26_044 Mountain Creek Road Maintenance Phase .pdf

INVITATION TO BID

26-044 Mountain Creek Road Maintenance Phase 2 Project

BID DUE DATE & OPENING April 6, 2026, 2:00 PM EST Microsoft Teams Meeting https://teams.microsoft.com/meet/210

Meeting ID: 210 544 183 947 94 Passcode: 55yR2Cn9

Dial in by phone

+1 872-242-8893,,307376574# United States, Chicago

Find a local number Phone conference ID: 307 376 574#

QUESTIONS DUE

March 20, 2026, 5:00 P.M.

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

https://sandysprings.bonfirehub.com/projects/225477/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, Edward S McAdoo III(, emcadoo@sandyspringsga.gov.

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

Discussions: https://sandysprings.bonfirehub.com/projects/225477/details Questions are due no later than March 20, 2026, 5:00 p.m. Questions received after this date and time may not be answered. There is not 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 https://sandysprings.bonfirehub.com/projects/225477/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 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 If an Offeror believes certain contract provisions are out of date, not applicable or place an undue burden or cost on the Offeror or the City, the Offeror must address these concerns in writing during the question-and-answer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 Director will review and determine the appropriate response. If https://teams.microsoft.com/meet/21054418394794?p=vGhRfNBpEMb8w7G5BK tel:+18722428893,,927953787 https://dialin.teams.microsoft.com/7bde058e-8d3a-4017-a0fb-43e6decc2529?id=927953787 https://sandysprings.bonfirehub.com/projects/207296/details mailto:emcadoo@sandyspringsga.gov https://sandysprings.bonfirehub.com/projects/207296/details https://sandysprings.bonfirehub.com/projects/207296/details the City determines a change is warranted, an addendum will be posted to this ITB. If a firm is unwilling to execute the 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 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

Edward S McAdoo III(, 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:

Edward S McAdoo III(, Procurement Agent City of Sandy Springs 1 Galambos Way Sandy Springs, Georgia 30328 Email: emcadoo@sandyspringsga.gov

6. All Offerors are hereby notified that any digital content, applications, websites, or technology services provided under this solicitation must comply with the accessibility standards established under the Americans with Disabilities Act (ADA) and Web Content Accessibility Guidelines (WCAG)

2.1 Level AA. Offerors must demonstrate their ability to deliver products and/or services that are accessible to individuals with disabilities, including compatibility with assistive technologies such as screen readers, keyboard navigation, and voice recognition tools.

7. 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:

mailto:emcadoo@sandyspringsga.gov

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

PSI: Pounds Per Square Inch

GL: 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

MUTCD: Manual on Uniform Traffic Control Devices

SCOPE OF SERVICES

This project involves the installation of Centrifugally Cast Concrete Pipe (CCCP) to approximately 90 linear feet (LF) of 60" Corrugated Metal Pipe (CMP), removal and installation of the downstream headwall, installation of stream bed protection in the downstream section, installation of black coated handrail, site grading, and erosion control.

The contractor is required to submit a traffic control plan for the City's review and approval prior to lane closures. During construction one lane of the roadway must be open at all times.

The contractor is responsible for linking to the permitted City Project as well as applying for a Right-of-Way Utility Permit. Detailed daily reports, including photographs, will be required as part of this project.

Please refer to construction plans titled "Mountain Creek Rd Maintenance Project" by Pond

Engineering dated July 25, 2025.

The Contractor must be GDOT pre-qualified contractor.

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.

The selected contractor shall be able to start work within ten (10) calendar days after the “Notice to Proceed” is issued. The time of completion for the project is ninety (90) calendar days from the date of the “Notice to Proceed.”

Work hours for the project are between 8:00 AM-5:00 PM Monday through Friday.

Contractor Shall not be permitted to be working on the following Government Holidays: (New Years Day Holiday, Martin Luther King Jr. Day Holiday, Presidents Day Holiday, Memorial Day Holiday, Independence Day, Labor Day Holiday, Columbus Day Holiday, Thanksgiving Day Holiday, Day After Thanksgiving Holiday, and Christmas Day Holiday)

TIMELINE OF EVENTS

Event Date

ITB Release Date March 5, 2026

Deadline for Inquiries March 20, 2026

ITB Due Date April 6, 2026

ITB Evaluations TBD

Final Selection TBD

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 Certification of Sponsor Drug Free Workplace Georgia Security Immigration Compliance Act Affidavit Notice to Contractors Compliance with Electrical Safety Provisions Affidavit verifying Status for City Public Benefit Application Corporate Certificate GA DOT Pre-Qualified Contractor License Business License Bid Bond (5% of Bid Price) (If Bid Price Exceeds $100,000) Certificate of Insurance (Proof of Insurance)

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

Performance Bond Payment Bond Signed Contract

BID FORM

(Bidder to sign and return)

TO: PURCHASING DIRECTOR

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:

ITB 26-044 Mountain Creek Road Maintenance Phase 2 Project

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 begin planting procedures within one-hundred twenty (120) calendar days of the effective date on the 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_

REQUEST FOR REFERENCES

INVITATION TO BID # 26-044

6880 Riverside Drive Detention Pond Improvements

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 #26-044 Mountain

Creek Road Maintenance Phase 2 Project

References for: _______________________________________

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: _________________________________________________

PROJECT TITLE:

PAY ITEM # ITEM QUANTITY UNITS UNIT COST TOTAL

151-0000 MOBILIZATION AND DEMOBILIZATION 1.00 LS

643-8200 BARRIER FENCE (ORANGE), 4 FT 135.00 LF

150-0000 TRAFFIC CONTROL 1.00 LS

MATERIAL TESTING AND INSPECTION (EARTHWORK

INSPECTION, CENTRIFUGALLY CAST CONCRETE INSPECTION

(REFER TO SPECIFICATION FOR DETAIL), SOIL COMPACTION

TEST, FIELD CONCRETE TEST AND CONCRETE COMPRESSIVE

TEST)

1.00 LS

210-0100 GRADING COMPLETE (INCLUDE DEMO) 1.00 LS

163-0301 CONSTRUCT AND REMOVE CONSTRUCTION EXITS 1.00 LS

161-0000 DUST CONTROL (<1 AC) 1.00 LS

163-0240 MULCH 3.00 TN

171-0030 TEMPORARY SILT FENCE, TYPE C 135.00 LF

165-0030 MAINTENANCE OF TEMPORARY SILT FENCE, TP C 135.00 LF

163-0232 TEMPORARY GRASSING 0.05 AC

163-0541 CONSTRUCT AND REMOVE ROCK FILTER DAMS 1.00 EA

165-0110 MAINTENANCE OF ROCK FILTER DAM 1.00 EA

700-9300 SOD 165.00 SY

700-7000 AGRICULTURAL LIME 0.10 TN

700-8000 FERTILIZER MIXED GRADE 0.01 TN

999-0048 GABION BASKET WITH TP III STONE FILLED AND WOVEN

GEOTEXTILE AT BOTTOM OF STREAM

1240.00 SF

515-2015 GALV STEEL PIPE HANDRAIL - PAINTED TO MATCH PHASE 1 99.00 LF

CENTRIFUGALLY CAST CONCRETE PIPE (CCCP) LINING +

MATERIAL (60")

90.00 LF

500-3015

CLASS AA-1 CONCRETE, RETAINING WALL (TYPE II FINISHES,

SEE DRAWING FOR DETAIL)

50.00 CY

511-1000 BAR REINF STEEL 6667.00 LB

Sub Total -$

CONTENGENCY 1.00 LS 10% -$

TOTAL -$

C u lv er t

M ai n te n ac e

Bid Schedule

Sandy Springs Mountain Creek Culvert Maintenance (Phase 2)

G en er al it em s Er o si o n

C o n tr o l

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: ____________________________________________________________

CONTRACT AGREEMENT

For

Mountain Creek Road Maintenance Phase 2 Project

(“Project”)

Between

CITY OF SANDY SPRINGS, GEORGIA

(“City”) and

(“Contractor”)

ITB: 26-044

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

2.5 Work to be Performed by the Prime Contract

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 Substantial Completion and Punch List

5.5 Final 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 COMPLAINCE WITH ELECTRICAL SAFETY PROVISIONS

EXHIBIT J AFFIDAVIT VERIFYING STATUS FOR CITY PUBLIC BENEFIT APPLICATION

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

EXHIBIT L CORPORATE CERTIFICATE

EXHIBIT M ADDENDUMS

EXHIBIT N BONDS

EXHIBIT O LIST OF SUBCONTRACTORS

CONTRACT AGREEMENT

This Agreement (hereinafter “Agreement”) is made of the execution date by the City (the “Effective Date”), by and between ______________________________________ a legal entity authorized to do business in the State of Georgia (hereinafter “Contractor”) and having a Georgia registered agent’s address at_________________ and principal office address of ______________________Attn: (Registered Agent, City, State)_______________ and the City of Sandy Springs, Georgia, a Georgia Municipal Corporation located at 1 Galambos Way, Sandy Springs, Georgia 30328 (“Sandy Springs” or “the City”).

WHEREAS, the Contractor desires to enter into this Agreement for construction of the Project and has represented to the City that it is qualified and experienced to provide such services necessary for construction of the Project (the City requires that the Contractor comply with all federal, state and local legal requirements imposed on the Project as the result of federal funding and the City has relied on such representation);

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. It shall be effective on the date this Agreement is executed by the last party to execute it.

1.2 The Contract Documents

1.2.1 The Contract Documents consist of this Agreement, General Conditions, Special Provisions, the Technical Specifications, the Drawings and Plans, Bidding Documents, all Change Orders and Field Orders issued hereafter, the base bid made by the Contractor in response to the City’s Invitation to Bid No. 26-044 (the “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 Documents constitute the entire and exclusive agreement between the City and the Contractor with reference to the Project.

1.4 Subletting, Assignment, or Transfer

1.4.1 It is understood by the parties to this Agreement 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 Agreement without prior written approval of the City.

1.4.2 The City reserves the right to review all subcontracts prepared in connection with the Agreement, 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 in the amount of $10,000.00 or more shall include the provisions set forth in this Agreement.

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 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 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 affected Work. 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. HOWEVER, 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. The Contractor will keep no copies of the Confidential Information except that the Contractor may retain one 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 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 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 the Contract Agreement and General Conditions, Special Provisions, the Technical Specifications, the Drawings and Plans, Bidding Documents, all Change Orders and Field Orders issued hereafter, the requirements of the Contract Agreement shall govern unless specifically and expressly modified by a Change Order or Amendment to this Contract Agreement approved by the City. 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, if the conflict, discrepancy, or inconsistency cannot be resolved, the Contractor shall be obliged 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 done by or 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 labor, supervision, services, materials, supplies, equipment, fixtures, appliances, facilities, tools, transportation, storage, power, permits and licenses required of the Contractor, fuel, heat, light, cooling and all other utilities as required by 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 and affected state or federal agencies may at all reasonable times review and inspect the activities and data 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, Suspension and Interruption

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.). The City may order the Contractor in writing to suspend, delay or interrupt all or any part of the Work for such period of time as it may determine appropriate for the convenience of the City. The time for completion of the Work shall be extended by the number of days the Work is suspended. The City shall not be responsible for any claims, damages or costs stemming from any delay of the Project.

2.5 Work to be Performed by the Prime Contract

2.5.1 Tasks constituting of at least fifty-one percent (51%) of the value of this contract must be performed directly by the prime contractor and shall not be sub-contracted to other firms.

2.5.2 The Contractor shall identify which tasks shall be self-performed.

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, no later than ninety (90) Calendar Days, from the date on which the City Issues the Notice to Proceed. The ninety

(90) Calendar days from the date on which the Work is permitted to proceed, through the date set forth for Substantial Completion shall constitute the Contract Time. The Work shall be carried on expeditiously, it being understood, however, that this Agreement may be extended or continued in force by the parties hereto in writing as provided herein.

3.1.2 The Contractor shall pay the City the sum of $500.00 per day for each and every calendar day of unexcused delay in achieving Substantial Completion beyond the Contract Time set forth herein . Any sums due and payable hereunder by the Contractor shall be payable, not as a penalty, but as liquidated damages representing an estimate of delay damages likely to be sustained by the City, 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 and when the Contractor overcomes the delay in achieving Substantial Completion, or any part thereof, for which the City has withheld payment, 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 this Agreement when Sandy Springs has determined in its sole and absolute discretion, that the Work is sufficiently complete allowing the newly constructed facilities to be 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”) shall be as set forth in the bid schedule (“Bid Schedule”) attached hereto as EXHIBIT B, BID SCHEDULE and incorporated herein. Payment to the Contractor pursuant to the Bid Schedule is full payment for the complete scope of services. The total contract amount 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 pursuant to the Bid Schedule is full payment for the complete scope of services. 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 as evaluated by an inspector representing the City 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. Therein, the Contractor may request payment for ninety percent (90%) of that portion of the Contract Price properly allocable to Contract requirements properly provided, 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 shall be conditioned upon the Contractor’s proof satisfactory to the City, that the City has title to such materials and equipment and shall include proof of required insurance. 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 Schedule of Work, 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 retainage amounts for up to ten percent (10% of the Contract Price), 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 value, including Change Orders and other additions to the Contract value, provided for by the Contract Documents is due, and the manner of completion of the Contract 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 retainage are in addition to all of the other rights and remedies of the City set forth in this Agreement.

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 beyond the right of the named payees to payment of the 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 decline to make payment, may withhold 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 or final completion;

(f) 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 make a preliminary final inspection of the Project and shall submit to the Contractor 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. If the Contractor is already in liquidated damages, as herein provided, prior to beginning the Punch List, then liquidated damages will be postponed for the twenty-one (21) calendar days. Once the twenty-one (21) calendar days expire, then liquidated damages will continue to accrue. In any case, once the twenty-one (21) calendar days expire after the Punch List is submitted to the Contractor, then liquidated damages will be assessed.

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 issue notice of final completion of the Work. Thereupon, the Contractor is entitled to the remainder of the unpaid Contract Price as hereinafter provided in Subparagraph 5.5.3. 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 within twenty-one (21) days after receiving the Punch List in Subparagraph 5.4.1, the Contractor shall pay the sum of $_____500.00__ per day for each and every calendar day of unexcused delay. In achieving Final Completion beyond the date set forth herein for final completion of the Work. Any sums due and payable hereunder by the Contractor shall be payable, not as a penalty, but as liquidated damages representing an estimate of delay damages likely to be sustained by the City, estimated at or before the time of executing this Contract. When the City reasonably believes that final completion will be delayed without excuse, 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 and when the Contractor overcomes the delay in achieving final completion, or any part thereof, for which the City has withheld payment, the City shall promptly release to the Contractor those funds withheld, but no longer applicable, as liquidated damages.

5.5.2 The Contractor shall not be entitled to final payment unless and until it submits to the City all documents required by the Contract, including, but not limited to, its affidavit that all payrolls, invoices for materials and equipment, and other liabilities connected with the Work for which the City, or the City’s property might be responsible, have been fully paid or otherwise satisfied; releases and waivers of lien from all Subcontractors of the Contractor and of any and all other parties required by the City; consent of Surety, if any, to final payment. If any third party fails or refuses to provide a release of claim or waiver of lien as required by the City, the Contractor shall furnish a bond satisfactory to the City to discharge any such lien or indemnify the City from liability.

5.5.3 U pon a determination by an inspector representing the City that the Work is complete in full accordance with this Contract, 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 two hundred percent (200%) of the reasonable cost as determined by the City for completing all incomplete Work, correcting and bringing into conformance all defective and nonconforming Work, and handling all unsettled claims.

The City shall make final payment of all sums due the Contractor within thirty (30) days of final completion of the Project as determined by an inspector representing the City.

5.5.4 Acceptance of final payment shall constitute a waiver of all claims against the City by the Contractor except for those claims previously made in writing against the City by the Contractor,…