Job Order Contracting - RFB [1]

VOLUME II - STANDARD TERMS AND CONDITIONS

Job Order Contracting (JOC) – Multi-Trades General Construction

Mechanical/Electrical/Plumbing Carpentry Flooring

Glass Repair/Replacement Sitework

Concrete/Asphalt Repair

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CITY COLLEGES BOARD OF TRUSTEES

OF COMMUNITY COLLEGE DISTRICT NO. 508

JOB ORDER CONTRACT

This Contract, hereinafter defined, is effective when approved by the City Colleges of Chicago Board of Trustees “CCC” and executed by all parties, as of the (day of date) 2024, and is entered into by and between the Board of Trustees of Community College District, No. 508, a body politic and corporate, having its principal offices at 180 N. Wabash, Chicago, IL 60601 and Contractor, an Illinois corporation, having its principal offices at address.

PART A – JOB ORDER CONTRACTING GENERAL CONDITIONS

TABLE OF CONTENTS

ARTICLE 1. GENERAL

1.1 ABBREVIATIONS

1.2 DEFINITIONS

1.3 CONTRACT OVERVIEW/SCOPE OF WORK

1.4 JOINT SCOPE MEETING

1.5 REVIEW REQUIRED PRIOR TO THE START OF WORK; FIELD MEASUREMENTS; VERIFICATION

1.7 CONTRACT INTERPRETATION

1.8 SEVERABILITY

1.9 INTERPRETATIONS/RULES

1.10 ENTIRE CONTRACT

1.11 ORDER OF PRECEDENCE

1.12 CONFIDENTIALITY

1.13 PERSONAL LIABILITY OF PUBLIC OFFICIALS

1.14 NO WAIVER OF LEGAL RIGHTS

1.15 COUNTERPARTS

1.16 AMENDMENTS

1.17 GOVERNING LAW

1.18 CONSENT TO SERVICE OF PROCESS AND JURISDICTION

1.19 ASSIGNS

1.20 COOPERATION BY PARTIES

1.21 JOINT AND SEVERAL LIABILITY

1.22 NO THIRD PARTY BENEFICIARIES

1.23 NOTICES

1.24 AUTHORITY

1.25 CONSENTS AND APPROVALS

1.26 COOPERATION AMONG CONTRACTORS

1.28 SETOFF

1.29 INDEPENDENT CONTRACTOR

1.30 TAXES

ARTICLE 2. - PROPERTY

2.1 OWNERSHIP OF JOB ORDER DRAWINGS AND SPECIFICATIONS

2.2 RIGHT OF ENTRY

ARTICLE 3. - SUBCONTRACTING AND ASSIGNMENT

3.1 NO ASSIGNMENT OF CONTRACT

3.2 NO ASSIGNMENT OF CONTRACT FUNDS

3.3 SUBCONTRACTORS

ARTICLE 4. - QUALITY OF WORKMANSHIP, EQUIPMENT, AND MATERIALS

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4.1 STANDARDS OF PERFORMANCE

4.2 GUARANTEES AND WARRANTIES

4.3 CORRECTION OF WORK

4.4 FAILURE TO PROCEED WITH CORRECTION OF WORK

4.5 MATERIALS

4.6 NAMEPLATES

4.7 ASBESTOS CONTAINING MATERIALS

4.8 TESTING LABORATORY LABELS

4.9 SUSTAINABLE STRATEGIES - CONSTRUCTION

ARTICLE 5. – TESTING AND INSPECTION

5.1 GENERAL INSPECTION

ARTICLE 6. - CONTRACTOR'S QUALITY PROGRAM REQUIREMENTS

6.1 GENERAL

ARTICLE 7. - PERSONNEL

7.1 GENERAL

7.2 UNACCEPTABLE PERSONNEL

ARTICLE 8. - TIME

8.1 SCHEDULE

8.2 DELAY AND DAMAGES RELATED TO DELAY

ARTICLE 9. - PAYMENTS

9.1 GENERAL

9.2 PROGRESS PAYMENTS AND FINAL PAYMENT

9.3 NO PAYMENT FOR STORED MATERIAL

9.4 WITHHOLDING PAYMENTS

9.5 PROMPT PAYMENT TO SUBCONTRACTORS

9.6 PAYMENT FOR CHANGED WORK

PREVAILING WAGES

ARTICLE 10. - CHANGES IN THE WORK

10.1 CONTRACTOR'S NOTICE TO CCC OF CLAIMS

10.2 SUSPENSION OF WORK

ARTICLE 11. SHOP DRAWINGS, PRODUCT DATA, AND SAMPLES

11.1 SHOP DRAWINGS

11.2 SAMPLES

11.3 CONTRACTOR'S RESPONSIBILITIES AND SUBMITTAL PROCEDURES

11.4 CCC/ ARCHITECT’S APPROVAL PROCESS

11.5 COMPLETION OF PROJECT

ARTICLE 12. - AS-BUILT DOCUMENTS AND PROJECT ACCOUNT RECORDS

12.1 AS-BUILT DRAWINGS

12.2 PROJECT ACCOUNT RECORDS

12.3 AUDIT, INSPECTION, AND RETENTION OF RECORDS

ARTICLE 13. - SUBSTANTIAL COMPLETION AND CLOSEOUT PROCEDURES

13.1 SUBSTANTIAL COMPLETION OF THE WORK ON A PROJECT

13.2 COMPLETION OF PUNCH LIST

13.3 FINAL ACCEPTANCE OF THE WORK ON A PROJECT

ARTICLE 14. - PROTECTION OF PERSONS AND PROPERTY

14.1 PROTECTION OF THE PROJECT SITE AND ALL ADJACENT PROPERTY

14.2 PROTECTION OF WORK AND PERSONS

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14.3 HEALTH AND SAFETY

14.4 ENVIRONMENTAL MATTERS

14.6 SERVICES AND USE OF SITE

14.7 STORAGE

14.8 EQUIPMENT AND FALSEWORK

14.9 FIRE PROTECTION

14.10 STREET CLOSURES AND SIDEWALKS

14.11 WELDING

15.2 PERFORMANCE AND PAYMENT BONDS

15.3 INSURANCE

ARTICLE 16.- DISPUTES

16.1 DISPUTES

ARTICLE 17. - DEFAULT AND TERMINATION

17.1 NOTICE OF DEFAULT AND TERMINATION

17.2 CCC'S REMEDIES UPON DEFAULT

17.3 CCC'S REMEDIES UPON TERMINATION

17.4 NONEXCLUSIVITY

17.5 COURT DETERMINATION

17.6 DISCRETION OF CCC

17.7 TERMINATION FOR CONVENIENCE

17.8 FLOW THROUGH TO SUBCONTRACTORS

ARTICLE 18. - COMPLIANCE WITH ALL LAWS

18.2 PERMITS AND LICENSES

18.3 CIVIL RIGHTS

18.4 ILLINOIS HUMAN RIGHTS ACT

18.5 STATE ENERGY CONSERVATION PLAN

18.6 CCC ETHICS ORDINANCE

18.7 STEEL PRODUCTS

18.8 CONFLICT OF INTEREST

Office of Administrative and Procurement Services

Bid #MWJ2606 – Electrical Low Voltage - JOC – Multi-Trades

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ARTICLE 1. GENERAL

1.1 Abbreviations.

Common abbreviations used in the Contract:

ACI American Concrete Institute AGCA Associated General Contractors of America AISC American Institute for Steel Construction AISI American Iron and Steel Institute ANSI American National Standards Institute ASTM American Society for Testing and Materials AWS American Welding Society CCC City Colleges of Chicago CDOT Chicago Department of Transportation CFR Code of Federal Regulations CSI Construction Specifications Institute CRSI Concrete Reinforcing Steel Institute EEO Equal Employment Opportunity ENR Engineering News Record IDOT Illinois Department of Transportation ILCS Illinois Complied Statutes NSC National Safety Council NEMA National Electrical Manufacturers Assn.

NFPA National Fire Protection Assn.

UL Underwriters' Laboratories, Inc.

USC United States Code

1.2 Definitions.

When the following terms are used in this document, the intent and meaning is as follows:

Accelerated Schedule is defined as Work that is to take place between the hours of 5:00 PM to

6:00 AM weekdays and any times during Saturday, Sunday, and Holidays as well as any Work during Normal Working Hours utilizing double shifts or as determined by City Colleges of Chicago for projects in which CCC requires normal construction schedule to be accelerated for the purposes of completing the Work in an expedited manner.

Addendum. The documents issued prior to the Proposal Due Date that clarify, correct, or change the Request for RFP (RFP) or the Contract Documents. Each Addendum is uniquely numbered. The plural form, Addenda, refers to all uniquely numbered Addenda.

Adjustment Factor A competitively price adjustment to be applied to the Unit Prices listed in the Construction Task Catalog® the Unit Prices as published in Volume II, the Construction Task Catalog® (CTC®).

Award. The decision by the CCC to accept the Proposer’s Proposal subject to the execution and approval of a satisfactory Contract. The date of the Award is the date of execution of the Contract by the CCC.

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Award Criteria Figure - The sum of the extended totals as calculated in the on Attachment G – Schedule of Prices, which is used for the purposes of determining the lowest price.

Base Term. Services will begin upon execution of a Construction Master Agreement and the issuance of a Purchase Order, for a period of five (5) years with an option to renew for one

(1) two-year period (at the discretion of the CCC Board).

Bond. Any types of bonds that may be required for performance under the Contract.

Calendar Day. See Day or Days.

Changed Work. A material change (either an increase or decrease) in the quality, quantity, or programmatic requirements of the Work specified in the Job Order. Incidental work does not include Work that is reasonably inferable from the Job Order as being necessary for the proper, timely, and orderly completion of the Work or functioning of the Work in accordance with the requirements of the Contract and the Job Order. Also referred to as “Supplemental Job Order.”

Contract Documents is Volume I – Request for Proposals, Volume II – Standard Terms and Conditions, Volume III -The Construction Task Catalog®, Volume IV– Technical Specifications, Contractor Agreement or “Contract”, Payment and Performance Bonds, Certificates of Insurance, Addenda, the Job Order, Supplemental Job Orders any other Job Order Related Documents and the Purchase Orders.

Construction Task Catalog® is Volume III of this Contract; the comprehensive listing of specific construction related tasks together with a specific unit of measurement and a fixed Unit Price.

(Also referred to as “CTC®”).

Construction Master Agreement . The contract between the CCC and the Contractor, comprised of the Contractor Agreement and other Contract Documents. By signing, the Contractor agrees to perform and complete all Work required by the Contract Documents for JOC RFP NC 2401for City Colleges of Chicago as defined on the Bid Form and other Contract Documents. Construction Master Agreement shall also be referred to as “Agreement”.

Contractor. The individual, partnership, firm, corporation, joint venture, or other entity identified in the Contract.

Contractor’s Sworn Statement. A CCC Walker Form 589, 590 or 591.

Day, day, Days or days. Calendar day or days. A day contains 24 hours, begins at midnight, and includes every day shown on the calendar including all days Monday through Friday and all Saturdays, Sundays, and all Holidays.

Delay. Any delay to the Schedule.

Detailed Scope of Work. The written scope of Work for a particular Job Order prepared by either the Contractor or the CCC and agreed to by the Contractor and the CCC. For some projects the Detailed Scope of Work will be drawings and specifications prepared specifically for a Job Order.

eGordian® is CCC’s management software package used to generate the Job Order related documents including, but not limited to, the Detailed Scope of Work, Request for Price Proposal, Price Proposal. The eGordian® software can also track M/WBE participation for each Job Order and can produce a variety of management summary reports

Excusable Delay. Delay to the Schedule, arising from events beyond the Contractor's control, as more fully set forth herein, Section 8.2.

Fabricated. Items specifically assembled or made out of selected materials to meet individual design requirements.

Final Acceptance Certificate. The certificate issued by CCC for Final Acceptance of the Work.

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Final Acceptance of the Work. The last date on which all of the following events have occurred on a Project: CCC determined that all Punch List Work and any other remaining Work has been completed in accordance with the Contract Documents and the Job Order; final inspections have been completed and operations systems and equipment testing have been completed; final occupancy certificates have been issued; all deliverables have been provided to CCC; and all contractual requirements for final payment have been completed in accordance with Section 9.2. CCC will issue a Final Acceptance Certificate upon occurrence of all the foregoing.

Incidental Work. Any materials, equipment, parts, or labor that are necessary for the proper, timely, and orderly completion of the Work or functioning of the Work.

Holidays – New Year’s Day, Memorial Day, Independence Day (July 4th), Labor Day, Thanksgiving Day (4th Thursday in November), Christmas Day (December 25th).

Job Order. is a written order requiring the Contractor to complete the Detailed Scope of Work within the Job Order Completion Time and setting forth the Job Order Amount. A Job Order includes all the related documents including: the Detailed Scope of Work, the Request for Price Proposal, Request for Design, a Price Proposal, CCC’s Purchase Order, Job Order Completion Time, Progress Schedule, Payment Packages, Subcontracting Plan, Schedule A, Schedule Cs, Certification Letters and any other documents or special conditions that might apply to that Project.

Job Order Amount is the lump sum price to be paid to the Contractor for completing the Detailed Scope of Work within an acceptable manor and within the Job Order Completion Time.

Job Order Completion Time. is the period of time in calendar days set forth in the Job Order within which the Contractor must substantially complete the Detailed Scope of Work for that Job Order.

JOC Coordinator. The CCC representative that will oversee the execution of the Contract. The JOC Coordinator will manage and administer the JOC program on behalf of the CCC. The JOC Coordinator shall assign Projects and provide overall guidance to the Contractor in the execution of the Job Order Contract. The JOC Coordinator shall evaluate the overall performance of the Contractor and report program status and progress to the CCC.

Job Order Documents. Job Order Documents consists of the Job Order, Job Order Drawings, Specifications, RFPP, Price Proposal, Job Order Proposal Package, Purchase Order and Notice to Proceed and other documents, if any, made a part of the Job Order Documents.

Job Order Drawings. The graphic and pictorial portions of the Job Order that show the design, location, and dimensions of the Work. The Job Order Drawings generally include plans, elevations sections, details, schedules, and diagrams and incorporated in the Job Order as the Work progresses. The terms "Plans" and "Drawings" are synonymous with the term "Job Order Drawings."

Job Order Price. The value of the approved Price Proposal and the amount the Contractor will be paid for completing the Detailed Scope of Work within the Job Order Completion Time.

Job Order Proposal Package. A package prepared by the Contractor and submitted to the CCC after the Price Proposal is accepted.

Joint Scope Meeting. A meeting either at the Project Site or a location of the JOC Coordinator's choice in which the Contractor and the JOC Coordinator discuss the Work that is to be performed before the Detailed Scope of Work is finalized.

Key Personnel. Those job titles and the persons assigned to those positions in accordance with the provisions of this Contract.

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M/WBE. A Minority or Woman Owned Business Enterprise approved by the CCC in accordance with Appendix I.

Manufactured. The term applies to standard units usually mass produced.

Maximum Contract Amount. The maximum contract value that can be ordered under this

Contract during any term of the Contract.

Minimum Contract Amount. The minimum dollar value that will be ordered under this Contract the

Contractor is guaranteed the opportunity to perform under this Contract.

Modification. A written amendment to the Contract that is signed by both parties.

Non-Prepriced Task or NPP. A task that is not set forth in the Construction Task Catalog®.

Non Pre-Priced Adjustment Factor. The factor the Contractor shall apply to the cost of the Non

Pre-Priced Task as determined by the Request for Proposals. The Non Pre-Priced Adjustment Factor shall not be adjusted for the duration of the Contract.

Notice of Proposal Acceptance. The written notice issued by the CCC to the Contractor that the Price Proposal submitted by the Contractor for a Job Order has been accepted.

Normal Working Hours. are defined as Work that is to take place between the hours of 6:00 AM and 5:00 PM on non-holiday weekdays

Notice to Proceed. The written notice issued by the CCC to the Contractor authorizing the Contractor to begin the Work on a Project on a certain date. The Notice to Proceed date is the first day of Job Order Completion Time.

Option Term. is an additional term added to the Contract extending the Contract time and increasing the potential Maximum Value by the amount stated in Volume I of these Contract Documents.

Other than Normal Working Hours. The period between the hours of 5:01 PM to 5:59 AM.

weekdays and any times during Saturday, Sunday, and Holidays

Owner's Representative. is the Architect, Engineer and/or CCC’s Representative as designated by CCC.

Plans. See Job Order Drawings.

Pre-Priced Task. A construction task required to complete the Detailed Scope of Work that is included in the Construction Task Catalog®.

Price Proposal. A price proposal prepared by the Contractor that includes Prepriced Tasks, quantities, appropriate Adjustment Factors, and Non-Prepriced Tasks required to complete the Detailed Scope of Work .

Punch List. A formal comprehensive list of incomplete or deficient Work on a Project, prepared by JOC Coordinator and attached to the Substantial Completion Certificate.

Punch List Work. The remaining tasks required of the Contractor to complete the Work set forth on the Punch List.

Purchase Order. is the written authorization from CCC notifying the Contractor the Job Order Price Proposal Package is accepted and will set forth a lump sum amount for the compensation of completing the Scope of Work.

Record Documents. The final As-Built Drawings and Specifications and Shop Drawings.

Regulation. Any law, ordinance, statute, or lawful order issued by authorities having jurisdiction.

Request for Price Proposal (RFPP). CCC's written request for the Contractor to prepare and submit a Price Proposal for a Job Order. (Also referred to as the RFPP)

Andrews, Khari GORDIAN: Confirmation of both items.

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Site is the location or facility at which the Work for individual Job Order will be performed. The extent of the Site is shown in the Job Order Drawings and/or Detailed Scope of Work and may include additional equipment and material storage areas. (Also referred to as “Project Site” or “Job Site”).

Schedule. See Job Order Completion Time.

State. The State of Illinois.

Subcontractor. is the person or entity with whom the Contractor contracts with to perform any part of the Detailed Scope of Work for a Job Order and all Subcontractors of any tier, suppliers, and material suppliers, whether or not in privity with the Contractor.

Substantial Completion. The stage in the progress of the Work when the Work or designated portion thereof is sufficiently complete in accordance with the Job Order Contract so CCC can occupy or utilize the Work for its intended use, as evidenced by issuance of a Substantial Completion Certificate.

Substantial Completion Certificate. The certificate issued by CCC notifying the Contractor that the Work is in Substantial Completion.

Supplemental Job Order is a Job Order issued to add or delete Work from an existing related Job Order.

Technical Specifications is Volume IV of this Contract and is a comprehensive list dictating the quality of workmanship and materials setting the standard for the required quality of the Work and any additional specifications specific to the Job Order.

Testing Laboratories. Recognized independent entities engaged to perform specific inspections or tests, either at the Project Site, or elsewhere, and to report on, and, if required, to interpret results of those inspections or tests.

Unit Price. The price published in the Construction Task Catalog® for a specific construction or construction related work task. The Unit Prices are fixed for the duration of the Contract.

Each Unit Price is comprised of the labor, equipment, and material costs to accomplish that specific task.

Work. The furnishing of labor or material undertaken by the Contractor pursuant to a Project. Work includes the furnishing of all material, labor, equipment, supplies, tools, scaffolding, transportation, superintendence, temporary construction of every nature, and all costs and other services and facilities necessary for the full performance and completion of the requirements of the Contract. Work also means that which is produced, constructed, or built pursuant to the Contract. The Work may constitute the whole or a part of a Project.

1.3 Contract Overview/Scope of Work

A Job Order Contract is an indefinite quantity construction contract pursuant to which the Contractor may perform an ongoing series of individual construction projects at different locations and facilities.

City Colleges of Chicago (“CCC”) intends to utilize JOC primarily to perform any work on facilities under the jurisdiction of the City Colleges of Chicago including building improvements, building renovations, site work improvements, repairs and upgrades, and new construction. However, CCC reserves the right to have the Contractor work on any facility or location under the jurisdiction of

CCC.

The Contract Documents include a Construction Task Catalog® containing Prepriced Tasks for construction work with preset Unit Prices. All Unit Prices are based on local labor, material and equipment costs and are for the direct cost of construction.

Proposers will propose two Adjustment Factors to be applied to the Unit Prices. One Adjustment Factor for performing work during Normal Working Hours and a second Adjustment Factor for

Job Order Contracting - RFB [10] performing work during Other Than Normal Working Hours. The same two Adjustment Factors apply to every Pre-priced Task in the Construction Task Catalog®. Proposers will also propose a Non- Prepriced Adjustment Factor to be applied to Non-Prepriced Work.

1.4 Joint Scope Meeting.

As Projects are assigned, the Contractor will attend a Joint Scope Meeting with the Owner to review and discuss the proposed work. The Owner will prepare a Detailed Scope of Work and issue a Request for Job Order Proposal to the Contractor. The Contractor will then prepare a Job Order Proposal including a Price Proposal, construction schedule, list of proposed subcontractors, and other requested documentation.

The value of the Price Proposal shall be determined by summing the total of the following calculation for each Prepriced Task: Unit Price x quantity x Adjustment Factor, plus the value of all Non- Prepriced Tasks. The Job Order Price shall equal the value of the approved Price Proposal.

If the Job Order Proposal is found to be complete and accurate, the Owner may issue a Job Order to the Contractor.

A Job Order will reference the Detailed Scope of Work and set forth the Job Order Completion Time and the Job Order Price. The Contractor will be paid the Job Order Price for completing the Detailed Scope of Work within the Job Order Completion Time.

Extra work, credits, and deletions will be contained in a Supplemental Job Order The Joint Scope Meeting is further defined in the JOC RFP Attachment – Volume I, Part Four – JOC Procedure for Ordering Work.

1.5 Review Required Prior to the Start of Work; Field Measurements; Verification.

Before preparing any Price Proposal, Job Order Proposal Package, or ordering any material or doing any Work, the Contractor must check the Job Order Drawings and Specifications and shall verify all measurements and conditions including, but not limited to spot checking elevations, or other measurements and conditions. Should any errors, discrepancies, ambiguities or omissions be found in the Job Order Drawings, Specifications, and the physical conditions at the Project Site, the Contractor must notify the CCC, immediately in writing.

The Contractor must also confirm the accuracy of on-site grade elevations, dimensions, and locations and all dimensions relating to existing work. The Contractor must promptly rectify errors caused by Contractor's failure to verify such information, at no additional cost to the CCC.

As required for individual Job Orders, the Contractor shall establish on the Project Site all necessary reference lines and permanent bench marks from which he shall establish building lines and elevations and notify the CCC in writing of any discrepancies found before proceeding with the Project. A registered land surveyor shall be employed by the Contractor for this purpose and to lay out the Work, determine all lines and elevations and shall verify same from time to time as the Work progresses, and to take settlement readings as hereinafter specified. The CCC has the right to check the Contractor's layout and measurement during the course of the Work.

The Contractor must locate and preserve all geodetic control survey monuments. If it is determined that a survey monument may be disturbed or destroyed as a result of construction activity, the Contractor must contact the CCC immediately in order to arrange with the U.S. Geological Survey office for a temporary monument relocation site. Upon termination of construction activity, the U.S.

Geological Survey office will determine an appropriate permanent location for the displaced geodetic control survey monument.

1.7 Contract Interpretation.

Any headings of this Contract are for convenience of reference only and do not define or limit the provisions. Words importing persons will include firms, associations, partnerships, trusts, corporations, joint ventures, and other legal entities, including public bodies, as well as natural persons. Words of gender will be deemed and construed to include correlative words of other

Job Order Contracting - RFB [11] genders. Words importing the singular number will include the plural and vice versa, unless the context otherwise indicates. All references to any exhibit or document will be deemed to include all supplements and amendments to any such exhibits or documents entered into in accordance with the terms and conditions of this Contract. All references to any person or entity will be deemed to include any person or entity succeeding to the rights, duties, and obligations of such persons or entities in accordance with the terms and conditions of this Contract.

Material, equipment, supplies, components, other products, and workmanship specified by reference to the number, symbol, or title of a published standard must comply with the latest edition or revision thereof and all amendments and supplements thereto in effect on the date of this Request for Proposal for this Contract, except where a specific issue is specified. In case of a conflict between the Specifications and the standard referred to, the Specifications will govern. The CCC will not give consideration to any claimed ignorance of a cited standard. The Contractor is responsible for being knowledgeable and familiar with its own trade's generally accepted published standards of quality and workmanship.

The words "as shown," "as indicated," "as detailed," and all words of similar import refer to the Job Order Documents and Drawings, unless otherwise expressly provided.

1.8 Severability.

If any provision of this Contract is held or deemed inoperative or unenforceable because it conflicts with any other provision or provisions hereof, or any constitution, statute, ordinance, rule of law, public policy, or any other reason, the circumstances will not render the provision in question inoperative or unenforceable in any other case or circumstances, or render any other provision herein contained invalid, inoperative, or unenforceable to any extent. The invalidity of any one or more phrases, sentences, clauses, or sections contained in this Contract will not affect the remaining portions of this Contract or any part thereof.

1.9 Interpretations/Rules.

A. The intent of the Job Order Drawings and Specifications and the Detailed Scope of Work are to describe the Work that the Contractor must undertake to fulfill the requirements of the Job Order according to the Contract. The Contractor must perform all Work as provided in the Contract and the Job Order and all Incidental Work in accordance with the Contract and the Job Order.

B. Because the Job Order Drawings and Specifications are not intended to cover every detail of materials, parts, or construction, the Contractor must furnish all Incidental Work, whether or not these details are shown or specified, all at no additional cost to the CCC. For example: A Job Order may be "Erect with Metal Studs and Paint Gypsum Wallboard Wall." The anchoring of the wall to the floor and ceiling, proper installation of the vertical studs, attaching the wallboard, taping and finishing with joint compound are standard construction procedures which are the responsibility of the Contractor.

C. Wherever the imperative form of address is used, such as "perform the excavating," "provide equipment required," "remove obstructions encountered," and "furnish and install reinforcing steel bars," it is understood and agreed that such direction is addressed to the Contractor.

D. It is the responsibility of the Contractor, in preparation of its Price Proposal, to select the proper items from the CTC® related to the Detailed Scope of Work to complete the Detailed Scope of Work, even though Incidental Work as related to the overall Detailed Scope of Work are not specifically identified in the Detailed Scope of Work. Extra payment requested by the Contractor based on the contention that the Job Order or Detailed Scope of Work failed to itemize tasks which are considered Incidental Work to common construction practice will not be permitted.

E. The Work under this Contract has not been completely segregated into divisions of Work to be performed by any trade or subcontractor. The Contractor is responsible for all segregation of Work between trade or craft jurisdictional limits.

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F. The Contractor must keep on hand at the Project Site, for reference, a copy of the Contract, a complete set of Specifications for the Work, a complete set of all Job Order Drawings of the Work, copies of all Plans furnished by the Contractor, and all orders issued to the Contractor by the CCC that relate to the Work.

G. Except as otherwise specified, the definitions applicable to this Contract are provided in Section 1.2.

1.10 Entire Contract.

This Contract, which incorporates by reference all solicitation documents (including any RFP proposals and responses), constitutes the entire agreement between Contractor and the CCC with regard to its subject matter, and no other oral or written understandings, representations, inducements, consideration, promises, or interpretations are part of the Contract.

1.11 Order of Precedence.

The various Contract Documents are intended to be complementary, and to describe the tasks necessary to complete a Project. Anything mentioned in the Specifications but not shown on the Job Order Drawings, or shown on the Job Order Drawings but not mentioned in the Specifications, will be of like effect as if mentioned in and shown on both. Omissions from the Specifications or the Job Order Drawings or the misdescription of details of Work that are necessary to carry out the intent of the Project, or that are customarily performed, will not relieve the Contractor from the obligation to perform such Incidental Work. The Contractor must perform the omitted Work as if it were fully and correctly set forth and described in the Job Order Drawings and/or Detailed Scope of Work.

In case of any conflict or inconsistency that cannot otherwise be resolved, the governing order of precedence of the Contract Documents are as set forth in Section 8 of Volume I is as follows:

1. Contract Modifications;

2. Contractor Master Agreement

3. Addenda;

3. Volume I – RFP, Procedure for Ordering Work, JOC Program Information;

4. Job Order including the Detailed Scope of Work, Plan Drawings, the Job Order Proposal and Supplemental Job Orders;

5. Volume II – Standard Terms and Conditions

6. Volume III – Construction Task Catalog®

6. Volume III – Technical Specifications

9. Standard Specifications of City Colleges of Chicago

In case of differences between small and large-scale Job Order Drawings, the larger scale Job Order Drawing will govern. In case of a discrepancy between a picture or diagram in a Job Order Drawing and the dimensions written thereon, the written dimensions will govern.

The foregoing order of precedence shall govern the interpretation of the Contract in all cases of conflict or inconsistency therein, except as may be otherwise expressly provided by the CCC.

1.12 Confidentiality.

Contractor, its employees and any Subcontractors or suppliers shall keep confidential all information furnished to it by the CCC or otherwise learned by it in the performance of the Work. Except as may be required by law, the Contractor shall not make any announcements or release any

Job Order Contracting - RFB [13] information concerning this Contract, the Work, or any part thereof, to any member of the public, press, or any official body, unless prior written consent is obtained from the CCC.

1.13 Personal Liability of Public Officials.

In carrying out any of the provisions of this Contract or in exercising any power or authority granted to them thereby, there will be no liability imposed upon the CCC, the CCC Board of Trustees, their authorized representatives, the District Director of Procurement and Business Services, the JOC Coordinator, the Owner’s Representative or any other employee or officer of the CCC, either personally or as officials of the CCC; it being understood that in such matters they act as representatives of the CCC.

1.14 No Waiver of Legal Rights.

Neither the acceptance by the CCC, or any representative of the CCC, nor any payment for, or acceptance of, the whole or any part of the Work, nor any extension of time, nor any possession taken by the CCC, will operate as a waiver by the CCC of any portion of the Contract, or of any power herein reserved, or any right of the CCC to damages or other relief herein provided. A waiver of any breach of the Contract will not be held to be a waiver of any other or subsequent breach.

The CCC may only waive its rights in writing.

Whenever under this Contract the CCC by a proper power waives the Contractor's performance in any respect, or waives a requirement or condition to either the CCC's or the Contractor's performance, the waiver so granted will only apply to the particular instance and will not be deemed a waiver forever or for subsequent instance of the performance, requirement, or condition. No such waiver will be construed as a Modification of this Contract, regardless of the number of times the CCC may have waived the performance, requirement, or condition.

1.15 Counterparts.

This Contract is comprised of several identical counterparts, each to be fully executed by the parties and each to be deemed an original having identical legal effect.

1.16 Amendments.

No changes, amendments, modifications, cancellation, or discharge of this Contract, or any part thereof, will be valid unless in writing and signed by the authorized representatives of the parties hereto, or their respective successors and permitted assigns, in accordance with all applicable laws.

1.17 Governing Law.

This Contract will be governed in accordance with the laws of the State of Illinois, without regard to choice of law principles.

1.18 Consent to Service of Process and Jurisdiction.

The Contractor hereby irrevocably submits, and will cause its Subcontractors to submit, to the original jurisdiction of those State or Federal courts located within the County of Cook, State of Illinois, with regard to any controversy arising out of, relating to, or in any way concerning the execution or performance of this Contract. The Contractor agrees that service of process on the Contractor may be made, at the option of the CCC, either by registered or certified mail addressed to the applicable office as provided on the signature page of the Contract, by registered or certified mail addressed to the office actually maintained by the Contractor, or by personal delivery on any officer, director, or managing or general agent of the Contractor.

1.19 Assigns.

All of the terms and conditions of this Contract will be binding upon and inure to the benefit of the parties hereto and their respective legal representatives, successors, and permitted assigns.

1.20 Cooperation by Parties.

The parties hereby agree to use their good faith in the performance of this Contract and to cooperate with each other in the completion of the Work hereunder. The Contractor further agrees to

Job Order Contracting - RFB [14] implement such measures as may be necessary to ensure that its staff and its Subcontractors will be bound by the provisions of this Contract.

1.21 Joint and Several Liability.

In the event that the Contractor, or its successors or permitted assigns, if any, is comprised of more than one individual or other legal entity (or a combination thereof), then and in that event, each and every obligation or undertaking herein stated to be fulfilled or performed by Contractor will be the joint and several obligation or undertaking of each such individual or other legal entity.

1.22 No Third Party Beneficiaries.

The parties agree that this Contract is solely for the benefit of the parties and nothing herein is intended to create any third party beneficiary rights for Subcontractors or other third parties.

1.23 Notices.

All communications and notices, except for process served pursuant to Section 1.18, herein provided for shall be in writing, delivered personally or mailed first class, postage prepaid, to the name and address of the Contractor as provided on the signature page of the Contract, or to the CCC at the following addresses:

General Counsel City Colleges of Chicago 180 North Wabash, Suite 200 Chicago, IL 60601

Vice Chancellor, Administrative Services City Colleges of Chicago 3901 S. State Street, Room 216 Chicago, IL 60609

Vice Chancellor of Business and Procurement Services City Colleges of Chicago 3901 S. State Street, Room 102 Chicago, IL 60609

Notices delivered by mail will be deemed effective three (3) days after mailing in accordance with this section. Notices delivered personally will be deemed effective upon receipt. The addresses stated herein may be revised without need for Modification of this Contract, provided written notification is given in accordance with this Section.

1.24 Authority.

Execution of this Contract by the Contractor is authorized and signature(s) of each person signing on behalf of the Contractor has been made with complete and full authority to commit the Contractor to all terms and conditions of this Contract, including each and every representation, certification, and warranty contained herein, attached hereto, and collectively incorporated by reference herein, or as may be required by the terms and conditions hereof. If other than a sole proprietorship, the Contractor must provide satisfactory evidence that the execution of the Contract is authorized in accordance with the business entity's rules and procedures.

1.25 Consents and Approvals.

Unless otherwise expressly stated herein, any consents and approvals to be given by the CCC will be made in writing by the District Director of Procurement and Business Services.

1.26 Cooperation Among Contractors.

Unless otherwise provided in Part B- Job Order Contracting Special Conditions, if separate contracts are let for Work within or adjacent to the Project Site, Contractor must conduct its Work

Job Order Contracting - RFB [15] so as not to interfere with, or hinder, the progress or completion of the Work being performed by other contractors.

The Contractor shall indemnify the CCC Indemnitees, as hereinafter defined, consistent with Section 15.1 for any failure to perform in accordance with this Section.

The Contractor must arrange its Work and place and dispose of the materials being used, so as not to interfere with the operations of the other contractors within or adjacent to the Project Site. The Contractor must coordinate its Work with that of the others in an acceptable manner and must perform it in proper sequence to that of the other contractors.

1.28 Setoff.

The CCC shall have the right of setoff of any claim of the CCC against any payments due or to become due to the Contractor or the retention under this Contract.

1.29 Independent Contractor.

The Contractor must perform the Work under this Contract as a non-exclusive independent contractor, and nothing herein is intended or shall be construed to create any partnership, agency, or joint venture relationship between the CCC and the Contractor. Neither the Contractor nor its Subcontractors, or the employees of any of them, shall be deemed for any purpose to be employees of the CCC. The Contractor is solely responsible for the withholding or payment of all applicable Federal, State, and local personal income taxes, social security taxes, unemployment and disability insurance, and other payroll taxes with respect to the Contractor's employees.

1.30 Taxes

Sales Tax does not apply to materials purchased by the CCC by virtue of our tax exempt status.

These taxes must not be included in any of the prices quoted in the Proposal. If required, CCC will provide the tax exempt certificate to the Contractor(s).

ARTICLE 2. - PROPERTY

2.1 Ownership of Job Order Drawings and Specifications.

All Job Order Drawings and Specifications, including copies thereof, furnished by the CCC are the property of the CCC. The Job Order Drawings and Specifications may not be used for any purpose other than the Project and must be returned to the CCC at Project completion.

2.2 Right of Entry.

A. The Contractor, and any of its officers, employees, agents, and Subcontractors, will be permitted to enter upon any part of the Project Site in connection with the performance of the Work, subject to the terms and conditions contained herein. Consent to enter upon all or any part of the Project Site given by the CCC will not create, nor be deemed to imply the creation of, any additional responsibilities on the part of the CCC.

B. The Contractor will use, and will cause each of its officers, employees, agents, and Subcontractors to use, the highest degree of care when entering the Project Site. The Contractor must comply and will cause each of its officers, employees, agents, and Subcontractors to comply, with any and all instructions and requirements for the use of CCC property. Any and all claims, suits, judgments, costs, or expenses, including reasonable attorneys' fees, arising from, by reason of, or in connection with any such entry will be treated in accordance with the applicable terms and conditions of the Contract, including without limitation the indemnification provisions contained in this Contract.

C. If the Contractor causes damage to CCC property, the Contractor shall, at the option of the CCC either, 1) pay the cost of repair of the damage, or 2) repair or replace the damaged property.

D. The Contractor must not erect signs or advertising media of any nature on the Project Site without written approval of the CCC.

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ARTICLE 3. - SUBCONTRACTING AND ASSIGNMENT

3.1 No Assignment of Contract.

The Contractor may not assign this Contract in whole or in part without the written approval of the CCC. In no case shall such written approval relieve the Contractor of its obligations or change the terms of the Contract.

3.2 No Assignment of Contract Funds.

No contract shall be assigned or any part of the same, subcontracted without the written consent of CCC; but in no case shall such consent relieve the Contractor from his obligations or change the terms of the contract. The Contractor shall not transfer or assign any Contract funds or claims due, or to become due, without first obtaining the written approval of the CCC.

The transfer or assignment of any Contract funds either in whole or in part, or any interest therein, which shall be due or to become due to the Contractor, shall not be effective against or binding on the CCC.

3.3 Subcontractors.

The Contractor shall submit a list of all Subcontractors that will be used on a Job Order to the CCC for approval on AIA Document G705 (Latest Edition) prior to award of a subcontract by Contractor.

No Subcontractor will be allowed access to the Project Site without prior approval. The CCC will not pay for Work performed by Subcontractors without prior approval.

If it is necessary to change a Subcontractor after submittal of the original list, the Contractor shall submit the change to the CCC for approval, with an explanation of why the change is necessary, before a new subcontract is signed.

An executed copy of all subcontracts with M/WBE Subcontractors on this Contract shall be sent to the JOC Coordinator within five (5) days of receiving a Notice to Proceed.

A copy of all purchase orders to M/WBE material suppliers on this Contract shall be supplied to the JOC Coordinator prior to the first payment request.

The Contractor shall ensure that all applicable provisions of the Contract are incorporated in the subcontracts with Subcontractors.

Any Subcontractors used on a Job Order authorized by CCC shall not exceed a mark-up of 10% of that which is charged to the Contractor.

ARTICLE 4. - QUALITY OF WORKMANSHIP, EQUIPMENT, AND MATERIALS

4.1 Standards of Performance.

The Contractor must:

1. The Contractor must supervise and direct the Work, whether performed by Contractor, Subcontractors or others, competently and efficiently, devoting such attention thereto and applying such skills and expertise as are necessary to perform the Work in accordance with the Contract. It is the Contractor's responsibility to see that the Work complies with the Contract.

2. Provide and pay for all pricing, management, Work, Shop Drawings, Samples, and Incidental Work needed to complete the Job Order.

3. Make no substitutions of materials, articles, or processes required under the Job Order without obtaining written approval from the CCC.

4. At all times enforce strict discipline and good order among employees.

5. Employ only methods of construction or erection, and hoists, rigging, forms, scaffolding, cribbing, tools, structures, etc., at the Project Site which conform to the requirements of ANSI, NSC, and of Local, State and Federal laws and building codes.

Job Order Contracting - RFB [17]

6. Confine its construction equipment, the storage of materials and the operations of workmen to the limits indicated by laws, ordinances, and rules as may be established by the CCC, and shall not unreasonably encumber the premises with construction equipment or materials.

The Contractor shall not load or permit any part of a structure to be loaded with a weight that will endanger the structure’s safety.

7. Enforce the CCC's instructions regarding signs, advertisements, fires and smoking.

8. Remove from the Project, upon notice from the CCC, personnel whose work is unsatisfactory to the CCC for reasons of carelessness, incompetence, lack of skill, or otherwise objectionable behavior.

9. Ensure the performance by each trade of all cutting and patching necessary for the installation of that portion of Work for which that trade is responsible. If case sleeves or hangers are not placed in line or are improperly placed, each trade shall be responsible for forming or drilling openings in the Work where required and for any patching or corrective work necessary.

i. All cutting shall be done promptly and all repairs shall be made as necessary to leave the entire Work in good condition, including all cutting, fitting and drilling of masonry, concrete, metal, wood, plaster and other materials as specified or required for proper assembly, fabrication, installation and completion of all Work under the Contract, and including any patching as may be necessary.

ii. Structural members shall not be cut except by written authority of the CCC. Work done contrary to such authority is at the Contractor's risk, subject to replacement at its Contractor’s expense if so directed by the CCC.

4.2 Guarantees and Warranties

A. Contractor shall guarantee all work installed by him or his Subcontractors to be free from defect in material and workmanship for a period of one year following the date of final acceptance of the work, unless a longer period is stipulated under specific headings, and he shall repair or replace at no additional cost to CCC, any material or equipment developing defects and shall also make good any damage caused by such defects or the correction of defects. Repairs or replacements shall bear additional (12) month guarantee, as originally called for, dated from the final acceptance of the repair or replacement. This requirement shall be binding, even though it will exceed product guarantees normally furnished by some manufacturers.

B. Contractor shall submit his own and each equipment manufacturer's written certificates, warranting that each item of equipment furnished complies with all requirements of the drawings and specifications. If warranties are required for Work performed by Subcontractors, the Contractor must secure warranties from the Subcontractors in favor of the CCC and deliver them to the CCC.

C. Delivery of said warranties will not relieve the Contractor of any obligation assumed under any other provision of the Contract.

D. Note that guarantee shall run from date of substantial completion of the work, NOT from date of installation of a device or piece of equipment

E. Should defects develop in any Work within warranty periods due to faults in materials or workmanship or both, the Contractor must make repairs and do necessary work to correct the defects so that the Work fully complies with the Contract, to the satisfaction of the CCC. The Contractor must perform such repairs and corrective work, including replacing of other work damaged by, or otherwise affected by making said repairs or corrective work that may have been damaged by defective work, at its own expense and without extra cost to the CCC.

Repairs or replacements shall bear additional (12) month guarantees, as originally called for, dated from the Final Acceptance of the Work of the repair or replacement. This requirement

Job Order Contracting - RFB [18] shall be binding, even though it will exceed product guarantees normally furnished by some manufacturers. The Contractor shall execute such repairs, replacements or corrective work within five (5) days after written notice to the Contractor by the CCC, and the Contractor shall bear all costs in connection therewith. The CCC will give notice of observed defects with reasonable promptness.

F. The Contractor must deliver all warranties required by the Contract and the Job Order for that portion of the Work that has attained Final Acceptance of the Work in quadruplicate (four copies) to the CCC no later than ten (10) days after Final Acceptance of the Work. Contractor shall submit its own and each equipment manufacturer's written certificates, warranting that each item of equipment furnished complies with all requirements of the Job Order Drawings and Specifications. All warranties must be delivered to the CCC before the CCC issues final payment.

G. The Contractor shall ensure that all required…