C_100Kch149GeneralConditionsContractOver100K.doc

COMMONWEALTH OF MASSACHUSETTS

STANDARD VERTICAL CONSTRUCTION CONTRACT

For Projects over $100,000 Subject to M.G.L. c. 149, s. 44A-F

GENERAL CONDITIONS OF THE CONTRACT

TABLE OF CONTENTS

ARTICLE I:

DEFINITION OF TERMS -- p. 5

ARTICLE II: EXECUTION OF THE CONTRACT, SCOPE OF WORK,

INTERPRETATION OF CONTRACT DOCUMENTS -- p. 7

1. Execution -- p. 7

2. Scope of Work -- p. 7

3. Interpretation -- p. 7

4. Distribution of Work -- p. 8

5. Contract Price -- p. 8

ARTICLE III: CONTROL OF WORK / ADMINISTRATION OF THE CONTRACT -- p. 8

1. Designer -- p. 8

2. Right Of Access to Work -- p. 9

3. Inspection No Waiver -- p. 9

ARTICLE IV: GENERAL Performance Obligations of the Contractor -- p. 9

1. Review Of Contract Documents and Field Conditions -- p. 9

2. Supervision and Construction Procedures; Coordination; Cutting, and Patching – p. 9

3. Superintendent -- p. 10

4. Labor -- p. 10

5. Notices and Permits -- p. 11

6. Lines, Marks Etc. -- p. 11

7. Excavation -- p. 11

8. Dewatering/Hoisting/Staging -- p. 11

9. Corrections To The Work; Inspection No Bar To Subsequent

Corrections -- p. 11

10. Sanitary Facilities -- p. 12

11. Temporary Offices -- p. 12

12. Contract Documents at the Site -- p. 12

13. Telephones -- p. 13

14. Safety Regulations/ Site Protection -- p. 13

15. Debris and Chemical Waste -- p. 15

16. Weather Protection -- p. 15

17. Furnishings and Equipment -- p. 16

18. Form For Sub-Contract -- p. 16

19. Sales Tax Exemption and Other Taxes -- p. 16

20. Final Cleaning -- p. 16

21. Maintenance Data -- p. 16 22.

Closeout Procedures -- p. 17

23. Risk of Loss -- p. 17

ARTICLE V:

MATERIALS AND EQUIPMENT -- p. 17

1. Materials Generally --p. 17

2. Shop Drawings, Product Data, And Samples -- p. 17

3. Tests -- p. 18

4. "Or Equal" Submissions -- p. 18

5. Delivery and Storage of Materials; Inspection -- p. 19

6. Defective, Damaged, Deteriorated Materials and Rejection Thereof –p. 20 ARTICLE VI: PROSECUTION AND PROGRESS -- p. 20

1. Beginning, Progress Schedule, And Completion of Work -- p. 20

2. Failure To Complete Work On Time - Liquidated Damages -- p. 22

3. Delays; Statutory Provisions -- p. 22

4. Use and Occupancy Prior To Final Acceptance-- p. 23

5. Certificate of Agency Use and Occupancy -- p. 23

6. Final Acceptance of the Work -- p. 24

7. One Year Warranty Repair List and Inspection -- p. 25

ARTICLE VII: CHANGES IN THE WORK -- p. 25

1. Change Orders Generally -- p. 25

2. Methods of Computing Equitable Adjustments -- p. 26

3. Work Performed Under Protest -- p. 27

4. False Claims, Statutory Provisions Regarding Changes -- p. 27

5. Mandatory Mediation -- p. 29

ARTICLE VIII: PAYMENT PROVISIONS -- p. 29

1. Schedule of Values -- p. 29

2. Payment Liabilities of the Contractor -- p. 29

3. Retention of Moneys by Awarding Authority -- p. 30

4. Applications for Payment -- p. 30

5. Periodic Payments (M.G. L. c. 30, s. 39K) -- p. 31

6. Payment of Subcontractors (M.G.L. c. 30, s. 39F) -- p. 33

7. Contracts For Public Works governed by M.G.L. c. 30, s. 39G -- p. 35

8. Final Payment; Release of Claims by Contractor -- p. 37 ARTICLE IX: GUARANTEES AND WARRANTIES -- p. 38

1. General Warranty -- p. 38

2. Special Guarantees and Warrantees -- p. 38 ARTICLE X: MISCELLANEOUS LEGAL REQUIREMENTS -- p. 38

1. Contractor to Be Informed -- p. 38

2. Compliance with All Laws -- p. 38 ARTICLE XI: CONTRACTOR'S ACCOUNTING METHOD REQUIREMENTS (M.G.L. c., s. 39R) -- p. 41

1. Definitions -- p. 41

2. Record Keeping -- p. 42

3. Statement of Management Controls -- p. 42

4. Annual Financial Statement -- p. 43

5. Bid Pricing Materials -- p. 43

ARTICLE XII: EQUAL EMPLOYMENT OPPORTUNITY, NON-DISCRIMINATION AND AFFIRMATIVE ACTION PROGRAM -- p. 43 (See Appendix A)

ARTICLE XIII: GOALS FOR PARTICIPATION BY MINORITY BUSINESS ENTERPRISES AND WOMEN BUSINESS ENTERPRISES (EXECUTIVE ORDER 390) -- p. 43 (See Appendix B)

ARTICLE XIV: INSURANCE REQUIREMENTS -- p. 43

1. Insurance Generally -- p. 43

2. Contractor's Commercial General Liability -- p. 44

3. Vehicle Liability -- p. 45

4. Pollution Liability -- p. 45

5. Worker's Compensation -- p. 45

6. Builder's Risk/ Installation Floater/ Stored Materials -- p. 46

7. Umbrella Coverage -- p. 46

8. Additional Types of Insurance -- p. 47 ARTICLE XV: INDEMNIFICATION -- p. 47

1. Generally -- p. 47

2. Designer’s Action -- p. 47

3. Survival -- p. 47

ARTICLE XVI: PERFORMANCE AND PAYMENT BONDS -- p. 47

1. Contractor Bonds -- p. 47

2. Subcontractor Bonds -- p. 48 ARTICLE XVII: TERMINATION OF THE CONTRACT -- p. 48

1.

Termination for Cause -- p. 48

2. Termination for Convenience -- p. 49

3. Contractor’s Duties Upon Termination for Convenience -- p. 49

ARTICLE XVIII: MISCELLANEOUS PROVISIONS -- p. 50

1. No Assignment by Contractor -- p. 50

2. Non-Appropriation -- p. 50

3. Claims by Others Not Valid -- p. 50

4. No Personal Liability by Public Officials -- p. 50

5. Severability -- p. 50

6. Choice of Laws -- p. 50

7. Standard Forms -- p. 50

8. No Waiver of Subsequent Breach -- p. 50

9. Remedies Cumulative -- p. 51

10. Notices -- p. 51 APPENDIX A -- EQUAL EMPLOYMENT OPPORTUNITY, NON-DISCRIMINATION AND AFFIRMATIVE ACTION PROGRAM -- p. 52

1.

Compliance Generally -- p. 52

2.

Non-Discrimination and Affirmative Action -- p. 52

3.

Liaison Committee, Reports and Records -- p. 53

4.

Sanctions -- p. 53

APPENDIX B -- GOALS FOR PARTICIPATION BY MINORITY BUSINESS ENTERPRISES AND WOMEN BUSINESS ENTERPRISES (EXECUTIVE ORDER 390) -- p. 55

1.

Goals -- p. 55

2.

M/WBE Participation Credit -- p. 55

3. Establishing M/WBE Status -- p. 55

4. Subcontractors With M/WBEs -- p. 55

5. Performance of Contract Work by M/WBEs -- p. 56

6. Notification of Changes in M/WBE Work -- p. 56

7. Actions Required If There Is A Reduction in M/WBE Participation -- p. 56

8. Suspension of Payment and/or Performance for Noncompliance -- p. 57

9. Liquidated Damages; Termination -- p. 57

10. Reporting Requirements -- p. 58

11. Awarding Authority’s Right to Waive Provision of this Article --

p. 58 APPENDIX C -- COMMONLY USED FORMS – p. 59

Procedure for Payment to Contractors

Payment Voucher Input Form

Requisition for Payment (DCAM Form S1b) and Instructions

Monthly Requisition Breakdown (DCAM Form 55)

Instructions Regarding Change Orders and Contract Modifications

(DCAM Form 13)

Daily Time and Material Report for Change Orders

Request and Agreement for a Change in the Plans, Specifications and/or Contract (DCAM Form 5)

Notice of Intent

Contractor's Weekly Workforce Report

Minorities/Women in Contractor's Weekly Workforce Report

Weekly Payroll Report Form and Statement of Compliance

Quarterly Projected Workforce Table

Certification of Payment by Contractor to MBE/WBE and Instructions

Certificate of Completion by Minority/Women Business Enterprise

Form for Transfer of Title (Work Not Incorporated, DCAM Form 16)

Certificate of Agency Use and Occupancy -E-1

Certificate of Final Inspection, Release and Acceptance - E-2

ARTICLE I: DEFINITION OF TERMS

The following words shall have the following meanings as used in this Contract:

Advertisement: The Advertisement or Notice Inviting Bids or Proposals for the Work identified in Article 6 of the Owner - Contractor Agreement.

Approval: (or Approved): An approval in writing signed by the authorized signatory of the Awarding Authority.

Architect: The architect identified as the Designer in Article 1 of the Owner - Contractor Agreement.

As directed (As permitted, as required, as determined or words of like effect): The direction, permission, requirement or determination of the Designer or the Awarding Authority. Similarly, approved, acceptable, satisfactory or words of like import shall mean approved by or acceptable or satisfactory to the Designer, except as may be otherwise determined by the Awarding Authority.

Awarding Authority: The public agency awarding and administering this Contract identified as the Awarding Authority in the Owner - Contractor Agreement. Where the Awarding Authority is an agency of the Commonwealth, references to the Awarding Authority shall also include the Commonwealth and its agencies.

Building Code: All applicable rules and regulations to which the Awarding Authority is subject and which are contained or referenced in the code authorized by M.G.L. c. 143, s. 93 et seq., including all amendments thereto.

Certificate of Agency Use and Occupancy: A certificate signed by the Designer and the Awarding Authority pursuant to the requirements of Article VI of these General Conditions of the Contract, indicating that the Awarding Authority has determined that (1) the Work has been completed in accordance with the Contract Documents, except for Punch List items, (2) certificates of inspection, testing and/or approval (including a certificate of occupancy under the Building Code), operating permits for any mechanical apparatus which may be required to permit full use and occupancy of the Work by its intended users (which in a Subcontractor's case may include the Contractor) have been delivered to the Awarding Authority, (3) any applicable written warranties, operating instructions and related materials have been delivered to the Awarding Authority, and (4) the Work may be used for its intended purpose without substantial inconvenience or interference.

Change Order: (1) A written order not requiring the consent of the Contractor, signed by the Project Manager and designated as a Change Order, directing the Contractor to make changes in the Work within the general scope of the Contract, or (2) any written or oral order from the Project Manager that causes any change in the Work, provided that the Contractor has given the Awarding Authority written notice stating the date, circumstances, and source of the order and that the Contractor regards the order as a Change Order.

Contract: The Contract formed by the Contract Documents as defined in Article 6 of the Owner - Contractor Agreement.

Contract Documents: The documents listed in Article 6 of the Owner - Contractor Agreement.

Contract Modification: Any alteration of the Contract Documents accomplished by a written agreement properly executed by the parties to this Contract.

Contract Price: The Contract Price stated in Article 3 of the Owner - Contractor Agreement which is the total sum owed to the Contractor for all of the Work.

DCAM: The Division of Capital Asset Management and Maintenance of the Commonwealth of Massachusetts.

Designer: The architect or engineer identified as the Designer in Article 1 of the Owner - Contractor Agreement, subject to the provisions of Article III, Section 1 of these General Conditions of the Contract.

Dispute Review Board: A panel of three experienced impartial reviewers organized and agreed upon by the Owner and Contractor. The Board members are provided with plans and specifications, become familiar with project procedures and participants, meet on the job site regularly to encourage the resolution of disputes at the job level and renders non-binding recommendations on the resolution of the dispute.

Engineer: The Designer, except that the term "Resident Engineer" shall have the meaning otherwise specified herein.

Drawings: The Drawings are the graphic and pictorial portions of the Contract Documents, wherever located and whenever issued, showing the design, location and dimensions of the Work, generally including Plans, elevations, sections, details, schedules, and diagrams.

Final Acceptance: The written determination by the Designer and by the Awarding Authority that the Work has been 100% completed, except for the Contractor's indemnification obligations, warranty obligations, obligations to continue to maintain insurance coverage for the time periods provided in the Contract Documents, and any other obligations which are intended to survive Final Acceptance and/or the termination of the Contract.

General Bid: The completed bid form submitted by the Contractor in accordance with the requirements of M.G.L. c. 149.

Laws: All applicable statutes, regulations, ordinances, codes, laws, orders, decrees, approvals, certificates and requirements of governmental and quasi-governmental authorities.

Neutral: An impartial third party not having an interest in the Owner, the Designer, the Contractor or the Project.

Notice to Proceed: The written notice provided by the Awarding Authority to the Contractor which authorizes the Contractor to commence the Work as of a date specified therein, from which date the time of completion specified in Article 2 of the Owner - Contractor Agreement is measured.

Or equal (or words of like import): Equal in the opinion of the Awarding Authority determined pursuant to the provisions of M.G.L. c.30, s. 39M and the provisions of these General Conditions of the Contract.

Owner: The Commonwealth of Massachusetts or political subdivision thereof, authority, or other instrumentality that will own the Work.

Plan(s): Drawing(s).

Product Data:

Product Data are illustrations, standard schedules, performance charts, instructions, brochures, diagrams and other information furnished by the Contractor or its Subcontractors and suppliers to illustrate materials or equipment for some portion of the Work. Product data also include any such information or instructions produced by the manufacturer or distributor of such materials or equipment and made readily available by said manufacturer or distributor.

Progress Schedule: The progress schedule Approved by the Designer and the Awarding Authority in accordance with Article VI of these General Conditions of the Contract.

Project: The Project is the total construction of which the Work performed under the Contract Documents may be the whole or a part and which may include construction by the Owner or by separate contractors.

Project Manager: The Awarding Authority's representative assigned to the Project.

Punch List: A list of items determined by the Awarding Authority to be minor incomplete or unsatisfactory work items that do not materially impair the usefulness of the Work for its intended purpose.

Resident Engineer: The on-Site representative of the Awarding Authority.

Samples: Samples are physical examples, that illustrate materials, equipment, or workmanship and establish standards by which the Work will be judged.

Schedule of Values: The schedule Approved by the Awarding Authority pursuant to Article VIII of these General Conditions of the Contract which allocates the Contract Price to the various portions of the Work and is used as a basis for payments to the Contractor.

Shop Drawings: Drawings, diagrams, details, schedules, and other data specially prepared for the Work by the Contractor or a Subcontractor, Sub-subcontractor, manufacturer, supplier, or distributor to illustrate a portion of the Work.

Site: The land and, if any, building(s) or space within any such building(s) on which or in which the Contractor is to perform the Work.

Specifications: The Specifications are that portion of the Contract Documents consisting of the written requirements for materials, equipment, construction systems, standards, and workmanship for the Work and performance of related services.

Subcontractor: Person or entity with whom the Contractor contracts in order to perform the Work, except as otherwise specifically provided or required herein or by Law.

Substantial Completion: For work subject to M.G.L. c. 30 s. 39K, "substantial completion" shall occur when (1) the Contractor fully completes the Work or substantially completes the Work so that the value of the Work remaining to be done is, in the estimate of the Awarding Authority, less than one percent of the original contract price, or (2) the Contractor substantially completes the work and the Awarding Authority takes possession for occupancy, whichever occurs first. For work subject to M.G.L. c. 30 s. 39G "substantial completion" shall mean either that the work required by the Contract has been fully completed, completed except for work having a Contract Price of less than one percent of the then adjusted total Contract Price, or substantially all of the Work has been completed and opened to public use except for minor incomplete or unsatisfactory work items that do not materially impair the usefulness of the Work.

Superintendent: The licensed construction supervisor who is an employee of the Contractor designated to be in full-time attendance at the Site throughout the prosecution and progress of the Work and who shall have complete authority to act for the Contractor.

User Agency: The department, county, commission, board, agency or other instrumentality of the Commonwealth of Massachusetts or political subdivision thereof which operates or which will operate the facility at which the Work is undertaken or which comprises the completed Work.

Work: The Work defined in Article 1 of the Owner - Contractor Agreement, Article II, Section 2 of these General Conditions of the Contract and otherwise in the Contract Documents.

Working Hours: 7:00 a.m. to 5:00 p.m., but not more than eight hours per day, Monday through Friday, unless otherwise specified by applicable Laws.

All terms that this Contract defines may be used with or without initial capital letters. Other terms, abbreviations and references are defined as they appear herein. Words and abbreviations that are not defined in the Contract Documents but which have recognized technical or trade meanings are used in accordance with those meanings. For additional definitions of terms, abbreviations and references refer to the Supplementary General Conditions, or Specifications.

ARTICLE II: EXECUTION OF THE CONTRACT, SCOPE OF WORK, INTERPRETATION OF CONTRACT DOCUMENTS

1. Execution.

The execution of the Owner – Contractor Agreement by the Contractor is a representation that the Contractor has visited the Site, has become familiar with local conditions under which the Work is to be performed and has correlated personal observations with requirements of the Contract Documents.

2. Scope of Work.

The Work consists of the Work identified in the Contract Documents. The Work comprises the completed construction required by the Contract Documents and includes all labor, tools, materials, supplies, equipment, permits, approvals, paperwork, calculations, submittals, and certificates necessary to develop, construct and complete the Work in accordance with all Laws, and all construction and other services required to be supervised, overseen, performed or furnished by Contractor or that the Contract Documents require the Contractor to cause to be supervised, overseen, performed or furnished. The Contractor shall provide and perform for the Contract Price all of the duties and obligations set forth in the Contract Documents.

3. Interpretation.

A. The Plans and Specifications and other Contract Documents are to be considered together and are intended to be mutually complementary, so that any work shown on the Plans though not specified in the Specifications, and any work specified in the Specifications though not shown on the Plans, is to be executed by the Contractor as a part of this Contract.

B. All things that in the opinion of the Designer may be reasonably inferred from the Plans, Specifications and other Contract Documents are to be executed by the Contractor. The Designer shall determine whether the detail Plans conform to the general Plans and Contract Documents, except as may be otherwise determined by the Awarding Authority.

C. The tables of contents, titles, headings and marginal notes or sub-scripts contained herein are solely to facilitate references, are not intended to be construed as provisions of the Contract, and in no way affect the interpretation of the provisions to which they refer.

D. Where reference is made in the Contract Documents to publications, standards, or codes issued by associations or societies, such reference shall be interpreted to mean the current edition of such publications, standards, or codes, including revisions in effect on the date of the Advertisement, notwithstanding any reference to a particular date. The foregoing sentence shall not apply to the dates, if any, specified with respect to insurance policy endorsement forms.

E. In case of any conflict among the Contract Documents, unless the context clearly otherwise requires, the Contract Documents shall be construed according to the following priorities:

First Priority: Contract Modifications

Second Priority: Owner - Contractor Agreement

Third Priority: General Conditions of the Contract

Fourth Priority: Drawings -- Schedules take precedence over enlarged detail Drawings, and enlarged Detail Drawings take precedence over reduced scale Drawings; figured dimensions shall prevail over scale.

Fifth Priority: Specifications

4. Distribution of Work.

The distribution of the Work is intended to be described under the appropriate trades and, except for filed sub-bid work, may be redistributed, except as directed herein, provided that such redistribution shall cause no controversy among the trades and no delay in the progress of the Work.

5. Contract Price.

The Contract Price constitutes full compensation to the Contractor for everything to be performed and furnished in connection with the Work and for all damages arising out of the performance of the Work and/or the action of the elements, and constitutes the maximum compensation regardless of any difficulty incurred by the Contractor in connection with the Work or in consequence of any suspension or discontinuance of the Work.

ARTICLE III: CONTROL OF WORK / ADMINISTRATION OF THE CONTRACT

1. Designer.

Notwithstanding anything to the contrary expressed or implied in this Contract, any of the powers, rights, and duties of the Designer may be exercised by the Awarding Authority, provided that the Awarding Authority shall be under no obligation to do so. The Awarding Authority may rely on the Designer for the performance and exercise of its rights and obligations hereunder and shall be presumed to so rely on the Designer in the absence of an explicit written assumption by the Awarding Authority of any such rights and obligations, except that any Approval required to be obtained from the Awarding Authority hereunder shall not be valid without the signature of the Awarding Authority. The Awarding Authority may explicitly overrule in writing any action, determination or decision of the Designer should the Awarding Authority choose to do so, except to the extent that the same would violate applicable law. Subject to the foregoing, the Designer shall be responsible for the general administration of the Contract and shall perform the duties and exercise the rights herein conferred on the Designer. Except as otherwise specifically provided herein, the Designer shall decide all questions which may arise as to the conduct, quantity, quality, equality, acceptability, fitness, and rate of progress of the several kinds of work and materials to be performed and furnished under this Contract, and shall decide all questions which may arise as to the interpretation of the Plans and Specifications and as to the fulfillment of this Contract on the part of the Contractor. In the case of the death, resignation, inability or refusal of the Designer to act, or the termination of his or her or its employment, the Awarding Authority may appoint another person to act as Designer for the purposes of this Contract. The Awarding Authority shall give written notice to the Contractor of any such appointment.

2. Right of Access to Work.

The Awarding Authority, the User Agency and the Designer (and persons designated by them) may for any purpose enter upon the Work, the Site, and premises used by the Contractor, and the Contractor shall provide safe facilities therefor. Other contractors of the Awarding Authority may also enter upon the same for the purposes which may be required by their contracts or work. Any differences or conflicts which may arise between the Contractor and other contractors of the Awarding Authority with respect to their work shall be initially resolved by the Designer.

3. Inspection No Waiver.

No inspection by the Awarding Authority or the Designer or employees or agents of either of them, and no order, measurement, certificate, approval, payment order, payment, acceptance or any other action or inaction of any of them, shall operate as a waiver by the Awarding Authority of any provision of this Contract.

ARTICLE IV: GENERAL Performance Obligations of the Contractor The Contractor shall complete for the Contract Price all of the Work in a proper, thorough, and workmanlike manner in accordance with the Contract Documents. Without limiting the foregoing and without limiting the Contractor's obligations under any other provision of the Contract Documents, the Contractor shall for the Contract Price perform the following general obligations:

1. Review of Contract Documents and Field Conditions.

A. Before commencing the Work, the Contractor shall carefully study the Contract Documents and carefully compare all Specifications, Plans, Drawings, figures, dimensions, lines, marks, scales, directions of the Designer, and any other information provided by the Awarding Authority and shall at once report to the Designer any questions, errors, inconsistencies, or omissions.

B. Before commencing the Work, the Contractor shall take field measurements and verify field conditions and shall carefully compare such field measurements and conditions and other information known to the Contractor with the Contract Documents and shall at once report to the Designer any questions, errors, inconsistencies, or omissions.

2. Supervision and Construction Procedures; Coordination; Cutting, and Patching.

A. The Contractor shall supervise and direct the Work, using the Contractor's best skill and attention. The Contractor shall be solely responsible for, and shall have control over, construction means, methods, techniques, sequences and procedures, and shall be responsible for coordinating all portions of the Work under the Contract.

B. The Contractor shall be responsible for the proper fitting of all Work and the coordination of the operations of all trades, Subcontractors, and materialmen engaged upon the Work. The Contractor shall guarantee to each of its Subcontractors all dimensions which they may require for the fitting of their work to all surrounding work.

C. All necessary cutting, coring, drilling, grouting, and patching required to fit together the several parts of the Work shall be done by the Contractor, except as may be specifically noted otherwise under any particular filed sub‑bid section of the Specifications.

D. The Contractor shall be responsible to the Awarding Authority for the acts and omissions of the Contractor's employees, agents and Subcontractors, and their agents and respective contractors employees, and other persons performing portions of the Work or supplying materials therefor.

E. The Contractor shall be responsible for the inspection of portions of the Work already performed under this Contract to determine that such portions are in proper condition to receive subsequent Work.

F. The Contractor shall employ a registered land surveyor to perform any engineering required for establishing grades, lines, levels, dimensions, layouts, and reference points for the trades. The Contractor shall be responsible for maintaining benchmarks and other survey marks and shall replace any benchmarks or survey marks that may have become disturbed or destroyed. The Contractor shall verify the materials shown on the Drawings before laying out the Work and shall be responsible for any error resulting from its failure to exercise this precaution.

G. Unless otherwise required by the Supplementary General Conditions or the Plans and Specifications, or directed in writing by the Designer, Work shall be performed during regular Working Hours. However, if the Contractor desires to carry on the Work outside of regular Working Hours or on Saturdays, Sundays, or Massachusetts or federal holidays then the Contractor shall allow ample time to allow satisfactory arrangements to be made for inspecting Work in progress and shall bear the costs of such inspection. The Awarding Authority shall bill the Contractor directly for such costs.

H. Work performed outside of regular Working Hours without the consent or knowledge of the Designer and/or the Awarding Authority shall be subject to additional inspection and testing as directed by the Designer. The cost of this inspection and testing shall be borne by the Contractor whether the Work is found to be acceptable or not. The Awarding Authority at its election shall be entitled either to issue a credit Change Order to cover such cost or to withhold such cost from any further payments due the Contractor and/or to receive a payment from the Contractor of the amount of such cost.

3. Superintendent.

A. The Contractor shall employ a Superintendent whose appointment shall be subject to the Approval of the Awarding Authority. The Superintendent shall be in attendance at the Site full-time during the performance of the Work. The Superintendent shall represent the Contractor. Communications given to and from the Superintendent shall be deemed given to and from the Contractor. Important communications shall be confirmed in writing. Other communications shall be similarly confirmed upon written request in each case. The Superintendent shall attend each job meeting. The Superintendent shall be responsible for coordinating all of the Work of the Contractor and the Subcontractors.

B. The Superintendent shall be a competent employee regularly employed by the Contractor. The Superintendent shall be licensed in accordance with the Building Code and shall have satisfactorily performed similar duties on previous construction projects similar in type, complexity and scale to the Project. The Superintendent's resume shall be submitted to the Awarding Authority prior to commencement of construction together with such other information as the Awarding Authority may reasonably require in order to determine whether or not to Approve of his or her appointment. Any change in the Superintendent shall require the prior consent of the Awarding Authority. The Contractor shall establish an emergency telephone line by which the Awarding Authority, the Designer, or their respective agents may contact the Superintendent during non-working hours.

4. Labor.

A. The Contractor shall employ only competent workers. The Contractor shall enforce strict discipline and good order among the Contractor's employees and other persons carrying out the Work. The Contractor shall certify and insure that all employees to be employed at the worksite will have successfully completed a course in construction safety and health approved by the United States Occupational Safety and Health Administration that is at least 10 hours in duration at the time the employee begins work and the Contractor and each of its subcontractors and others working on the Project shall furnish documentation of successful completion of said course by employees working with the first certified payroll report for each employee. The Contractor shall not permit employment of unfit persons or persons not skilled in tasks assigned to them. Whenever the Designer shall notify the Contractor in writing that any worker is, in the Designer's opinion, incompetent, unfaithful, disorderly, or otherwise unsatisfactory, such employee shall be discharged from the Work and shall not again be employed on the Project except with the consent of the Designer.

B. The Contractor shall employ a sufficient number of workers to carry on the Work with all proper speed in accordance with Laws, the requirements of the Contract Documents, and the Progress Schedule.

C. The Contractor shall procure materials from such sources and shall manage its own forces and the forces of its Subcontractors and any sub-subcontractors in such a manner as will result in harmonious labor relations on the Project Site. If union and nonunion workers are employed to perform any part of the Work, the Contractor shall establish and maintain separate entrances to the Site for the use of union and nonunion workers. The Contractor shall cause persons to be employed in the Work who will work in harmony with others so employed. Should the Work be stopped or materially delayed in the Awarding Authority's reasonable judgment due to a labor dispute, the Awarding Authority shall have the right to require the Contractor to employ substitutes acceptable to the Awarding Authority.

5. Notices and Permits.

A. The Contractor at its sole cost shall take out and pay for all approvals, permits, certificates and licenses required by Laws, pay all charges and fees, and pay for (or cause the appropriate Subcontractor to pay for) all utilities required for the proper execution of the Work.

B. The Contractor shall comply with all Laws and shall give all notices required thereby.

C. Except as otherwise specified in this Contract, it is not the Contractor's responsibility to ascertain that the Contract Documents are in accordance with applicable Laws. However, if the Contractor observes that portions of the Contract Documents are at variance with the requirements of Laws, the Contractor shall promptly notify the Designer and Awarding Authority in writing, and necessary changes shall be accomplished by an appropriate Contract Modification.

D. If the Contractor performs Work knowing it to be contrary to Laws without giving such notice to the Designer and Awarding Authority, the Contractor shall bear full responsibility for such Work and all costs attributable thereto, including, without limitation, corrections to the Work.

6. Lines, Marks etc.

The Contractor shall furnish batter boards and stakes and shall cause to be placed and maintained thereon so as to be easily read, such lines, marks and directions relating to the Work as the Designer shall from time to time direct. The Designer shall establish base lines and benchmarks on the Drawings for the locations of the Work but all other lines and grades shall be determined by the Contractor.

7. Excavation.

The Contractor shall prevent by sheeting and shoring or bracing, if necessary, any caving or bulging of the sides of any excavation made by the Contractor, leaving sheeting and shoring in place, or if any is removed, filling solid the spaces left thereby.

8. Dewatering/Hoisting/Staging.

The Contractor shall provide pumping, drainage, and disposal of all water and other flows so that no puddle, nuisance, or damage will be caused by water or flooding. The Contractor shall provide all hoisting equipment and machinery required for the proper execution of the Work. The Contractor shall provide all exterior and interior staging required to be over eight feet in height, except as may be otherwise provided in the Contract Documents.

9. Corrections to the Work; Inspection No Bar to Subsequent Corrections.

The Designer's inspection of the Work shall not relieve the Contractor of its responsibilities to fulfill the Contract obligations. Defective work may be rejected by the Designer whether or not such work and/or materials have been previously overlooked or misjudged by the Designer and accepted for payment. If the Work or any part thereof shall be found defective at any time before the Final Acceptance of the whole Work, the Contractor shall forthwith cease the performance of any defective work in progress and, whether or not such work is still in progress, shall forthwith correct such defect in a manner satisfactory to the Designer. If any material brought upon the Site for use in the Work, or selected for the same, shall be rejected by the Designer as unsuitable or not in conformity with the Contract Documents, or as damaged by casualty or deteriorated due to improper storage at the Site or to any other factor, the Contractor shall forthwith remove such materials from the Site. The Contractor shall pay for the cost of making good all work or property of other contractors or of the Owner destroyed or damaged by such removal or replacement; repair any injury, defect, omission or mistake in the Work as soon as it is discovered; finish and immediately make good any defect, omission or mistake in the Work; and complete and leave the Work in perfect condition.

10. Sanitary Facilities.

The Contractor shall provide and maintain sanitary facilities for all persons employed on the Work, beginning with the first worker at the Site. Said facilities shall meet the following requirements unless otherwise specified in the Supplementary General Conditions or Specifications.

A. There shall be no fewer facilities than the number required by applicable Laws;

B. Facilities shall be kept in a clean sanitary condition at all times and shall be adequately screened to be inaccessible to flies.

(Note: If existing sanitary facilities at the Site are to be used by the Contractor, this requirement will be modified accordingly in the Supplementary General Conditions or Specifications.)

11. Temporary Offices.

A. Except as otherwise specified in the Supplementary General Conditions or Specifications, the Contractor shall erect the following temporary offices near the Site as directed by the Designer and adequately furnish and maintain them in a clean, orderly condition:

(1) A Contractor's field office at which Contractor's authorized representative shall be present at all times while work is in progress. Instructions, notices, and other communications delivered there by the Designer or the Awarding Authority shall be deemed delivered to the Contractor. The Contractor shall provide a separate conference room space with a conference table and chairs sufficient to accommodate 12 persons at one time.

(2) Office for the Resident Engineer, either a separate building or trailer. Such office shall be in close proximity to the Contractor's field office, shall be at least 475 square feet in area, and shall be equipped with partitions to separate it from public access, electric lights, heat, air conditioning, window screens, secure locking devices, and a toilet room with a working chemical toilet. Such office shall be equipped with the following furniture and equipment in good condition: 2 lockable steel desks, word processor, 2 swivel chairs, two stools, 2 metal plan racks, plan table at least 32 by 84 inches, 2 metal filing cabinets with locks, 12 feet of 10 inch deep shelving, one accurate Fahrenheit thermometer, one electric water cooler with disposable cups and water supply service, one hard hat for each project representative and 6 visitor hard hats, one dry plain paper copy machine with a legal and standard paper tray, and one calculator with paper print out, all of which shall become the property of the Contractor at the conclusion of the Work. (Note: If office space can be assigned in existing buildings at the Project Site, this requirement will be modified accordingly in the Supplementary General Conditions or Specifications.)

B. The Contractor shall relocate the Resident Engineer's trailer at no additional cost to the Owner if the need for relocation arises as determined by the Designer.

12. Contract Documents and Samples at the Site.

A reasonable number of sets of Contract Documents will be furnished to the Contractor by the Awarding Authority immediately after signing of the Contract, one of which shall be maintained at the Site for reference by authorized representatives of the Awarding Authority. The Contractor shall maintain at the Site for the use and information of the Awarding Authority one record copy of the Drawings, Specifications, Addenda, Change Orders, Approved Shop Drawings, Product Data, Samples, updated Progress Schedule, and all other submittals, all in good order and marked currently to record changes and selections made during construction. These shall be available to the Designer and the Awarding Authority and shall be delivered to the Designer for submittal to the Awarding Authority upon completion of the Work.

13. Telephones.

The Contractor shall provide and maintain separate individual telephone service and pay for all calls relating to the Work. Service and equipment shall meet the requirements, if any, of the Supplementary General Conditions and Specifications and shall include provisions for incoming and outgoing calls: (1) in the Contractor's field office for the use of its authorized agents and (2) in the Resident Engineer's office for the use of the Designer and authorized agents of the Owner.

14. Health, Safety, and Accident Prevention

A. In performing the Work, the Contractor shall:

(1)Ensure that no laborer or mechanic shall be required to work in surroundings or under working conditions which are unsanitary, hazardous, or dangerous to his/her health and/or safety as determined under construction safety and health standards promulgated by the U.S. Secretary of Labor by regulation;

(2)Protect the lives, health, and safety of other persons; and

(3)Prevent damage to property, materials, supplies, and equipment.

B. For these purposes, the Contractor shall:

(1)Comply with 84 Stat. 1590, the "Occupational Safety and Health Act of 1970" (OSHA) and with regulations and standards issued by the U.S. Secretary of Labor at 29 CFR Part 1926; and

(2) Comply with the Trench Safety Law set forth in M.G.L. c. 82A and regulations promulgated by the Departments of Public Safety (DPS) and Occupational Safety (DOS) in 520 CMR 14.00 et. seq.; the CM shall execute a Trench Application and Permit form with the execution of its contract.

(3) Include the terms of this Section 14 in every subcontract so that such terms will be binding on each subcontractor.

(4) Designate by notice to the Awarding Authority a responsible member of its organization at the Site whose duties shall include ensuring safety, implementation of Contractor’s Safety Plan referenced below and preventing accidents.

C. The Contractor shall maintain an accurate record of exposure data on all accidents incident to the Work resulting in death, traumatic injury, occupational disease, or damage to property, materials, supplies, or equipment, and shall report this data in the manner prescribed by 29 CFR Part 1904. Without limiting the foregoing, the Contractor shall submit to the Awarding Authority without delay verbal and written reports of all accidents involving bodily injury or property damage arising in connection with the Work.

D. In any emergency affecting the safety of persons or property the Contractor shall immediately act in the exercise of reasonable judgment to prevent threatened damage, injury, or loss. The Contractor shall immediately notify the Awarding Authority of such emergency.

E. The Contractor shall be responsible for its Subcontractors’ compliance with the provisions of this Section 14.

F. Before commencing any portion of the Work the Contractor shall submit a written Project-specific plan for implementing this Section 14. The plan shall include an analysis of the significant hazards to life, limb and property inherent in the performance of the Work and a plan for controlling these hazards..

G. Without limiting the foregoing provisions of this Section 14, the Contractor shall comply with all health and safety Laws applicable to the Work. Without limitation,

(1) If the Contractor uses, stores or encounters toxic or hazardous substances it shall comply with M.G.L. c. 111F, s. 2, the "Right to Know" law and regulations promulgated by the Department of Public Health, 105 CMR 670, the Department of Environmental Protection, 310 CMR 33, and the Department of Labor and Workforce Development, 441 CMR 21; and shall post a Workplace Notice obtainable from the Department of Labor and Workforce Development.

(2) The Contractor shall comply with the Federal Resource Conservation and Recovery Act, the Federal Comprehensive Environmental Response, Compensation and Liability Act, M.G.L. c. 21C, M.G. L. c. 21E, and any other Laws affecting toxic or hazardous materials, solid, special or hazardous waste (collectively "Hazardous Materials Laws). Should the Contractor discover unforeseen materials subject to Hazardous Materials Laws at the Site, the Contractor shall immediately comply with any and all requirements for dealing with such materials and notify all required governmental authorities and the Awarding Authority of such discovery.

(3) The Contractor shall be responsible for the location of all utilities in connection with the Work. Without limiting the foregoing, the Contractor shall comply with Dig-Safe Laws. Dig-Safe is the Utility Underground Plant Damage Prevention System, 331 Montvale Road, Woburn, MA, 01801, 1-888-344-7233. The Contractor shall notify Dig-Safe of contemplated excavation, demolition, or explosive work in public or private ways, and in any utility company right of way or easement, by certified mail, with a copy to Department of Environmental Protection (DEP). This notice shall be given at least 72 hours prior to the work, but not more than sixty days before the work is to be done. Such notice shall state the name of the street or the route number of the way and shall include an accurate description of the location and nature of the proposed work. Dig-Safe is required to respond to the notice within 72 hours of receipt by designating the location of pipes, mains, wires or conduits at the Site. The Contractor shall not commence work until Dig-Safe has responded. The work shall be performed in such manner and with reasonable precautions taken to avoid damage to utilities under the surface at the work location. The Contractor shall provide the Superintendent with current Dig-Safe regulations, and a copy of M.G.L. c. 82, s. 40. Any costs related to the services performed by Dig-Safe shall be borne by the Contractor.

(4) The Contractor shall comply with M.G.L. c. 149, s. 129A, relative to shoring and bracing of trenches.

H. Without limiting the Contractor’s responsibilities described above, the Contractor shall take all reasonable precautions for the safety of, and the prevention of injury or damage to (1) all agents and employees and contractors on the Work and all other persons who may be affected thereby including the general public, (2) all the Work and all materials and equipment to be incorporated therein, whether in storage on or off the Site, under the care custody or control of the Contractor or any of its Subcontractors or any contractors directly or indirectly contracting through any of them, and (3) other property at the Site or adjacent thereto, including but not limited to trees, shrubs, lawns, walks, pavements, roadways, structures and utilities not designated for removal, relocation or replacement in the course of the Work. The Contractor shall promptly remedy all damage or loss to any such property caused in whole or in part by the Contractor, any Subcontractor, or anyone directly or indirectly contracted or employed by any of them or by anyone for whose acts any of them may be liable. Without limiting the foregoing, the Contractor shall:

(1) post and maintain adequate danger signs and other warnings against hazards;

(2) promulgate safety regulations and give appropriate notices to the Awarding Authority and users of adjacent utilities and property;

(3) insure the adequate strength and safety of all scaffolding, staging and hoisting equipment, temporary shoring, bracing and tying;

(4) protect adjoining private or public property;

(5) provide barricades, temporary fences, and covered walkways required by prudent construction practices, Laws and/or the Contract Documents;

(6) furnish approved hard hats and other personal protective equipment, furnish approved first aid supplies, furnish the name of the first aid attendant, and maintain a posted list of emergency facilities;

(7) provide proper means of access to property where the existing access is cut off by the Contractor;

(8) maintain from the beginning of any darkness or twilight through the whole of every night sufficient lights on or near any obstruction so as to guard and protect travelers from injury from such obstruction;

(9)maintain adequate security at the Site so as not to expose the Work and surrounding property to vandalism or malicious mischief;

(10) provide adequate fire protection procedures during the use of cutting torches, welding equipment, plumbers' torches and other flame and spark producing apparatus;

(11) take prompt action to correct any dangerous or hazardous conditions.

I. The Contractor shall not use or store explosives in the performance of the Work unless the Contractor first obtains the Awarding Authority's prior written specific Approval. If the Awarding Authority Approves the use or storage of explosives during the performance of the Work, the Contractor shall first comply with all Laws and obtain all permits, approvals, and certificates required in connection with the same and shall exercise best efforts, including but not limited to the employment and supervision of properly qualified personnel, to prevent damage, injuries, and accidents involving said explosives.

J. The Contractor shall not permit cutting or welding in or immediately adjacent to existing property of the Owner, Awarding Authority or of anyone else without the Awarding Authority's prior Approval in each instance.

15. Debris and Chemical Waste.

A. The Contractor shall not permit the accumulation of interior or exterior debris. The Contractor shall keep the Work area clean at all times. Without limitation, garbage shall be removed daily.

B. The Contractor shall properly classify and remove debris and waste from the Site and transport and dispose of it, all in accordance with Laws, employing a qualified and properly licensed transporter, at any landfill, disposal or recycling facility licensed under applicable Laws, including without limitation, hazardous materials laws. The Contractor shall make all arrangements and give and obtain all notices, communications, documentation, permits, certificates, and approvals necessary for said disposal from the owner or officials in charge of such landfills, disposal or recycling facilities.