_C24645016._Sample_Documents.pdf

STATE OF CALIFORNIA THE RESOURCES AGENCY CALIFORNIA STATE PARKS

Invitation For Bids C24645016

Septic Improvements - Comfort Station 1 McArthur Burney Falls Memorial State Park

Shasta County, CA 96013

SAMPLE CONTRACT DOCUMENTATION

California Department of Parks and Recreation Northern Buttes District

400 Glen Drive Oroville, CA 95966

(530) 538-2200

C24645016 Septic Improvements - Comfort Station 1

McArthur Burney Falls MSP

Table of Contents

SAMPLE CONTRACT DOCUMENTATION Number Of Pages

Standard Agreement (std 213) SAMPLE …………………………………………...............….…1 Exhibit A, Scope of Work ……………………………………………………................……….…….1 Exhibit B, Budget Detail and Payment Provisions ……………………................……….…...1 Exhibit C * General Terms and Conditions (GTC 02/2025) ………….................….…..…… * Exhibit D, Special Terms and Conditions …………….………………................……….………1 Exhibit D, Attachment 2 General Conditions (Section 00700) ……….................……….14 Prime Contractor’s Certification – DVBE Subcontractor Report (STD 817)

* General Terms & Conditions (GTC 04/2017) can be found at: https://www.dgs.ca.gov/OLS/Resources/Page- Content/Office-of-Legal-Services-Resources-List-Folder/Standard-Contract-Language

2. The term of this Agreement is:

SAMPLE

Contractor's Name:

Agreement Number:

Page: 1 1

SCOPE OF WORK

1. Contractor agrees to furnish all labor, tools, materials and equipment necessary to:

2. The work shall be performed at:

3. The work shall be provided during:

4. The project representatives during the term of this agreement will be:

State Agency: Contractor:

Section/Unit: Section/Unit:

Attention: Attention:

Address: Address:

City/State/Zip Code: City/State/Zip Code:

Phone: Phone:

Fax: Fax:

E-mail: E-mail:

DPR 603PW (Rev. 7/2011)(Excel 7/21/2011)

EXHIBIT A — Public Works (Standard Agreement) of tsperling

Page: 1 1

BUDGET DETAIL AND PAYMENT PROVISIONS

1. Invoicing and Payment

A. For services satisfactorily rendered, and upon receipt and approval of the invoices, the State agrees to compensate the Contractor for actual expenditures incurred in accordance with the rates specified in the Bid Form, marked Exhibit B, Attachment 1, which is attached hereto and made a part of this Agreement.

B. Invoices shall include the Agreement Number and shall be submitted in triplicate not more frequently than monthly in arrears to:

2. Budget Contingency Clause

A. It is mutually agreed that if the Budget Act of the current year and/or any subsequent years covered under this Agreement does not appropriate sufficient funds for the program, this Agreement shall be of no further force and effect. In this event, the State shall have no liability to pay any funds whatsoever to Contractor or to furnish any other considerations under this Agreement and Contractor shall not be obligated to perform any provisions of this Agreement.

B. If funding for any fiscal year is reduced or deleted by the Budget Act for purposes of this program, the State shall have the option to either cancel this Agreement with no liability occurring to the State, or offer an agreement amendment to Contractor to reflect the reduced amount.

3. Prompt Payment Clause

Payment will be made in accordance with, and within the time specified in, Government Code Chapter 4.5, commencing with Section 927.

4. Compensation

Contractor shall submit to the State an itemized request for payment, in triplicate, no more than once each 30 day period. All invoices or requests for payment, not on Contractor's preprinted stationery, shall be signed by the Contractor or his authorized representative and submitted to the State's Representative as indicated in paragraph 1B above.

Five percent (5%) shall be retained from each progress payment and held by the State as partial security for the fulfillment of the contract by the Contractor. The State shall pay the Contractor the value of such work, as estimated therein, after deducting therefrom all previous payments, and all amounts to be retained under the provisions of this Agreement. No progress payments will be made by the State for project terms less than thirty

(30) days. The one and only payment will be the final payment made by the State upon satisfactory completion of all work required under the contract documents.

DPR 604PW (Rev. 4/2012)(Excel 4/17/2012)

EXHIBIT B — PUBLIC WORKS

(Standard Agreement) of

Access the hyperlink above for the document entitled GTC 02/2025 https://www.dgs.ca.gov/OLS/Resources/Page-Content/Office-of-Legal-Services-Resources-List-Folder/Standard-Contract-Language https://www.dgs.ca.gov/OLS/Resources/Page-Content/Office-of-Legal-Services-Resources-List-Folder/Standard-Contract-Language

Page: 1 1

SPECIAL TERMS AND CONDITIONS

DPR 605PW (Rev. 7/2024)(Excel 7/25/2024)

EXHIBIT D — PUBLIC WORKS

(Standard Agreement) of

1. Project Manual The Project Manual, marked Exhibit D, Attachment 1, containing general conditions, plans and specifications, and other pertinent bid documents related to this project, as enumerated in the Project Manual's Table of Contents, is hereby attached and incorporated into this agreement.

2. Public Works - Rules/Regulations Contractor shall observe and comply with all federal, state, city, and county laws, rules or regulations affecting the work. Any work done that does not comply with any laws, rules, or regulations will be remedied at the Contractor's expense.

3. Executive Order N-6-22 – Russia Sanctions On March 4, 2022, Governor Gavin Newsom issued Executive Order N-6-22 (the EO) regarding Economic Sanctions against Russia and Russian entities and individuals. “Economic Sanctions” refers to sanctions imposed by the U.S. government in response to Russia’s actions in Ukraine, as well as any sanctions imposed under state law. The EO directs state agencies to terminate contracts with, and to refrain from entering any new contracts with, individuals or entities that are determined to be a target of Economic Sanctions. Accordingly, should the State determine Contractor is a target of Economic Sanctions or is conducting prohibited transactions with sanctioned individuals or entities, that shall be grounds for termination of this agreement. The State shall provide Contractor advance written notice of such termination, allowing Contractor at least 30 calendar days to provide a written response. Termination shall be at the sole discretion of the State.

DPR 483 (Rev. 11/2014)(Excel 11/25/2014) 1

State of California - Natural Resources Agency

DEPARTMENT OF PARKS AND RECREATION

SECTION 00700

GENERAL CONDITIONS

Acceptance (or Final Completion) – Acceptance occurs when all the provisions and requirements of the Contract are complete and is so certified by State’s Representative.

A.

1.01 DEFINITIONS

Bulletin – A Bulletin is a written order directed to Contractor and issued by State’s Representative, directing a minor change or making a clarification in the Work, or requesting information from Contractor about the Work. A Bulletin is to be used for minor changes or clarifications which State's Representative believes will have no impact on the Contract Sum or Contract Time.

B.

Calendar Day (or Day) – A Calendar Day is a day of twenty-four (24) hours measured from one midnight to the next midnight, Pacific Time. Unless otherwise indicated, a “day” shall mean a Calendar Day.

C.

Change Order (or Amendment) – A Change Order is a written modification of the Contract Documents made in accordance with the provisions of Section 1.08 of these General Conditions and which has been signed by State and Contractor.

D.

Contract (or Contract Documents) – The Contract shall consist of the Notice to Contractors; Instructions to Bidders; Bid Form;

Bidders Bond; Standard Agreement – STD. 213; General Conditions; STD. 807, Payment Bond; Performance Bond; Special Provisions; Specifications; Plans; STD. 811, Small Business Preference and Certification; Certificate of Insurance; Addenda;

Amendments; Non Collusion Affidavit; Disabled Veteran Business Enterprise Compliance Certification and Documentation; and any other provisions made a part thereto by reference.

E.

Contract Time – The Contract Time shall be the number of Calendar Days specified in which the Work is to be completed including any adjustments and/or time extensions that may be granted by State in accordance with the terms of the Contract.

F.

Contract Sum – The Contract Sum is the total amount of money stated in the Contract as payable to Contractor for the performance of the Work under the Contract, including authorized adjustments thereto.

G.

Contractor – The Contractor is the person, firm, individual, partnership, company, corporation, association, joint venture, or any combination thereof, who has entered into the Contract with State.

H.

Event of Default – An Event of Default is an action that permits termination of the Contract as described herein.I.

Field Order – A Field Order is a written order directed to Contractor and signed by State’s Representative directing a change or making a clarification in the Work, or requesting information from Contractor about the Work. A Field Order signed by Contractor indicates receipt of the Field Order. A Field Order shall be followed by a Change Order.

J.

K.

Not-in-Contract (NIC) – Not -in-Contract means work not included in the Contract.M.

Project – The Project means the erection, construction, alteration, repair, or improvement to be accomplished under the Contract.N.

L. Milestone Date – A Milestone Date is a significant point in the development of the Work that is illustrated on Contractor’s Project Work Schedule.

Legal Holidays – Legal Holidays are every Sunday; January 1; 3rd Monday in January; February 12; 3rd Monday in February; March 31; the last Monday in May; July 4; 1st Monday in September; 2nd Monday in October; November 11; Thanksgiving Day and the following Friday; December 25; and every day so declared by the President of the United States or the Governor of California. If January 1, February 12, March 31, July 4, November 11, or December 25 falls on a Sunday, the following Monday is a holiday. If November 11 falls on a Saturday, the preceding Friday is a holiday.

O. Project Work Schedule – The Project Work Schedule is the schedule furnished by Contractor to State in accordance with Section 1.06A(2) of these General Conditions displaying the anticipated schedule for completing the Work.

P. Punch List – The Punch List is the list prepared as a result of a final inspection conducted by State at the completion of the Work indicating items to be completed, corrected, and/or replaced with regard to the Work as specified in the Contract Documents.

Exhibit D, Attachment 2

DPR 483 2

Where conflict exists between the Contract Documents or between the Contract Documents and applicable standards under codes or ordinances promulgated by governmental bodies having jurisdiction over the Project, CONTRACTOR SHALL BE DEEMED TO HAVE AGREED TO PERFORM THE MOST STRINGENT OR HIGHEST QUALITY WAY OF PERFORMING THE WORK.

C.

Substantial Completion – Substantial Completion is the point at which, in the discretion of State, in accordance with Section 1.09D of these General Conditions, the Project may be used for the purpose for which it is being constructed exclusive of Punch List items which do not interfere with such use and may be completed notwithstanding use of the Project.

V.

Supplier – A Supplier is anyone who contracts with Contractor or a Subcontractor to furnish materials or equipment for the Project.W.

Work – The Work is everything required to complete the Project, including, but not limited to, all labor, suppliers, material, equipment, and tools.

X.

1.02 CORRELATION AND INTENT OF CONTRACT DOCUMENTS

What is required by one document shall be as binding as if required by all. In the event of conflicts among the Contract Documents, such conflicts shall be resolved by giving the documents the following order of priority: (1) The Contract between State and Contractor, as the same may be amended (Amendments and revisions of later date take precedence over those of earlier date); (2) Special Conditions; (3) General Conditions; and (4) Drawings and Specifications. Drawings govern Specifications for quantity and location, and Specifications govern Drawings for quality and performance. In the event of ambiguity in quantity or quality, the greater quantity and the higher quality shall govern. Dimensions shall be figured rather than determined by scale or rule. Full-size or large-scale details or Drawings shall govern small-scale details or Drawings.

B.

Should Contractor discover conflicts, omissions, or errors in the Contract Documents or have any question concerning interpretation or clarification of the Contract Documents, or if it appears to Contractor that the Work to be done or any matters relative thereto are not sufficiently detailed or explained in the Contract Documents, then, before proceeding with the Work affected, Contractor shall immediately notify State’s Representative in writing, using an approved Request For Information (RFI) form, and request interpretation, clarification, or furnishing of additional detailed instructions concerning the Work. Such questions shall be resolved and instructions to Contractor issued within fourteen (14) Calendar Days by State, whose decision shall be final and conclusive. Should Contractor proceed with the Work affected before resolution, Contractor shall be responsible for any resultant damage or added cost, and Contractor shall remove, replace, or adjust the Work not in accordance with State’s Representative subsequent instructions.

D.

Working Day – A Working Day is every day except Saturdays, Sundays, and Legal Holidays and those days not charged as Working Days pursuant to the Contract Documents.

Y.

State – The State means the State of California, Department of Parks and Recreation (DPR) and the Director of DPR.S.

State’s Representative – The State's Representative is the person designated by State to oversee and manage the Contract and completion of the Work on behalf of State and who is the authorized representative of State for this Project. The term State’s Representative may be used interchangeably with Project Manager. CONTRACTOR SHALL ONLY TAKE DIRECTION FROM STATE’S REPRESENTATIVE FOR THE CONTRACT AND MAY NOT RELY ON THE COMMUNICATIONS, REPRESENTATIONS OR OTHER INSTRUCTIONS OF OTHER EMPLOYEES, OFFICERS, MANAGERS, CONTRACTORS, OR AGENTS OR REPRESENTATIVES OF STATE UNLESS CONFIRMED BY STATE’S REPRESENTATIVE IN WRITING OR AS OTHERWISE, FROM

TIME TO TIME, MAY BE PERMITTED BY THE PROVISIONS OF THE CONTRACT.

T.

Subcontractor – A Subcontractor is anyone having a direct contract with Contractor or another Subcontractor and includes one who furnishes material worked to a special design according to the Plans and/or Specifications, but does not include one who merely furnishes material not so worked.

U.

R. Schedule of Values – The Schedule of Values is the statement furnished by Contractor to State in accordance with Section 1.09A of these General Conditions displaying the portions of the Contract Sum allotted for the various parts of the Work and the projected schedule of payment.

Regular Work Hours – Eight hours labor constitutes a legal day’s work and this Work period shall occur between the hours of 8:00 a.m. and 5:00 p.m. on Working Days unless otherwise agreed by State’s Representative.

Q.

A. The General Conditions are incorporated into the Contract Documents in their entirety and may not be revised or modified in any way, except by the Supplemental Conditions.

E. All costs and time incurred by Contractor to prepare, review, respond to, estimate, or otherwise process RFI's, Bulletins, Field Orders, Amendments, Schedules, Correspondence, or any other paperwork shall be part of Contractor's base contract overhead and no additional compensation will be allowed therefore.

DPR 483 3

Insurance Policies – Each policy of insurance shall: (1) Be in a form acceptable by State; (2) be written by an insurer acceptable to State; (3) be maintained at Contractor’s sole expense; (4) require a minimum of ten(10) days written notice to State prior to any cancellation, non-renewal, or modification of insurance coverage; (5) contain an endorsement naming the State of California, its officers, agents, employees, and servants as additionally insured, but only with respect to Work performed for the State of California under this Contract or permit, at no cost to State; the endorsements are to be provided for the general liability and motor vehicle liability policies; (6) be in full force for the complete term of the Contract including any warranty periods; and (7) be primary, and not in excess, to any insurance carried by State.

Waiver of Subrogation: When work is performed on State-owned or controlled property, the Workers' Compensation and Employers' Liability policy shall be endorsed with a waiver of subrogation endorsement in favor of the State. This endorsement shall also be provided.

B.

Motor Vehicle Liability Insurance: Contractor shall maintain motor vehicle liability insurance with limits not less than $1,000,000 combined single limit each accident. Such insurance shall cover liability arising out of an accident involving a motor vehicle in use by Contractor, including, but not limited to, Contractor owned, hired, and non-owned motor vehicles.

(3)

Workers’ Compensation and Employer’s Liability Insurance: Contractor shall maintain statutory worker’s compensation and employer’s liability insurance for all of Contractor’s employees who will be engaged in the performance of work on the property, including special coverage extensions where applicable.

(4)

Insurance CompaniesC.

Insurance companies issuing any of the policies required by these provisions shall have a rating classification of “A-” or better and a financial size category rating of “vii” or better according to the latest edition of the A.M. Best Key Rating Guide. Any other rating classification requires State approval.

(1)

Payment and Performance Bonds shall be issued by a corporate surety authorized to transact a general surety business in the State of California. Contractor shall deliver its required bonds before the date of execution of the Contract.

C.

Insurance RequirementsA.

1.04 INSURANCE

General Liability Insurance: Contractor shall procure commercial general liability insurance covering liability arising out of premises operations, products/completed operations, independent contractors, personal/advertising injury and liability assumed under an insured contract with limits not less than $1,000,000 each occurrence, $2,000,000 general aggregate and $2,000,000 products/completed operations aggregate. Said policy shall apply separately to each insured against whom any claim is made or suit is brought subject to Contractor’s limits of liability.

(1)

The bonds must remain in full force and effect for the entire length of time Contractor is involved with the Contract and shall include any warranty periods.

D.

Builder’s Risk/Installation Floater: During the term of this Contract, Contractor shall maintain in force, at its own expense, Builder's Risk/Installation Floater for an amount equal to the full amount of the Contract improvements, upon the project and all materials or items which is or will become the property of State pursuant to the Contract Documents, including, but not limited to, materials and other items at the work site or stored off-site with the consent of State. A copy of any applicable Builder’s Risk/Installation Floater will be provided to State, and it shall be the responsibility of Contractor and each Subcontractor to satisfy itself as to the terms of such coverage, and to determine whether or not at its own cost, to carry any supplemental policy of insurance.

(2)

When the Contract Sum exceeds five thousand dollars ($5,000), Contractor shall furnish, in duplicate, a Performance Bond, to accompany the Contract, in the amount equal to at least one hundred percent (100%) of the Contract Sum guaranteeing faithful performance of the Work. Performance Bonds may be prepared on standard bonding company forms.

B.

When the Contract Sum exceeds five thousand dollars ($5,000), Contractor shall furnish, in duplicate, a Payment Bond, to accompany the Contract, in an amount equal to one hundred percent (100%) of the Contract Sum securing payment for laborers, mechanics, and material suppliers used on the Work under the Contract. Payment Bonds shall be prepared on a Payment Bond to Accompany Construction Contract (STD. 807) as furnished by State.

A.

1.03 CONTRACT BONDS

Concurrent with the execution of the Agreement, Contractor shall provide to State evidence that the insurance required to be(1)

Certificate of InsuranceD.

All insurance companies issuing any of the policies required by these provisions shall be licensed to do business in the State of California.

(2)

DPR 483 4

State’s Right to Carry Out the Work – If Contractor fails to carry out the Work in accordance with the Contract Documents and fails within a five (5) day period after written notice from State to eliminate (or commence to eliminate and thereafter work diligently to eliminate) such failure, State may, regardless of whether an Event of Default has occurred, and without prejudice to other remedies State may have, correct such deficiencies. In such case an offset may be made deducting from payments then or thereafter due Contractor the cost of correcting such deficiencies, including compensation for State’s and State Representative’s additional services and expenses made necessary by such default, neglect, or failure. If payments then or thereafter due Contractor are not sufficient to cover such amounts, Contractor shall promptly pay the difference to State on demand. The correction of such deficiencies by State or by others shall not relieve Contractor of any obligation or liability for the Work and shall not operate to waive any right or claim of State.

B.

1.06 CONTRACTOR

Contractor’s Construction SchedulesA.

Within ten (10) Calendar Days of the Notice to Proceed, Contractor shall furnish to State one (1) electronic copy and three (3) paper copies of a Critical Path Method (CPM) Project Work Schedule, in form and content satisfactory to State Representative and utilizing Microsoft Project software, presenting an orderly and realistic plan for completing the Work. The schedule shall include all scheduled Working Days, relevant work activities by trade and critical path dates. No activity on the schedule shall have a duration longer than 15 calendar days, with the exception of fabrication and procurement, unless otherwise approved.

Within five (5) Working Days from the date the Project Work Schedule is furnished to State’s Representative, State’s Representative shall review and comment on the Project Work Schedule and approve or disapprove it, giving reasons for any disapproval. If disapproved, Contractor shall modify the Project Work Schedule and resubmit it for approval following the above stated timeframes. Additionally, Contractor shall submit one (1) electronic copy and three (3) paper copies of the updated

(2)

Contractor agrees to complete the Work within the number of calendar days stated on the Bid Form from the date of written notice to commence Work. This time includes ten (10) Calendar Days allowed for Contractor to begin Work and ten (10) Calendar Days for issuance and completion of the Punch List. Upon written notice to proceed, Contractor shall begin Work and shall diligently prosecute the Work, with adequate forces, to completion within the Contract Time.

(1)

Contractor shall notify the State within 10 days of receipt of a notice of cancellation, expiration, or any reduction in coverage, or if the insurer commences proceedings or has proceedings commenced against it, indicating the insurer is insolvent. Contractor shall provide to State evidence of replacement policy at least ten (10) Working Days prior to the effective date of such cancellation, expiration, or reduction in coverage.

(2)

Contractor’s Additional ResponsibilitiesE.

Contractor is responsible for any deductible or self-insured retention contained within the insurance program.(1)

Contractor shall ensure that all Subcontractors procure insurance meeting the requirements of these provisions.(2)

State’s Remedies – Should Contractor fail to keep the insurance required to be carried by these provisions in full force and effect at all times, State may, in addition to any other remedies State has, terminate this Contract immediately, and all payments due or that become due will be withheld, until notice is received by State that such insurance has been restored or replaced in full force and effect and that the premiums, therefore, have been paid to cover a period of time satisfactory to State.

F.

1.05 STATE'S RIGHTS TO STOP PERFORMANCE AND/OR CARRY OUT WORK

State’s Right to Stop the Work – If Contractor fails to correct the Work which is not in accordance with the requirements of the Contract Documents or fails to carry out the Work in accordance with the Contract Documents; or fails or refuses to provide a sufficient amount of properly supervised and coordinated labor, materials, or equipment so as to be able to complete the Work within the Contract Time; or disregards the instructions of State’s Representative when based on the requirements of the Contract Documents;

State may order Contractor to stop the Work, or any portion thereof, until the cause for such order has been eliminated; provided, however, the right of State to stop the Work shall not give rise to a duty on the part of State to exercise this right for the benefit of Contractor or any other person or entity and any delay resulting from such Work stoppage shall not extend any Milestone Date identified in the Contract or the required dates of Substantial or Final Completion.

A.

carried by these provisions, including any endorsement affecting the additional insured status, is in full force and effect and that premiums therefore have been paid. Such evidence shall be furnished on the insurance industry's standard ACORD Form (Certificate of Insurance) or a certified copy of the original policy, including all requirements set forth in this section.

DPR 483 5

Critical Path Method (CPM) Project Work Schedule with each monthly Request for Payment. The Project Work Schedule shall be maintained at the work site and all revisions, along with the reasons therefore, as well as any affect on the critical path of the Work and the completion date, shall be furnished to State as soon as possible after the date of the revision, but in no event later than five (5) days after its revision.

Safety and Clean-Up – Contractor acknowledges that State will continue to occupy and must maintain continuous operations in the Parks in which the Work is located. It is critical that these operations shall not suffer any significant interference, including, without limitation, any interruption in utilities or unreasonable noise, dust, odor, or vibration. Contractor shall perform the Work and limit its use of the Project site in such a manner as to minimize any interference with occupancies and operations in such Parks and in accordance with applicable Park rules and regulations. Contractor shall be liable for all costs for all claims related to dust, mud, noise, odor, vibration, or windblown materials attributed to the Work hereunder.

C.

Contractor shall not be relieved of responsibility for any deviations from requirements of the Contract Documents or allowed any additional compensation by reason of State’s Representative approval of Shop Drawings, Product Data, Samples or similar submittals unless Contractor has specifically informed State's Representative in writing of such deviation at the time of submittal and fully complied with Section 1.08 of these General Conditions, and State’s Representative has given written approval to the specific deviation. If Shop Drawings provide detail not shown in Contract Documents, Contractor shall be deemed to have primary design-build responsibility for such items. Contractor shall not be relieved of responsibility for errors or omissions in Shop Drawings, Product Data, Samples, or similar submittals by State’s approval thereof.

(2)

Liquidated Damages:(4)

Failure of Contractor to complete the Work within the Contract Time will result in damages being sustained by State. It is and will be extremely difficult and impracticable to determine the actual damage which State will sustain by reason of such delay. Therefore, Contractor shall pay to State, as liquidated damages, the sum of TWO HUNDRED FIFTY DOLLARS ($250.00) for each and every Calendar Day's delay in finishing the Work under this Contract beyond the stipulated number of days, or any adjustments thereof. State may deduct liquidated damages from funds due or that become due Contractor.

Execution of the Contract shall constitute acknowledgment by Contractor that Contractor has ascertained and agrees that State will suffer damages in the amount fixed herein.

a.

Contractor shall not be assessed liquidated damages when the delay is caused by the failure of State or the owner of any utility to provide for removal or relocation of an existing utility, facility, or to perform work as indicated in the Contract Documents.

b.

Shop Drawings, Product Data, and SamplesB.

Reference in the Contract Documents to any equipment, material, article, or process by specific brand, trade name, make, or catalog number, followed by the term “or approved equal”, shall be regarded as establishing a standard of quality. In such cases Contractor may, subject to State’s Representative’s review and approval, substitute any other brand of equal quality, utility, and availability. State's Representative shall be the sole judge of equality and suitability of substitute materials. Contractor shall bear all costs and expenses, including, but not limited to, costs and expenses related to demonstrating equality or suitability of such substitute equipment, material, article or process, and any costs or expenses of changes or adjustments necessitated by such substitutions, including, but not limited to, those related to other parts of the Work or the Work of other contractors. State’s Representative’s approval of any substitution shall not relieve Contractor from compliance with all requirements of the Contract Documents. Where the Contract Documents do not specifically permit the use of “approved equals” for any equipment, material, article, or process referred to by specific brand, trade name, make or catalog number, no substitutions shall be permitted except by means of the Change Order procedures as set forth in Section 1.08 of these General Conditions.

(1)

If the progress of the Work is behind the Project Work Schedule to such an extent that State reasonably determines that Contractor will be unable to meet any of the critical path dates set forth in the Project Work Schedule, including without limitation any Milestone Date, or Contractor fails to take prompt and adequate corrective action to State’s satisfaction to bring the progress of the Work in compliance with the Project Work Schedule, State may, in addition to any other right or remedy provided herein, proceed as provided in Sections 1.05, 1.07, and/or 1.11 of these General Conditions.

(3)

Nothing contained in this agreement or otherwise, shall create any contractual relation between State and any subcontractors, and no subcontract shall relieve Contractor of its responsibilities and obligations hereunder. Contractor agrees to be as fully responsible to State for the acts and omissions of its subcontractors and of persons either directly or indirectly employed by any of them as it is for the acts and omissions of persons directly employed by Contractor. Contractor's obligation to pay its subcontractors is an

Potential SubcontractorsD.

DPR 483 6

Delays in and Extensions of Time:(6)

If (a) Work on the critical path as shown on the Project Work Schedule is delayed at any time by (i) an act or neglect of State, any employee of State, or any separate contractor employed by State, (ii) changes ordered in the Work in accordance with the provisions of Article 7, (iii) unusually severe and/or abnormal weather conditions which preclude the safe performance of the Work, (iv) national conflicts or priorities arising therefrom, (v) fires beyond the reasonable control of Contractor, (vi) floods beyond the reasonable control of Contractor, (vii) earthquakes, (viii) off-site or area-wide labor disputes which are beyond the reasonable control of Contractor, (ix) civil disturbances and for no other cause or causes; (b) Contractor would otherwise have been able timely to perform its obligations under the Contract Documents but for such delay; (c) Contractor has taken reasonable precautions to foresee, prevent and to mitigate the effects of delays to Work on the critical path due to such causes; and (d) Contractor has given written notice as required by Section 1.08 of these General Conditions; then subject to the provisions of Section 1.07 of these General Conditions, the Contract Time shall be appropriately extended by Change Order by the number of Working Days of delay on the critical path of the Work actually and directly caused by such occurrence. Such extension of Contract Time shall be net of any delays caused by or due to the fault or negligence of Contractor or which are otherwise the responsibility of Contractor or its agents or Subcontractors, and shall also be net of any contingency or “float” time allowance included in the Project Work Schedule. State may, at its option, authorize extra Work in order to accelerate the Project Work Schedule and minimize or eliminate the impact of the delay. No extension shall be made or allowed nor shall such extra Work be authorized unless a written request therefor by Contractor is made within five (5) Calendar Days after the first occurrence of the delay. Any claims of Contractor relating a.

Claims for Additional Time: If Contractor wishes to make claim for an increase in the Contract Time, written notice as provided herein shall be given. Contractor’s claim shall include an estimate of cost and the probable effect of delay on progress of the Work and shall document any adverse effect on the Project Work Schedule. In the case of a continuing delay, only one claim is necessary.

(4)

Claims for Additional Cost: If Contractor wishes to make a claim for an increase in the Contract Sum, written notice as provided herein shall be given before proceeding to execute the Work. Said notice shall itemize all claims, shall differentiate between extra work and base contract work, and shall contain sufficient detail and substantiating data to permit evaluation of same by State’s Representative. Any change in the Contract Sum resulting from such approved claim shall only be authorized by a Change Order.

(3)

(5) Claim Certification: Any claim for additional cost or time must include the following certification, signed by the Contractor's legal representative: "I certify under penalty of perjury, according to the Laws of the State of California, that this claim is made in good faith, that the supporting documentation is accurate and complete, and that the amount requested accurately reflects the contract adjustments for which the Department is responsible."

Continuing Contract Performance: Contractor, in the event of any claim or dispute with State over any matter whatsoever, shall not cause any delay or cessation in Contractor’s Work and shall proceed with all Work called for in the Contract Documents and/or required to complete the Project.

(2)

Force MajeureE.

Except for defaults of subcontractors, neither party shall be responsible for delays or failures in performance resulting from acts beyond the control of the offending party. Such acts shall include but shall not be limited to acts of God, fire, flood, earthquake, other natural disaster, nuclear accident, strike, lockout, riot, freight embargo, public regulated utility, or governmental statutes or regulations superimposed after the fact. If a delay or failure in performance by Contractor arises out of a default of its subcontractor, and if such default of its subcontractor, arises out of causes beyond the control of both Contractor and subcontractor, and without the fault or negligence of either of them, Contractor shall not be liable for damages of such delay or failure, unless the supplies or services to be furnished by subcontractor were obtainable from other sources in sufficient time to permit Contractor to meet the required performance schedule.

1.07 ADMINISTRATION OF THE CONTRACT

Claims and DisputesA.

Time Limits on Contractor Claims: Except where a shorter time period is provided herein, claims by Contractor arising during the course of construction, including claims for additional costs, must be made within five (5) days after occurrence of the event giving rise to such claim or within five (5) days after Contractor first recognizes or reasonably should have recognized the condition giving rise to the claim. Claims must be made by written notice to State within five (5) days following such event.

(1) independent obligation from State's obligation to make payments to Contractor. As a result, State shall have no obligation to pay or to enforce the payment of any moneys to any subcontractor.

DPR 483 7

Bulletins and Field OrdersB.

A Bulletin or Field Order shall not be recognized as having any impact upon the Contract Sum or the Contract Time. Contractor shall have no Claim therefor unless, within five (5) days from the date such direction or order was given, Contractor submits a written Change Order Request to the State’s Representative with estimates of any adjustment in the Contract Sum or Contract Time to which Contractor believes it is entitled as a result of the change in the Work described in the Bulletin or Field Order, including sufficient detail to allow evaluation by the State's Representative.

(1)

1.08 CHANGES IN THE WORK

Change Orders (Amendments) – When adjustments in the Contract Sum and Contract Time are determined, such determination shall be effective immediately and shall be recorded by preparation and execution of an appropriate Change Order. A Change Order signed by Contractor indicates Contractor’s final and binding agreement therewith, including the adjustment in the Contract Sum or the Contract Time. No Change Order shall authorize an adjustment in the Contract Sum or Contract Time unless such Change Order specifies such adjustment. If no adjustment in either or both the Contract Sum and the Contract Time is specified, Contractor’s execution of the Change Order shall constitute Contractor’s agreement that no such adjustment shall be made. Contractor agrees that in no event shall it make any subsequent claim relating to the items covered by an executed Change Order, whether direct, indirect, or consequential in nature. All Change Orders are subject to the approval by the Department of General Services, if required.

A.

Exhaust All Administrative Remedies: Contractor must exhaust all remedies and comply with all disputes resolution procedures set forth in the proceeding section prior to filing any legal action which names the Department of Parks and Recreation, State of California, or any officer, employee, agent or affiliate of any of them. In no event, may Contractor bring any claims or pursue legal action for damages or other remedies for issues or matters not raised and presented in written notifications as provided for in the Contract Documents and as set forth in all written requests for review by State’s Representative.

(10)

Decision of Director is Final: The decision of the Director or her or his designee shall be final and conclusive on Contractor, unless, within fifteen (15) Working Days from receipt of such decision, Contractor submits to State’s Representative a written notice of Contractor’s election to reserve its rights to file a claim with the State Board of Control and seek further adjudication of such claim should such claim be rejected by the State Board of Control.

(8)

Arbitration: Claims (demands for monetary compensation of damages) arising out of related to the Contract Documents shall be resolved by arbitration unless State and Contractor agree in writing, after the claim has arisen, to waive arbitration and to have the claim litigated in a court of competent jurisdiction. Arbitration shall be pursuant to California Public Contract Code, Section 10240 et seq., and applicable regulations, Title 1, California Code of Regulations, Section 301 et seq. The arbitration decision shall be decided under and in accordance with the laws of the State of California, supported by substantial evidence and, in writing, contain the basis for the decision, findings of fact, and conclusions of law. Arbitration shall be initiated by a Demand for Arbitration made in compliance with the requirements of above referenced regulations. A Demand for Arbitration by Contractor shall be made not later than 180 days after date of service in person or by mail on Contractor of the final written decision by State on the claim. (This Section only applies to Contracts that exceed $117,000.00.)

(9)

(7) Disputes Resolution: A claim or dispute arising out of or relating to the Contract Documents which is not disposed of by agreement between Contractor and State shall be decided by State’s Representative promptly, but not longer than ten (10) Working Days from the date Contractor notifies State’s Representative in writing that agreement on a dispute cannot be reached and a written decision from State's Representative is required. The decision of State’s Representative shall be final and conclusive on Contractor unless, within fifteen (15) days from the receipt of such decision, Contractor submits to State’s Representative a written request for review of the decision made by State’s Representative. The Director, or a designee other than State’s Representative, shall review all decisions and render a decision in writing on or before thirty (30) days from the date of receipt of written position statements by Contractor and State’s Representative as provided for herein. Contractor and State’s Representative shall be afforded an opportunity to be heard by way of written submissions and to offer relevant information with respect to the matter in question.

If adverse weather conditions are the basis for a claim for additional Contract Time, such claim shall be documented by data substantiating that weather conditions were abnormal for the period of time and could not have been reasonably anticipated, and that weather conditions had a direct and adverse effect on scheduled critical path activities.

b.

to time shall be made promptly in accordance with the applicable provisions of Section 1.08 of these General Conditions, or shall be deemed waived.

Adjustments in compensation for delays or time extensions will be allowed only for the causes specified in (i) and (ii) of paragraph 1.07A(6)a above, which extend the overall project duration.

c.

Upon receipt of a Bulletin or Field Order, Contractor shall promptly proceed with the Work involved, or as otherwise directed by the Bulletin or Field Order.

DPR 483 8

For deleted Work otherwise required to be performed hereunder, the Contract Sum shall be reduced by an amount equal to the net savings to Contractor and all Subcontractors and sub-Subcontractors on account of the deleted work for material, labor, and construction equipment.

e.

Failure of Contractor and State to agree on an adjustment of the Contract Sum or extension of Contract Time for performance under the Contract Documents shall not excuse Contractor from proceeding with the prosecution and performance of the Work as changed. State shall have the right within its sole discretion to require Contractor to commence performance of changes to the Work. If Contractor and State cannot agree on an appropriate stipulated sum for any change, the adjustment to the Contract Sum, if any, shall, subject to the provisions of Section 1.08 of these General Conditions, be determined by State on the basis of the allowable costs incurred as a result of such change as set forth in Section 1.08C(2) plus a fee as set forth in Section 1.08C(4).

(3)

In addition to the allowable costs incurred for a change, Contractor (and any Subcontractors) is entitled to a fee. Such fee shall be included in any agreed upon stipulated sum for the Change Order and shall be added to the allowable costs for Change Orders priced on a time and material basis or as to which no agreement is reached. The additional fee shall be Contractor’s (and Subcontractor’s) sole reimbursement for overhead, profit and any other cost (including insurance required in the Contract Documents) not specifically reimbursable under the Contract for Construction. No such fee shall be applied to gross receipts or use tax amounts or bond premiums paid by Contractor. The following fees shall apply to Contractor and all Subcontractors and represent the maximum fees chargeable on each Contract tier, who shall receive mark-ups for all categories on a percentage basis equal to Contractor’s Fee stated in the Contract:

(4)

Construction equipment costs shall be substantiated by vendor’s invoices. In no event shall the cost of such items exceed

(1) the average current wholesale prices at which the items are locally available in the quantities required, delivered to the site, less applicable cash or trade discounts or (2) the equipment rental rates in the Labor Surcharge and Equipment Rental Rates published by Caltrans; whichever is less. The allowable rate constitutes full compensation to the Contractor including cost of fuel, oil, lubrication, supplies, necessary attachments, repairs, maintenance, depreciation, storage, insurance, labor except for construction equipment operators, and incidentals. No costs will be allowed for time while construction equipment is inoperative, idle or on standby, unless approved by the State.

b.

Labor costs including welfare and fringe benefits shall be the actual labor cost, required as a result of such change in the Work, including no more than one (1) working foreman, but not including any supervisory or administrative personnel.

Labor costs shall not exceed the local prevailing wage, which includes the Straight-Time Total Hourly Rate plus Burden.

Burden shall be limited to the actual FICA-OASDI, FUTA, SUI, and Workers' Compensation payment percentages multiplied by the sum of the Basic Hourly Rate and Vacation/Holiday payments. Labor costs shall be substantiated by daily time cards (signed by Contractor’s Superintendent) and labor summaries.

c.

The cost of Work performed by Subcontractors or sub-Subcontractors is based on the actual direct costs of material, labor, and construction equipment and is determined pursuant to the provisions of this Subsection.

d.

In the event that (a) State approves a Change Order to be priced on a time and material basis, (b) State issues a Field Order to proceed with a change in the Work, Contractor timely notifies State of Contractor’s belief that it is entitled to an adjustment in the Contract Sum or the Contract Time as a result of such change, and State and Contractor cannot agree on the amount of such adjustment, (c) Contractor is entitled to compensation as the result of a concealed condition, or (d) the Contract Sum includes allowances, then the amount of Contractor’s allowable costs shall be governed by this Subsection. Allowable costs include and shall be strictly limited to the following:

(2)

The actual and reasonable cost of additional materials required as a result of such change, purchased by Contractor (or any Subcontractor) and used in the Work, including sales taxes, freight and delivery charges.

a.

When submitting its change proposal, Contractor shall include and set forth in clear and precise detail, breakdowns of labor, materials and allowable costs for all trades involved and the estimated impact on the Project Work Schedule. If requested by State, Contractor shall furnish spread sheets from which the breakdowns were prepared, plus spread sheets, if requested, of any Subcontractors. Allowable costs to be included in Contractor’s change proposal shall be strictly limited to those set forth in Section 1.08C(2) of these General Conditions.

(1)

Pricing ChangesC.

For Work to be performed by Subcontractors, such Subcontractors, cumulative of all tiers, shall be permitted an additional fee of fifteen percent (15%) of the allowable costs incurred by such Subcontractors;

a.

For Work to be performed by Contractor’s own forces, Contractor shall be permitted an additional fee in the amount of fifteen percent (15%) of the allowable costs incurred directly by Contractor;

b.

DPR 483 9

RetentionC.

Five percent (5%) shall be retained from each progress payment and held by State. After the Punch List has been issued, retainage remains at five percent (5%) of all amounts billed or two (2) times the value of the Punch List Work, whichever is more, until Final Completion of the Work.

(1)

Contractor may elect, upon prior notice to State, to retain additional sums, over the five percent (5%) required, from a Subcontractor. If, however, such additional retainage is made, then an equal amount shall be retained by State from Contractor.

(2)

Cost data to support the application, including without limitation, copies of Subcontractor’s pay requests accurately reflecting current percentage of completion on a line-item basis.

(1)

One (1) certified copy of all payroll records for the month.(2)

One (1) electronic copy and three (3) paper copies of the updated Project Work Schedule reflecting the current status of the project.

(3)

(4) One (1) originally signed Unconditional Waiver and Release Upon Progress Payment for all Subcontractor work paid to date.

Substantial CompletionD.

Substantial Completion is the stage in the progress of the Work when, exclusive of Punch List items, the…