retained, plus one which will be retained by the

Architect, plus two that will be retained by the Owner.”

3.15 CLEANING UP

3.15.3 New Subparagraph: “At the conclusion of the Project, Contractor shall clean all areas affected by the work to the satisfaction of the Owner. Contractor shall remove broken or scratched glass and replace with new glass; remove paint droppings, spots, and dirt from finished surfaces; and shall clean plumbing fixtures, hardware, floors, electrical switches and switchplates, and equipment. Contractor shall keep interior of the building free of stored or unattended combustible materials. All glass shall be cleaned

5 days before acceptance by the Owner.”

3.18.1 Delete and replace as follows: “The Contractor shall indemnify, protect, defend and hold harmless the Owner, the Architect, and the consultants, agents and employees of

Owner or Architect (collectively, the “Indemnified Parties”), from and against any and all claims, demands, judgments, or causes of action for loss, damage, injury, fines or penalties of any kind or character (including costs of investigation, other costs, and attorney’s fees) (collectively, “Damages”), to which the Indemnified Parties may be subject, when such Damages directly or indirectly arise out of (a) any breach of any obligation or warranty of Contractor under any Contract Document; or (b) any act or omission of Contractor or a subcontractor, or their agents or employees, in connection with the Work, except when such Damage is caused by the sole negligence of the

Owner or its employees. This indemnity agreement shall impose liability on the

Contactor to the fullest extent permitted by the laws of Virginia, and any provision hereof not permitted by such laws is expressly deleted from said agreement. For the avoidance of doubt, the acts or omissions described in (b) above shall include, without limitation, (i) any act or omission of a person described in providing supervisory, inspection or engineering services, (ii) any act or omission in a person described in connection with any design, application, professional advice or opinion rendered to the

Owner or on the Owner’s behalf, and (iii) any act or omission of a person described in connection with the use or misuse of any substance, material, machinery, hoist, rigging, block, scaffolding, or any and all kinds of equipment whether or not owned, furnished or lent by the Owner.”

3.18.3 Add new subparagraph: “In the event of accidents involving personal injury or property damage, the Contractor shall immediately notify the Owner, furnishing as much data as is available. As soon as practicable, Contractor shall furnish to the Owner a written djones Text Box FREDERICK COUNTY PUBLIC SCHOOLS 21320-xx

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report indicating the extent of the damage, the persons involved, the employer of the persons involved and the number of days each person is hospitalized. Notification of any accident shall not relieve the Contractor of its obligations regarding safety for the

Project.”

3.18.4 Add new subparagraph: “The purchase of insurance by the Contractor shall in no event be construed as a fulfillment or discharge of the obligations set forth in this section.”

3.18.5 Add new subparagraph: “Where the facts or the law relating to any threatened or actual claim would preclude the Indemnified Party from being completely indemnified, the

Indemnified Party will be partially indemnified by the indemnifying party to the fullest extent permitted by the law.”

ARTICLE 4 - ARCHITECT

4.1.1 Add: “In the event that Owner retains an engineer to perform the duties of the architect for a particular Project, the term “Architect” in the Contract Documents shall refer to such engineer.”

4.2.2 Add the following sentence:

“The Contractor shall reimburse the Owner for compensation paid to the Architect for additional site visits made necessary by the fault, neglect or request of the Contractor.”

4.2.8.1 New Subparagraph: “No change in the Work will give rise to an increase in the Contract

Sum without a Change Order, and that the Contractor waives any claim for such an increase based upon unjust enrichment, course of dealings or implied or express acceptance.”

ARTICLE 6 – CONSTRUCTION BY OWNER OR BY SEPARATE CONTRACTORS

6.1.1 Delete “retained under Conditions of the Contract substantially similar to those of this

Contract, including those provisions of the Conditions of the Contract related to insurance and waiver of subrogation.”

ARTICLE 7 - CHANGES IN THE WORK

7.2 CHANGE ORDERS

7.2.2 New Subparagraph: “In subparagraphs 7.1.1, 7.1.2 and 7.1.3, the allowance for overhead in direct labor cost shall be 46.7% (FICA, FUI, SUI, Workmen’s djones Text Box FREDERICK COUNTY PUBLIC SCHOOLS 21320-xx

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Compensation, Vacation, Holidays, Sick, Health Insurance, Life Insurance, 401K); the allowance for overhead in direct material and equipment cost shall be the current sales tax where the project is located; the allowance for overhead and profit combined, included in the total cost to the Owner, shall be based upon the following schedule: For the Contractor, for work performed by his own forces, 20% of the cost: for the

Contractor, for work not performed by his own forces, 10% of the cost; for subcontractors, for work performed by his own forces, 20% of the cost. Cost to which overhead is applied shall be limited to the following: cost of materials, including sales tax and cost of delivery; cost of labor, including social security, and unemployment insurance (labor cost may include a pro rata share of foreman's time only in the case where an extension of contract time is granted due to the change), workman’s compensation insurance, vacation, holidays, sick, health insurance, life insurance, and

401K, rental value of special power tools and equipment required specifically for this work. Rental of tools and equipment required for general work can be charged only in the case where an extension of contract time is granted due to the change. Overhead shall include the following: bond premiums, supervision, superintendence, wages of timekeepers, watchmen and clerks, small tools, incidentals, general office expenses, and all other expenses not included in “cost”. If the net value of a change results in a credit from the Contractor or subcontractor, the credit given shall be the net cost plus overhead and profit. The cost as used herein shall include all items of labor, materials, and equipment.”

7.3.1 Delete in its entirety and substitute the following:

“Construction Change Directives (CCD) - A Construction Change Directive is a written request from the Architect for pricing or, when signed by the Owner, a directive to carry out the work prescribed by the CCD. The Owner, by Construction Change

Directive, without invalidating the Contract, orders changes in the work within the general scope of the Contract consisting of additions, deletions or other revisions, the

Contract Sum and Contract Time being adjusted accordingly by Change Order at a later date. The Owner may sign the CCD, ordering the work to commence, as prescribed in

Item 1. or 2. below:

1. Upon receipt of and agreement to the Contractor's proposed cost/credit and/or adjustment of Contract Time. The Architect has the authority to request cost and time proposals of the Contractor without written consent of the Owner, however, the Owner’s signature is required on the CCD as authorization for the work to proceed. Such a CCD, when signed by the Owner after receipt of the

Contractor’s proposal, shall be recorded as a Change Order.

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2. The Architect and Owner may both sign a CCD to direct the Contractor to proceed with work immediately. Costs and time will be negotiated and agreed to at a later date.

When a CCD is issued by the Architect to request pricing, the Contractor shall submit cost and time proposals within ten (10) business days of the date of the CCD. If work prescribed by the CCD may immediately impact the critical path, the Contractor shall notify the Architect and Owner immediately and shall submit the cost and time proposal in less than ten (10) business days, in order to mitigate or otherwise minimize the impact of the potential change on critical path activities. The Contractor shall track the cost and time proposal using the CCD number only.

The Contractor may initiate a Cost Proposal when he believes there is cause to do so.

Contractor's cost proposals shall be tracked by sequential numbers preceded by “CP”.

The Architect will review and respond to the Contractor-initiated cost proposals within ten (10) business days. Failure of the Contractor to submit a Contractor initiated cost proposal within thirty (30) calendar days of cause for the alleged cost shall render the claim for additional compensation null and void. Once the Architect agrees to the terms of a Contractor initiated Cost Proposal, he shall create a Construction Change Directive

(CCD) and obtain Owner and Contractor signatures as formal approval of the terms of the Cost Proposal. In lieu of a CCD, the Architect may include Contractor initiated Cost

Proposals in a Change Order, as incorporation into the Contract.”

7.3.2 Add the following: “A Construction Change Directive may also be used in the absence of total agreement on cost and time, as provided in Paragraph 7.3.4.

7.3.4 Add “or decease” after “increase” in the first sentence. Add “(including specifically, but without limitation, 7.2.2)” after “Unless otherwise provided in the Contract

Documents”. Delete “Costs of premiums for all bonds and insurance” from 7.3.4.4.

Delete 7.3.4.5 in its entirety. Add: “Calculations preformed under this paragraph shall be subject to the provisions of, and shall be performed in the manner prescribed by, 7.2.2.”

7.3.6 Add “executed by the Owner in accordance with 7.3.1.2” after the word “Directive” in the first sentence.

7.3.7 Add: “Provided, however, that if there exists a Contingency Allowance, or other allowances, from which to draw for the cost of the CCD, then such CCD may not be recorded formally as a Change Order until later in the Project.”

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7.3.10 Add the following to the last sentence: “, but may not be issued until later in the Project if there exists a Contingency Allowance, or other allowances, from which to draw for the cost of the CCD.”

ARTICLE 8 – TIME

8.3 DELAYS AND EXTENSIONS OF TIME - Delete in its entirety and substitute the following:

“8.3 DELAYS AND EXTENSIONS OF TIME

8.3.1 Contract Time stipulated under other sections of the Contract Documents may be extended by Change Order, upon the timely request of the Contractor, to provide an additional work day for each full work day that the Contractor is prevented from working by reason of one or more of the following causes:

.1 Unforeseeable causes beyond the control and without the fault or negligence of the Contractor, including but not limited to, catastrophes and/or acts of God, acts of Separate Contractor in the performance of a separate contract with the

Owner, epidemics, quarantine restrictions, strikes or freight embargoes;

.2 An unusual amount of severe weather to such an extent as to be definitely abnormal and beyond conditions that may be reasonably anticipated. For the purpose of this contract, a total of three (3) working days per calendar month shall be anticipated as "normally bad or severe weather", and such time will not be considered justification for an extension of time: No weather delay extensions will be considered unless, in the opinion of the Architect, the weather condition affected the critical path adequately to justify a delay. Any request for an extension of Contract Time shall be subject to the following conditions:

.a Claims for delay due to inclement weather shall be made by the 10th of the month following the month of the delay. Claims made beyond these time limits shall be null and void, and Contractor shall be deemed to have waived any such claim.

.b No additional compensation for weather delays shall be granted.

.c Requests for extension of time shall be fully documented by including copies of daily logs, letters, shipping orders, delivery tickets, and other supporting information.

.d Normal working days are based on a five day week, Monday through

Friday, 8 hours per day.

.e Delays due to a single weather day experienced Monday through Friday will not be allowed if Saturday is utilized or could have been utilized as a makeup day.

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3. Stoppage of work, ordered by Owner or Architect after request by the

Contractor, for reasons over which Contractor has no control. The Contractor shall, within ten (10) days after the beginning of such delay notify the Owner and Architect in writing of the cause of the delay, and request an extension of

Contract Time under this provision. The Architect will then ascertain the facts and extent of delay, and notify the Contractor within ten (10) working days of the Owner’s decision in the matter. Notice of delay and requests for extension of time shall set forth the cause, and number of additional working days the

Contactor desires the Contract Time extended.

8.3.2 Claims made on grounds other than weather must be made no more than ten (10) calendar days after the commencement of the delay. No claims for extension of time will be considered when based on delays caused by conditions existing at the time bids were received, and of which the Contractor might be reasonably expected to have full knowledge at the time of bidding, or upon delays caused by failure on the part of the

Contactor to anticipate properly the requirements of the Work contracted for as to materials, labor and equipment. All claims for extension of time shall be made in writing to the Architect within the time limits prescribed by the Contract Documents;

otherwise they shall be waived.

8.3.3 Contract Time stipulated under other sections of the Contract Documents may be extended by Change Order to compensate for additional work that Owner may order, provided such work is over and beyond the scope of Work covered by original contract, and is of such nature as to materially affect the date of completion.

8.3.4 All claims for delays shall be evaluated by the Architect using the most recent construction schedule in possession of the Architect at the time of the delay and a construction schedule revised by the Contractor, demonstrating the delay. The schedules must exhibit that the change, or weather, affected critical path tasks or used more than the available float for a task or tasks to justify an extension in contract time.

Where the Contract Documents prescribe phased construction, approved Contract Time extensions shall extend the duration of the phase in which the delay occurred. Durations of other phases will remain unchanged, and the dates of substantial and final completion shall be extended.

8.3.5 With the exception of overhead and profit allowed where changes in the Work occur, no additional compensation will be allowed for time extensions.”

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ARTICLE 9 - PAYMENTS AND COMPLETION

9.3 APPLICATIONS FOR PAYMENT

9.3.4 New subparagraph: “Amount payable monthly shall be ninety-five percent (95%) of amount of work in place, or materials stored on the site on the first day of the month.

In any event, the Owner may decline to reduce or release retainage until the Project is fully completed and accepted by the Owner.”

9.3.5 New subparagraph: “When an application for payment includes products stored off the project site or stored on the project site but not incorporated in the Project, for which no previous payment has been requested, a complete description of such product shall be attached to the application. Suitable storage which is off the project site shall be a bonded warehouse with the stored products properly tagged and identifiable for the

Project. The Owner's written approval shall be obtained before the use of an off-site storage is made. If the size, quantity, and/or type of material or product is such that a bonded warehouse is deemed unsuitable, then, with the Owner's approval, the

Contractor may elect to store certain products on his premises, or to repay a subcontractor or supplier for certain material and products which are to remain on and be stored on the subcontractor's or supplier's premises until needed by the project. In such event, the Contractor shall enter into a security agreement with the subcontractor or supplier under which the Contractor shall be granted a security interest in and to all such material and products fabricated and/or to be supplied by the subcontractor or supplier for this Project and stored on the subcontractor's or supplier's premises. All expenses incurred in this agreement be the responsibility of the Contractor. A copy of each and every agreement shall be filed with the Architect with the first application for payment which requests payment for such material or products.”

9.5.1 Add the following:

".8 if the construction schedule is not properly maintained and/or if revised construction schedules are not submitted to the Owner and the Architect at least twice monthly, coinciding with progress meetings, unless otherwise agreed upon by the Owner and Architect.

.9 failure to process Construction Change Directives, Change Orders, Shop

Drawing submittals, or other material associated with the Contract for

Construction within time limits established by the Contract Documents, or if no time limits are established, within a reasonable amount of time to avoid delays and allow sufficient review time for the Owner and Architect.”

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9.5.2.1 New Subparagraph: “The Owner shall not be in breach for withholding payment so long as it does so in good faith based upon a bona fide dispute. The Contractor may not stop work during the pendency of a bona fide dispute. Until the dispute is resolved, the associated sum shall be placed in escrow.”

9.6.2 Delete in its entirety.

9.10.1.1 New Subparagraph: “When the Contractor is ready for final inspection, he shall give notice to the Architect/Engineer, with a copy to the Owner, in the following words:

“The work on the contact for (show name of project as it appears in the Form of

Agreement), having been fully completed, except as stipulated herein below, it is requested that a final inspection be made promptly by the Architect. The following work is incomplete through no fault or negligence of the Contractor: (list any work the

Contractor regards as exceptionable and after each item substantiate why its incompleteness is not due to his fault or negligence.)”

No final inspection shall be made until such time as the Architect and the Owner have received a letter in the exact form indicated above.”

ARTICLE 10 - PROTECTION OF PERSONS AND PROPERTY

10.2.5 Delete and replace in its entirety as follows: “The Contractor shall promptly remedy damage and loss (other than damage or loss insured under property insurance required by the Contract Documents) to property referred to in Sections 10.2.1.2 and 10.2.1.3 caused in whole or in part by the Contractor, a Subcontractor, a Sub-subcontractor, or anyone directly or indirectly employed by any of them, or by anyone for whose acts they may be liable and for which the Contractor is responsible under Sections 10.2.1.2 and 10.2.1.3, except damage or loss attributable to acts or omissions of the Owner or

Architect or anyone directly or indirectly employed by either of them, or by anyone for whose acts either of them may be liable, and not attributable to the fault or negligence of the Contractor. The foregoing obligations of the Contractor are in addition to the

Contractor’s obligations under Section 3.18.”

10.3.3 Delete in its entirety.

10.3.5 Delete “reimburse” and replace with “indemnify”.

Add the following new paragraphs:

“10.5 GENERAL

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10.5.1 “All phases of work under this contract shall conform to the applicable requirements of the Occupational Safety and Health Act (Public Law 91-956) as adopted by the U.S.

Department of Labor and with the provisions of “Rules and Regulations Governing

Construction, Demolition, and All Excavation”, as adopted by the Safety Codes

Commission of the Commonwealth of Virginia, 1966 (Amended 1970) and issued by the Department of Labor and Industry, P. O. Box 1814, Richmond, Virginia 23214.”

ARTICLE 11 - INSURANCE AND BONDS

(Note: See Changes to Exhibit A for further refinements to insurance and bonding provisions.)

11.1.1 Add: “Add: “The insurance required hereunder shall be written for not less than any limits of liability required by law or by those set forth on Exhibit A, whichever is greater.”

11.2 Delete in its entirety.

11.3 Delete in its entirety.

11.5.2 Delete in its entirety and replace with “The Owner as fiduciary shall have the power to adjust and settle a loss with insurers.”

11.6 New Subparagraph: “The successful bidder, if awarded the contract, shall provide a proper performance and payment bond, as described on Exhibit A.”

ARTICLE 12 – UNCOVERING AND CORRECTION OF WORK

12.1.2 Add: “Requests for uncovering work by the Architect must be authorized in writing by the Owner prior to initiating such operations.”

12.2.1 Replace heading with “Before or After Substantial Completion”. Replace the phrase

“discovered before” with “whether discovered before or after”.

ARTICLE 13 - MISCELLANEOUS PROVISIONS

13.1 Delete in its entirety and replace as follows: “13.1 Governing Law; Forum Selection.

This Contract shall be governed by the laws of the Commonwealth of Virginia, excluding its choice of law rules. Any action for breach of this Contract, for the construction thereof, or arising hereunder, shall be brought only in the Circuit Court for Frederick County, Virginia, or, if federal jurisdiction exists, in the United States

District Court for the Western District of Virginia, at Harrisonburg. Contractor djones Text Box FREDERICK COUNTY PUBLIC SCHOOLS 21320-xx

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consents to the personal jurisdiction of such courts and waives any objection to venue therein. Nothing in this Contract shall be construed to waive any sovereign immunity to which Owner is entitled.”

Add the following new paragraphs:

“13.6 CERTAIN LEGALLY REQUIRED PROVISIONS

13.6.1 The Code of Virginia, Title 2.2, Chapter 43, Part 11 requires each contract for more than $10,000 to include provisions 1 and 2 below. If the Contract Sum is over $10,000, the following provisions are part of this Contract:

.1 During the performance of this contract, the Contractor agrees as follows:

.a The Contractor will not discriminate against any employee or applicant for employment because of race, religion, color, sex or national origin, except where religion, sex or national origin is a bona fide occupational qualification reasonably necessary to the normal operation of the

Contractor. The Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices setting forth the provisions of the nondiscrimination clause.

.b The Contractor, in all solicitations or advertisements for employees placed by or on behalf of the Contractor, will state that such Contractor is an equal opportunity employer.

.c Notices, advertisements and solicitations placed in accordance with federal law, rule or regulation shall be deemed sufficient for the purpose of meeting the requirements of this section.

.2 The Contractor will include the provisions of the foregoing paragraphs a, b, and c in every subcontract or purchase order of over $10,000, so that the provisions will be binding upon each subcontractor or vendor.

13.6.2 If the Contract Sum is over $10,000, the following provisions are part of this Contract:

.1 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 djones Text Box FREDERICK COUNTY PUBLIC SCHOOLS 21320-xx

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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.

.2 For the purposes at this section, “drug-free workplace” means any site for the performance of work done in connection with this Contract, at which the employees 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.

13.6.3 Within seven (7) days of the Contractor’s receipt of amounts paid to Contractor by

Owner for work performed by a subcontractor under this Contract, the Contractor shall:

.a Pay the subcontractor for the proportionate share of the total payment received from Owner attributable to the work performed by the subcontractor under this Contract; or

.b Notify the Owner, Architect, and subcontractor, in writing, of

Contractor’s intention to withhold all or a part at the subcontractor's payment with the reason for nonpayment.

13.6.4 The Contractor shall pay interest to each subcontractor on all amounts owed by the

Contractor that remain unpaid after seven days following receipt by the Contractor of payment from the Owner for work performed by the subcontractor under this Contract, except for amounts withheld as allowed in section 13.6.3.b. Nothing in this Contract shall be construed to make such interest payments an obligation of the Owner. Such interest payments do not constitute a Reimbursable Expense, and Owner will not agree to any modification of the Contract Documents to allow Contractor to recoup such interest payments from Owner.

13.6.5 Unless otherwise provided under the terms of this Contract, interest shall accrue at the rate of one percent per month.

13.6.6 The Contractor shall include in each of its subcontracts a provision requiring each subcontractor to include or otherwise be subject to the same payment and interest requirements with respect to each lower-tier subcontractor.

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13.6.7 Each Contractor or subcontractor who is an individual shall supply their social security number. Each Contactor or subcontractor who is an entity, or who is a sole proprietor with a federal employer identification number, shall provide its federal employer identification number.

13.6.8 Contractor does not, and shall not during the performance of this Contract, knowingly employ an unauthorized alien as defined in the federal Immigration Reform and

Control Act of 1986.

13.6.9 Contractor, if it is organized as a stock or nonstock corporation, limited liability company, business trust, or limited partnership or registered as a registered limited liability partnership, represents and warrants that it is authorized to transact business in the Commonwealth of Virginia as a domestic or foreign business entity if so required by Title 13.1 or Title 50 or as otherwise required by law. If Contractor is required by law to be authorized to transact business in the Commonwealth of Virginia, then it shall not allow its existence to lapse or its certificate of authority or registration to be revoked or cancelled at any time during the term of the Agreement. Owner may void this

Agreement if Contractor fails to remain in compliance with this Section or any term of condition of Virginia Code § 2.2-4311.2.

13.6.10 The Contractor hereby agrees to retain all books, records, and other documents relative to this Contract for three (3) years after final payment, or until audited by the Owner, whichever is sooner. The Owner, its authorized agents, and/or auditors reserve the right to perform or have performed an audit of the records of the Contractor pertaining to this Project and therefore shall have full access to and the right to examine any of said materials within a reasonable period of time during said period.

13.6.11 The Owner does not discriminate against faith-based organizations (as defined under applicable Virginia law).

13.7 The Contractor warrants, represents, and certified that neither the Contractor, its subcontractors, nor any employee of the foregoing who will have direct contact with any of the Owner’s students on the Owner’s property has been convicted of a felony or any offence involving the sexual molestation or physical or sexual abuse of a child.

Contractor further agrees that each proprietor, partner, or employee who will have any contact with Owner’s students on Owner’s property while providing services hereunder

(if any at all) will submit a signed…