Appendix_A_-_General_Terms_and_Conditions_of_Construction.pdf

GENERAL TERMS AND

CONDITIONS OF

CONSTRUCTION

AACC’s General Terms and Conditions of Construction will be used in conjunction with the General Terms and Conditions of Contract and with the AIA Documents. If terms and conditions are duplicated, the most stringent would apply.

Anne Arundel

Community College

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Table of Contents

Section 1 – Definitions and Responsibilities

1.1 DEFINITIONS

1.2 OWNER’S RESPONSIBILITIES

1.3 CONTRACTOR’S RESPONSIBILITIES

Section 2 – Contract Documents

2.1 CONTRACT DOCUMENTS

2.2 SHOP DRAWINGS

2.3 PERFORMANCE AND PAYMENT BONDS (Required when initial contract exceeds $100,000.00)

Section 3 – Scope of Work

3.1 INTENT OF THE CONTRACT DOCUMENTS

3.2 GENERAL CONDITIONS CONTROLLING

3.3 DIFFERING SITE CONDITIONS

3.4 SITE INVESTIGATION

3.5 CONDITIONS AFFECTING THE WORK

3.6 CHANGES

3.7 MODIFICATION OF CONTRACT PRICE

3.8 UNAUTHROIZED WORK

Section 4 – Control of the Work

4.1 AUTHORITY OF THE PROJECT MANAGER

4.2 CONFORMITY WITH CONTRACT REQUIREMENTS

4.3 ADJACENT WORK

4.4 CONTROL BY THE CONTRACTOR

4.5 COOPERATION WITH UTILITIES

4.6 AUTHORITY AND DUITES OF PROJECT MANAGER

4.7 INSPECTION OF THE WORK

4.8 REMOVAL OF DEFECTIVE WORK

4.9 MAINTENANCE OF WORK DURING CONSTRUCTION

4.10 FAILURE TO MAINTAIN ENTIRE PROJECT

4.11 COLLEGE’S RIGHT TO DO WORK

Section 5 – Materials

5.1 GENERAL

5.2 STORAGE AND HANDLING OF MATERIALS

5.3 SUBSTITUTIONS

5.4 APPROVED EQUALS

5.5 CONTRACTOR’S OPTIONS

Section 6 – Legal Relations and Responsibilities

6.1 INSURANCE REQUIREMENTS

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6.2 COMPLIANCE WITH LAWS

6.3 PERMITS AND LICENSES

6.4 DISPUTES

Section 7 – Prosecution and Progress of the Work

7.1 NOTICE TO PROCEED

7.2 EXECUTION OF WORK

7.3 PUBLIC CONVENIENCE AND SAFETY

7.4 BARRICADES AND WARING SIGNS

7.5 PRESERVATION PROTECTION AND RESTORATION OF PROPERTY

7.6 PROGRESS SCHEDULE

7.7 SUSPENSION OF WORK

7.8 TERMINATION FOR CONVENIENCE OF THE COLLEGE

7.9 TERMINATION FOR DEFAULT – DAMAGES FOR DELAY – TIME EXTENSIONS

7.10 PARTIAL ACCEPTANCE

7.11 LIQUIDATED DAMAGES

7.12 SUBSTANTIAL COMPLETION AND FINAL INSPECTION

7.13 CLEANING UP

7.14 GUARANTEES

7.15 NOTICE TO COLLEGE OF LABOR DISPUTES

Section 8 – Payments

8.1 SCOPE OF PAYMENT

8.2 ALLOWANCES

8.3 DEDUCTIONS FOR UNCORRECTED WORK

8.4 PAYMENTS WITHHELD

8.5 CORRECTION OF WORK BEFORE FINAL PAYMENT

Section 9 – Employees, Subcontractors & Work Conditions

9.1 EMPLOYEES AND WORKMANSHIP

9.2 NON-DISCRIMINATION IN EMPLOYMENT

9.3 SUBCONTRACTS

9.4 CONSTRUCTION SAFETY AND HEALTH STANDARDS

9.5 DRUG AND ALCOHOL FREE WORKPLACE

9.6 SEXUAL HARASSMENT

9.7 NON-HIRING OF EMPLOYEES

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Anne Arundel Community College

General Terms and Conditions of Contract

Section 1 – Definitions and Responsibilities

1.1 DEFINITIONS

A. Approved Equal: Those supplies or services or compatible items of construction whose quality, design or performance characteristics are functionally equal or superior to an item specified.

B. Change Order: A contract modification signed by the responsible Owner’s Representative, directing a Contractor to make changes.

C. Contract: The written agreement executed between the College and the successful bidder, covering the performance of the work and furnishing of labor, services, equipment, and materials, and by which the Contractor is bound to perform the work and furnish the labor, services, equipment and materials, and by which the College is obligated to compensate the Contractor therefore at the mutually established and accepted rate or price. The contract shall be in the form of a purchase order(s) and any and all related contract documents, to include, but not limited to, the College’s RFP/RFB, the firm’s Proposal/Bid, any and all subsequent correspondence; all required submittals, i.e., certificate of insurance, bonds, etc. as well as any other documents which may be required and mutually agreed upon and negotiated by the college and the successful firm.

D. The Contractor: The person or organization having direct contractual relation with the

College for the execution of the “Work”. If the Contractor hereunder is comprised of more than one legal entity, blue such entity shall be jointly and severally liable hereunder.

E. Project Manager: A person assigned by the College to coordinate the activities of the

Contractor with the College.

F. Contract Time and Completion Date: The number of working or calendar days shown in the construction bid form indicating the time allowed for the completion of the work contemplated in the contract. In case a calendar date of completion is shown in the proposal, in lieu of the number of working or calendar days, such work shall be completed on or before that date.

G. Critical Path Method (CPM): A scheduling/management tool showing a network of work elements or activities for a construction project.

H. “Day” or “day”: Means calendar day unless otherwise designated.

I. Jargon: Work described in words that have well-known technical or trade meaning shall be held to refer to such recognized standard use.

J. “The Owner” or “Anne Arundel Community College” or “AACC” or “The College”:

Refers to Anne Arundel Community College, a comprehensive community center of higher learning located in Anne Arundel County. In particular, the College refers to the campus or administrative unit of the College or its authorized representative that issues bid information relative to a particular transaction.

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K. Notice to Proceed: A written notice to the Contractor of the date on or before which the prosecution of the work to be done under the contract shall begin.

L. Payment Bond: The security in the form approved by the College and executed by the

Contractor and his surety, and paid for by the Contractor, as a guarantee that he will pay in full all his bills and accounts for materials and labor used in the construction of the work, as provided by law.

M. Performance Bond: The security in the form approved by the College and executed by the

Contractor and his surety, and paid for by the Contractor, guaranteeing complete performance of the contract.

N. Plans: The official drawings issued by the College as part of the contract documents, including those incorporated in the contract documents by reference.

O. Purchasing Agent: The person designated by the College to make decisions with respect to the administration of the work. This person will be identified under the Instructions to

Firms Submitting Proposals/Bids section of the RFP/RFB as the Contact Point.

P. “Repair” or “repair”: Where used in these contract documents repair shall be taken to mean to restore after injury, deterioration, or wear; to mend, to renovate by such means as appropriate and to supply such materials and labor as necessary to render the item to be repaired sound, solid, true, plumb, square, even, smooth and fully serviceable. Upon completion of such repair it must be, unless otherwise stated, rendered to such conditions as to present a first class finished work, or in instances where the repaired item serves as a base for additional finish, the repaired work must be such as to permit a first class finish, to be applied without extra cost to the College. When the word “repair” is used in connection with machinery or mechanical equipment it shall mean, in addition to the above, rendering the equipment completely serviceable and efficient ready for normal use for which it was intended originally.

Q. Subcontractor: As employed herein includes only those having a direct contract with the

Contractor. It includes one who furnishes material worked to a special design according to the plans and specifications for the “Work”. It excludes one who merely furnishes material not so worked.

R. Supplemental Agreement: A written agreement covering added or changed work that is beyond the scope of the contract and the changes clause. A supplemental agreement becomes a part of the contract when approved and properly executed by all parties to the contract.

S. Work: Work shall be understood to mean the furnishing of all labor, materials, equipment, services, utilities and other incidentals necessary to the successful completion of the project and the carrying out of all the duties and obligations imposed upon the Contractor by the contract.

T. Written Notice: Shall be deemed to have been duly served if delivered in person to the individual or to the member of the firm or to an office of the corporation to who it is intended, or if delivered to or sent by registered mail, to the last business address known to the one who gives notice.

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1.2 OWNER’S RESPONSIBILITIES

A. The Owner shall furnish all surveys describing the physical characteristics, legal limitations, utility location for the site of the project, and a legal description of the site.

B. Information or services under the Owner’s control shall be furnished by the College with reasonable promptness to avoid delay in the orderly progress of the work.

C. The Owner shall forward all instructions to the Contractor. Verbal instructions will be confirmed in writing.

D. The Owner shall permit access to the areas; may permit use of College utilities keep areas adjacent to the equipment free of extraneous material; and, promptly notify the Contractor of any unusual operating conditions during the time when the Contractor is not on the job site.

E. The foregoing are in addition to other duties and responsibilities of the Owner enumerated herein and especially those in respect to work by owner or by separate Contractors, payments and completion, and insurance.

1.3 CONTRACTOR’S RESPONSIBILITIES

A. The Contractor shall supervise and direct the work, using his best skill and attention. He shall be solely responsible for all construction means, methods, techniques, sequences, and procedures and for coordinating all portions of the work under the contract.

B. It is the responsibility of the Contractor to ensure that all work to be performed under the contract to be done in strict compliance with all applicable Federal, State and local laws and regulations. In the event that a provision or specification in the RFP/RFB is in conflict with applicable laws and regulations, the firm must inform the College, indicate such in its

Proposal/Bid and propose alterations to the conditions specified.

C. The Contractor shall be responsible to the College for the acts and omissions of his employees, subcontractors and their agents and employees, and other persons performing any of the work under a contract with the Contractor.

D. The Contractor shall not be relieved from his obligations to perform the work in accordance with the contract documents either by the activities or duties of the Project Manager in his administration of the contract, or by inspections, tests, or approvals required or performed by persons other than the Contractor.

E. The contractor shall confine operations at the site to areas permitted by law, ordinance, permits, and the contract documents, and shall not unreasonably encumber the site with any materials or equipment.

F. Cutting and Patching Work:

1. The contractor shall be responsible for all cutting, fitting, or patching that may be required to complete the work or to match with like components/material and fit together properly.

2. The contractor shall not damage or endanger any portion of the work or the work of the

College or any separate Contractors by cutting, patching or otherwise altering any work or by excavation. The contractor shall not cut or otherwise alter the work of the College

AACC General Terms and Conditions of Construction Page 4 or any separate Contractor except with the written consent of the College and of such separate Contractor. The Contractor shall not unreasonably withhold from the College or any separate Contractor his consent to cutting or otherwise altering the work.

G. The Contractor shall forward all communications to the College through the Project

Manager.

H. The Contractor shall perform all work in accordance with the lines, grades, typical cross sections, dimensions, and other data required by the contract documents or as modified by written orders, including the furnishing of all materials, services, implements, machinery, equipment, tools, supplies, transportation, labor, and all other items necessary for the satisfactory prosecution and completion of the project in full compliance with the contract documents.

I. Indemnity

1. The Contractor shall name Anne Arundel Community College as an additional insured, as well as clearly state that it will hold harmless and defend Anne Arundel Community

College, its Board of Trustees and its employees from all liability for loss, damage or injury to person(s) or property in any manner arising out of or incident to the performance of the contract, on the Certificate of Insurance.

End of Section 1 – Definitions and Responsibilities

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Section 2 – Contract Documents

2.1 CONTRACT DOCUMENTS

A. The contract documents are complementary.

1. Intent of the documents is to include all work necessary for proper completion of the project ready for continual efficient operation. It is not intended, however, to include any work not properly inferable.

2. Prior to submittal of a bid or proposal the Contractor should obtain clarification of all questions that may have arisen as to intent of the contract documents or any actual conflict between two or more items in the contract documents. Should the Contractor have failed to obtain such clarification, then the Project Manager may direct that the work proceed by any method indicated, specified, or required by the contract documents in the interest of maintaining the best construction practice. Such direction by the Project Manager shall not constitute the basis for a claim for extra cost by the

Contractor. The Contractor acknowledges that he had the opportunity to request clarification prior to submitting his bid to the College and therefore agrees that he is not entitled to claim extra costs as a result of such clarification.

3. The original copy of the Proposal/Bid must be signed in ink by the Contractor’s authorized representative, with the signature in full. When the Contractor is submitting a Proposal/Bid, the person signing shall state under the laws of what State the

Contractor was chartered and the names and titles of the Officers having the authority under the by-laws to sign contracts. Post Office address, County and State must be given after the signature. Failure to sign the Proposal/Bid Form may render the

Proposal/Bid to be non-responsive.

4. If a person’s name other than an officer, so designated by the Contractor resolution to execute the contract, appears on the contract, it must be stated under oath (notarized) that the individual is the agent of the Contractor and is duly authorized to act for and on behalf on the Contractor.

5. All documents and contract administration provided by the Contractor shall be to the complete satisfaction of the College. No payment will be made to the Contractor until the documents have been received and approved and the service completed and accepted by the College as responsive to all the College’s requirements.

6. Should there be any conflict between these specifications and the final contract document, the specifications contained herein shall take precedence.

B. Drawings: The Contractor shall do no work without proper drawings and/or instructions.

Drawings are in general drawn to scale and symbols are used to indicate materials and structural and mechanical requirements. When symbols are used those parts of the drawings are of necessity diagrammatic and it is not possible to indicate all connections, fittings, fastenings, etc., which are required to be furnished for the proper execution of the work. Diagrammatic indications of piping, duct work and conduit, and similar items in the work are subject to field adjustment in order to obtain proper grading, fitting passage over, under or past obstructions, to avoid exposure in finished rooms and unsightly and

AACC General Terms and Conditions of Construction Page 6 obstructing conditions. The Contractor shall make these adjustments at no increased cost to the College.

1. Copies Furnished: The College will furnish the Contractor drawings and specifications in electronic format, unless stated otherwise in the RFP/RFB.

2. Copies at the Site: The Contractor shall keep in the job site office a complete set of all drawings, specifications, shop drawings, schedules, etc., in good order and available to the Project Manager. “As-Built” drawings shall be delivered to the Project Manager in a condition satisfactory to him, as a condition precedent to final acceptance of work.

Release of final retainage will be subject to receipt of the as-built drawings.

3. Ownership: All documents remain the property of the College. They must not be used on other work and they shall be returned to the College upon completion of the work.

C. Dimensions: The Contractor shall carefully check all dimensions prior to execution of the particular work affected. Whenever inaccuracies or discrepancies are found, the Contractor shall consult the Project Manager prior to any construction or demolition. Should any dimensions be missing, the Project Manager will be consulted and supply them prior to execution of the work. Dimensions for items to be fitted into constructed conditions at the job will be taken at the job and will be the responsibility of the Contractor. The obvious intent of the documents or obvious requirement dictated by conditions existing or being constructed supersedes dimensions or notes, which may be in conflict therewith.

Whenever a stock size manufactured item or piece of equipment is specified by its normal size, it is the responsibility of the Contractor to determine the actual space requirements for setting or entrance to the setting space. No extra will be allowed by reason of work requiring adjustments in order to accommodate the particular item of equipment.

D. Whenever new work, building, addition, or portions thereof are not accurately located by plan dimensions, the Project Manager will supply exact position prior to execution of the work.

2.2 SHOP DRAWINGS

A. After checking and verifying all field measurements and after complying with applicable procedures specified in the contract documents, Contractor shall submit to the Contractor

Administrator for review and approval, in accordance with the Contractor’s schedule, shop drawings or other submittals which will bear a stamp or specific written indication that the

Contractor has satisfied its responsibility under the contract documents with respect to the review of such submissions. Submittal of shop drawings shall be made at least fourteen

(14) days in advance of any required response from the Project Manager in order to provide sufficient time for review. The data on the shop drawing will be complete with respect to quantities, dimensions, specified performance and design criteria, materials and similar data to enable the Project Manager to review the information as required. These drawings shall be prepared in conformity with the best practice and standards for the trade concerned.

Due regard shall be given to speed and economy of fabrication and erection.

B. All shop drawings must show the name of the project and the College’s purchase order number for the project.

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C. Size of Drawings: All shop drawings and details submitted to the Project Manager for approval shall be printed on sheets of the same size as the contract drawings prepared by the Project Manager. When a standard of a fabricator is of such size to print more than one drawing on a sheet of the size of the Project Manager’s drawings, this is acceptable. Sheets larger than the Project Manager’s drawings will not be accepted except when specifically permitted by the Project Manager. Shop detail supplied on a sheet of letter size 8 ½” x 11” is acceptable for schedules and small details.

D. Items For Which Shop Drawings Will Be Required: Shop drawings will be required for all items which are specifically fabricated for the work or when the assembly of several items is required for a working unit. Shop drawings are required for all reinforcing and structural steel, specially made or cut masonry units, miscellaneous metal work, specially made millwork, plaster molds, or moldings, marble and slate, special rough hardware, and all heating, ventilation, plumbing, and electrical items requiring special fabrication, or detail connections including refrigeration, elevators, dumb waiters, laboratory equipment, ducts, etc.

E. Copies Required: Contractor shall supply two (2) copies for the Project Manager’s file in addition to such copies as the Contractor may desire to be returned for his own use.

F. Examination and Approval: The Project Manager will examine and return shop drawings with reasonable promptness, noting desired corrections or accepting or rejecting them.

G. Field and Conditions: The Project Manager is not responsible for the check of dimensions or existing conditions in the field. This is the sole responsibility of the Contractor.

H. Resubmission: When the Project Manager notes desired corrections or rejects the drawings, the Contractor shall resubmit the drawings with corrective changes. Re-submittals follow same process as submittals.

I. Contractor’s Responsibility: Unless the Contractor has, in writing, notified the Project

Manager to the contrary, at the time of submission, the College and Project Manager will assume that the drawings are in conformity with the contract documents and do not involve any change in the contract price or any change which will alter the space within the structure or alter the nature of the building from that contemplated in the contract documents.

J. Project Manager’s Notations: Should the Contractor consider any rejection or Project

Manager’s notation on the shop drawings to cause an increase in the cost of the work from that contemplated in the contract documents, then the Contractor shall desist from further action relative to the item he questions and shall notify the Project Manager and College in writing, within five (5) days of the additional or less cost involved. No work shall be executed until the entire matter is clarified and the Contractor is ordered by the College to proceed. Failure of the Contractor to serve written notice as above required shall constitute a waiver of any claim in relation thereto. Similarly, should the Project Manager’s notation or change involve less work than is covered by the contract drawings, the Contractor shall allow the College an equitable credit resulting from the change in work.

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2.3 PERFORMANCE AND PAYMENT BONDS (Required when initial contract exceeds

$100,000.00)

Prior to the award of the contract, the Contractor will provide to the College executed copies of the required Performance and Payment Bond forms as specified in the RFP. The premium for bonds shall be paid by the Contractor. The bonds shall be in full amount of the contract price.

End of Section 2 – Contract Documents

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Section 3 – Scope of Work

3.1 INTENT OF THE CONTRACT DOCUMENTS

It is the intent of the contract documents to show all of the work necessary to complete the project.

3.2 GENERAL CONDITIONS CONTROLLING

In event of a conflict between these General Conditions and any other provision of the contract documents, these General Conditions shall prevail unless such other provision expressly provides to the contrary.

3.3 DIFFERING SITE CONDITIONS

A. The Contractor shall promptly, within five (5) days of observing such conditions and before such conditions are disturbed, notify the Project Manager in writing of: (1) subsurface or latent physical conditions at the site differing materially from those indicated in this contract, or (2) unknown physical conditions at the site of an unusual nature, differing materially from those ordinarily encountered and generally recognized as inherent in work of the character provided for in this contract. The Project Manager shall promptly investigate the conditions, and if he finds that such conditions do materially so differ and cause an increase or decrease in the Contractor’s cost of, or the time required for, performance of any part of the work under this contract, whether or not changed as a result of such conditions, and equitable adjustment shall be made and the contract modified in writing accordingly.

B. No claim of the Contractor under this clause shall be allowed unless the Contractor has given the notice required in A. above; provided however, the time prescribed therefore may be extended by the College.

C. No claim by the Contractor for an equitable adjustment hereunder shall be allowed if asserted after final payment under this contract.

3.4 SITE INVESTIGATION

The Contractor acknowledges that he has investigated and satisfied himself as to the conditions affecting the work, including but not restricted to those bearing upon transportation, disposal, handling and storage of materials, availability of labor, water, electric power, roads and uncertainties of weather, river stages, tides or similar physical conditions at the site, the conformation and conditions of the ground, the character of equipment and facilities needed preliminary to and during prosecution of the work. The Contractor further acknowledges that he has satisfied himself as to the character, quality and quantity of surface and subsurface materials or obstacles to be encountered insofar as this information is reasonably ascertainable from an inspection of the site, including all exploratory work done by the College, as well as from information presented by the drawings and specifications made a part of this contract. Any failure by the Contractor to acquaint himself with the available information may not relieve him from responsibility from estimating properly the difficulty or cost of successfully performing the work.

The College assumes no responsibility for any conclusions or interpretations made by the

Contractor on the basis of the information made available by the College.

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3.5 CONDITIONS AFFECTING THE WORK

The Contractor shall be responsible for having taken steps reasonably necessary to ascertain the nature and location of the work and the general and local conditions which can affect the work or the cost thereof. Any failure by the Contractor to do so will not relieve him from responsibility for successfully performing the work without additional expense to the College. The Contractor agrees not to place any credence in any understanding or representation concerning conditions made by any college employee or agents prior to the execution of this contract, unless such understanding or representation is expressly stated in the contract.

3.6 CHANGES

A. The Project Manager unilaterally may, at any time, without notice to the sureties, if any, by written order designated or indicated to be a change order, make any change in the work within the general scope of the contract, including but not limited to changes:

1. In the specifications (including drawings and designs);

2. In the method or manner of performance of the work;

3. In the State-furnished facilities, equipment, materials, services, or site; or

4. Directing acceleration in the performance of the work.

B. Any other written order or an oral order, including a direction, instruction, interpretation or determination, from the Project Manager that causes any such change, shall be treated as a change order under this clause, provided that the Contractor gives the Project Manager written notice stating the date, circumstances, and source of the order and that the

Contractor regards the order as a change order.

C. Except as herein provided, no order, statement, or conduct of the Project Manager shall be treated as a change under this clause or entitle the Contractor to an equitable adjustment hereunder.

D. Subject to paragraph (F), below, if any change under this clause causes an increase or decrease in the Contractor's cost of, or the time required for, the performance of any part of the work under this contract, whether or not changed by any order, an equitable adjustment shall be made and the contract modified in writing accordingly; provided, however, that except for requests based on defective specifications, no request for any change under B. above, shall be allowed for any costs incurred more than twenty (20) days before the Contractor gives written notice as therein required; and provided further, that in the case of defective specifications for which the College is responsible, the equitable adjustment shall include any increased cost reasonably incurred by the Contractor in attempting to comply with such defective specifications.

E. If the Contractor intends to request an equitable adjustment under this clause, he shall, within thirty (30) days after receipt of a written change order under (1) above, or the furnishing of written notice under (A) above, submit to the Project Manager a written statement setting forth the general nature and monetary extent of request, unless this period is extended by the College. The statement requesting an equitable adjustment may be included in the notice under (B) above.

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F. Each proposed contract modification that affects contract price shall be subject to the prior written approval of the Project Manager and other appropriate authorities and to prior certification of the appropriate fiscal authority of fund availability and the effect of the modification on the project budget or the total construction cost. If, according to the certification of the fiscal authority, the contract modification will cause an increase in cost that will exceed budgeted and available funds, the modification may not be made unless sufficient additional funds are made available or the scope of the project is adjusted to permit its completion within the project budget. The Project Manager will promptly notify the contractor if insufficient funds are available to proceed with a contract modification.

G. No request by the Contractor for an equitable adjustment hereunder shall be allowed if asserted after final payment under this contract.

3.7 MODIFICATION OF CONTRACT PRICE

When changes in the work require adjustment of the Contract Price, such modification shall be accomplished as follows:

A. The Contractor shall promptly submit to the Project Manager a fully itemized breakdown of the quantities and prices used in computing the value of the requested change along with a detailed explanation and justification for the proposed change regardless of the nature of the change.

B. For all changes in the work to be performed by a subcontractor, the Contractor shall furnish the subcontractor's fully itemized breakdown of quantities and prices, which shall bear the original signature of a representative of the subcontractor authorized to act for the subcontractor. If requested by the College or the Project Manager, proposals from suppliers or other supporting data required to substantiate costs shall be furnished.

C. Modification of the Contract Price, when required, shall be determined as follows:

1. When unit prices are stated in the Contract or have been subsequently agreed upon, by application of such unit prices.

2. A lump sum price agreed upon by both the College and Contractor.

3. If the change involves only a credit, the Contract Price will be reduced by the amount it would have cost the Contractor if the work omitted had not been eliminated;

including overhead and profit, however, the Contractor and the subcontractor will be allowed to retain a sum not in excess of three percent (3%) for handling.

4. Re-stocking fees for return of materials or supplies may be allowed on the basis of actual cost to the contractor or five percent (5%) of the original material cost, whichever is less. The College retains the option to purchase excess materials for disposal or use by the College.

5. If the change involves both a credit and debit, both sums shall be shown and the two sums balanced to determine the adjusted total cost or credit. No allowance to the

Contractor shall be made or allowed for loss of anticipated profits on account of any changes in the Work.

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6. Unless otherwise specified, the allowable mark-up for combined overhead and profit for work performed by the Contractor with his own forces will be based upon the monetary value of the work in accordance with the following schedule:

VALUE OF WORK COMBINED OVERHEAD AND PROFIT

$ 0 - $ 5,000 15%

$ 5,001 - $ 10,000 10%

$ 10,001 - $25,000 7%

Over $25,000 Negotiated but not more than 5%

These mark-ups shall be applied to additive and deducted charges in the same manner.

7. For work performed by a subcontractor with his own forces, the percentages for combined overhead and profit for a subcontractor will be as stated in Paragraph 6 above. On work partly or solely performed by a subcontractor, the Contractor will be allowed five percent (5%) of the total cost of the subcontractor's labor, materials overhead and profit, including taxes and Insurance on labor required by statute. These mark-ups shall be applied to additive and deductive changes in the same manner.

8. The allowable mark-up described in Paragraphs 6 and 7 above shall be applied to work performed by the Contractor and first-tier subcontractors only.

9. On all changes in the work, the Contractor will be reimbursed for his expenditures for

Workmen's Compensation Insurance, Social Security Taxes and Unemployment

Compensation Taxes covering persons actually engaged upon the work. The actual increased cost of bonds will be reimbursed. Evidence must be furnished to support the reimbursement of additional bond expense. A fixed percentage mark-up for increased bond expense will not be acceptable. These adjustments shall be applied to additive and deductive changes in the same manner.

10. The cost of foremen and superintendents may be added only when the Change Order makes necessary the hiring of additional supervisory personnel or makes their employment for time additional to that required by the basic contract.

11. The Contractor shall be allowed the actual cost for rental of machine power tools or special equipment, including fuel and lubricants, which are necessary to execute the work required on the change, but no percentages shall be added to this cost. The rental rate is to be agreed upon by the College and the Contractor; the rate shall relate generally to the latest as filed by the Associated Equipment Distributors.

Reimbursement on rental rates will not be authorized if Contractor owned equipment is used. Owned equipment will be reimbursed on the basis of actual cost.

12. The Contractor may be allowed additional time for performance of additional work.

Requests for additional time must be supported by an analysis of the schedule, demonstrating that critical path work will be impacted by the additional work. No additional/extended overhead shall be provided, for performance of additional work, other than the mark-ups allowed in the preceding paragraph 6. above.

13. If the Contractor and the College cannot agree as to the extent the contract time shall be increased for extra work or the extent the Contract time shall be reduced for work omitted by the College, the increase or decrease, as the case may be, shall be determined

AACC General Terms and Conditions of Construction Page 13 by the Project Manager. Any disagreement with this decision may be appealed by the

Contractor under the Disputes Clause.

14. No order for change at any time or place shall in any manner or to any extent relieve the Contractor of any of his obligations under the contract.

15. The Project Manager, with the concurrence from the College, shall have authority to make minor changes in the work not involving extra cost, and not inconsistent with the purposes of the building. Otherwise, except in any emergency endangering life or property, no extra work or changes to the work shall be done unless authorized by the

College prior to any such work or changes to the work being done.

D. The allowable percentages of cost for overhead and profit are deemed to include, but not be limited to, the following:

1. Job supervision and field office expense required by the Contract, expenses for timekeepers, clerks and watchmen, cost of correspondence of any kind, and insurance not specifically mentioned herein, all expenses in connection with the maintenance and operation of the field office, use of small tools, and cost of small trucks generally used for transporting either workmen, materials, tools or equipment to job location, and incidental job burdens. No percentage allowances will be made for maintenance or operation of Contractor's regularly established principal office, branch office or similar facilities.

3.8 UNAUTHROIZED WORK

The Contractor shall not be paid for any work not authorized in writing by the College.

End of Section 3 – Scope of Work

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Section 4 – Control of the Work

4.1 AUTHORITY OF THE PROJECT MANAGER

A. The Project Manager shall advise the College on matters involving interpretation of the plans and specifications. The Project Manager does not have authority to provide direction to the Contractor except as described herein. He will furnish with reasonable promptness such clarifications as he may deem necessary for the proper execution of the Work; such clarifications to be consistent with the contract documents and when in special instances he is authorized by the College so to act, he has authority to stop work whenever such stoppage may be necessary to insure the proper execution of the contract.

B. Except as otherwise provided in the contract documents, all of the Project Manager’s recommendations are subject to review and approval by the College.

4.2 CONFORMITY WITH CONTRACT REQUIREMENTS

A. All work performed and all materials furnished shall be in conformity with the contract requirements.

B. In the event the College finds the materials or the finished product in which the materials are used or the work performed are not in complete conformity with the contract requirements and have resulted in an inferior or unsatisfactory product, the work or materials shall be removed and replaced or otherwise corrected by and at the expense of the Contractor.

C. In the event the College finds materials or the finished product in which the materials are used are not in complete conformity with the contract requirements, but have resulted in a satisfactory product the College shall then make a determination if the work shall be accepted. In this event, the College will document the basis of acceptance by issuing a contract modification which will provide for an appropriate adjustment in the contract price.

4.3 ADJACENT WORK

A. The College shall have the right, at any time, to contract for and/or perform other work on, near, over, or under the work covered by this contract. In addition, other work may be performed under the jurisdiction of another State or County agency. The Contractor shall cooperate fully with such other Contractors and carefully fit his own work to such other work as may be directed by the Project Manager.

B. The Contractor agrees that in event of dispute as to cooperation or coordination with adjacent Contractors the College will act as referee and decisions made by the College will be binding. The Contractor agrees to make no claims against the College for any inconvenience, delay, or loss experienced by him because of the presence and operations of other Contractors.

4.4 CONTROL BY THE CONTRACTOR

The Contractor shall constantly maintain efficient supervision of the Work, using his best skill and coordinating ability. He shall carefully study and compare all drawings, specifications, and other

AACC General Terms and Conditions of Construction Page 15 instructions, and check them against conditions existing or being constructed on the project. He shall at once report to the Project Manager any error, inconsistency, or omission which he may discover.

4.5 COOPERATION WITH UTILITIES

A. It is understood and agreed that the Contractor has considered in his bid/proposal and his schedule all of the permanent and temporary utility appurtenances in their present or relocated positions, and that no additional compensation (time or cost) will be allowed for delays, inconvenience, or damage sustained by him due to any interference from the said utility appurtenances, the operation of moving them, or the making of new connections thereto if required by the contract documents.

B. The Contractor shall have responsibility for notifying all affected utility companies prior to performing any work on their utilities and shall cooperate with them in achieving the desired results. All damage to utility facilities caused by the Contractor’s operations shall be the responsibility of the Contractor.

C. At points where the Contractor’s operations are adjacent to properties of railway, telegraph, telephone, water, and power companies, or are adjacent to other property, damage to which might result in expense, loss, or inconvenience, work shall not be commenced until all arrangements necessary for the protection thereof have been made by the Contractor.

D. The Contractor shall cooperate with the owners of any underground or overhead utility lines in their removal and rearrangement operations in order that these operations may progress in a reasonable manner, that duplication or rearrangement work may be reduced to a minimum and that services rendered by those parties will not be unnecessarily interrupted.

E. In the event of interruption to utility services as a result of accidental breakage or as a result of being exposed or unsupported, the Contractor shall promptly notify the proper authority and shall cooperate with the said authority in the restoration of service. No work shall be undertaken around fire hydrants until provisions for continued service have been approved by the local fire authority.

4.6 AUTHORITY AND DUITES OF PROJECT MANAGER

A. The Project Manager is authorized to call the attention of the Contractor to any failure of the work or materials to conform to the contract. He is authorized to reject materials or suspend the work until any questions at issue can be referred to and decided by the College representative having authority or interest in the work. The Project Manager shall perform their duties at such times and in such a manner as will not unnecessarily impede progress on the contract.

B. The Project Manager shall in no case act as foremen or perform other duties for the

Contractor.

C. If the Contractor refuses to make corrections, comply or suspend work, the Project

Manager will advise the College and will prepare and deliver in writing to the Contractor, by mail or otherwise, a written order suspending the work and explaining the reason for such shutdown.

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4.7 INSPECTION OF THE WORK

A. All work, including the fabrication and source of supply, is subject to observation by the

Project Manager and those agencies required by law to inspect specific items.

B. The Contractor shall provide facilities for access and inspection as required by the College.

C. If the specifications, the College’s instructions, laws, ordinances, or any public authority require any work to be specially tested or approved, the Contractor shall give the College timely notice of its readiness for inspection, and if the inspection is by another authority, the date fixed for such inspection. Inspections by the College shall be made promptly and where practicable at the source of supply. Any work covered without approval of the

Project Manager must, if required by the Project Manager or the College, be uncovered for examination at the Contractor’s expense.

4.8 REMOVAL OF DEFECTIVE WORK

A. All work and materials which do not conform to the requirements of the contract will be considered unacceptable.

B. Any unacceptable or defective work, whether the result of poor workmanship, use of defective materials, damage through carelessness or any other cause, found to exist shall be removed and replaced by work and materials which shall conform to the contract requirements or shall be remedied otherwise in an acceptable manner authorized by the

Project Manager.

C. Upon failure on the part of the Contractor to comply promptly with any order of the Project

Manager, made under provision of this section, the Project Manager shall have authority to cause defective or unacceptable work to be remedied or removed and replaced and unauthorized worked to be removed and to cause the costs to be deducted from any monies due or to become due the Contractor under this contract.

4.9 MAINTENANCE OF WORK DURING CONSTRUCTION

A. The Contractor shall maintain the work during construction and until acceptance. This maintenance shall be continuous and effective, prosecuted with adequate equipment and forces to the end that all parts of the work be kept in satisfactory condition at all times and protected from damage of any kind from external sources.

B. Particular attention shall be given to drainage, both permanent and temporary. The

Contractor shall use all reasonable precautionary measures to avoid damage or loss that might result from accumulations and concentrations of drainage water, and material carried by such waters and such drainage shall be diverted or dispensed when necessary to prevent damage to excavation, embankments, surfaces, structures, or property. Suitable measures shall be taken by the Contractor to prevent the erosion of soil in all construction areas where the existing ground cover has been removed. Such measures shall be in compliance with the requirements of any governmental entity having jurisdiction.

C. All cost of maintenance work during construction and until final acceptance shall be included in the base bid and the Contractor will not be paid any additional amount for such work.

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D. In the event that the Contractor’s work is halted by the College or the Project Manager for failure to comply with the provisions of the contract, the Contractor shall maintain the entire project as provided herein, and provide such ingress and egress for local residents or tenants adjacent to the project site, for tenants of the project site, and for the general public as may be necessary during the period of suspended work or until the Contractor has been declared in default.

E. On projects where traffic flow is maintained, the Contractor shall be responsible for repair and restoration of all traffic damages to the work, either partially or totally completed, until final acceptance of the work, or (if applicable) final acceptance of relevant phases of the work by the College.

4.10 FAILURE TO MAINTAIN ENTIRE PROJECT

Failure on the part of the Contractor, at any time, to comply with the provisions of Paragraph 4.8 shall result in the Project Manager notifying the Contractor to comply with the required maintenance provision. In the event that the Contractor fails to remedy unsatisfactory maintenance within twenty four (24) hours after receipt of such notice, the College will immediately proceed with adequate forces and equipment to maintain the project, and the entire cost of this maintenance will be deducted from monies due the Contractor.

4.11 COLLEGE’S RIGHT TO DO WORK

If the Contractor should neglect to prosecute the Work properly or fail to perform any provision of this contract, the College after three (3) days’ written notice to the Contractor may make good such deficiencies and may deduct the cost thereof from the monies then or thereafter due the

Contractor.

End of Section 4 – Control of the Work

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Section 5 – Materials

5.1 GENERAL

A. All materials: shall meet all manufacturers’ quality requirements unless otherwise specifically directed in the contract. In order to expedite the inspection and testing of materials, the Contractor shall notify the Project Manager in writing of the sources from which he proposes to obtain all materials requiring approval, testing, inspection, or certification prior to incorporation into the work as soon as possible after receipt of notification of award of the contract.

B. Approval: All materials are subject to the Project Manager’s approval as to conformity with the specifications, quality, design, color, etc. No work for which approval is necessary shall be used until written approval is given by the Project Manager. Approval of a subcontractor or supplier as such does not constitute approval of material which is other than that included in the specifications.

C. New Materials: Unless otherwise specified, all materials shall be new. Old materials must not be used as substitutes for new, regardless of condition or repair, unless approved in writing by the Project Manager.

D. Quality: Unless otherwise specified, all materials shall be of the best quality of the respective kinds.

E. Samples: The Contractor shall furnish for approval all samples as directed. The materials used shall be the same as the approved samples.

F. Proof of Quality: The Contractor shall, if requested, furnish satisfactory evidence as to the kind and quality of materials either before or after installation.