Attachment B - Sample CM Contract Rev 08-22.pdf

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Owner-Furnished Documents/Construction Management Services

DTMB-0435 (R 08/22)

STATE OF MICHIGAN

DEPARTMENT OF TECHNOLOGY, MANAGEMENT AND BUDGET

This contract authorizes the provision of professional project manager for construction management services as described herein. [Authority: 1984 PA 431, Section 238 (3)]

CONTRACT FOR PROJECT CONSTRUCTION MANAGEMENT SERVICES

THIS AGREEMENT, authorized this day of in the year two-thousand and eighteen (2018), by the Director, Department of Technology, Management and Budget, BETWEEN the STATE OF MICHIGAN acting through the STATE FACILITIES ADMINISTRATION, DESIGN AND CONSTRUCTION DIVISION of the DEPARTMENT OF TECHNOLOGY, MANAGEMENT AND BUDGET, 3111 W. St. Joseph Street, L a n s i n g , Michigan 48917, hereinafter called the "Owner", and TBD hereinafter known as the "Construction Management Firm" for provision of professional Project construction management services, in accordance with the attached Appendix 1 - Project/Program Statement scope of work requirements approved by the Owner for:

File No. XXX/xxxxx.XXX – Funding Code Project Name

Hereinafter called the "Project", and, WHEREAS the primary purpose and intent of this agreement is to secure professional C onstruction M anagement S ervices from the Construction Management Firm who shall be responsible for all preconstruction and construction services, disciplines, and management services during the design Preconstruction Phase and the Construction Phase to permit occupancy at the earliest possible date, and to assure that the Project costs will remain within the established Project Budget. The professional construction management services required for this Contract shall include recommendations for, and working with the Design Professional to effect design modifications, assembling contract front ends and bid packages with technical specifications and bid documents prepared by the Design Professional, taking competitive Bids, and entering into Contracts for all required p r e - c o n s t r u c t i o n p h a s e , c onstruction phase and post-construction phase services, supervision of Trade Contractors in the performance of their Contracts, assuring efficient use of construction materials to

SAMPLE

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NOW THEREFORE, the Owner and the Construction Management Firm agree as follows:

ARTICLE 1 DEFINITION OF TERMS: The definition of terms and conditions of this Contract are described and outlined in the following Articles 1 through 16 and attached appendices.

The capitalized defined terms utilized in this Project Construction Management Contract shall have the following definitions:

ADDENDA: Shall mean written or graphic numbered documents issued by the Department of Technology, Management and Budget, State Facilities Administration, Design and Construction Division and/or the Professional prior to the execution of the Trade Contract(s) which modifies or interprets the Project final design Contract Bidding Documents, including architectural and/or engineering drawings, and specifications, by additions, deletions, clarifications, or corrections.

The Addenda shall:

(1) Be identified specifically with a standardized format; (2) Be sequentially numbered; (3) Include the name of the Project; (4) Specify the Project Index No., Project File No., the Contract Order No. Y, and a description of the proposed Addenda scope of work; and (5) Specify the date of Addenda issuance. As such, the Addenda are intended to become part of the Project Contract Bidding Documents when the Trade Contract is executed by the Construction Management Firm’s recommended lowest responsive, responsible qualified Trade Contractor(s). An Addendum issued after the competitive construction Bid opening to those construction Bidders who submitted a Bid, for the purpose of re-bidding the Project work without re-advertising, is referred to as a post-Bid Addendum.

BID: Shall mean a written offer by a competitive trade construction Bidder for the Project construction work, as specified, which designates the competitive trade construction Bidder’s base Bid and Bid prices for all alternates.

BIDDER: Shall mean the person acting directly, or through an authorized representative, who submits a competitive trade construction Bid.

BIDDING DOCUMENTS: Shall mean the Prime Professional Services Contractor (Architect/Engineer) firm’s Project final design Contract Documents/architectural and/or engineering drawing and specification requirements as advertised, and all Addenda issued before the competitive construction Bid opening, and after the competitive construction Bid opening, if the Project construction work is rebid without re-advertising. Bidding Documents shall consist of the Prime Professional Services Contractor (Architect/Engineer) final design architectural and/or engineering drawings and specifications, any Addenda issued, special, general, and supplemental conditions of the Trade Contract(s), and modifications, if any, to standard forms provided by the Owner. Such forms consist of the Project advertisement, the instructions to Bidders, the proposal forms, general, supplemental, and any special conditions of the Trade Contract(s), and the form of agreement between the Owner and the Construction Management Firm for the Project work requirements.

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BID SECURITY: Shall mean the monetary security serving as guarantee that the competitive trade contract Bidder will execute the offered Trade Contract or as liquidated damages in the event of failure or refusal to execute the Trade Contract.

BUDGET: Shall mean the maximum legislatively authorized Budget amount to be provided by the State of Michigan and available for a specific purpose or combination of purposes to accomplish the Project construction management scope of work services for this Contract.

BULLETIN: Shall mean a standard document form issued to describe a sequence numbered change in the Project scope of work under consideration by the Owner, the Construction Management Firm, and the Prime Professional Services Contractor (Architect/Engineer) and to request the T r a d e C o n t r a c t or to submit a proposal for the corresponding adjustment in the Contract price and/or Contract time, if any.

CAPITAL OUTLAY MANUAL: Provides a general background description of the State of Michigan’s, Capital Outlay process for minor and major architectural and/or engineering Projects. Describes the Capital Outlay programming, planning and construction process. This manual contains the sequence of Project events from programming/planning a Project through construction. Contains the procedures and forms for the Capital Outlay Budget. Defines the meaning and content of the Project/Program Statement scope of work requirements (required for planning Projects) and indicates suggested space standards.

CONSTRUCTION INSPECTION SERVICES: Shall mean the Construction Management Firm with the assistance of the Prime Professional Services Contractor (Architect/Engineer) field Inspections of the Project scope of work during the construction Phase of this Contract which includes but is not limited to:

(1) Document the quantity and quality of all Project construction work and verify that the

Project construction work is properly completed; (2) Resolve Project problems that are affecting the Project construction work, certify payment requests, process Bulletins, Contract Change Order recommendations, and requests for information (RFI’s) in a timely manner as prescribed in the Department of Technology, Management and Budget, State Facilities Administration, Design and Construction Division, “MICHSPEC Owner and Contractor Standard Construction Contract and General Conditions for Construction (Rev 02/2018)” hereinafter, MICHSPEC; and the (3) Inspection of Project construction work completed or in progress by the Trade Contractor to determine and verify to the Department of Technology, Management and Budget, State Facilities Administration, Design and Construction Division’s, Project Director that the Project construction work is in compliance with the Prime Professional Services Contractor (Architect/Engineer) design intent and that the Project scope of work has been completed by the Trade Contractor in accordance with the Prime Professional Services

Contractor (Architect/Engineer) final design Contract Documents/architectural and/or engineering drawing and specification requirements.

The Construction Management Firm shall provide sufficient Inspections of the Project scope of work during the construction Phase to administer the Construction Phase field services and its related Construction Phase administration office services, as directly related to the degree of Project complexity and scope of work requirements, up to and including full-time field Inspections. The construction field Inspections shall occur as the construction field conditions and the Project scope of work requirements may require and during the regularly scheduled bi-weekly progress meetings.

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The Construction Management Firm shall use for their construction field Inspection services, only personnel having such professional expertise, experience, authority, and compatibility with departmental procedures as the Department may approve. The Construction Management Firm agrees that such characteristics are essential for the successful completion of the Project scope of work. Such individuals shall be replaced for cause where the Department determines and notifies the Professional, in writing, of their unacceptable performance.

CONSTRUCTION MANAGEMENT FIRM (CM): Shall mean a single construction firm under a separate Contract with the Owner for construction management Phase services.

The Construction Management Firm is responsible for all construction management services, disciplines, and management services of this Contract during the design Preconstruction Phase and the Construction Phase to permit Owner occupancy at the earliest possible date, and to assure that the Project costs will remain within the established Project Budget. The construction management services shall include affecting design modifications, assembling Contract Bidding Documents, taking competitive Bids, and entering into Contracts for all required Construction Phase services, supervision of Trade Contractors in the performance of their Contracts, assuring efficient use of materials to provide quality construction at the lowest responsive, responsible cost in accordance with the Owner-furnished Prime Professional Services Contractor (Architect/Engineer) Contract Documents/architectural and/or engineering drawings & specifications, owner approved CM front end documents and with Owner approved modifications.

CONSULTANT: Any individual, firm, or employee thereof, not a part of the Construction Management Firm’s staff, but employed by the Construction Management Firm and whose professional service cost is ultimately paid by the State of Michigan, either as a direct cost or reimbursement. This includes the recipient(s) of Contract Orders for material, support, and/or technical services. Also, included are persons and firms whose management and/or direction of Preconstruction and Construction Phase services are assigned to the Construction Management Firm as may be provided elsewhere in this Contract.

CONTRACT DOCUMENTS: Shall mean the Prime Professional Services Contractor (Architect/Engineer) firm’s final design architectural and/or engineering plans/drawings, specifications, Trade Contract, instructions to Bidders, proposal, agreement, conditions of the Contract, payment bond, performance/labor and material bond, prevailing wages, all Addendums, and attachments as may be necessary to comprise a Trade Contract for the Project scope of work requirements.

CONTRACT MODIFICATION: A written amendment standard document form (DTMB-0410) to the Contract signed by the Owner and the Construction Management Firm. The preparation of Bulletins and Contract Change Orders resulting from changes in the attached Appendix 1

– Project/Program Statement scope of work requirements or previously unknown on-site field conditions as approved by the Owner will be compensated to the Construction Management Firm by way of a Contract Modification, on a Project construction management fee or Trade Contractor Contract allocation basis in accordance with the Article 5, Compensation text of this Contract. Any Contract Modification of this Professional Services Contract must be in writing, signed by duly authorized representatives of the parties, and shall be in such format and detail as the Department may require.

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CONTRACT ORDER: A written order standard document form (DTMB-0402) issued and signed by the State of Michigan authorizing a Project construction management firm to: (1) Begin to incur Project expenses and proceed with the Project work on-site; and (2) Provide the professional construction management services provided in the fully executed Contract scope of work for the Not-To-Exceed dollar ($) fee amount designated in the Preconstruction and Construction Phases of the Contract Order. Issuance of this document by the State of Michigan certifies that: (1) The Owner will enter into a Project Construction Management Contract with the Construction Management Firm for the professional construction management services described in this Contract; and that (2) The proper sets of Original Certificates of Insurance and Performance, Labor and Material Payment Bond documents have been received and accepted by the Owner along with the approval and signing of the Construction Management Firm's Contract by the Director of the Department of Technology, Management and Budget, State Facilities Administration, Design and Construction Division.

Payment Bond, Performance, Labor, and Material Bond documents will be required prior to construction when added by contract modification.

DEPARTMENT: Shall mean the Department of Technology, Management and Budget. The Department will represent the State of Michigan in all matters pertaining to this Project. This Professional Services Contract will be administered through the Department of Technology, Management and Budget, State Facilities Administration, Design and Construction Division on behalf of the Department.

DIRECTOR: The Director of the Department of Technology, Management and Budget or their authorized State of Michigan representative.

DIRECTOR-SFA: The Department of Technology, Management and Budget, Director of State Facilities Administration, or their authorized State of Michigan representative.

FIELD REPRESENTATIVE: Shall mean an employee of the State of Michigan under the direction of the Project Director who provides the on-site, Oversight of Construction Phase Projects for compliance with the design intent of the Prime Professional Services Contractor (Architect/Engineer) Contract Documents/architectural and/or engineering drawings and specifications. The Field Representative is a liaison between the Construction Management Firm, the Prime Professional Services Contractor (Architect/Engineer), and the Project Director. The Project Director, or the Field Representative, has the authority to require the Prime Professional Services Contractor (Architect/Engineer) and the Construction Management Firm to respond to and resolve design related problems, on-site field problems and to attend Project related meetings. Unless delegated by specific written notice from the Owner, the Field Representative does not have any authority to order any changes in the Project scope of work or authorize any adjustments in Contract price or Contract time.

INSPECTION ON-SITE: Shall mean the Construction Management Firm and the Prime Professional Services Contractor’s (Architect/Engineer’s) on-site examination of the Project Construction Phase work completed or in progress by the Trade Contractors to determine and verify to the Department of Technology, Management and Budget, State Facilities Administration, Design and Construction Division, Project Director that the quantity and quality of all Project work is in accordance with the design intent of the Prime Professional Services Contractor’s (Architect/Engineer’s) final design Contract Documents/architectural and/or engineering drawing and specification requirements.

KEY PRINCIPAL PERSONNEL/EMPLOYEE: Shall mean an Officer or key project staff person of a Construction Management Firm who is essential for the successful completion of this construction management Project scope of work.

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OWNER: The term "Owner" shall mean the State of Michigan in its governmental capacity, including its departments, agencies, boards, commissions, officers, employees, and agents;

and for purposes of this Contract, its duly authorized representative shall be the Director of the Department of Technology, Management and Budget, or their designee. The Department will represent the State of Michigan in all matters pertaining to this Project. This Contract will be administered through the Department of Technology, Management and Budget, State Facilities Administration, Design and Construction Division on behalf of the Owner.

PHASE: A discretely distinguishable Preconstruction and Construction Phase step during the Construction Management Firm providing construction management services necessary to produce the Project’s scope of work requirements.

PRIME PROFESSIONAL SERVICES CONTRACTOR (PSC): Shall mean an individual, firm, partnership, corporation, association, or other legal entity under a separate Contract with the Owner who is legally permitted by law to sign and seal final design construction Contract Documents and licensed under the State of Michigan’s professional licensing and regulation provisions of the Occupational Code (State Licensing Law), Act 299 of the Public Acts of 1980, Article 20, as amended, to practice architecture, engineering, environmental engineering, land surveying, or landscape architecture services in the State of Michigan. The Prime Professional Service Contractor/Professional firm is also legally permitted by the State of Michigan’s regulation provisions of the State Construction Code, Act 230 of the Public Acts of 1972, as amended, and designated in a CM and/or Trade Contract by the Department of Technology, Management and Budget, State Facilities Administration, Design and Construction Division to certify construction progress payments to the CM and/or Trade Contractors.

PRIME PROFESSIONAL SERVICES CONTRACTOR (PSC)

PRIME PROFESSIONAL FIRM (PSC):

PROJECT: Shall mean any new construction, existing site, environmental site remedial services, new utilities, existing building renovation, additions, alteration, repair, installation, painting, decorating, demolition, conditioning, reconditioning or improvement of public buildings, works, bridges, highways, or roads authorized by the Owner.

PROJECT COST: Shall mean the total Project cost including, but not limited to, site purchase, site survey and investigation, hazardous material abatement, construction, site development, new utilities, telecommunications (voice and data), professional fees, testing and balancing services, furnishings, equipment, architectural and/or engineering plan(s)/drawing(s) design code compliance and plan review approval fees, DTMB-SFA-DCD fees and all other costs associated with the Project scope of work requirements.

PROJECT DIRECTOR: Shall mean the professional licensed State of Michigan employee of the Department of Technology, Management and Budget, State Facilities Administration, Design and Construction Division, Architectural/Engineering discipline who is responsible for directing and supervising the Construction Management Firm’s attached Appendix 1 – Project/Program Statement scope of work requirements during the life of this Contract. The Project Director is also responsible for monitoring and coordinating the performance of the Construction Phase services and responsible for the overall administration and Inspection of Capital Outlay and miscellaneous operating Projects (MOP) construction activities to ensure quality control, final design Contract Document compliance and Project timely completion within the established Project Budget.

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The Project Director, or F ield Representative, has the authority to require the Prime Professional Services Contractor (Architect/Engineer) and the Construction Management Firm to respond to and resolve design related problems, on-site field problems and to attend Project related meetings. Unless delegated by specific written notice from the Owner, the Field Representative does not have any authority to order any changes in the Project scope of work or authorize any adjustments in Contract price or Contract time.

PROJECT/PROGRAM STATEMENT: Shall mean the Owner approved attached Appendix 1

- Project/Program Statement scope of work requirements prepared by the State/Client Agency that defines the scope of the problem and why this Project is desirable, and a preferred construction resolution of the problem.

PUNCH LIST: Shall mean a list of minor construction Project items to be completed or corrected by the CM and/or Trade Contractor(s), any one of which do not materially impair the use of the Project work, or the portion of the Project work inspected, for its intended purpose. A Punch List shall be prepared by the Construction Management Firm with the assistance of the Prime Professional Services Contractor (Architect/Engineer) and Owner upon having made a determination that the Project work, or a portion of the Project construction work inspected, in concert with the Construction Management Firm, the Prime Professional Services Contractor (Architect/Engineer), the Trade Contractor(s), the Department, Project Director, the Field Representative and the State/Client Agency, is substantially complete and shall be attached to the respective DTMB-0445, Certificate of Substantial Completion form.

This standard document form is a part of the “DTMB-0460, Project Procedures” documents package.

SOIL EROSION AND SEDIMENTATION CONTROL: The planning, design and installation of appropriate Best Management Practices (as defined by the most current version of the Department’s Soil Erosion and Sedimentation Control Guidebook) designed and engineered specifically to reduce or eliminate the off-site migration of soils via water runoff, wind, vehicle tracking, etc. and comply with the Soil Erosion and Sedimentation Control in the State of Michigan as regulated under the 1994 Public Act 451, as amended – The Natural Resources Environmental Protection Act, Part 91 – Soil Erosion and Sedimentation Control. Soil Erosion and Sedimentation Control associated with this Contract will be monitored and enforced by the Department of Technology, Management and Budget, State Facilities Administration, Soil Erosion and Sedimentation Control Program.

STATE: Shall mean the State of Michigan in its governmental capacity, including its departments, agencies, boards, commissions, officers, employees, and agents. Non-capitalized references to a state refer to a state other than the State of Michigan.

STATE/CLIENT AGENCY: Shall mean a Department or Agency of the State of Michigan, for whose use the Project will ultimately serve, which requires professional architectural, engineering and construction management services. The term State/Client Agency does not include an institution of higher education or a community college.

SUBSTANTIAL COMPLETION: Shall mean the standard document form (DTMB-0445) for the Project work, or a portion of the Project work designated in the Prime Professional Services Contractor (Architect/Engineer) firm’s final design Contract Documents/architectural and/or engineering drawings and specifications as eligible for separate Substantial Completion, has been completed in accordance with the design intent of the Prime Professional Services Contractor (Architect/Engineer) firm’s final design Contract Documents/architectural and/or engineering drawings and specifications, to the extent that the Department of Technology, Management and Budget, State Facilities Administration, Design and Construction Division

-8-and the State/Client Agency can use or occupy the entire Project work, or the designated portion of the Project work, for the use intended without any outstanding, concurrent work at the Project work site, except as may be required to complete or correct the Project work Punch List items. Prerequisites for Substantial Completion, over and above the extent of Project work completion required, shall include the following items; (a) Receipt by the Department of all required Contract operating and maintenance documentation; (b) All systems have been successfully tested and demonstrated by the CM and Trade Contractors for their intended use; and (c) Receipt by the Department of Technology, Management and Budget, State Facilities Administration, Design and Construction Division of all required Contract certifications and/or occupancy approvals from the State of Michigan and those political subdivisions having jurisdiction over the Project work. Receipt of all required Contract certifications and/or occupancy approvals from those political subdivisions with jurisdiction in and of itself does not necessarily imply Substantial Completion.

TRADE CONTRACT: Shall mean a separate written Contract agreement between the CM and the Trade Contractor for the construction, alteration, demolition, repair, or rebuilding of a State/Client Agency building or other State property. Nothing contained in this Contract shall create any contractual relationship between the Owner and any Trade Contractor.

TRADE CONTRACTOR: The term "Trade Contractor" shall mean any construction firm under a separate Contract to the Construction Management Firm for construction management Phase services. Nothing contained in this Contract shall create any contractual relationship between the Owner and any Trade Contractor.

TRADE CONTRACT CHANGE ORDER: A written order standard document form issued and signed by the Construction Management Firm and the Trade Contractor which amends the Trade Contract Requirements for changes in the scope of work requirements or an adjustment in Contract price and/or Contract time, or both and may affiliate with changes authorized in a Contract Modification between the CM and Owner.

VENDOR: The term Vendor is a person, firm or entity furnishing materials and/or supplies as part of the construction management scope of work services at the Project site.

ARTICLE 1 GENERAL PROVISIONS

The Contract Documents consist of the Agreement, Conditions of the Contract (General, Supplementary, and other Conditions, Drawings, Specifications, Addenda issued prior to and/or following execution of this Agreement, other documents listed in this Agreement and Modifications issued after execution of this Agreement, all of which form the Contract and are as fully a part of the Contract as if attached to this Agreement or repeated herein. The Contract represents the entire and integrated agreement between the parties hereto and supersedes prior negotiations, representations, or agreements, written or oral.

The General Conditions of this Contract shall be as set forth in the MICHSPEC (Rev 03/2022) and Supplemental Conditions as included in Appendix 2. For this Contract, the term “Contractor” as used in MICHSPEC Rev 02/2018) shall mean the Construction Manager.

The Construction Management Firm may propose use of alternative trade contracts and general condition requirements for this Project other than the MICHSPEC (Rev 03/203), subject to approval by DTMB and the DCD Project Director.

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If such alternative trade contracts and general conditions are approved, they must incorporate supplemental conditions or modifications to be consistent with and equivalent, or more restrictive, than MICHSPEC, particularly related to indemnification, changes, owner’s rights, termination, disputes, etc. and must be accepted and approved by the Owner in writing.

ARTICLE 2 CONSTRUCTION MANAGEMENT FIRM–CONSTRUCTION MANAGEMENT

SERVICES

The Construction Management Firm accepts the relationship of trust and confidence established between their firm and the Owner by this agreement. In performing the construction management duties hereunder, the Construction Management Firm covenants with the Owner to furnish the best standard of care, construction skill, judgment, and the construction industries accepted requisites for construction management services in furthering the interests of the Owner.

The Construction Management Firm agrees to perform the obligations hereunder using efficient Project construction management business administration and superintendence; and using their best construction management efforts to facilitate the expeditious and economical completion of the Project scope of work requirements consistent with the interest of the Owner. The Construction Management Firm acknowledges that the Owner is the first interpreter of the Construction Management Firm’s construction management services and performance under this Contract.

The Owner reserves the right to assign to the CM Firm, additional duties, and responsibilities with respect to the administration and/or management of separate Contracts between the Owner and the Prime Professional Services Contractor (PSC), between the Owner and other special contractors, owner designated contractors and/or specialty contractors for asbestos or hazardous materials removal and disposal. If the Owner assigns such additional administrative duties and responsibilities to the CM Firm, the CM Firm shall be entitled to a monetary adjustment by the Owner in compensation fee as stated in the Article 5, Compensation text of this Contract.

In the event the Owner makes an assignment of administrative duties to the CM Firm, such assignment shall not relieve either the Owner or the PSC (Architect/Engineer) of any duties or obligations each has to the other under this Contract; nor shall such assignment create in the CM Firm any duties and obligations toward the Owner under the separate Contract with the PSC (Architect/Engineer), except those pertaining to the administration of this Contract. Any additional PSC (Architect/Engineer) services necessary to complete this Project shall be employed by the Owner.

No increase in compensation fee to the CM Firm will be allowed unless there is a material change made to the Project scope of work requirements as described in the attached Appendix 1-Project/Program Statement scope of work requirements and the change in scope to the Project/Program Statement scope of work requirements is accepted and approved in writing, by Department of Technology, Management and Budget, State Facilities Administration, Design and Construction Division’s, Project Director and the CM Firm.

During the Preconstruction and Construction Phase activities of this Project, the CM Firm shall obtain from the DTMB-SFA, DCD Project Director, the “DTMB-0465, Construction Management Contract Procedures” documents package.

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To comply with the State of Michigan’s legislative mandates and the State Administrative Board’s approved procedures, the CM Firm shall conform with the Owner’s standard DTMB- SFA, DCD contracting procedures and must consult the “DTMB-0465, Construction Management Contract Procedures documents package for this Project. The “DTMB-0465, Construction Management Contract Procedures” documents package shall be carefully reviewed with the DTMB-SFA, DCD Project Director and its specific application coordinated with appropriate components of the companion DTMB-460 Project Procedures documents and forms package for the Project.

Also, during the Preconstruction and Construction Phase of this Project, the CM shall work in conjunction and collaboration with the PSC, who shall perform regular inspections of the Work, issue inspection reports and maintain the on-site Inspection record form document titled “DTMB-0452, The Professional’s Inspection Record” for all Inspection visits to the Project site. This standard document form is a part of the “DTMB-0460, Project Procedures” documents package. The PSC shall copy reports of all Inspections to the CM, DCD Project Director, and other appropriate owner/agency team members.

The “DTMB-0460, Project Procedures” documents package shall be used as reviewed/approved with the DCD Project Director by the CM in collaboration with the PSC in the administration of this Contract. DTMB-460 contains, but is not limited to the following key DTMB forms that shall be used directly or in equivalent alternative forms proposed by the CM and approved by the DCD Project Director: (1) DTMB-0413, General Release-Visitors; (2) DTMB-0434, Certification of Off-Site Material Storage; (4) DTMB-0437, Guarantee and Indebtedness Statement; (5) DTMB-0440, Payment Request; (6) DTMB-0441, Meeting Attendance Record; (7) DTMB-0445, Certificate of Substantial Completion; (8) DTMB-0452, Professional’s Inspection Record; (9) DTMB-0485, Bulletin Request No._ ; (10) DTMB-419 Instructions for Schedule of Value; (11) DTMB-0487, Material Stored on Project/Job Site; and

(12) DTMB–0499, Notice of Defective Work/Non Compliance.

The CM Firm shall provide all required construction management services and timely construction management and administrative initiatives as the circumstances of the Preconstruction and Construction Phase work may require allowing the requirements of the Contract Documents to be successfully implemented into a completed Project through the Trade Contractors. In addition to the Contract requirements herein, the CM Firm services may include, but are not limited to, those set forth in the Owner’s MICHSPEC (Rev 03/2022) Standard Construction Contract and General Conditions for Construction, plus such other general conditions as may be part of the Construction Phase Contract. The CM Firm may propose use of alternative trade contracts and general condition requirements for this Project other than the Owner’s, subject to approval by DTMB and the DCD Project Director. If such alternative trade contracts and general conditions are approved, they must incorporate terms consistent with and equivalent, or more restrictive, than MICHSPEC, particularly related to indemnification, changes, owner’s rights, termination, disputes, etc. and must be accepted and approved by the Owner in writing.

Payment bonds, performance/labor and material bonds are required from the Construction Management Firm covering the full value of the Construction Management contract sum.

Prevailing Wages (and Davis Bacon if noted for this Project) are required for all Construction Phase Projects and they must be included by the Construction Management Firm for all Construction Trade Contracts and/or construction labor performed under the construction management firms control.

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The CM Firm acknowledges having a clear understanding of the Project scope of work requirements as defined by the attached Appendix 1- Project/Program Statement scope of work requirements and of the professional construction management Phase services required by the Owner to provide it, and further agrees that the terms of this construction management Contract provide adequate professional Construction Management Firm compensation fee(s) to produce the Project’s scope of work in accordance with the CM Firm’s established Project schedule (See attached Appendix 3, Project Preconstruction and Construction Phase Schedule).

The CM Firm shall immediately inform the Owner and PSC whenever it is indicated that the authorized Project Budget cost may be exceeded. The CM Firm shall make recommendations to the Owner and PSC for revisions in the attached Appendix 1 - Project/Program Statement scope of work requirements to bring the Project Budget cost back to the CM Firm’s original Project Budget amount authorized by the Owner. Any revision to the Project scope of work requirements must be accepted and approved by the Owner in writing.

A. Preconstruction Phase

1. Architectural and/or Engineering Plans/Drawings and Specifications Preparation, Review, Design Intent Interpretation, and Acceptance.

The CM Firm shall review the Owner-furnished PSC (Architect/Engineer) Contract Documents/architectural and/or engineering drawings and specifications and advise and make recommendations to the Owner concerning acceptance or suggested changes to such drawings and specifications, considering among other things the construction feasibility of the site, foundations, building systems and materials, and building/construction code compliance. The CM Firm shall make recommendations on construction feasibility, alternate methods of construction, economics, availability of material and labor, time schedules for construction and costs to achieve the best value on a long-term operating basis. The CM Firm does not assume the PSC’s (Architect/Engineer's) customary responsibilities for the correct design interpretation intent and therefore does not assume the correct design interpretation of the Owner-furnished PSC (Architect/Engineer) Contract Documents/architectural and/or engineering drawings and specifications.

If an interpretation of the meaning and design intent of the PSC’s (Architect/Engineer’s) Contract Documents/architectural and/or engineering drawings and specifications becomes necessary during the Preconstruction and/or Construction Phase, the PSC (Architect/Engineer) shall make the design intent interpretation, in writing, and the CM Firm shall transmit same to the appropriate Trade Contractors, and the Owner. Should the design interpretation indicate the need for further design work, it shall be performed by the PSC (Architect/Engineer) w i t h c o l l a b o r a t i o n a n d s u p p o r t f r o m the CM Firm with the authorization of the Owner. Should such design interpretation result in changes which necessitate an increase in the Project construction Budget cost, the Owner will issue an appropriate written Contract Change Order to the CM Firm.

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2. Value Engineering Services

The CM Firm will review and consider relative construction feasibility, availability of construction materials and labor, new materials and methods, alternate solutions, time requirements for installation and construction, impact of winter construction, and other construction value engineering factors related to Project cost in the Preconstruction and Construction Phase administration of the Project scope of work requirements.

The CM Firm will compile and submit for consideration recommended Value Engineering items for consideration by the Owner and PSC (A/E). If accepted, the PSC (A/E) shall incorporate into the contract documents for bidding and construction by the CM Firm.

3. Labor Relations - Nondiscrimination Compliance

The CM Firm will include nondiscrimination compliance requirements for trade contractors and their subcontractor and supplier businesses owned by persons with physical or mental disabilities as may be determined by the Department of Technology, Management and Budget’s policy and the State of Michigan statutes regarding nondiscrimination compliance in all bidding and Contract Documents.

4. Material Analysis

The CM Firm shall analyze and suggest new construction materials, technology, methods, constraints, and sequencing, analyze procurement requirements and responsibilities for materials and services for common use by the Trade Contractors, and ensure that these are included in the Owner-furnished PSC’s (Architect/Engineer’s) Contract Documents/architectural and/or engineering drawings and specifications.

5. Project Preconstruction and Construction Phase Schedules

Upon award of the Contract, the CM Firm shall review the Owner-furnished PSC’s (Architect/Engineer’s) Contract Documents/ architectural and/or engineering drawings and specifications and prepare an updated and expanded critical path method (CPM) Project construction schedule based on the p r e l i m i n a r y schedule included as a part of the attached response to the request for proposal (RFP). The CM Firm shall advise the Owner and the PSC (Architect/Engineer) when the Project construction schedule has not been met and update the Project construction schedule when required to correct/revise the sequencing to bring the Project in on schedule and deliver the completed Project within the original agreed upon Project construction schedule time/duration. The critical path method (CPM) Project construction schedule shall incorporate all required Contract Document modifications and pre-Bid activities as well as construction operations of the Project including, but not limited to, a realistic activity/time sequence and Project construction schedule duration, review and approval of shop drawings and color/material samples, delivery of "long-lead" items, etc., where applicable. The updated critical path method (CPM) Project construction schedules must be reviewed and provided monthly (or more frequent if specifically noted) and all claims for time extensions developed by the Trade Contractors must be supported by the critical path method (CPM) Project construction schedule.

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6. Preparation of Project Budget Cost

The CM Firm shall immediately prepare a cash flow estimate of the Project work and a Project Budget cost and cash flow estimate for the Preconstruction and Construction Phase services based on the Project scope of work requirements and update the Project Budget cost estimates monthly or as otherwise approved by the Owner and submit same for the Owner's approval. CM recognizes that the Owner has a fixed Project Budget which cannot be exceeded, and CM shall advise the Owner if at any time it appears that the original Project Budget cost will not be met. The CM Firm shall endeavor to e n s u r e the Project is accomplished within the Owner's F i x e d Project Budget and shall provide crucial advice and recommendations for corrective cost control action. It is further e m p h a s i z e d that the CM Firm is specifically not authorized to incur any expenses beyond the not-to-exceed cost. At the completion of the Preconstruction Phase activities, the CM Firm shall furnish the Owner with a final Project Budget cost and cash flow estimate for all work to be performed during the Construction Phase. These cash flow and Project Budget cost estimates shall be submitted, for the Owner's approval, together with the updated Project construction schedule.

7. Trade Contractor and Vendor Qualification

The CM Firm shall prepare, for the Owner's consent, a list of proposed bidders for each trade contract package, prequalification criteria for Bidders, develop the construction Bidder interest in the Project scope of work requirements, establish bidding schedules, conduct pre-Bid conferences assisted by the PSC (Architect/Engineer) and Owner to familiarize the construction Bidders with the Contract Bidding Documents and construction management techniques, describe any special features, systems, materials or methods required in each Bid package, and outline any special requirements of the Project scope of work requirements such as prevailing wages and Davis Bacon wages (if applicable), insurance, bonding, certifications, residence requirements, nondiscrimination requirements for subcontractors and suppliers, businesses owned by persons with physical or mental disabilities participation and related items.

8. Prepare Contract Bidding Packages for Construction Phase Services

The PSC (Architect/Engineer) shall prepare, with the Owner’s consent, the Contract Bidding Documents and assist the CM Firm in the assembly of various Contract bidding packages for the Project site and scope of work requirements. The CM Firm shall review the scope of the work requirements in the Contract bidding packages to facilitate the bidding process for and awarding of Trade Contracts allowing for Phased construction, taking into consideration such factors as time of performance, availability of labor and materials, Project scope of work requirements and other pertinent criteria. The Contract bidding packages shall incorporate the "Instructions to Bidders", "General Conditions", "Modifications of the General Conditions", and any additional conditions, approved by the Owner, to comply with the existing State of Michigan and federal statutes, regulations, and policies.

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9. Purchase of Long-Lead Items

The CM Firm shall, with the Owner's approval, purchase long-lead items, in compliance with statutory requirements established by the State of Michigan and the contracting policies of the Department of Technology, Management and Budget, State Facilities Administration, Design and Construction Division to ensure their delivery by the required Project construction schedule dates.

10. Competitive Bidding for Construction Phase Services

The CM Firm shall, with the Owner’s approval, request and receive competitive Bids for the Project scope of work. The CM Firm as assisted by the PSC (Architect/Engineer) shall prepare construction Bid analysis, including a review of the acceptability of the Trade Contractors and material suppliers proposed by construction Bidders, and prepare recommendations for the Owner to accept or reject the submitted competitive Bids.

Prepare and distribute Bidding Documents and instructions as required to accommodate predetermined construction Bid packages and/or Phases. Maintain qualified trade contractor Bidders' lists. Conduct pre-bid meetings. Issue preconstruction Addenda to all qualified construction Bidders as required. Include in each Addendum complete specifications for the Project scope of work requirements if such specifications are not part of the final design Bidding Documents.

Exert every practical means to obtain several, qualified construction Bidders for every Trade Contract.

The CM Firm, in collaboration with the PSC and Owner shall conduct pre-bid meetings with potential trade contract Bidder(s) to review the following items: (1) The design intent of the PSC (Architect/Engineer) firm’s final design Contract Documents/architectural and/or engineering drawings and specifications; and (2) To advise and assist the Trade Contractor(s) in understanding the requirements of the DTMB-SFA, DCD and/or CM issued standard form of Construction Contract Documents, Project scope of work, and its Trade Contract award procedures.

Neither the CM Firm, nor the PSC firm, will be compensated by the Owner for providing the professional services necessary to rebid the Project for reason of defaulted or disqualified construction Bidder(s) or unacceptable price range as required by the design and construction Budget. The CM Firm’s construction bidding and contracting services are not complete until: (1) The lowest responsive, responsible, qualified best value trade contract Bidder’s Bid has been selected and accepted by the Owner; and (2) The lowest responsive, responsible, qualified best value construction Bidder's Trade Contract has been executed by the trade contract Bidder and the CM Firm.

The CM shall not solicit or accept trade contract bids from a “related party” unless prior notification to the Owner, and Owner approval of same have been secured. For purposes of this contract, “related party” shall mean a parent, subsidiary, affiliate, or other entity having common ownership or management with the CM; any entity in which any stockholder in, or management employee of, the CM owns any interest more than ten percent in the aggregate; or any person or entity which has the right to control the business or affairs of the CM. The term “related party” includes any member of the immediate family of any person identified above.

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Should the Owner approve bidding by a related party, the CM shall propose for the Owners approval, a procedure for delivery and receipt of bids that shall ensure the unbiased competitive bidding environment is preserved for all trade contract bidders.

Trade Construction Bid Evaluation and Recommendation of Trade Contract Awards:

Monitor, review, evaluate and provide the Owner with written recommendations for the apparent lowest responsive, responsible, qualified best value trade contract Bidder for the Trade Contract award(s) within ten (10) business days of the date of the Bid opening. Exempt from recommendation any firm that the CM Firm has business association on this Project, unless prior approval has been provided by the Owner, and, unless prior approval has been provided by the Owner, any firm, or firm having any Consultant, which the CM Firm has utilized in preparation of the PSC (Architect/Engineer) firm’s final design Contract Documents/architectural and/or engineering drawings and specifications or for any estimating work related to the Project scope of work requirements.

The Owner reserves the right to reject any and all bids, however, should the owner reject a bid recommendation reasonably made by the CM, the Owner shall acknowledge and allow for the difference in cost to the next accepted bid, to extend the not-to-exceed trade construction cost budget unless otherwise mutually agreed.

11. Suspension of Work/Delays

The Owner may, by written order, direct the CM Firm to suspend, delay, or interrupt all or any part of the CM Firm’s scope of work or construction management services for such period of time as the Owner may determine to be appropriate. The Project costs related to such suspension of work/delays shall be reimbursable to the CM Firm, and a written Contract Modification and/or Contract Change Order if appropriate, shall be provided by the Owner to the CM Firm.

B. Construction Phase

1. Construction…