MISC CONSTRUCTION

JOB ORDER CONTRACTING AT LAX

Los Angeles World Airports

LAWA GENERAL CONDITIONS

CONTRACT GENERAL CONDITIONS

Article

No.

Article Title

GENERAL

GC- 1 Headings GC- 2 Order of Precedence and Contract Interpretation GC- 3 Contracting Definitions GC- 4 Abbreviations and Acronyms GC- 5 Invalidation of a Condition GC- 6 No Alteration of Contract Terms GC- 7 Contract Bonds GC- 8 Independent Contractor GC- 9 Subcontracts GC- 10 Contractor’s Representations GC- 11 Contractor’s Representative GC- 12 Owner-Furnished Documents and Specifications GC- 13 Ownership and Use of Contract Work Products GC- 14 Work Force GC- 15 Coordination GC- 16 Business Ethics GC- 17 Materials and Workmanship GC- 18 Publicity and Advertising GC- 19 Public Relations GC- 20 Hazardous and Other Regulated Substances GC- 21 Project Site Investigation GC- 22 Rights of Entry GC- 23 Protection and Restoration of Existing Improvements GC- 24 Disabled Access GC- 25 Public Convenience and Safety GC- 26 Use of Improvements During Construction GC- 27 Joint Liability GC- 28 City Held Harmless GC- 29 Patent Fees/Royalties GC- 30 No Third Party Beneficiary GC- 31 Governing Law; Venue GC- 32 Compliance with Applicable Laws GC- 33 Assignment or Transfer Strictly Prohibited GC- 34 Conflict of Interest GC- 35 Waiver GC- 36 Suspension of Work GC- 37 Termination for Convenience GC- 38 Termination for Default GC- 39 Labor and Prevailing Wages

SCHEDULE

GC- 40 Prosecution of Work GC- 41 Progress GC- 42 Delays

Los Angeles World Airports

LAWA GENERAL CONDITIONS

GC- 43 Extensions of Time GC- 44 Force Majeure GC- 45 Liquidated Damages GC- 46 Scheduling of the Work GC- 47 Substantial Completion GC- 48 Final Inspection, Completion, and Acceptance of the Work

END OF TABLE OF CONTENTS

PAYMENT

GC- 49 Taxes GC- 50 Payment Procedures (Payment and Completion) GC- 51 Payroll Records

CHANGES

GC- 52 Field Directives GC- 53 No Oral Modifications GC- 54 Differing Project Site Conditions GC- 55 Contractor Potential Change Notices GC- 56 Contractor Change Request GC- 57 Change Directives GC- 58 Pricing GC- 59 Change Orders

DISPUTES

GC- 60 Resolution of Disagreements

CLAIMS

GC- 61 Claims

AUDIT

GC- 62 Audits and Records GC- 63 Proprietary or Confidential Information

WARRANTIES

GC- 64 Warranties

ADMINISTRATIVE REQUIREMENTS

GC- 65 City of Los Angeles Administrative Requirements GC- 66 Community Benefit Agreement GC- 67 Appropriation of Funds GC- 68 Living Wage and Service Contract Worker Retention Requirements GC- 69 Nondiscrimination and Equal Employment Practices/Affirmative Action Program GC- 70 Business Tax Registration GC- 71 Child Support Orders GC- 72 Insurance GC- 73 Contractor Responsibility Program GC- 74 Equal Benefits Ordinance (EBO) GC- 75 First Source Hiring Program for Airport Employers (LAX only) GC- 76 Municipal Lobbying Ordinance GC- 77 Antitrust Claims

CONTRACT SPECIAL CONDITIONS

CONTRACT FEDERAL SPECIAL CONDITIONS

CONTRACT PROJECT REQUIREMENTS (DIVISION 1)

CONTRACT GENERAL CONDITIONS

GENERAL

GC- 1. HEADINGS

The Section headings appearing herein shall not be deemed to govern, limit, modify or in any manner affect the scope, meaning or intent of the provisions of this Contract.

GC- 2. ORDER OF PRECEDENCE AND CONTRACT INTERPRETATION

A. Conflicts in the application or interpretation of any parts of the Contract Documents that cannot be resolved shall be interpreted in accordance with the following order of precedence (the first listed being the highest precedence):

1. Applicable Laws and Regulations

2. Permits

3. Change Orders (more recent controlling)

4. Executed Contract Agreement

5. Special Conditions

6. General Conditions

7. Project Requirements – Division 1

8. Technical Specifications

9. Project Plans (detailed plans having greater precedence)

10. Reference Documents

B. Publication Dates: Date of standard in effect as of date of Notice Inviting Bids except when specific date is specified or when standard is part of applicable code which includes edition date.

C. Where compliance with two (2) or more standards is specified and standards establish different or conflicting requirements for minimum quantities or quality levels, comply with most stringent requirement. Refer uncertainties and requirements that are different but apparently equal to LAWA for decision before proceeding.

D. In case of a conflict within a part of a Contract Document, the provision with the more restrictive/most stringent interpretation shall govern.

GC- 3. CONTRACTING DEFINITIONS

ACTUAL COST - A verifiable amount paid for labor, materials, equipment, and supplies in the performance of the Work.

ALLOWANCE - An amount established by LAWA for a scope of work which has been identified, but which has not yet been fully defined, and may be used in whole, in part, or not at all.

Board or BOARD - The Board of Airport Commissioners of the City of Los Angeles.

CONTRACTOR CHANGE REQUEST (CCR) – A change request generated by the Contractor and transmitted to LAWA with supporting documentation to provide LAWA with the Cost and Schedule information and justification for a Change to the Contract.

CITY - The City of Los Angeles or the City of Los Angeles acting through the Board of Airport Commissioners.

CONTRACT COMPLETION DATE - The date LAWA accepts the entire Work as being complete and in compliance with the Contract Documents, and authorizes the final payment in accordance with the requirements set forth in these Contract Documents.

CONTRACT DOCUMENTS - The executed Contract Agreement, the General Conditions, Special Conditions, Administrative Requirements, Schedule of Work and Prices, Division 1- Project Requirements, Technical Specifications, Plans and Reference Documents.

CONTRACTOR – The Individual, Partnership, Corporation, Joint Venture or other legal entity having a Contract with LAWA to perform the Work.

COST OF WORK - Cost necessarily and reasonably incurred by the Contractor in the proper performance of the Work only to the extent they are directly related to the Contract.

DAY - Whether capitalized or not, unless otherwise specifically provided, means calendar day, including weekends and legal holidays. In the case of the plural ‘days’, those days will be consecutive.

ENGINEER - The Chief Airports LAWA of LAWA or designee. May also be referred to as the Chief Airports LAWA or the Agency in the Specifications.

EXECUTIVE DIRECTOR - The Executive Director of LAWA or his or her designee.

LAWA - Los Angeles World Airports, a department of the City of Los Angeles.

NOTICE OF COMPLETION AND ACCEPTANCE OF PUBLIC WORKS PROJECT – Upon Final Acceptance of the Work, a Notice of Completion and Acceptance of Public Works Project is signed by the Chief Airports LAWA and is recorded with the County Recorder’s office.

NOTICE TO PROCEED - The written notice by LAWA to the Contractor notifying it to begin work on the Contract or any component thereof.

OVERHEAD – The indirect costs or fixed expenses of operating a business (that is, the costs not directly related to the construction of the project, the manufacture of a product or providing a service) that range from rent to utilities to administrative costs to marketing costs. Overhead refers to all non-labor expenses required to operate Contractor’s business.

PROJECT - Work to be performed by the Contractor as required by the Contract Documents.

PROJECT SITE - The physical location where the Project is to be constructed, including all areas designated for staging, storage, parking and temporary offices as indicated in the Contract Documents.

QUALITY ASSURANCE (QA) - Those standards and procedures exercised by LAWA to ensure that the Contractor constructs the Work in accordance with the Contract Documents.

QUALITY CONTROL(QC) - Those standards, systems, processes, procedures and activities exercised by the Contractor, subcontractors and suppliers to ensure that the Work is constructed in accordance with the Contract Documents.

RECORD DRAWING – As Build Construction Drawings maintained by the Contractor

SPECIFICATION – The General Conditions, Special Conditions, Division 1 Project Requirements, and the Technical Specifications.

SUBSTITUTION - Any product, equipment or material proposed by the Contractor for use in the Work, which is materially different than that specified in the Contract Documents, which in the sole judgment of LAWA benefits LAWA in comparison to the product or material specified in the Contract Documents based upon function, performance, reliability, quality, life-cycle cost, and general configuration.

SURVEYOR - A surveyor with a current California land surveyor license or registered Civil LAWA authorized to practice land surveying in California.

WORK – The scope of work outlined by this Contract which includes all labor, materials, equipment, services, subcontracts, permits, licenses and taxes and all other things necessary for the Contractor to perform its obligations and complete the Project.

WORK COMPLETION TIME - The length of time the Contractor is allowed to complete the Work within the Contract milestones or Contract schedule, as specified by the Contract Documents.

GC- 4. ABBREVIATIONS AND ACRONYMS

ACAMS Access Control and Alarm Monitoring System ADA Americans with Disabilities Act ADAAG Americans with Disabilities Act Accessibility Guidelines AOA Air Operations Area AQMD Air Quality Management District ARCC Airport Response Coordination Center ARFF Aircraft Rescue and Firefighting (Facility) ATCT Air Traffic Control Tower BMP Best Management Practices BPW Board of Public Works BSL Bureau of Street Lighting BTRC (City of Los Angeles) Business Tax Registration Certificate CARB California Air Resource Board CBC California Building Code CCC California Coastal Commission CCR Contractor Change Request CI Computer Interface COW Cost of Work CPCN Contractor Potential Change Notice CQC Contractor Quality Control CSI Construction Specification Institute CTA Central Terminal Area CUP Central Utility Plant DEA Drug Enforcement Agency DHS Department of Homeland Security DOA Department of Airports (LAWA) DWP Los Angeles Department of Water & Power DWPPS Los Angeles Department of Water & Power, Power System DWPWS Los Angeles Department of Water & Power, Water System EIR Environmental Impact Report ESA Environmentally Sensitive Area EVIDS Electronic Video Information Display System FAA Federal Aviation Administration FCC Federal Communication Commission FEMA Federal Emergency Management Agency FIS Federal Inspection Services FMS Facilities Management System

FOD Foreign Object Debris FTSD Facilities and Technical Services Division GC General Contractor GCASP General Construction Activity Storm-water Permit HBS Hold Baggage Screening IMTG Information Technology Group (LAWA) IPW Inspector of Public Works IT Information Technology LACDPW Los Angeles County Department of Public Works LAGSD Los Angeles Department of General Services LADOT Los Angeles Department of Transportation LAFD Los Angeles Fire Department LAMC Los Angeles Municipal Code LAN Local Area Network LAPD Los Angeles Police Department LAWA Los Angeles World Airports LAX Los Angeles International Airport MPOE Main Point of Entry MTA Metropolitan Transportation Authority (of Los Angeles County) MWD Metropolitan Water District NOI Notice of Intent NPDES National Pollutant Discharge Elimination Permit NWS National Weather Service NTE Not to Exceed NTP Notice to Proceed OBE Other Business Enterprise OPS Operations Division OSA Office of the State Architect PWL Percent Within Limits QA Quality Assurance QC Quality Control RF Radio Frequency RFI Request for Information ROM Rough Order of Magnitude SCAQMD South Coast Air Quality Management District SCE Southern California Edison SCG Southern California Gas Company SCRRA Southern California Regional Rail Authority SWMP Storm Water Management Plan SWPPP Storm Water Pollution Prevention Plan SWRCB State Water Resources Control Board TCP Traffic Control Plan TSA Transportation Security Administration USA Underground Service Alert USCBP United States Customs and Border Protection USDA United States Department of Agriculture USDOT United States Department of Transportation USFWS United States Fish & Wildlife Service USPHS United States Public Health Inspection Service

WAN Wide Area Network WATCH Work Area Traffic Control Handbook WWECP Wet Weather Erosion Control Plan

GC- 5. INVALIDATION OF A CONDITION

A. In the event any covenant, condition, or provision herein contained is held to be invalid by final judgment of any court of competent jurisdiction, the invalidity of such covenant, condition, or provision shall not in any way affect any other covenant, condition, or provision herein contained.

B. It is the intention of the parties hereto that if any provision of this Contract is capable of two constructions, one of which would render the provision void, and the other of which would render the provision valid, then the provision shall have the meaning which renders it valid.

GC- 6. NO ALTERATION OF CONTRACT TERMS

Contractor has no authority to alter, modify, amend, or change the terms of this Contract or any agreement entered into with LAWA or any agreement for any work to be performed on or relating to this Project, except by Change Order as provided for in the Contract.

GC-7. CONTRACT BONDS

A. The Contractor shall file surety bonds with LAWA to be approved by the office of the City Attorney, Airport Division in the amount and for the purposes noted below. Bonds issued by a surety who is listed in the latest version of U.S. Department of Treasury Circular 570, who is authorized to issue bonds in California, and whose bonding limitation shown in said circular is sufficient to provide bonds in the amount required by the Contract.

Bonds from all other sureties shall be accompanied by all of the documents enumerated in Code of Civil Procedure 995.660(a). The Contractor shall pay all bond premiums, costs, and incidentals.

B. Each bond shall incorporate, by reference, the Contract and be signed by both the Contractor and surety and the signature of the authorized agent of the surety shall be notarized.

C. The Contractor shall provide Payment and Performance bonds on forms provided by LAWA. The “Payment Bond” (Material and Labor bond) shall be for 100 percent (100%) of the Contract price, as amended from time to time, to satisfy claims of material suppliers and mechanics and laborers employed by it on the Work. The bond shall comply with §3248 of the California Civil Code.

D. The Performance Bond shall be for one hundred percent (100%) of the Contract price as amended from time to time. The Contractor shall submit all bonds within thirty (30) calendar days of the award of Contract.

E. Should any bond become insufficient, the Contractor shall renew the bond within 10 days after receiving notice from LAWA.

F. Should any surety at any time be unsatisfactory to the City, notice will be given the Contractor to that effect. No further payment shall be deemed due or will be made under the Contract until a new surety shall qualify and be accepted by the City.

G. Changes in the Work or extensions of time made pursuant to the Contract shall in no way release the Contractor or surety from its obligations. Notice of such changes or extensions shall be waived by the surety.

GC- 8. INDEPENDENT CONTRACTOR

It is the express intention of the parties that the Contractor is an independent contractor and not an employee, agent, joint venturer or partner of the City. Nothing in this Contract shall be interpreted or construed as creating or establishing the relationship of employer and employee between the Contractor and the City, or between the Contractor and any official, agent, or employee of the City.

GC- 9. SUBCONTRACTS

A. For any subcontracted scope of work for which a subcontractor is not identified herein, the Contractor shall provide LAWA with a list of the name and location of business of each subcontractor that will perform work or labor or render services to the Contractor for the construction of the Project.

B. The Contractor shall be fully responsible to LAWA for the acts, errors and omissions of the subcontractors and all persons directly or indirectly employed by them. Contractor shall pay each subcontractor promptly the amount allowed the Contractor based on the subcontractor's work to the extent of such subcontractor's interest therein.

C. The Contractor shall comply with the Chapter 4 of Public Contract Code including Sections 4100 through 4113. A copy of the Public Contract Code may be found at www.leginfo.ca.gov.

D. Pursuant to Section 4107, no Contractor whose bid is accepted shall substitute any person as a subcontractor in place of a subcontractor listed in the bid except for the causes and by the procedures established in 4107.5. In all cases, the Contractor must make a request in writing, to LAWA for the substitution of listed subcontractors. Each written request shall include reasons for the substitution. LAWA shall serve a written notice to the listed subcontractor by certified or registered mail to the last known address of the subcontractor giving reasons for the proposed substitution. The listed subcontractor shall have five (5) working days from the date of such notice within which to file with LAWA, written objections to the substitution.

Failure to file a written objection pursuant to this Section within the times specified herein shall constitute a waiver of objection to the substitution by the listed subcontractor and, where the grounds for substitution is an inadvertent clerical error, an agreement by the listed subcontractor that an inadvertent clerical error was made.

If a written objection is filed, LAWA shall give five (5) calendar days’ notice to the Contractor and to the listed subcontractor of a hearing by LAWA on the Contractor’s request for substitution. The determination by LAWA shall be final.

E. Unless otherwise provided in the Contract Documents or when direct communications have been specifically authorized, communications between any subcontractor and LAWA shall be through the Contractor.

F. By appropriate written agreement, the Contractor shall require each subcontractor, to the extent of the Work to be performed by each subcontractor, to be bound to the Contractor by the terms of the Contract and to assume toward the Contractor all obligations and responsibilities which the Contractor, by the Contract, assumes toward LAWA. The Contractor shall require each subcontractor to enter into similar contracts with all Sub-subcontractors.

G. The Contractor shall make available to each proposed subcontractor, prior to the execution of the subcontract agreement, copies of the Contract, or portion thereof, to which the subcontractor will be bound and, upon written request of the subcontractor, identify to the subcontractor the terms and conditions of the proposed subcontract agreements which may be at variance with the Contract. Subcontractors shall similarly make copies of applicable portions of such documents available to their proposed sub-subcontractors.

H. Permission to use subcontractors for any portion of the work not required to be listed as indicated above shall be requested in writing to LAWA. Such requests shall give a description of the Work to be subcontracted and the name, business, address, telephone number, and Contractor license number of the proposed subcontractor together with a copy of the completed and signed subcontractor’s Equal Employment Practices or Affirmative Action forms. Written consent of LAWA shall be received before the subcontracted work is started.

I. When a portion of the Work which has been subcontracted by the Contractor to an unlisted subcontractor is not being executed in a satisfactory manner, the subcontractor shall be removed immediately upon the written request of LAWA and shall not again be employed on the Work.

GC- 10. CONTRACTOR'S REPRESENTATIONS

A. Contractor has carefully and adequately reviewed the Contract Documents. Contractor acknowledges that these Contract Documents establish the scope, level of quality, construction intent and the procedures for the construction of the Work to a state of 100% complete.

B. Contractor has carefully examined the Project Site and the adjacent areas, has adequately investigated the nature and location of the Work to be performed and has satisfied itself as to the general and local conditions which will be applicable, including but not limited to: (1) conditions related to Project Site access and to the transportation, disposal, handling and storage of materials; (2) the availability of labor, water, power and roads; (3) observable physical conditions at the Project Site and existing Project Site conditions including size, utility capacities and connection options of external utilities; (4) the surface conditions of the ground; and (5) the character and availability of the equipment and facilities which will be needed prior to and during the performance of the construction work.

C. Contractor has the experience and capability to efficiently and expeditiously accomplish the Work required under this Contract in a timely and satisfactory manner, and Contractor further represents and warrants it will continuously furnish the necessary personnel to complete the Project on a timely basis as required in this Contract.

GC-11. THE CONTRACTOR’S REPRESENTATIVE

A. Before starting work, the Contractor, even if a joint venture, shall designate in writing one

(1) representative who shall have complete authority to act for it. An alternative representative may be designated as well. The representative or alternate shall be present at the Project Site whenever work is in progress or whenever it is necessary to take measures to protect the Work, persons, or property. Any order of communication given to this representative shall be deemed delivered to the Contractor. In the absence of the Contractor's representative, instructions or directions may be given by LAWA to the Contractor's superintendent or person in charge of the specific work to which the order applies. Such order shall be complied with promptly and referred to the Contractor or its representative.

B. In order to communicate with LAWA, the Contractor’s representative, superintendent, or person in charge of specific work shall be able to speak, read, and write the English language.

C. LAWA reserves the right to:

1. Disapprove any candidate named as the Contractor's representative or alternate who fails to meet the provisions set forth herein.

2. Remove, without any right to work on the Project, either the Contractor's representative or alternate, who in the sole opinion of LAWA has demonstrated incompetence, lack of ability, or other unsuitability to perform supervision of the Work; and that individual shall not, without permission of LAWA, be re-employed on the Project.

D. If the Contractor's representative or alternate leaves the employ of the Contractor, the Contractor will be required to replace the individual(s) within fifteen (15) days and to fulfill the requirements of this Subsection. In the interim, an “Acting Representative” must be named by the Contractor.

E. Failure to have the Contractor's representative or alternate representative present at the Project Site at all times while work under the Contract is in progress shall constitute suspension of the Work by the Contractor, until such time as said individual(s) is(are) again present at the Project Site.

F. No payment or any extension of time will be allowed for any work performed in the absence of Contractor’s representative or alternate.

GC- 12. OWNER-FURNISHED DOCUMENTS AND SPECIFICATIONS

LAWA will furnish one electronic and one reproducible copy of the Project Plans, Drawings and Specifications. The Contractor shall, upon receipt thereof, check all documents furnished and shall promptly notify LAWA of any missing documents or additional information or drawings required.

GC- 13. OWNERSHIP AND USE OF CONTRACT WORK PRODUCTS

A. All work documents/products are the property of LAWA and except as otherwise provided in the Contract shall not be used by the Contractor for any purpose other than the Work to be performed under the Contract. Upon completion of the Work, all work products such as but not limited to schedules, budgets, work plans, shop drawings, record drawings, and as-built drawings, including all material in electronic format, shall become the property, including any and all copyrights thereto, of LAWA. The Contractor will be permitted to maintain a copy of the Contract Drawings, Technical Specifications and shop drawings as necessary to maintain a Contract record file.

B. One set of Contract Drawings and Technical Specifications must be maintained in good condition at the Project Site as record drawings for the purpose of recording "as-built" conditions in order to develop a record of the construction of the Work. On this set, the Contractor shall record daily all changes and deviations in a neat and legible manner.

Any deviation between Contract Drawings and Technical Specifications and the Work actually done, no matter how insignificant, must be recorded. Of special concern is that all underground utility structures encountered in performing the Work be correctly located on such Drawings by means of physical ties or dimensions to permanent monuments or structures. When the Work is complete, the Contractor shall deliver this single set of Contract Drawings and Technical Specifications to LAWA. These Drawings must be submitted to and approved by LAWA before final payment can be made.

GC- 14. WORK FORCE

A. Only competent workers shall be employed on the Work. Any person employed who is found to be incompetent, intemperate, troublesome, disorderly, or otherwise objectionable, or who fails or refuses to perform work properly and acceptably, shall be immediately removed from the Work by the Contractor and will not be reemployed on the Work.

B. The Contractor's employees shall be restricted to immediate work areas at the Project Site, and shall not go beyond work limits or access routes, except as otherwise approved in writing by LAWA.

GC- 15. COORDINATION

A. Collateral Work

1. LAWA, Utility Companies, Federal Agencies, concessionaires, TSA, or any of LAWA’s tenants may with LAWA’s consent perform construction or operations related to the Project with its own forces, or award separate concurrent prime contracts in connection with other portions of the Project or other construction or operations, on the Project Site or areas contiguous to the Project Site, or have other works performed by utility owners or service providers.

2. LAWA shall provide directly for coordination of the activities and schedule of the “Other Contractor’s” own forces with the Work of the Contractor, who shall cooperate with “Other Contractors”, provide concurrent coordinated Project Site access, and coordinate right-of-way paths for the Work.

3. Contractor shall coordinate its work with the work of “Other Contractors”, whether concurrent or not and shall consider their schedules and access milestones and interface milestones in formulation of its own construction schedules. Prior to each weekly progress meeting, the Contractor shall convene coordination meetings with “Other Contractors”, LAWA (if LAWA is performing work with its own forces at the Project Site), LAWA's consultants (only if requested by LAWA), and utility owners (where utility owners are performing works at the Project Site), for the purpose of work coordination, schedule coordination, analysis and review of their respective construction schedules and avoidance of worker congestion, disruption, delay, interferences and inefficiencies. The Contractor and the “Other Contractors” shall make revisions to their respective construction schedules deemed necessary after a joint review and mutual agreement with LAWA. LAWA shall have the right to participate in these coordination meetings. Construction schedules reviewed and coordinated at these coordination meetings and presented at the weekly Project progress meetings shall then constitute the as-revised schedules to be used by the Contractor, “Other Contractors”, and LAWA until subsequently revised and approved, unless LAWA in its discretion directs otherwise.

4. The Contractor shall afford LAWA and “Other Contractors” reasonable and safe access to and across the Project Site and reasonable opportunity for the introduction and storage of their materials and equipment and the execution of their work within or adjacent to the Project Site, and shall connect and coordinate the Contractor's work with their work as required by the Contract Documents.

LAWA may also require that certain facilities and areas be used concurrently by the Contractor and “Other Contractors”.

5. If any part of the Contractor's work depends on the proper execution or results upon the work of LAWA or of any “Other Contractor”, or affects, or is affected by, the work of any Other Contractor, the Contractor shall monitor and keep itself informed of the progress and details of such work of such “Other Contractor” or LAWA by attendance at coordination meetings, observation of the Project Site, and communication with “Other Contractors”. The Contractor shall promptly report in writing to LAWA any apparent discrepancies or defects in such other work that will or may render it unavailable or unsuitable for the Contractor to properly perform the Work. Failure by the Contractor to promptly report such discrepancies or defects shall constitute acceptance of the other work as fit, proper and ready for integration with the Contractor's work, except for latent defects.

B. Coordination

1. The Contractor will designate a contact person for coordination with LAWA, utility companies, “Other Contractors”, Federal Agencies, concessionaires, TSA, or any of LAWA’s tenant’s. The contact person shall have the authority to make decisions for the Contractor firm and shall have binding signatory power for changes in work. The contact person and or his or her designee shall be on the Project Site at all times during work activity.

2. The Contractor shall coordinate, sequence, and organize its work so as to minimize the inconvenience and disruption to the general public to the greatest extent reasonable. Such coordination and mitigation shall include dissemination of information and meeting with or notification to the parties who will be affected by the Work, as appropriate, and shall be undertaken in cooperation with LAWA, and in accordance with any specific Contract Document provisions or direction from LAWA.

3. Prior to commencement of the Work the Contractor shall hold pre-installation coordination meetings and prepare coordination drawings that document the pre-planning of the Work. This process shall ensure the installation of the Work is undertaken in an efficient and professional manner in accordance with the Contract Documents. The Contractor’s coordination shall include, but not be limited to, the following:

a. Coordinate use of Project space and sequence of installation of equipment or other work that is indicated on the Contract Documents.

Utilize space efficiently to eliminate conflicts in the installation of the Work and to maximize accessibility for maintenance and repairs.

b. When necessary, prepare memoranda for distribution to each party involved in the Work outlining special procedures required for coordination and construction. Include such items as required notices, reports, construction restraints and attendance at meetings.

c. Coordinate schedule and timing of required administrative procedures with other construction activities to avoid conflicts and ensure orderly progress of the Work.

4. The Contractor shall obtain the approval of LAWA and notify all other affected persons or “Other Contractors” at least forty-eight (48) hours before starting work which may block access or otherwise cause undue difficulty to occupants or users of property affected, and shall restore such access to a usable condition or, with LAWA's permission, provide replacement access as soon as possible.

5. The Contractor shall provide safe access to and through the Project Site to accommodate LAWA approved tours. When LAWA plans to conduct or authorize a site tour of the Project, LAWA will attempt to give the Contractor forty-eight (48) hours advance notice and, if time is available, attempt to make necessary arrangements with the Contractor to facilitate the tour and mitigate disruptions to the Contractor's operations.

6. The Contractor shall obtain necessary information and identify equipment locations and other layouts, as available, to avoid interface conflicts.

7. LAWA reserves the right to permit access to the Project Site for the performance of work by “Other Contractors” and persons at such times that LAWA deems proper. The exercise of such reserved right shall in no way or to any extent relieve the Contractor from liability for loss and damage to the Work due to or resulting from its operations or from responsibility for complete execution of the Contract. The Contractor shall cooperate with “Other Contractors” and persons in all matters requiring common effort. Prior to entering the Project Site, the Contractor shall require “Other Contractors” and third parties to sign a LAWA approved form documenting and authorizing Project Site access.

8) Coordinate execution of the Work with those public utilities, governmental bodies, private utilities and “Other Contractors” performing work on and adjacent to the worksites. Eliminate or minimize delays in the Work and conflicts with those utilities, bodies and Contractors.

9. In case of irreconcilable conflict, LAWA will provide direction that provides the best benefit to the Project.

C. Communication

1. An orderly system for communication between LAWA and the Contractor is essential to the satisfactory completion of the Work. Communications between the Contractor and LAWA shall be in accordance with the provisions of the Contract Documents.

2. LAWA Communications with the Contractor - LAWA will transmit, directly or through others, written instructions, responses or other communications to the Contractor's Project Manager or other persons identified in writing by the Contractor to receive such communications. The Contractor shall, by a letter to LAWA, designate (by name) one or more staff members to receive oral and written field communications when the Project Manager is away from the Project Site and to act as the Project Manager's designated representative. During the times that the Project Manager may be temporarily absent, a staff member shall be authorized to act immediately on orders or instructions issued by LAWA. If

LAWA finds it necessary to communicate with the Contractor Personnel authorized to receive such communications and none are available to receive such communications, LAWA may suspend all of the Contractor's operations at the Project Site until such communications can be accomplished.

3. The Contractor shall submit to LAWA all documents required by the Contract Documents and as requested to provide reports containing information on scope, schedule, budget, progress, quality, safety, issues and risks to the Project.

4. Formal communications from the Contractor to LAWA that are necessary for the performance of the Contract, including documents described in the Contract Documents, and any other written communications, will be addressed to LAWA, unless otherwise specified in the Contract Documents. All written communications or submittals shall be signed by the Contractor's Project Manager or designee. Additional requirements regarding submittals are set forth in the Contract Documents.

5. LAWA expects and the Contractor agrees that the Project Manager is in full charge of all Contractor activity on the Project unless the Contractor has designated in writing other persons authorized to send and receive formal communications, and the specific authority of such designated persons.

D. Meetings

1. The Contractor shall inform LAWA at least forty-eight (48) hours in advance of any Project-related meeting(s) where Contractor intends to have a lawyer present.

2. The Contractor shall make arrangements for meetings and prepare agendas with copies for participants. For meetings between LAWA and the Contractor, LAWA will record minutes and distribute.

3. Meetings, as required, will be held for scheduling and coordination of the Work within the requirements of the Contract Documents. In the event conflicts arise, LAWA will make the final decision resolving the conflict in a way to minimize project impact.

4. The Contractor shall be advised of and shall attend Contract meetings as deemed necessary by LAWA.

GC- 16. BUSINESS ETHICS

A. Contractor or their representatives shall not make, or cause to be made, any cash payments, commissions, employment, gifts, entertainment, free travel, loans, free work, substantially discounted work, or any other considerations to (1) LAWA representatives, employees, or their relatives, or (2) representatives of subcontractors, or material suppliers or any other individuals, organizations, or businesses receiving funds in connection with this Project.

B. Contractor employees (or their relatives), agents, or subcontractors shall not receive any cash payments, commissions, employment, gifts, entertainment, free travel, loans, free work, or substantially discounted work or any other considerations from any other Contractors working on this Project or from any LAWA employee, agent, representative.

C. Contractor agrees to notify a designated LAWA representative within forty-eight (48) hours of any instance where the Contractor becomes aware of a failure to comply with the provisions of this clause.

GC- 17. MATERIAL AND WORKMANSHIP

A. Materials and work quality shall be subject to LAWA's approval. The Contractor may supply any of the materials specified or offer an equivalent. LAWA will determine whether the material offered is equivalent to that specified. Adequate time shall be allowed for LAWA to make this determination.

B. Material and work quality not conforming to the requirements of the Contract Documents shall be considered defective and will be subject to rejection. When LAWA so directs, Contractor shall immediately remove defective work or material from the Project Site, whether in place or not, at Contractor's expense.

C. If Contractor fails to replace any defective or damaged work or materials after reasonable notice, LAWA may cause such work or materials to be replaced. LAWA shall back charge or deduct from the amount to be paid to the Contractor the actual expense for such work plus a fee of fifteen percent (15%) for LAWA’s administrative costs.

D. Where materials are specified by reference to standard specifications of the American Society for Testing Materials (ASTM), Federal Specifications, or others, all applicable provisions of the designated specifications shall be considered as forming a part of the Contract Documents to the same force and effect as if repeated therein.

E. All work under this Contract shall be performed in a skillful and workmanlike manner.

LAWA may, in writing, require Contractor to remove from the Work any employee of Contractor that LAWA deems incompetent, careless, or otherwise objectionable.

GC- 18. PUBLICITY AND ADVERTISING

A. Neither the Contractor nor its subcontractors or suppliers shall include any reference to the Contract or to work performed hereunder in any advertising or public relations materials without first obtaining the written approval of LAWA. All information so included shall be factual, and shall in no way imply that the City endorses the Contractor or its services or product.

B. The City shall have the right to photograph, videotape, film or in any other manner record the progress of the Work at any time and to use such materials for any purpose.

C. No sign will be permitted for advertising the name of the Contractor or any subcontractor. One neat sign with black lettering on a white background may be used to designate the Contractor's shipping and receiving area for this Project. The face of the sign shall not exceed six (6) square feet. This sign shall be subject to approval by

LAWA.

D. No use of information related to the Work is permitted without the written approval of LAWA. The Contractor and any of its subcontractors at any tier shall not publish or allow to be published at any time, any photography, videotape, or film without prior written authorization from LAWA.

GC- 19. PUBLIC RELATIONS

A. All inquiries of any kind pertaining to the Contract, presented to the Contractor in any form including, but not limited to, written or oral requests, and originating from any media source, such as the press and other print publications, television or radio networks, the World Wide Web, or instruments thereof, community or public interest groups, or any other limited or mass media systems, shall be immediately referred by the Contractor to LAWA. The Contractor and its subcontractors shall not disseminate information on behalf of LAWA or pertaining to the nature, scope, or details of the Contract without the prior specific written consent of LAWA.

B. The Contractor shall not release information in any manner or form on behalf of LAWA or pertaining to the nature, scope, or details of the Contract in any organized public or private event, setting, or ceremony without the prior specific written consent of LAWA.

C. The Contractor and any of its subcontractors at any tier shall not publish, or allow to be published, any press releases without prior written authorization from LAWA.

GC-20. HAZARDOUS AND OTHER REGULATED SUBSTANCES

A. Except as otherwise permitted in the Contract Documents, the Contractor agrees to accept sole responsibility for full compliance with any and all applicable present and future rules, regulations, restrictions, ordinances, statutes, laws and/or other orders of any governmental entity regarding the use, storage, handling, distribution, processing and/or disposal of hazardous wastes, extremely hazardous wastes, hazardous substances, hazardous materials, hazardous chemicals, toxic chemicals, toxic substances, pollutants, contaminants, or other similarly regulated substances (hereinafter referred to as "hazardous substances") regardless of whether the obligation for such compliance or responsibility is placed on the owner of the land, on the owner of any improvements on the premises, on the user of the land, or on the user of the improvements. Said hazardous substances shall include, but shall not be limited to gasoline, aviation, diesel and jet fuels, lubricating oils and solvents.

B. Except for claims arising from LAWA’s sole or active negligence or willful misconduct, the Contractor agrees that any damages, penalties or fines levied against LAWA or the City and/or the Contractor as a result of noncompliance with any of the above shall be the sole responsibility of the Contractor and, further, that the Contractor shall indemnify and pay and/or reimburse LAWA or the City for any damages, penalties or fines that LAWA or the City incurs, or pays, as a result of noncompliance with this General Condition.

C. In the case of any hazardous substance spill, leak, discharge or improper storage on the premises, or contamination of same, by action or inaction of the Contractor, or anyone directly or indirectly employed or under contract to the Contractor, the Contractor agrees to make, or cause to be made, any necessary repairs or corrective actions, as well as to clean up and remove any leakage, contamination or contaminated ground. In the case of any hazardous substance spill, leak, discharge or contamination caused in whole or part by the Contractor, or by any of its subcontractors, employees, agents, or servants, which affects LAWA’s property, or property(ies) of LAWA's tenant(s), the Contractor agrees to make, or cause to be made, any necessary repairs, or take corrective actions, to clean-up and remove any such spill, leakage or contamination to the extent required by applicable law or regulation.

D. If, after reasonable notice, the Contractor fails to repair, clean-up, properly dispose of, or take any other corrective action(s) as required by the Contract Documents, LAWA may (but shall not be required to) take all steps it deems reasonably necessary to properly repair, clean-up or otherwise correct the condition(s) resulting from the spill, leak or contamination. Any such repair, clean-up or corrective action(s) taken by LAWA shall be at Contractor's sole cost and expense, including any and all costs (including any administrative costs) which LAWA incurs, or pays, as a result of any repair, clean-up or corrective action it takes.

E. If the Contractor installs or uses already installed underground storage tanks, pipelines or other improvements on the specified premises for the storage, distribution, use, treatment or disposal of any hazardous substances, the Contractor agrees, upon the expiration and/or termination of this Contract, to remove and/or clean up, at the sole option of LAWA, the above-referred to improvements. Said removal and/or clean-up shall be at Contractor's sole cost and expense, and shall be undertaken and completed in full compliance with all federal, state and local laws and regulations, as well as in compliance with the reasonable directions of LAWA.

F. Contractor shall promptly supply LAWA with copies of all notices, reports, correspondence and submissions made by the Contractor to any governmental entity regarding any hazardous substance spill, leak, discharge or clean-up, including all tests results.

G. Notwithstanding the foregoing sections of this General Condition:

1. The Contractor is responsible for addressing hazardous substances only to the extent the presence of such hazardous substances:

a. Are encountered during the performance of the Work or

b. Were disclosed to the Contractor in writing prior to commencement of the Work.

To the extent hazardous substances are discovered that were not introduced to the Project Site by the Contractor and not disclosed to the Contractor prior to commencing work, the parties agree that the Contractor shall properly address such hazardous substances by removal or other appropriate measure. With respect to the remediation of hazardous substances not disclosed to the Contractor prior to commencing the Work, the Contractor is entitled to additional compensation. With respect to hazardous substances that the Contractor does not introduce to the Project Site, the Contractor does not assume liability or responsibility as a “generator”, but the Contractor is responsible to the extent the Contractor negligently performs the work necessary to properly test, handle, transport or dispose of such hazardous substances.

2. The Contractor’s obligation to remediate hazardous substances is limited to the Work identified in the Contract Documents. The Contractor has no obligation to identify, abate and/or remediate hazardous substances not directly affected by the Work; however, the Contractor will identify, abate and/or remediate hazardous substances not included in the scope of work as directed in writing by

LAWA.

3. The Contractor will be compensated for approved additional costs resulting from changes in regulations, restrictions, ordinances, statutes, laws and/or other orders of any governmental entity regarding the use, storage, handling, distribution, processing and/or disposal of hazardous wastes, extremely hazardous wastes, hazardous substances, hazardous materials, hazardous chemicals, toxic chemicals, toxic substances, pollutants, contaminants, or other similarly regulated substances.

H. LAWA will retain title to all pre-existing hazardous substances removed as part of the

Contractor’s work, and title shall not transfer to the Contractor. LAWA agrees to sign all manifests as Owner of all such pre-existing hazardous substances. Hazardous substances introduced onto the Project Site by the Contractor shall remain titled to the Contractor.

I. This General Condition and the obligation(s) contained therein, shall survive the expiration or earlier termination of this Contract.

GC- 21. PROJECT SITE INVESTIGATION

The Contractor shall investigate the Project Site to ascertain conditions affecting necessary procedure and sequence of work operations for execution of the Contract, and to ascertain Project Site conditions, character, quality and quantity of surface and subsurface materials that will be encountered. The Contractor shall verify all dimensions in the field and shall check field conditions continuously during construction. LAWA assumes no responsibility whatsoever in respect to the Contractor's interpretation of subsurface investigations. There is no guarantee or warranty, either expressed or implied, that conditions indicated in the Contract Documents, are representative of those existing throughout the Work, or any part of it, or that unexpected developments may not occur.

Subsurface Data

A. All soil and test hole data, groundwater elevations, and soil analyses shown on the Plans or included in the Contract Documents apply only at the location of the test holes and to the depths indicated. Soil test reports for test holes which have been drilled are available for inspection at the office of LAWA. Additional subsurface exploration may be performed by the Contractor at its own expense.

B. The indicated groundwater elevation is that which existed on the date specified in the data. It is the Contractor’s responsibility to determine and allow for the groundwater elevation on the date the Work is performed. A difference in groundwater elevation between what is shown in the soil boring logs and what is actually encountered during construction will not be considered as a basis for extra work.

Archaeological and Paleontological Discoveries

A. If discovery is made of items of archaeological or paleontological interest, the Contractor shall…