Addendum_1-Project_241012W_Minor_Window_Repair_Old_Gym.pdf

cobleskill.edu

State University of New York College of Agriculture & Technolog y, Cobleskill, NY 12043 • 518.255.5011

GROW • SUSTAIN • RENEW

ADDENDUM NO. 1

TO

CLARIFICATIONS, RESPONSES TO THE QUESTIONS FROM THE PRE-BID CONFERENCE CALL,

ADDITIONAL QUESTIONS AND ANSWERS

FOR

PROJECT #241012W MINOR WINDOW REPAIR OLD GYM

PREPARED BY

SUNY AT COBLESKILL

ISSUE DATE: APRIL 27, 2020

ITEM #1 - CLARIFICATIONS:

- The bid opening conference call will remain unchanged and as stated in the Notice to Bidders. However, PLEASE NOTE that any hand delivered or mailed proposals must go to the Mackey Service Building, 119 Schoharie Parkway North, Cobleskill, NY 12043.

Nothing shall go to the adjacent Capital Projects Trailer as originally stated in the Notice to Bidders. If you are planning to submit your proposal by hand delivery or regular mail please give me advanced notice via e-mail to letot@cobleskill.edu so I can look for the delivery. Electronic bid submission is preferred. For hand delivered packages please contact me to arrange. A submission box outside of the main entrance will be used if weather permits but entry to the building is not permitted at this time.

- Electronic bids are acceptable and encouraged under the current circumstances surrounding COVID-19 but cannot be mandated (per State Law). Please follow the directions outlined in the Notice to Bidders and this Addendum.

- Electronic bids must be submitted between 1:30 PM and 2:00 PM on May 30, 2020.

Bid proposals and bid bond documents must be e-mailed to letot@cobleskill.edu ONLY.

BIDS WILL NOT BE ACCEPTED UNTIL 1:30 PM. BIDS SUBMITTED OUTSIDE OF THE

TIMEFRAME CONFIRMED ABOVE WILL BE REJECTED. This measure is an effort to protect the security of the electronic bids.

- Contractors must be sure to confirm acknowledgment of this addendum where indicated on the Proposal Form.

- Contractors must be sure to list all ALLOWANCES & UNIT PRICES where indicated on the Proposal Form.

- The sample Agreement and Exhibit A-1 have been revised since releasing the associated bid documents. The new samples are being provided as they will be applicable to the successful bidder.

- COVID-19 Contractor Guidance for Construction Jobsites is being provided as it will be applicable to the successful bidder.

mailto:letot@cobleskill.edu mailto:letot@cobleskill.edu

State University of New York College of Agriculture & Technolog y, Cobleskill, NY 12043 • 518.255.5011

ITEM #2 - RESPONSES TO THE QUESTIONS FROM THE PRE-BID CONFERENCE CALL:

1. Glass Specification – the glass specification is as defined in the Project Manual and shown in the window restoration schedule. As discussed, certain windows at stair landings need to be provided with laminated, cylinder (“wavy”) glass to meet code for glazing within a certain number of inches above the walking surface of the stair landings. Otherwise, replacement glass must be done per the specifications.

2. Glazing Compound – where glazing compound has failed/is failing it should be replaced as specified. For the Base Bid, bidders are to provide a Fixed Price for removal and replacement of 200 Linear Feet (LF) of glazing compound, and a UNIT PRICE per linear foot for any removal and replacement beyond the Base Bid.

3. Lead Paint – The Bidder shall assume that the building will be fully accessible and largely unoccupied during the construction period (summer 2020). The contractor shall follow all state and federal regulations on the containment of work areas, and for proper removal, on-site storage and disposal of any lead paint. The Contractor must coordinate with the college to clarify ongoing maintenance of schedule, method and on-site storage locations associated with the lead paint work.

4. Operable Sash – Both the upper AND lower sash of the original windows were designed to be operable. The contractor is allowed to remove sash from the building to a shop environment if it facilitates a better restoration process. Existing openings must be protected and secured while window sash are off-site.

5. Fascia/Soffit – scraping, repairing and repainting of the painted wood fascia and soffit at the transition from the brick masonry walls to the roof is included in the Base Scope of the work.

6. Replacement Windows – All windows called for replacement are to be made out of wood, are to precisely match the original windows in all ways, including but not limited to glass type, profile, sightlines and function, and shall be painted to match the other windows to be restored in the building.

Item #3 - ADDITIONAL QUESTIONS AND ANSWERS:

QUESTION 1. At window(s) W101.1 & W101.2, the sash that are in the stairwell, do both upper and lower sash require laminated light restoration glass or just the lower sash?

ANSWER 1. See Item #2, response 1.

State University of New York College of Agriculture & Technolog y, Cobleskill, NY 12043 • 518.255.5011

QUESTION 2. In the basement where existing upper aluminum sash located under HVAC louvers are to be replaced, are they to be replaced with aluminum clad wood windows or just wood windows? Are these replacement sash to be three panes wide or 3/2 with small pieces of glass?

ANSWER 2. See Item #2, response 6.

QUESTION 3. Are panes of glass that had been broken and were replaced by the college over the years with regular float glass to be removed and replaced with light restoration glass? If so how many of what size(s) are to be bid? Or is a per unit size alternate to be priced?

ANSWER 3.

- See Item #2, response 1.

- For bidding purposes, please provide in the base bid a price to replace panes as indicated in the last two columns under “sash type” in the window restoration schedule (which amounts to approximately 134 panes).

- Also please provide a UNIT PRICE for any additional replacement of float glass panes, based on an approximate, average/typical pane size of 12”x16”, and an ALLOWANCE for 40 additional panes based on that unit price.

QUESTION 4. When do the MWBE and SDVOB Utilization Plans get submitted?

ANSWER 4. The successful bidder will receive a Letter of Intent from the University that includes a list of all required contract documents at that time. This list will include the MWBE and SDVOB Utilization Plans and that is when you will submit those plans.

QUESTION 5. We are reviewing the notice to bidders and it suggests we can email the bid to you for this project. Can you verify we are correct in this understanding?

ANSWER 5. Yes, that is correct. New State directives related to COVID-19 allow us to accept construction bids electronically. All bidders must certify in the body of their e-mail submission that they will follow-up with a hard copy via regular mail.

QUESTION 6. MWBE funding. It calls for a high level of minority participation (21%). Can you shed any light on this requirement and whether it is a campus wide goal and not necessarily specific to this project? We are a certified woman owned business.

State University of New York College of Agriculture & Technolog y, Cobleskill, NY 12043 • 518.255.5011

ANSWER 6. All goals must be project specific. This goal was derived from a pre-advertisement analysis in conjunction with the SUNY System-wide Supplier Diversity Office. If the successful contractor is finding that availability of MWBE/SDVOB contractors has changed based on current outreach efforts, then they may submit a varied utilization plan for consideration that reflects current findings. If the successful contractor is unable to meet the project specific goals (especially less than 30%) they would be required to work with the SUNY System-wide Supplier Diversity Office to request a waiver. The waiver would require your outreach efforts as backup. On a project of this size WBEs are still required to utilize MBE and SDVOB contractors or vice versa.

THIS ADDENDUM IS ISSUED INDICATING CHANGES TO THE CONTRACT DOCUMENTS. ALL

CHANGES SHALL BE INCORPORATED IN THE CONTRACTOR’S PROPOSAL AS DESCRIBED HEREIN,

AS THIS ADDENDUM WILL BECOME ONE OF THE CONTRACT DOCUMENTS, IF AND WHEN AN

AWARD IS MADE. ACKNOWLEDGMENT OF THIS ADDENDUM SHALL BE INDICATED ON THE

PROPOSAL FORM.

State University of New York College of Agriculture & Technolog y, Cobleskill, NY 12043 • 518.255.5011

COVID-19 CONTRACTOR GUIDANCE FOR CONSTRUCTION JOBSITES

In response to the public health emergency for the COVID-19, Governor Andrew Cuomo has declared a State disaster emergency and temporarily suspended or modified laws that would prevent, hinder, or delay action necessary to cope with the disaster or emergency. The Governor has also issued directives to allow for the expansion of certain services including those relating to emergency procurement, and to facilitate the continued work of essential businesses subject to compliance with mandatory directives for safety best practices and social distancing The purpose of this guidance is to set forth the recommended best practices and social distancing requirements for contractors performing work at State University of New York construction sites in the context of the COVID-19 health crisis.

Contractor Responsibilities

Under your contract with the Campus, o Contractors and their subcontractors are required at all times to guard the safety and health of all persons on and in the vicinity of the work site o Contractors and their subcontractors are required to comply with all applicable rules, regulations, codes, and bulletins of the New York State Department of Labor and the standards imposed under the Federal Occupational Safety and Health Act of 1970, as amended (“OSHA”) o Contractors and their subcontractors are also required to comply with all contract safety requirements o Contractors and their subcontractors must comply with all City or State of New York safety requirements for projects within the City or State of New York constructed in accordance with the applicable building code, and contractors are required to provide written safety plans for the site showing how all safety requirements of applicable law will be implemented for the duration of the contract.

Contractors and their subcontractors must also adhere to the following practices to help prevent exposure and spread of COVID-19. The following recommendations are based on what is currently known about COVID-19. Contractors and their subcontractors are advised to stay current and immediately implement the most up-to-date practices to protect the safety and health of your employees, clients, and the general public.

General Responsibilities:

• Contractors and their subcontractors should educate their employees on the symptoms of COVID-19, which include cough, fever, trouble breathing, and pneumonia.

State University of New York College of Agriculture & Technolog y, Cobleskill, NY 12043 • 518.255.5011

Contractors and their subcontractors must instruct any employee who feels they may have any of the above symptoms to refrain from reporting to the jobsite and immediately contact their health care provider and the local health department in the county in which they reside. Contact information for local health departments can be found at www.health.ny.gov.

• If the employee begins to exhibit these symptoms while in the workplace, steps should be taken to remove the individual from the workplace. Using safe social distancing practices, provide the employee with a surgical mask and instruct them to put it on, self-transport themselves home, and to contact their health care provider and inform the local health department. The Contractor must notify the contracting agency/authority.

• Personnel should be advised to self-quarantine in accordance with the requirements of the New York State and local health department. Contracting agencies/authorities reserve the right to require any employee of the Contractor, and their subcontractors exhibiting symptoms, to be removed from the jobsite

• If an employee is confirmed to have COVID-19 infection, contractors and their subcontractors should inform fellow employees, who have been in contact with this employee, of their possible exposure to COVID-19 in the workplace while maintaining confidentiality as required by applicable New York State and federal law. The fellow employees should then self-monitor for symptoms (i.e., cough, fever, trouble breathing, and pneumonia) and self-quarantine in accordance with the requirements of the New York State and local health department

• If an employee tests positive for COVID-19, Contractors and their subcontractors should direct the employee to self-quarantine and remain quarantined for 14 days, following the guidance of New York State and local health department o Contractors and their subcontractors may permit such employee to return to the jobsite when this employee produces a negative COVID-19 test or receives medical clearance to return to work

• If an employee tests negative for COVID-19, contractors and their subcontractors may direct the employee to return to work after recovery from their illness. Any direct contacts on pre-cautionary quarantine may return to the jobsite and resume their work activities.

Social Distancing:

• Do not host large group meetings or congregate in large groups. When meetings are necessary, maintain a distance of 6-feet between people.

• Perform any tool box or other training maintaining the distance of 6-feet between people.

• Perform meetings online or via conference call whenever possible

• Only essential personnel should be permitted on the jobsite

• Discourage handshaking and other contact greetings

State University of New York College of Agriculture & Technolog y, Cobleskill, NY 12043 • 518.255.5011

General Jobsite Practices

• Procedures and supplies should be in place to encourage proper hand and respiratory hygiene.

o Hand hygiene:

Signage with handwashing procedures should be posted in prominent locations promoting hand hygiene

• Regular handwashing with soap and water for at least 20 seconds should be done:

o Before and after eating o After sneezing, coughing, or nose blowing o After using the restroom o Before handling food o After touching or cleaning surfaces that may be contaminated o After using shared equipment and supplies; and also o Whenever a contractor or subcontractor believes it is necessary

• If soap and water are not available, use an alcohol-based hand sanitizer that contains at least 60% alcohol

• Respiratory Hygiene:

o Covering coughs and sneezes with tissues or the corner of elbow o Disposing of soiled tissues immediately after use o Where possible, have disposable masks available to cover an employee’s mouth and nose if they develop symptoms on the job to protect others from exposure.

• Practice routine environmental cleaning and disinfecting of all frequently touched surfaces on the jobsite. This includes work stations, project trailers and offices, portable toilets, countertops, handles, doorknobs, gang boxes, tools and equipment. See OSHA Guidance on Preparing Workplaces for COVID-19.

www.osha.gov/Publications/OSHA3990.pdf

• Appropriate cleaning agents and directions should be utilized to perform all cleaning.

Ensure all workers are trained on the hazards of cleaning chemicals used in the workplace and comply with all OSHA requirements regarding same in accordance with the Hazard Communication (Global Harmonization) Standard. Information about https://coronavirus.health.ny.gov/home

• Do not use a common water bottle

• If using a common water cooler clean dispenser knob after use

• Do not share tools

• Utilize personal protection equipment (PPE) for the job being performed

• Sanitize reusable PPE per manufacturer’s recommendation prior to each use

• Do not share PPE

• Ensure used PPE and other trash is disposed of properly http://www.osha.gov/Publications/OSHA3990.pdf https://coronavirus.health.ny.gov/home

State University of New York College of Agriculture & Technolog y, Cobleskill, NY 12043 • 518.255.5011

• Utilize disposable gloves where appropriate and instruct workers to wash hands after removing gloves

• Disinfect reusable supplies and equipment

• Don’t stack trades, if possible

• Stagger work schedules to minimize the number of people on a job site at any one time.

• Keep one contractor or subcontractor in an area at a time. Indicate an area is occupied with workers with a sign or flag indicating which contractor or subcontractor is in the area at that time. Remove the sign or flag after completion of work in that area to let others know they may then enter into that area to perform their work. The next contractor or subcontractor will then post their sign or flag to notify others that the area is occupied.

• Minimize the number of workers in an area as much as possible by using indicators of an occupied area (signs or flags) scheduling work activities to stagger those required to be in any one time to a minimal number of workers.

• Minimize entryways into a work area so that employees will be able to observe flagging practices described above. Do not reduce the number of emergency exits.

• Avoid cleaning techniques, such as pressurized air or water sprays that may result in generation of bioaerosols

The Campus may request an updated written safety plan for the site to address practices to help prevent exposure and spread of COVID-19 at the jobsite pursuant to New York State, OSHA recommendations and Centers for Disease Control requirements, which include:

• Assessment of potential worker exposure hazards, taking into account the specific recommendations and controls for the four levels of worker exposure risk identified in OSHA’s Guidance on Preparing Workplaces for COVID-19 (i.e., very high, high, medium, and lower)

• Evaluation of exposure to risk;

• Selecting, implementing, and ensuring the use of controls (i.e., social distancing appropriate personal protective equipment, hygiene, and cleaning supplies);

• Minimizing the number of workers in an area as much as possible by using indicators of an occupied area (signs or flags) and scheduling work activities to stagger those required to be in any one area to a minimal number of workers.

• Minimize entryways into a work area so that employees will be able to observe flagging practices described above. Do not reduce number of emergency exits; and

• Additional criteria consistent with health and safety practices at the work site.

Project Closure:

• Where work is suspended on a project, contractors are directed to follow any additional project shut-down protocols as provided by the campus.

State University of New York College of Agriculture & Technolog y, Cobleskill, NY 12043 • 518.255.5011

For additional resources:

OSHA COVID-19 Resources OSHA Guidance on Preparing Workplaces for COVID-19 DOL COVID-19 Resources Interim Guidance for Business and Employers Centers for Disease Control -- https://www.cdc.gov/coronavirus/2019-ncov/index.html https://www.cdc.gov/coronavirus/2019-ncov/index.html

State University of New York Construction Agreement

Page 1 of 39 SUNY Procedure 7554, Form 7554-09 Rev. 4/2020

This Agreement (referred to alternately as “Agreement” or “Contract”) made as of the _________ day of _______________________, 20____, for Contract Number T000760 by and between STATE UNIVERSITY OF NEW YORK, a corporation organized and existing under the laws of the State of New York, with its principal office located at State University Plaza, 353 Broadway, Albany, New York 12246, on behalf of State University of New York College of Agriculture & Technology at Cobleskill located at 106 Suffolk Circle, Cobleskill, NY 12043 hereinafter referred to as "University" and ___________having its principal office located at _________ __________________________________, and a Federal ID or Social Security No. of {insert number}, hereinafter referred to as “the "Contractor.”

WITNESSETH:

The parties hereto agree that the Contractor shall:

(a) furnish and perform all work of every kind required and all other things necessary to complete in the most substantial and workmanlike manner the construction of

241012W Minor Window Restoration Old Gym At SUNY Cobleskill in strict accordance with the Contract Documents; and

(b) complete all work necessary for substantial completion by August 07, 2020 or within the time to which such completion may have been extended in accordance with the Contract Documents. For administrative purposes and closeout procedures this contract term shall end February 28, 2021;

(c) in the event it fails to substantially complete all the work on time, pay to the University liquidated damages in accordance with the liquidated damages schedule listed on page one of the contractors proposal for each calendar day of delay of substantially completing all the work; and

(d) do everything required by the Contract; subject, however, to the terms, provisions and conditions listed hereinafter.

Article I General Provisions

Section 1.01 Definitions

Where the following words and expressions are used in the Contract Documents it is understood that they have the meaning set forth as follows:

Allowance Any and all work and materials which may be required of the Contractor in performing work set forth under one or more allowances to this Agreement shall be Work, as defined herein, which shall be performed in accordance with the base schedule for the performance of the Contractor’s Work. Contractor shall not be entitled to an extension of time for the performance of an allowance or all allowances.

Consultant The Architect or Engineer named in the Notice to Bidders or such other person or firm designated by the

University to provide general administration of the Contract and inspection of the work.

Bidding Notice to Bidders, Information for Documents Bidders and Proposals

Bonds Performance Bond and Labor and Material Bond

Page 2 of 39 SUNY Procedure 7554, Form 7554-09 Rev. 4/2020

Delay For purposes of this document and as used herein and in any other contract documents between the Contractor and the University the word “delay” shall be interpreted broadly and shall include by way of example only and not by way of limitation: delay, disruption, interference, inefficiencies, impedance, hindrance, acceleration, resequencing, schedule impacts, lack of timeliness by the University and/or Consultant, and lack of coordination, cumulative impact of multiple change orders, delay and other impacts.

Contract or The Agreement, Exhibits A and A-1, Bidding Documents, Bonds, Specifications, Project Manual, Drawings Contract Addenda issued prior to the opening of bids and Change Orders issued after award of the Contract.

Documents

University State University Construction University

Notice to Written notice provided by the University to the Contractor stating the date on which Proceed the contractor can begin project work.

Project The facility or facilities to be constructed including all usual, appropriate and necessary attendant work shown on, described in or mentioned in the Contract.

Site The area within the Contract limit lines, as shown on the Drawings, and all other areas upon which the

Contractor is to perform work.

Substantial Substantial Completion is the completion of Work so that the Project can be fully Completion occupied and used for the purposes for which it is intended. Substantial Completion includes: (1) completion of all work required for the issuance of a code compliance certificate, or a temporary approval for occupancy, completed in a manner that includes no uncorrected deficiency or material violation of the Building Code of New York State within the area or work for which the certificate is to be issued; (2) completion of all building systems and functional testing of said systems (other than tests that cannot be performed due to the seasonal environmental conditions in effect at the time of completion); (3) acceptance and approval of the Operating Instructions and Manuals and Training of Campus Personnel; and (4)the sum of values determined for Punch List work at the time of Substantial Completion shall not exceed one

(1) percent of the amount of the Contract consideration unless otherwise agreed to by the University.

Work The using, performing, installing, furnishing and supplying of all materials, equipment, labor, services and incidentals necessary or proper for or incidental to the successful completion of the Project and the carrying out of all duties and obligations imposed upon the Contractor by the Contract.

Section 1.02 Captions The titles or captions of Articles and Sections of the Contract are intended for convenience and reference purposes only and in no way define, limit or describe the scope or intent thereof or of the Contract or in any way affect the Contract.

Section 1.03 Nomenclature Materials, equipment or other work described in words and abbreviations which have a well-known, technical or trade meaning shall be interpreted as having such meaning in connection with the Contract.

Section 1.04 Entire Agreement The Contract constitutes the entire agreement between the parties hereto and no statement, promise, condition, understanding, inducement or representation, oral or written, expressed or implied, which is not contained herein shall be binding or valid and the Contract shall not be changed, modified, or altered in any manner except by an instrument in writing executed by the parties hereto.

Section 1.05 Successors, Assigns and Agents To the extent allowed by the terms of "Exhibit A”, the Contract shall bind the successors, assigns and representatives of the parties hereto. The University reserves the right to have the State University Construction University Fund act as its agent at any time or duration of this Agreement. Such designation of the Fund to act on the behalf of the University shall be in writing and addressed to the Contractor.

Page 3 of 39 SUNY Procedure 7554, Form 7554-09 Rev. 4/2020

Section 1.06 Accuracy and Completeness of Contract Documents

(1) The Contract Documents are complementary and what is called for by any one shall be as binding as if called for by all. The intention of the Documents is to include all materials, plant, equipment, tools, skill and labor of every kind necessary for the proper execution of the work and also those things which may be reasonably inferable from the Contract Documents as being necessary to produce the intended results.

(2) The Contract Documents contemplate a finished piece of work of such character and quality as is reasonably inferable from them. The Contractor acknowledges that the Contract consideration includes sufficient money allowance to make its work complete and operational and in compliance with good practice and it agrees that inadvertent minor discrepancies or omissions or the failure to show details or to repeat on any part of the Contract Documents the figures or notes given on another shall not be the cause for additional charges or claims. In case of a conflict between any part or parts of the Contract Documents with any other part or parts thereof, as contrasted to an omission or failure to show details or to repeat on any part of the Contract Documents the figures or notes given on another part thereof, the following shall be given preference, in the order hereinafter set forth, to determine what work the Contractor is required to perform: (a) Exhibit A and A-1, (b) Addenda (later dates to take preference over earlier dates); (c) Amendments to Agreement; (d) Agreement; (e) Bidding Documents; (f) Specifications; (g) Schedules; (h) Large scale detail Drawings (detail drawings having a scale of 3/4" and over); (i) Large scale plan and section Drawings (plan and section drawings having a scale equal to or larger than that used for the basic floor or site plan, as the case may be); (j) Small scale detail Drawings (detail drawings having a scale of less than 3/4"); and (k) Small scale plan and section Drawings (plan and section drawings having a scale less than that used for the basic floor or site plan, as the case may be). In the event of such a conflict between or among parts of the Contract Documents that are entitled to equal preference, the more expensive way of doing the work, the better quality or greater quantity of material shall govern unless the University otherwise directs.

Section 1.07 Organization of Contract Documents The Specifications and Drawings are generally divided into trade sections for the purpose of ready references, but such division is arbitrary and such sections shall not be construed as the prescription by the Consultant or the University of the limits of the work of any subcontractor or as a determination of the class of labor or trade necessary for the fabrication, erection, installation or finishing of the work required. The Contractor will be permitted to allot the work of subcontractors at its own discretion regardless of the grouping of the Specifications and Drawings. It shall be the Contractor's responsibility to settle definitively with each subcontractor the portions of the work which the latter will be required to do.

The University and the Consultant assume no responsibility whatever for any jurisdiction claimed by any of the trades involved in the work.

Section 1.08 Furnishing of Contract Documents The University shall establish the format for the Contract Documents (hard copy and/or electronic media) at the start of the Project. The Contractor shall be furnished, free of charge, with two (2) copies of the Specifications and Drawings in the selected format(s). Any other copies of the Specifications and Drawings which the Contractor may desire can be obtained at the Contractors expense.

Section 1.09 Examination of Contract Documents and Site By executing the Contract, the Contractor agrees that it has carefully examined the Contract Documents together with the site of the proposed work as well as its surrounding territory; that it is fully informed regarding all the conditions affecting the work to be done and the labor and materials to be furnished for the completion of the Contract; and that its information has been acquired by personal investigation and research and not in the estimates and records of the University.

Section 1.10 Invalid Provisions If any term or provision of the Contract Documents or the application thereof to any person, firm or corporation or circumstance shall, to any extent, be invalid or unenforceable, the remainder of the Contract Documents, or the application of such terms or provisions to persons, firms or corporations or circumstances other than those to which it is held invalid or unenforceable, shall not be affected thereby and each term or provision of the Contract Documents shall be valid and be enforced to the fullest extent permitted by law.

Section 1.11 No Collusion or Fraud

Page 4 of 39 SUNY Procedure 7554, Form 7554-09 Rev. 4/2020

The Contractor hereby agrees that the Contract was secured without collusion or fraud and that neither any officer nor any employee of the University has or shall have a financial interest in the performance of the Contract or in the supplies, work or business to which it relates, or in any portion of the profits thereof.

Section 1.12 Notices

(1) All notices permitted or required hereunder shall be in writing and shall be transmitted either:

a. via certified or registered United States mail, return receipt requested;

b. by personal delivery;

c. by expedited delivery service; or

d. by email if actually received by the University. Contractor bears the burden of proof of service by email and receipt of email by the University.

Such notices shall be addressed as follows or to such different addresses as the parties may from time to time designate:

SUNY at Cobleskill Name: {insert designated contact’s name} Title: {insert designated contact’s title} Address: {insert campus address} Telephone Number: {insert phone} E-mail address: {insert email}

{insert company name} Name: {insert designated contact’s title} Title: {insert designated contact’s title} Address: {insert company} Telephone Number: {insert phone} E-mail Address: {insert email}

(2) Any such notice shall be deemed to have been given either at the time of personal delivery or actual receipt by the University, or in the case of email, upon receipt by the University.

(3) The parties may, from time to time, specify any new or different address in the United States as their address for purpose of receiving notice under this Agreement by giving fifteen (15) days written notice to the other party sent in accordance herewith. The parties agree to mutually designate individuals as their respective representatives for the purposes of receiving notices under this Agreement. Additional individuals may be designated in writing by the parties for purposes of implementation and administration/billing, resolving issues and problems and/or for dispute resolution.

Section 1.13 Singular-Plural; Male-Female As used in the Contract Documents, the singular of any word or designation, whenever necessary or appropriate, shall include the plural and vice versa, and the masculine gender shall include the female and neutral genders and vice versa.

Article II Contract Administration and Conduct

Section 2.01 Consultant's Status

(1) The Consultant, as the University's representative, shall provide general administration of the Contract and inspection of the work. The Consultant will not be responsible for construction means, methods, techniques, sequences or procedures, or for safety precautions and programs in connection with the work, and it will not be responsible for the Contractor's failure to carry out the work in accordance with the Contract Documents. The Consultant's duties, services and work shall in no way supersede or dilute the Contractor's obligation to perform the work in conformance with all Contract requirements, but it is empowered by the University to act on its behalf with respect to the proper execution of the work and to give instructions and/or direction when necessary to require such corrective measures as may be necessary, in its professional opinion, to insure the proper execution of the Contract or to otherwise protect the University's interest.

(2) The Consultant shall have the authority to stop the work or to require and/or direct the prompt execution thereof whenever such action may be necessary, in its professional opinion, to insure the proper execution of the Contract or to otherwise protect the interests of the University.

Page 5 of 39 SUNY Procedure 7554, Form 7554-09 Rev. 4/2020

(3) Except as otherwise provided in the Contract, the Consultant shall determine the amount, quality, acceptability, fitness and progress of the work covered by the Contract and shall decide all questions of fact which may arise in relation to the interpretation of the plans and Specifications, the performance of the work and the fulfillment by the Contractor of the provisions of the Contract. The Consultant shall in the first instance be the interpreter of the provisions of the Contract and the judge of its performance and it shall use its power under the Contract to enforce its faithful performance.

Section 2.02 Finality of Decisions

(1) Any decision or determination of the Consultant under the provisions of the Contract shall be final, conclusive and binding on the Contractor unless the Contractor shall, within ten (10) working days after such decision, make and deliver to the University a verified written statement of its contention that the decision of the Consultant is contrary to a provision of the Contract. The University shall thereupon determine the validity of the Contractor's contention. Pending decision by the University, the Contractor shall proceed in accordance with the Consultant's decision.

(2) Wherever it is provided in the Contract Documents that an application must be made to the University and/or determination made by the University, the University's decision on such application and/or its determination under the Contract Documents shall be final, conclusive and binding upon the Contractor unless the Contractor, within ten (10) working days after receiving notice of the University's decision or determination, files a written statement with the University and the Consultant that it reserves its rights in connection with the matters covered by said decision or determination and after a court of competent jurisdiction determines the University’s said decision or determination to be fraudulent, capricious, arbitrary or so grossly erroneous as necessarily to imply bad faith in an action brought in accordance with Section 4.24.

Section 2.03 Claims and Disputes

(1) If the Contractor claims (i) that any work it has been ordered to do is extra work or (ii) that it has performed or is going to perform extra work or (iii) that any action or omission of the University or the Consultant is contrary to the terms and provisions of the Contract, it shall:

a. Promptly comply with such order;

b. Notwithstanding the provisions of Section 1.12 of the Agreement and any other provisions of the Contract documents to the contrary, file with the University and the Consultant, within five (5) working days after being ordered to perform the work claimed by it to be extra work or within five (5) working days after commencing performance of the extra work, whichever date shall be the earlier, or within fifteen (15) working days after the said action or omission on the part of the University or the Consultant occurred, a written notice of the basis of its claim and request a determination thereof.

c. Notwithstanding the provisions of Section 1.12 of the Agreement and any other provisions of the Contract documents to the contrary, file with the University and the Consultant, within thirty (30) calendar days after said alleged extra work was required to be performed or said alleged extra work was commenced, whichever date shall be the earlier, or said alleged action or omission by the University or the Consultant occurred, a verified detailed statement, with documentary evidence, of the items and basis of its claim, including an initial and updated detailed Time Progress Schedule,

d. Produce for the University's examination, upon notice from the University, such information and documentation as directed by the University, which shall include but not be limited to job cost reports and all estimates and documentation used to develop the Bid Proposal, all its books of account, bills, invoices, payrolls, subcontracts, time books, progress records, daily reports, bank deposit books, bank statements, checkbooks and cancelled checks, showing all of its actions and transactions in connection with or relating to or arising by reason of its claim, and submit persons in its employment and in its subcontractors' employment for examination under oath by any person designated by the University to investigate any claims made against the University under the Contract, such examination to be made at the offices of the Contractor; and

e. Proceed diligently, pending and subsequent to the determination of the University with respect to any such disputed matter, with the performance of the Contract and in accordance with all instructions of the University and the Consultant.

Page 6 of 39 SUNY Procedure 7554, Form 7554-09 Rev. 4/2020

(2) The Contractor's failure to comply with any or all parts of subdivision b, c and d of paragraph (1) of this Section shall be deemed to be: (i) a conclusive and binding determination on its part that said order, work, action or omission does not involve extra work and is not contrary to the terms and provisions of the Contract; and (ii) a waiver by the Contractor of all claims for additional compensation or damages as a result of said order, work, action or omission.

The provisions of subdivision b, c and d of paragraph (1) of this Section are for the purpose of enabling the University to avoid waste of public funds by affording it promptly the opportunity to cancel or revise any order, change its plans, mitigate or remedy the effects or circumstances giving rise to a claim or take such other action as may seem desirable and to verify any claimed expenses or circumstances as they occur. Compliance with such provisions is essential whether or not the University is aware of the circumstances of any order or other circumstances which might constitute a basis for a claim and whether or not the University has indicated it will consider a claim in connection therewith.

(3) The Contractor’s failure to submit and maintain a Time Progress Schedule in accordance with Section 3.02 of the

Agreement shall be deemed to be a waiver by the Contractor of all claims for additional time, compensation or damages as a result of any condition which is an alleged cause of delay in the completion of the work. The Schedule of Record, regularly updated and submitted at required durations in accordance with the provisions of the General Requirements, Section paragraph titled “Project Schedule”: (i) informs the University and affords it promptly of regular opportunities to change its plans or mitigate or remedy the effects or circumstances giving rise to a claim of delay in the completion of the work or take such other action as may seem desirable to verify any claimed circumstances as they occur; and (ii) forms a record which becomes the basis of the University’s verification of an alleged cause of delay in the completion of the work.

(4) No person has power to waive or modify any of the foregoing provisions and, in any action against the University to recover any sum in excess of the sum certified by the University to be due under or by reason of the Contract, the Contractor must allege in its complaint and prove at the trial compliance with the provisions of this Section.

(5) Nothing in this Section shall in any way affect the University's right to obtain an examination before trial or a discovery and inspection in any action that might be instituted by or against the University or the Contractor.

Section 2.04 Omitted Work The University reserves the right at any time during the progress of the work to delete, modify or change the work covered by the Contract, by a Change Order or Field Order thereto providing for either a reduction or omission of any portion of the work, without constituting grounds for any claim by the Contractor for allowances for damages or for loss of anticipated profits and in such event a deduction shall be made from the Contract consideration, the amount of which is to be determined in accordance with the provisions of Section 4.02 or 4.05A of the Agreement.

Section 2.05 Extra Work

(1) The University reserves the right at any time during the progress of the work to add, modify or change the work covered by the Contract by Change Order or Field Order or as otherwise required by the University thereto providing for extra work of either a qualitative or quantitative nature and in such event the Contract consideration may be increased by an amount to be determined in accordance with the provisions of Sections 4.02 and 4.05A of the Agreement and the completion date for all or any part of the work may be extended for such period of time as may be determined by the University as necessary, because of the extra work, to complete the work or any part thereof.

(2) Nothing in the Contract Documents shall excuse the Contractor from proceeding with the extra work as directed., The terms and conditions of the Contract Documents shall be fully applicable to all extra work.

(3) The Contractor shall have no claim for extra work or an extension of time if the performance of such work, in the judgment of the Consultant, is made necessary or desirable because of any act or omission of the Contractor which is not in accordance with the Contract.

(4) Notwithstanding the provisions of Section 2.02 of the Agreement and any other provisions of the Contract

Documents to the contrary, the University, after conferring with the Consultant, shall have the right to overrule a determination or decision of the Consultant, that relates to whether certain work is included in the Contract Documents or is extra work, which the University believes is incorrect; in the event the University exercises such

Page 7 of 39 SUNY Procedure 7554, Form 7554-09 Rev. 4/2020 right, that determination or decision shall be final, conclusive and binding upon the Contractor and the University unless the same shall be determined by a court of competent jurisdiction to have been fraudulent, capricious, arbitrary or so grossly erroneous as necessarily to imply bad faith.

Section 2.06 Contractor to Give Personal Attention

(1) The Contractor shall give its constant personal attention to all the work while it is in progress and shall place the work in charge of a competent and reliable full-time superintendent acceptable to the Consultant and the University who shall have authority to act for the Contractor and who shall be accountable to the Consultant to the extent provided in the Contract. Unless the superintendent proves to be unsatisfactory to the Contractor and ceases to be in its employ, such superintendent shall not be changed without the written permission of the Consultant and the University.

(2) When the Contractor and its superintendent are temporarily absent from the site of the work, the Contractor or its superintendent shall designate a responsible supervisory employee, approved by the Consultant and the University, to receive such orders as the Consultant or its representative may give. At no time shall any work be conducted on the site in the absence of an individual present who has been so designated by the Contractor or its superintendent as having authority to receive and execute instructions given by the Consultant or its representative.

(3) If the superintendent, project manager or other supervisory employees are not satisfactory to the University, the

Contractor shall, if directed by the University, immediately replace such supervisory employees with other supervisory employees acceptable to the Consultant and the University. Such replacement and all related impacts shall be at no additional cost to the University.

Section 2.07 Employment of Workers The Contractor shall at all times employ competent and suitable workers and equipment which shall be sufficient to prosecute all the work to full completion in a disciplined orderly manner and in accordance with the Time Progress Schedule and the contractually required time of performance. All workers engaged in special or skilled work shall have had sufficient experience in such work to properly and satisfactorily perform the same. Should the Consultant deem any employee of the Contractor or any subcontractor incompetent, careless, insubordinate or otherwise objectionable or whose continued employment on the work is deemed by the Consultant to be contrary to the public interest, it shall so advise the Contractor and the latter shall dismiss or shall cause the subcontractor, if such employee is employed by the latter, to dismiss such employee and such employee shall not again be employed on the work to be performed under the Contract without obtaining the prior written approval of the Consultant.

Section 2.08 Detailed Drawings and Instructions Upon timely notice from the Contractor that supplementary information is required, the Consultant shall furnish additional instructions, by means of Drawings or otherwise, necessary for the proper execution of the work. All such Drawings and instructions shall be consistent with the Contract Documents, true developments thereof and reasonably inferable therefrom. The work shall be executed in conformity therewith and the Contractor shall do no work without proper Drawings and/or instructions.

Section 2.09 Contract Documents to Be Kept at Site The Contractor shall keep at the site of the work a copy of the Drawings and Specifications and shall at all times give the Consultant and the University access thereto.

Section 2.10 Permits and Building Codes The Contractor shall obtain from the proper authorities all permits legally required to carry on its work, pay any and all taxes and fees legally required and shall be responsible for conducting its operations in accordance with the provisions of such permits. Except as otherwise expressly provided in the Contract Documents, all of the work covered by this Agreement which is to be performed on property owned by the State University of New York is not subject to the building code of any city, county or other political subdivision of the State of New York. It is, however, subject to the provisions of the Building Code of New York State and the applicable Federal and State health and labor laws and regulations.

Section 2.11 Surveys

(1) From the data shown on the Drawings and identified at the site by the Consultant, a licensed surveyor, to be designated and paid for by the University, shall establish one (1) fixed benchmark and one (1) fixed base line at

Page 8 of 39 SUNY Procedure 7554, Form 7554-09 Rev. 4/2020 the site. The Contractor shall work from the benchmarks and base lines shown on the Drawings, identified at the site by the Consultant and established at the site by the aforesaid surveyor and shall establish such supplementary bench marks and base lines that are required in order for it to lay out the work. The Contractor shall be responsible for all measurements that may be required for execution of the work to the exact position and elevation as prescribed in the Specifications, shown on the Drawings, or as the same may be modified at the direction of the Consultant to meet changed conditions or as a result of modifications to the work covered by the Contract.

(2) The Contractor shall furnish at its own expense such stakes and other required equipment, tools and materials, and all labor as may be required in laying out any part of the work. If, for any reason, monuments are disturbed, it shall be the responsibility of the Contractor to reestablish them, without cost to the University, as directed by the Consultant.