Contract (3).pdf

BID SET

CONTRACT DOCUMENTS AND TECHNICAL SPECIFICATIONS

FOR

2026 St. Hedwig Roadway Maintenance Project Job No. 2026-050-01, Contract No. 01 St. Hedwig, TEXAS

TABLE OF CONTENTS

CONTRACT DOCUMENTS

A. Notice to Bidders

B. Instructions to Bidders

C. Proposal

D. Agreement

E. Performance Bond

F. Payment Bond

G. General Conditions of the Agreement

H. Special Conditions of the Agreement

H.1 Special Conditions to the General Agreement

I. Technical Specifications

NOTICE TO BIDDERS

The City of St. Hedwig will receive bids for construction of "2026 St. Hedwig Street Maintenance" at St.

Hedwig City Hall, 13065 FM 1346, St Hedwig, TX 78152. The project includes improvements to several streets located within the City of St. Hedwig. A non-mandatory Pre-bid conference will be held on August 5th, 2026 at 2:00 p.m. local time, and bids will be publicly opened and read on August 12th, 2026 at 2:00 p.m. local time at St. Hedwig City Hall, 13065 FM 1346, St Hedwig, TX 78152. The Pre-bid conference is not mandatory.

The successful bidder must furnish a performance bond and a payment bond on the forms provided, each in the amount of 100% of the Contract price from a surety company licensed by the State of Texas.

Copies of the bidding documents are on file and available for review at the office of the Engineer.

Copies of the bidding documents may be obtained from www.CivcastUSA.com: search “2026 St. Hedwig Street Maintenance”. Bidders must register on this website in order to view and/or download specifications, plans, and other related documents for this project. There is NO charge to view or download documents.

The OWNER reserves the right to reject any or all bids and to waive informalities or irregularities in bidding. In case of lack of clarity in stating prices, the OWNER reserves the right to consider the most advantageous construction thereof, or reject the bid.

City of St Hedwig

B - 2

SECTION B

INSTRUCTIONS TO BIDDERS

1. Preparation of Bids:

Unless otherwise directed submit bids in duplicate on the prescribed forms or copies thereof.

Prepare bids in accordance with the Contract Documents including but not limited to the Notice to Bidders, the Instructions to Bidders, and any instructions on the Proposal and Bid Sheet. A blank space on the Bid Sheet must be filled in, in ink, in both words and figures as required, with amounts extended and totaled. Written amounts shall govern if different from figures. If optional or alternate items are included in the Proposal and bidder does not wish to bid these items, enter the words NO BID in the appropriate space. Alternate bids will not be considered unless specifically requested in the proposal form. Any statement or letter qualifying the bid will be cause for rejection.

2. Owner:

The OWNER reserves the right to reject any or all bids and to waive informalities and irregularities in bidding. Contract award will be made to the responsible bidder who, in the OWNER's judgment, will be most advantageous to the OWNER and result in the best and most economical completion of the project.

3. Bidders:

Bidders desiring further information or interpretation must request such information or interpretation from the ENGINEER. Should a Bidder discover a discrepancy or an omission in plans or specifications, he should at once notify the ENGINEER via the Q&A feature for the project on CivCast so that an addendum can be issued. No explanation or interpretation other than an addendum issued by the ENGINEER will be considered official or binding.

4. Award of Contract:

The OWNER reserves the right to reject any and all bids. Unless the OWNER rejects all bids, an award will be made as quickly as possible consistent with the time required to analyze the bids.

The award of the Contract may be made on the BASE BID only or any combination of the BASE

BID AND ALTERNATE BIDS.

5. Conditions of Work:

Bidders are expected to be fully informed of construction and labor conditions under which the work will be performed, and to have thoroughly reviewed the plans, contract documents and specifications. Failure to do so will not relieve a successful bidder of any obligation to furnish material and labor necessary to complete the project.

The soils report and log of borings is available for Bidder's information only. The report is not a

B - 3 warranty of subsurface conditions, nor is it a part of the Contract Documents. Bidders are expected to examine the site and such reports and then decide for themselves the character of the materials to be encountered.

OWNER and ENGINEER disclaim any responsibility for the accuracy, true location, and extent of the surface and subsurface investigations that have been prepared by others. OWNER and ENGINEER further disclaim responsibility for interpretation of that data by Bidders, i.e.

projecting soil-bearing values, rock profiles, soil stability and the presence, level and extent of underground water.

6. Time of Completion:

Attention is directed to the proposal wherein either a blank space is provided for the bidder to enter the number of calendar days within which he agrees to complete the work, unless the completion time is specified by the OWNER.

7. Substitutions:

Where materials or equipment are specified by a trade or brand name, it is not the intention of OWNER to discriminate against an equivalent product of another manufacturer, but to set a definite standard of quality or performance, and to establish an equivalent basis for the evaluation of bids. In preparing his bid, each bidder is expected to include in his base bid the cost of the items so specified.

8. Telegraphic or Telephonic Modifications:

Any bidder may modify his bid by telegraphic or telephonic facsimile communication at any time prior to the scheduled closing time for receipt of bids, provided such telegraphic or telephonic facsimile communication is received by OWNER prior to said closing time, and provided further, that OWNER is satisfied that a written confirmation of such telegraphic or telephonic facsimile modifications over the signature of the bidder was mailed prior to such closing time.

9. Qualifications of Bidders:

Proposals must be accompanied by a statement of the qualifications of the Bidder to properly execute the work. Statement should be on the form provided. In addition, complete information on any work which the Bidder failed to complete or abandoned within one year period to date of proposal should be included.

10. Financial Statement:

Each Proposal must be accompanied by a statement of the financial condition of the bidder as reflected by his most recently prepared statement. Submit in a sealed envelope marked, "Financial Statement of (name of bidder) for (description of project)". This statement will be examined only if the bidder's Proposal is actively considered for award, otherwise it will be returned unopened after the award of the Contract.

B - 4

11. Delivery of Proposals:

It is the bidder's responsibility to deliver his Proposal at the proper time to the proper place.

The fact that a Proposal was dispatched will not be considered. The bidder must have the Proposal actually delivered.

12. Number of Signed Sets of Documents:

Agreement and Bonds will be prepared in not less than four counterpart (original signed) sets.

OWNER will furnish CONTRACTOR two sets of conforming Contract Documents, Technical Specifications, and six sets of Plans free of charge, and additional sets will be obtained from ENGINEER at commercial reproduction rates.

13. Sales Tax:

Owner is exempt from Texas sales and use taxes pursuant to Texas Tax Code §151.309 as a political subdivision of the State of Texas. Owner shall provide Contractor with a completed Texas Sales and Use Tax Exemption Certification as evidence of the applicability of such exemption and accordingly, Contractor shall not collect Texas sales and use taxes from Owner with respect to this contract. Contractor and all subcontractors to Contractor shall issue a Texas Sales and Use Tax Exemption Certification with respect to, and shall not pay Texas sales and use taxes on, all purchases of the following items that are exempt from Texas sales and use taxes pursuant to Texas Tax Code §151.311: (i) tangible personal property that will be incorporated into Owner’s realty; (ii) tangible personal property that is necessary and essential for the performance of this contract and is consumed entirely on the job site; and (iii) taxable services for use in the performance of this contract that are performed at the job site and are either integral to the performance of this contract or expressly required to be provided by this contract. In addition, Contractor and all subcontractors to Contractor (i) shall not include any provisions for Texas sales and use taxes with respect to such exempt items in any bid or contract amount, and (ii) shall pass on to Owner cost savings due to the exempt status of such exempt items. Contractor’s contracts with all subcontractors to Contractor shall include the foregoing provisions regarding the exemption of Texas sales and use taxes.

14. Worker's Compensation Insurance:

See the Special Conditions of the Agreement.

15. Certificate of Interested Parties:

Certificate of Interested Parties form 1295 must be turned in with the bid.

END OF SECTION B

ITEM NO. ITEM DESCRIPTION

APPROXIMATE

QUANTITIES

UNIT UNIT BID PRICE

EXTENDED

AMOUNT

100.1 MOBILIZATION 1 LS

100.2 INSURANCE AND BONDING 1 LS

101.1 PREP ROW 1 LS

230.1 LEVEL UP (8" TYPE D) 400 SY

530.1 BARRICADES SIGNS AND TRAFFIC HANDLING 1 LS

860.0 PAVEMENT MARKER (TYPE 1-A) (BLUE) 4 EA

150 7003 BLADING/HAUL OFF 25800 LF

315 7004 FOG SEAL 33460 SY

316 7223 GRADE 4 UNCOATED TRAP ROCK (BOTTOM) 310 CY

316 7225 GRADE 5 UNCOATED TRAP ROCK (TOP) 300 CY

317 7403 CHFRS-2P (BOTTOM) (.3 GAL/SY) 10100 GAL

317 7403 CHFRS-2P (TOP) (.2 GAL/SY) 6700 GAL

100.1 MOBILIZATION 1 LS

100.2 INSURANCE AND BONDING 1 LS

101.1 PREP ROW 1 LS

230.1 LEVEL UP (8" TYPE D) 270 SY

530.1 BARRICADES SIGNS AND TRAFFIC HANDLING 1 LS

PITMAN ROAD

BID FORM (SCHEDULE OF VALUES)

FOR

ST. HEDWIG 2026 ROADWAY REHABILITATION - CITY OF ST. HEDWIG

(BASE BID)

MILLER SUBTOTAL (BASE BID) =

MILLER ROAD

Initital: _______

860.0 PAVEMENT MARKER (TYPE 1-A) (BLUE) 4 EA

150 7003 BLADING/HAUL OFF 20000 LF

315 7004 FOG SEAL 26620 SY

316 7223 GRADE 4 UNCOATED TRAP ROCK (BOTTOM) 250 CY

316 7225 GRADE 5 UNCOATED TRAP ROCK (TOP) 240 CY

317 7403 CHFRS-2P (BOTTOM) (.3 GAL/SY) 8000 GAL

317 7403 CHFRS-2P (TOP) (.2 GAL/SY) 5400 GAL

100.1 MOBILIZATION 1 LS

100.2 INSURANCE AND BONDING 1 LS

101.1 PREP ROW 1 LS

230.1 LEVEL UP (8" TYPE D) 160 SY

530.1 BARRICADES SIGNS AND TRAFFIC HANDLING 1 LS

860.0 PAVEMENT MARKER (TYPE 1-A) (BLUE) 4 EA

150 7003 BLADING/HAUL OFF 17100 LF

315 7004 FOG SEAL 22950 SY

316 7223 GRADE 4 UNCOATED TRAP ROCK (BOTTOM) 200 CY

316 7225 GRADE 5 UNCOATED TRAP ROCK (TOP) 210 CY

317 7403 CHFRS-2P (BOTTOM) (.3 GAL/SY) 6900 GAL

317 7403 CHFRS-2P (TOP) (.2 GAL/SY) 4600 GAL

PITMAN SUBTOTAL (BASE BID) =

N. LUPON ROAD

N. LUPON SUBTOTAL (BASE BID) =

PROJECT TOTAL=

Initital: _______

PROPOSAL TO

City of St. Hedwig

FOR

2026 St. Hedwig Roadway Maintenance Project Job No. 2026-050-01, Contract No. 01 St. Hedwig, TEXAS

The undersigned, as bidder, declares that the only person or parties interested in this proposal as principals are those named herein, that this proposal is made without collusion with any other person, firm or corporation; that he has carefully examined the form of contract, instructions to bidders, specifications and plans, and has carefully examined the locations, conditions, and classes of materials of the proposed work; and agrees that he will provide all the necessary labor, machinery, tools, apparatus, and other items incidental to construction, and will do all the work and furnish all the materials called for in the contract and specifications in the manner prescribed therein, and for the prices set forth in the attached bid sheets.

It is understood that the work to be done will be paid for at the bid unit price or bid lump sum price as hereinafter established for each item subject to the provisions of the General or Special Conditions governing increases or decreases of bid quantities.

It is further understood and agreed that the work is to be completed in full within 90 calendar days after notification to proceed, and that the undersigned proposes to begin work promptly after notification to proceed.

CONTRACTOR

Signature:_________________________________

Attest:

Printed Name:______________________________

______________________________ Date:_____________________________________

Address:__________________________________

SEAL

Phone No. _________________________________

(Certification if Bidder is a Corporation)

I,______________________________, certify that I am the secretary of the corporation herein termed CONTRACTOR; and that the person whose name appears above was and is _______________________________(TITLE) of said corporation; and that this Contract was duly signed for and in behalf of said corporation by authority of its governing body, and such contract is within the scope of its corporate powers.

Signed:___________________________________ (Corporate Seal)

D - 1

SECTION D

AGREEMENT

STATE OF TEXAS

CITY OF ST. HEDWIG

THIS AGREEMENT, made and entered into this ________ day of ____________, 20___, by and between City of St. Hedwig hereinafter termed OWNER, and __________________________________________________________________, a Texas corporation hereinafter termed CONTRACTOR.

WITNESSETH: That for and in consideration of the payments and agreements hereinafter mentioned, to be made and performed by the OWNER, and under the conditions expressed in the bond bearing even date herewith, the CONTRACTOR agrees to commence and complete the construction of certain improvements described as follows:

2026 St. Hedwig Roadway Maintenance Project Job No. 2026-050-01, Contract No. 01 St. Hedwig, TEXAS and all extra work in connection therewith, and at his (or their) own proper cost and expense to furnish all the materials, supplies, machinery, equipment, tools, to complete the said construction, in accordance with the conditions and prices stated in the Proposal attached hereto, and in accordance with the General and Special Conditions of the Agreement, Plans and other drawings and printed or written explanatory matter thereof, and the Technical Specifications and addenda therefore as prepared by 6S ENGINEERING ,INC., hereinafter termed ENGINEER, each of which has been identified by the endorsement of the CONTRACTOR, and together with the CONTRACTOR's written Proposal, and the Performance and Payment Bonds thereto attached; all of which are made a part hereof and collectively evidence and constitute the entire contract.

The CONTRACTOR hereby agrees to commence the Work (as such term is defined in the Contract Documents) within ten days after the date written notice to do so shall be given to him by OWNER and to fully complete the Work to the satisfaction of OWNER within 90 calendar days after the date of the written notice to commence Work.

D - 2

The CONTRACTOR is and at all times shall remain an independent CONTRACTOR, solely responsible for the manner and method of completing its Work under this Contract, with full power and authority to select the means, method and manner of performing such Work, so long as the Work complies with this Contract including the drawings and technical specifications.

The CONTRACTOR agrees that it shall be solely responsible for the safety of its employees and all other persons and shall be solely responsible for determining the course of action necessary to protect all persons, including members of the public, from bodily injury or property damage during its Work on the project, including the erection of barricades or the installation of other traffic or pedestrian control measures.

As part of the consideration for the payments and agreements hereinafter mentioned, CONTRACTOR AGREES TO INDEMNIFY AND HOLD THE OWNER HARMLESS FROM ANY AND ALL

CLAIMS, DEMANDS AND CAUSES OF ACTION OF WHATSOEVER NATURE AND CHARACTER WHICH MAY BE ASSERTED BY ANY PERSON OR ENTITY IN CONNECTION WITH CONTRACTOR'S WORK (INCLUDING

THE WORK OF SUBCONTRACTORS) ON THE PROJECT, AND THIS INDEMNITY AND HOLD HARMLESS

AGREEMENT IS SPECIFICALLY INTENDED TO COVER ALL COSTS OF FUTURE LITIGATION, INCLUDING

ATTORNEY'S FEES AND OTHER DEFENSE COSTS.

OWNER and CONTRACTOR each binds itself, its officers, directors, shareholders, partners, successors, assigns and legal representatives to the other party hereto, its officers, directors, shareholders, partners, successors, assigns and legal representatives in respect to all covenants, agreements and obligations contained in the Contract Documents.

THE GENERAL AND SPECIAL CONDITIONS ATTACHED TO THIS AGREEMENT CONTAIN

PROVISIONS THAT MAY RELIEVE ONE PARTY FOR RESPONSIBILITY IT WOULD OTHERWISE HAVE UNDER

THE LAW FOR DAMAGES OR OTHER LIABILITY ARISING OUT OF THE WORK.

EACH OF THE PARTIES HERETO SPECIFICALLY AGREES THAT IT HAS A DUTY TO READ THIS

AGREEMENT, THE GENERAL AND SPECIAL CONDITIONS, AND ALL OTHER ATTACHMENTS TO THIS

AGREEMENT AND AGREES THAT IT IS CHARGED WITH NOTICE AND KNOWLEDGE OF THE TERMS OF THIS AGREEMENT AND ALL ATTACHMENTS HERETO; THAT IT HAS IN FACT READ THIS AGREEMENT AND ALL ATTACHMENTS HERETO AND IS FULLY INFORMED AND HAS FULL NOTICE AND KNOWLEDGE OF THE TERMS, CONDITIONS AND EFFECTS OF THIS AGREEMENT; THAT IT HAS HAD THE OPPORTUNITY TO BE REPRESENTED BY INDEPENDENT LEGAL COUNSEL OF ITS CHOICE THROUGHOUT THE NEGOTIATIONS PRECEDING ITS EXECUTION OF THIS AGREEMENT AND HAS RECEIVED OR VOLUNTARILY CHOSEN NOT TO RECEIVE THE ADVICE OF ITS ATTORNEY IN ENTERING INTO THIS AGREEMENT; AND THAT IT RECOGNIZES THAT CERTAIN TERMS OF THIS AGREEMENT AND ALL ATTACHMENTS HERETO RESULT IN ONE PARTY ASSUMING THE LIABILITY INHERENT IN SOME ASPECTS OF THE TRANSACTION AND RELIEVING THE OTHER PARTY OF ITS RESPONSIBILITY FOR SUCH LIABILITY. EACH PARTY HERETO AGREES AND COVENANTS THAT IT WILL NOT CONTEST THE VALIDITY OR ENFORCEMENT OF ANY EXCULPATORY PROVISION OF THIS AGREEMENT ON THE BASIS THAT THE PARTY HAD NO NOTICE OR KNOWLEDGE OF

SUCH PROVISION OR THAT THE PROVISION IS NOT "CONSPICUOUS".

THE OWNER agrees to pay the CONTRACTOR in current funds the price or prices shown in the proposal, which forms a part of this contract, such payments to be subject to the General and Special Conditions of the Agreement, and the Special Conditions to the General Agreement.

D - 3

IN WITNESS WHEREOF, the parties to these presents have executed this Agreement in the year and day first above written.

OWNER CONTRACTOR

By:___________________________________ By:_________________________________

ATTEST: ATTEST:

(Certification if Bidder is a Corporation)

I, _________________________________, certify that I am the secretary of the corporation herein termed the CONTRACTOR; and that the person whose name appears above was and is ____________________________________ of said corporation, Title and that this Contract was duly signed for and in behalf of said Corporation by authority of its governing body, and such contract is within the scope of its corporate powers.

SIGNED:

(Corporate Seal)

E - 1

SECTION E

PERFORMANCE BOND

CITY OF ST. HEDWIG

KNOW ALL MEN BY THESE PRESENTS: That ___________________________ ___________________________ of the City of ______________________, County of ________________________, and State of ______________________, as Principal, and authorized under the laws of the State of Texas to act as Surety on bonds for Principal, are held and firmly bound unto ___________________________________________________________ ______________________________________________________________(OWNER) in the penal sum of___________________________________________________________________ _________________ Dollars ($____________________), for payment whereof, the said Principal and Surety bind themselves and their heirs, administrators, executors, officers, directors, shareholders, partners, successors, and assigns, jointly and severally, by these presents.

WHEREAS, the Principal has entered into a certain written contract with the OWNER, dated the __________ day of ________________, 20___, for

2026 St. Hedwig Roadway Maintenance Project Job No. 2026-050-01, Contract No. 01 St. Hedwig, TEXAS which contract is hereby referred to and made a part hereof as fully and to the same extent as if copied at length herein.

NOW, THEREFORE, THE CONDITION OF THIS OBLIGATION IS SUCH, that if the said Principal shall faithfully perform said Contract and shall in all respects fully and faithfully observe and perform all and singular the covenants, conditions and agreements in and by said Contract agreed and covenanted by the Principal to be observed and performed during the original term of the Contract and any extensions thereof that may be granted by Owner, and during the life of any guaranty or warranty required under the Contract, and according to the true intent and meaning of said Contract and the Contract Documents and the Plans and Specifications related thereto, then this obligation shall be void;

otherwise to remain in full force and effect. Surety, for value received, stipulates and agrees that no change, extension of time, alteration or addition to the terms of the Contract, or to the work performed thereunder, or the plans, specifications, or drawings accompanying the same, shall in anywise affect its obligation on this bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the contract, or to the work to be performed thereunder.

E - 2

IN WITNESS WHEREOF, the said Principal and Surety have signed and sealed this instrument this

____________ day of ________________, 20_____.

Principal Surety

By___________________________________ By_________________________________

Name_________________________________ Name_______________________________

Title_________________________________ Title________________________________

Address_______________________________ Address_____________________________

Telephone

The name and address of the Resident Agent of Surety is:

F - 1

SECTION F

PAYMENT BOND

St. Hedwig

KNOW ALL MEN BY THESE PRESENTS: That ______________________________ ________________________ of the City of ________________________, County of ___________________, and State of __________________________, as Principal, and _____________________________________ authorized under the laws of the State of Texas to act as Surety on bonds for Principals, are held and firmly bound unto __________________________________________________________ (OWNER) in the penal sum of________________________________________________________________________ _______________ Dollars ($___________________), for the payment whereof, the said Principal and Surety bind themselves and their heirs, administrators, executors, officers, directors, shareholders, partners, successors and assigns, jointly and severally, by these presents.

WHEREAS, the Principal has entered into a certain written contract with the OWNER, dated the __________ day of ________________, 20___, for

2026 St. Hedwig Roadway Maintenance Project Job No. 2026-050-01, Contract No. 01 St. Hedwig, TEXAS which contract is hereby referred to and made a part hereof as fully and to the same extent as if copied at length herein.

NOW, THEREFORE, THE CONDITION OF THIS OBLIGATION IS SUCH that if the said Principal shall pay all claimants supplying labor and material to him or a subcontractor in the prosecution of the work provided for in said contract, then, this obligation shall be void; otherwise to remain in full force and effect.

Surety, for value received, stipulates and agrees that no change, extension of time, alteration or addition to the terms of the contract, or to the work performed thereunder, or the documents, plans, specifications or drawings accompanying the same, shall in anywise affect its obligation on this bond, and it does hereby waive notice of any such change, extension of time, alteration or addition to the terms of the contract or to the work to be performed thereunder.

F - 2

IN WITNESS WHEREOF, the said Principal and Surety have signed and sealed this instrument this _____________day of ________________, 20____.

Principal Surety

By____________________________________ By_________________________________

Name_________________________________ Name_______________________________

Title___________________________________ Title________________________________

Address_________________________________ Address_____________________________

The name and address of the Resident Agent of Surety is:

G- 1

SECTION G

TABLE OF CONTENTS

FOR

GENERAL CONDITIONS OF AGREEMENT

Page

Table of Contents

1. DEFINITION OF TERMS ................................................................................................................................ G-4

1.01 OWNER, CONTRACTOR AND ENGINEER. ............................................................................................ G-4

1.02 CONTRACT DOCUMENTS. ................................................................................................................... G-4

1.03 SUBCONTRACTOR. .............................................................................................................................. G-4

1.04 WRITTEN NOTICE. ............................................................................................................................... G-4

1.05 WORK. ................................................................................................................................................. G-4

1.06 EXTRA WORK. ...................................................................................................................................... G-4

1.07 WORKING DAY. ................................................................................................................................... G-5

1.08 CALENDAR DAY. .................................................................................................................................. G-5

1.09 SUBSTANTIALLY COMPLETED. ............................................................................................................. G-5

2. RESPONSIBILITIES OF THE ENGINEER AND THE CONTRACTOR ................................................................... G-5

2.01 OWNER-ENGINEER RELATIONSHIP. .................................................................................................... G-5

2.02 PROFESSIONAL INSPECTION BY ENGINEER. ........................................................................................ G-5

2.03 PAYMENTS FOR WORK. ....................................................................................................................... G-5

2.04 INITIAL DETERMINATIONS. ................................................................................................................. G-6

2.05 OBJECTIONS. ....................................................................................................................................... G-6

2.06 LINES AND GRADES. ............................................................................................................................ G-6

2.07 CONTRACTOR'S DUTY AND SUPERINTENDENCE. ................................................................................ G-6

2.08 CONTRACTOR'S UNDERSTANDING. .................................................................................................... G-7

2.09 CHARACTER OF WORKERS. ................................................................................................................. G-7

2.10 CONTRACTOR'S BUILDINGS................................................................................................................. G-7

2.11 SANITATION. ....................................................................................................................................... G-7

2.12 SHOP DRAWINGS. ............................................................................................................................... G-7

2.13 PRELIMINARY APPROVAL. ................................................................................................................... G-8

2.14 DEFECTS AND THEIR REMEDIES. ......................................................................................................... G-8

2.15 CHANGES AND ALTERATIONS. ............................................................................................................ G-8

3. GENERAL OBLIGATIONS AND RESPONSIBILITIES..................................................................................... G-9

G- 2

3.01 KEEPING OF PLANS AND SPECIFICATIONS ACCESSIBLE. ..................................................................... G-9

3.02 OWNERSHIP OF DRAWINGS. ............................................................................................................... G-9

3.03 RIGHT OF ENTRY. ................................................................................................................................. G-9

3.04 COLLATERAL CONTRACTS. ................................................................................................................... G-9

3.05 DISCREPANCIES AND OMISSIONS. ...................................................................................................... G-9

3.06 EQUIPMENT, MATERIALS AND CONSTRUCTION PLANT. .................................................................... G-9

3.07 DAMAGES. ........................................................................................................................................... G-9

3.08 PROTECTION AGAINST ACCIDENT TO EMPLOYEES AND THE PUBLIC. .............................................. G-10

3.09 PERFORMANCE AND PAYMENT BONDS............................................................................................ G-10

3.10 LOSSES FROM NATURAL CAUSES. ..................................................................................................... G-10

3.11 PROTECTION OF ADJOINING PROPERTY; INDEMNIFICATION. .......................................................... G-11

3.12 PROTECTION AGAINST CLAIMS OF SUBCONTRACTORS, LABORERS, MATERIALMEN AND

FURNISHERS OF MACHINERY, EQUIPMENT AND SUPPLIES; INDEMNIFICATION. ..................................... G-11

3.13 PROTECTION AGAINST ROYALTIES OR PATENTED INVENTION; INDEMNIFICATION. ....................... G-11

3.14 LAWS AND ORDINANCES. ................................................................................................................. G-11

3.15 ASSIGNMENT AND SUBLETTING. ...................................................................................................... G-12

3.16 INDEMNIFICATION. ........................................................................................................................... G-12

3.17 INSURANCE. ...................................................................................................................................... G-12

4. PROSECUTION AND PROGRESS ................................................................................................................. G-13

4.01 TIME AND ORDER OF COMPLETION. ................................................................................................ G-13

4.02 EXTENSION OF TIME. ........................................................................................................................ G-13

4.03 HINDRANCES AND DELAYS. ............................................................................................................... G-13

5. MEASUREMENT AND PAYMENT ............................................................................................................... G-13

5.01 QUANTITIES AND MEASUREMENTS. ................................................................................................. G-14

5.02 ESTIMATED QUANTITIES. .................................................................................................................. G-14

5.03 PRICE OF WORK. ................................................................................................................................ G-14

5.04 PARTIAL PAYMENTS. ......................................................................................................................... G-14

5.05 USE OF COMPLETED PORTIONS. ....................................................................................................... G-15

5.06 FINAL COMPLETION AND ACCEPTANCE. ........................................................................................... G-15

5.07 FINAL PAYMENT. ............................................................................................................................... G-15

5.08 PAYMENTS WITHHELD. ..................................................................................................................... G-15

5.09 DELAYED PAYMENTS. ........................................................................................................................ G-16

G- 3

6. EXTRA WORK AND CLAIMS ....................................................................................................................... G-16

6.01 CHANGE ORDERS............................................................................................................................... G-16

6.02 MINOR CHANGES. ............................................................................................................................. G-16

6.03 EXTRA WORK. .................................................................................................................................... G-16

6.04 TIME OF FILING CLAIMS. ................................................................................................................... G-17

7. ABANDONMENT, TERMINATION, AND SUSPENSION OF CONTRACT ....................................................... G-17

7.01 ABANDONMENT BY CONTRACTOR. .................................................................................................. G-17

7.02 ABANDONMENT BY OWNER. ............................................................................................................ G-19

7.03 TERMINATION BY THE OWNER FOR CAUSE ................................................................................... G-19

7.04 TERMINATION BY THE OWNER FOR CONVENIENCE ...................................................................... G-20

7.05 SUSPENSION BY THE OWNER FOR CONVENIENCE ............................................................................ G-21

7.06 TERMINATION BY THE CONTRACTOR ............................................................................................ G-21

G- 4

GENERAL CONDITIONS OF AGREEMENT

1. DEFINITION OF TERMS

1.01 OWNER, CONTRACTOR AND ENGINEER.

The OWNER, the CONTRACTOR and the ENGINEER are those persons or organization identified as such in the Agreement and are referred to throughout the Contract Documents as if singular in number and masculine in gender. The term ENGINEER means the ENGINEER or his duly authorized representative. The ENGINEER shall be understood to be the ENGINEER of the OWNER, and nothing contained in the Contract Documents shall create any contractual or agency relationship between the ENGINEER and the CONTRACTOR.

1.02 CONTRACT DOCUMENTS.

The Contract Documents shall consist of the Notice to Bidders (Advertisement), Instructions to Bidders, Proposal, signed Agreement, Performance and Payment Bonds (when required), Special Bonds (when required), General Conditions of the Agreement, Special Conditions of Agreement, Technical Specifications, Plans, and all modifications thereof incorporated in any of the documents before the execution of the agreement.

The Contract Documents are complementary, and what is called for by any one shall be as binding as if called for by all. In case of conflict between any of the Contract Documents, priority of interpretation shall be in the following order: Signed Agreement, Performance and Payment Bonds, Special Bonds (if any), Proposal, Special Conditions of Agreement, Notice to Bidders, Technical Specifications, Plans, and General Conditions of Agreement.

1.03 SUBCONTRACTOR.

The term Subcontractor, as employed herein, includes only those having a direct contract with the CONTRACTOR and it includes one who furnishes material worked to a special design according to the plans or specifications of this work, but does not include one who merely furnishes material not so worked.

1.04 WRITTEN NOTICE.

Written notice shall be deemed to have been duly served if delivered in person to the individual or to a member of the firm or to an officer of the corporation for whom it is intended, or if delivered at or sent by registered mail to the last business address known to him who gives the notice.

1.05 WORK.

The CONTRACTOR shall provide and pay for all materials, supplies, machinery, equipment, tools, superintendence, labor services, insurance, and all water, light, power, fuel, transportation and other facilities necessary for the execution and completion of the work covered by the contract documents. Unless otherwise specified, all materials shall be new and both workmanship and materials shall be of a good quality. The CONTRACTOR shall, if required, furnish satisfactory evidence as to the kind and quality of materials. Materials or work described in words which so applied have a well known technical or trade meaning shall be held to refer to such recognized standards.

1.06 EXTRA WORK.

The term "Extra Work" as used in this contract shall be understood to mean and include all work that may be required by the ENGINEER or OWNER to be done by the CONTRACTOR to accomplish any change, alteration or addition to the work shown upon the plans, or reasonably implied by the specifications, and not covered by the CONTRACTOR's proposal, except as provided under "Changes and Alterations", herein.

G- 5

1.07 WORKING DAY.

A "Working Day" is defined as any day not including Saturdays, Sundays or any legal holidays, in which weather or other conditions, not under the control of the CONTRACTOR, will permit construction of the principal units of the work for a period of not less than seven (7) hours between 7:00 a.m. and 6:00 p.m.

1.08 CALENDAR DAY.

"Calendar Day" is any day of the week or month, no days being excepted.

1.09 SUBSTANTIALLY COMPLETED.

By the term "substantially completed" is meant that the structure has been made suitable for use or occupancy or the facility is in condition to serve its intended purpose, but still may require minor miscellaneous work and adjustment.

2. RESPONSIBILITIES OF THE ENGINEER AND THE CONTRACTOR

2.01 OWNER-ENGINEER RELATIONSHIP.

The ENGINEER will be the OWNER's representative during construction. The duties, responsibilities and limitations of authority of the ENGINEER as the OWNER's representative during construction are as set forth in the Contract Documents and shall not be extended or limited without written consent of the OWNER and ENGINEER.

The ENGINEER will advise and consult with the OWNER, and all of OWNER's instructions to the CONTRACTOR shall be issued through the ENGINEER.

2.02 PROFESSIONAL INSPECTION BY ENGINEER.

The ENGINEER shall make periodic visits to the site to familiarize himself generally with the progress of the executed work and to determine if such work generally meets the essential performance and design features and the technical and functional engineering requirements of the Contract Documents; provided and except, however, that the ENGINEER shall not be responsible for making any detailed, exhaustive, comprehensive or continuous on-site inspection of the quality or quantity of the work or be in any way responsible, directly or indirectly, for the construction means, methods, techniques, sequences, quality, procedures, programs, safety precautions or lack of same incident thereto or in connection therewith. Notwithstanding any other provision of this agreement or any other Contract Document, the ENGINEER shall not be in any way responsible or liable for any acts, errors, omissions or negligence of the CONTRACTOR, any subcontractor or any of the CONTRACTOR's or subcontractor's agents, servants or employees or any other person, firm or corporation performing or attempting to perform any of the work.

2.03 PAYMENTS FOR WORK.

The ENGINEER shall review CONTRACTOR's applications for payment and supporting data, determine the amount owed to the CONTRACTOR and approve, in writing, payment to CONTRACTOR in such amounts; such approval of payment to CONTRACTOR constitutes a representation to the OWNER of ENGINEER's professional judgement that the work has progressed to the point indicated to the best of his knowledge, information and belief, but such approval of an application for payment to CONTRACTOR shall not be deemed as a representation by ENGINEER that ENGINEER has made any examination to determine how or for what purpose CONTRACTOR has used the moneys paid on account of the Contract price.

G- 6

2.04 INITIAL DETERMINATIONS.

The ENGINEER initially shall determine all claims, disputes and other matters in question between the CONTRACTOR and the OWNER relating to the execution or progress of the work or the interpretation of the Contract Documents and the ENGINEER's decision shall be rendered in writing within a reasonable time. Should the ENGINEER fail to make such a decision within a reasonable time, appeal to arbitration may be taken as if his decision had been rendered against the party appealing.

2.05 OBJECTIONS.

In the event the ENGINEER renders any decision which, in the opinion of either party hereto, is not in accordance with the meaning and intent of this contract, either party may file with the ENGINEER within thirty days his written objection to the decision, and by such action may reserve the right to submit the question so raised to arbitration as hereinafter provided.

2.06 LINES AND GRADES.

Unless otherwise specified, all lines and grades shall be furnished by the ENGINEER or his representative.

Whenever necessary, construction work shall be suspended to permit performance of this work, but such suspension will be as brief as practicable and the CONTRACTOR shall be allowed no extra compensation therefor.

The CONTRACTOR shall give the ENGINEER ample notice of the time and place where lines and grades will be needed. All stakes, marks, etc., shall be carefully preserved by the CONTRACTOR and in case of careless destruction or removal by him or his employees, such stakes, marks, etc., shall be replaced at the CONTRACTOR's expense.

2.07 CONTRACTOR'S DUTY AND SUPERINTENDENCE.

The CONTRACTOR shall give adequate attention to the faithful prosecution and completion of this contract and shall keep on the work, during its progress, a competent superintendent and any necessary assistants. The superintendent shall represent the CONTRACTOR, in his absence and all directions given to him shall be as binding as if given to the CONTRACTOR.

The CONTRACTOR is and at all times shall remain an independent CONTRACTOR, solely responsible for the manner and method of completing his work under this contract, with full power and authority to select the means, method and manner of performing such work, so long as such methods do not adversely affect the completed improvements, the OWNER and ENGINEER being interested only in the result obtained and conformity of such completed improvements to the plans, specifications and contract.

Likewise, the CONTRACTOR shall be solely responsible for the safety of himself, his employees and other persons, as well as for the protection of the safety of the improvements being erected and the property of himself or any other person, as a result of his operations hereunder. Engineering construction drawings and specifications as well as any additional information concerning the work to be performed passing from or through the ENGINEER shall not be interpreted as requiring or allowing CONTRACTOR to deviate from the plans and specifications, the intent of such drawings, specifications and any other such instructions being to define with particularity the agreement of the parties as to the work the CONTRACTOR is to perform. CONTRACTOR shall be fully and completely liable, at his own expense, for design, construction, installation and use, or non-use, of all items and methods incident to performance of the contract, and for all loss, damage or injury incident thereto, either to person or property, including, without limitation, the adequacy of all temporary supports, shoring, bracing, scaffolding, machinery or equipment, safety precautions or devices, and similar items or devices used by him during construction.

Any review of work in process, or any visit or observation during construction, or any clarification of plans and specifications, by the ENGINEER, or any agent, employee, or representative of either of them, whether through personal observation on the project site or by means of approval of shop drawings for temporary construction or construction processes, or by other means or method, is agreed by the CONTRACTOR to be for the purpose of observing the extent and nature of work completed or being performed, as measured against the

G- 7 drawings and specifications constituting the contract, or for the purpose of enabling CONTRACTOR to more fully understand the plans and specifications so that the completed construction work will conform thereto, and shall in no way relieve the CONTRACTOR from full and complete responsibility for the proper performance of his work on the project, including but without limitation the propriety of means and methods of the CONTRACTOR in performing said contract, and the adequacy of any designs, plans or other facilities for accomplishing such performance. Deviation by the CONTRACTOR from plans and specifications that may have been in evidence during any such visitation or observation by the ENGINEER, or any of his representatives, whether called to the CONTRACTOR's attention or not shall in no way relieve CONTRACTOR from his responsibility to complete all work in accordance with said plans and specifications.

2.08 CONTRACTOR'S UNDERSTANDING.

It is understood and agreed that the CONTRACTOR has, by careful examination, satisfied himself as to the nature and location of the work, the conformation of the ground, the character, quality and quantity of the materials to be encountered, the character of equipment and facilities needed preliminary to and during the prosecution of the work, the general and local conditions, and all other matters which can in any way affect the work under this contract. No verbal agreement or conversation with any officer, agent or employee of the OWNER or ENGINEER either before or after the execution of this contract, shall affect or modify any of the terms or obligations herein contained.

2.09 CHARACTER OF WORKERS.

The CONTRACTOR agrees to employ only orderly and competent persons, skillful in the performance of the type of work required under this contract, to do the work; and agrees that whenever the ENGINEER shall inform him in writing that any personnel on the work are, in his opinion, incompetent, unfaithful or disorderly, such person or persons shall be discharged from the work and shall not again be employed on the work without the ENGINEER's written consent.

2.10 CONTRACTOR'S BUILDINGS.

The building of structures for housing personnel, or the erection of tents or other forms of protection, will be permitted only at such places as the ENGINEER shall direct, and the sanitary conditions of the grounds in or about such structures shall at all times be maintained in a manner satisfactory to the ENGINEER.

2.11 SANITATION.

Necessary sanitary conveniences for the use of laborers on the work, properly secluded from public observation, shall be constructed and maintained by the CONTRACTOR in such manner and at such points as shall be approved by the ENGINEER, and their use shall be strictly enforced.

2.12 SHOP DRAWINGS.

The CONTRACTOR shall submit to the ENGINEER, with such promptness as to cause no delay in his own work or in that of any other CONTRACTOR, four checked copies, unless otherwise specified, of all shop and/or setting drawings and schedules required for the work of the various trades, and the ENGINEER shall pass upon them with reasonable promptness, making desired corrections. The CONTRACTOR shall make any corrections required by the ENGINEER, file with him two corrected copies and furnish such other copies as may be needed.

The ENGINEER's approval of such drawings or schedules shall not relieve the CONTRACTOR from responsibility for deviations from drawings or specifications, unless he has in writing called the ENGINEER's attention to such deviations at the time of submission, nor shall it relieve him from responsibility for errors of any sort in shop drawings or schedules. It shall be the CONTRACTOR's responsibility to fully and completely review all shop

G- 8 drawings to ascertain their effect on his ability to perform the required contract work in accordance with the plans and specifications and within the contract time.

Such review by the ENGINEER shall be for the sole purpose of determining the sufficiency of said drawings or schedules to result in finished improvements in conformity with the plans and specifications, and shall not relieve the CONTRACTOR of his duty as an independent CONTRACTOR as previously set forth, it being expressly understood and agreed that the ENGINEER does not assume any duty to pass upon the propriety or adequacy of such drawings or schedules, or any means or methods reflected thereby, in relation to the safety of either person or property during CONTRACTOR's performance hereunder.

2.13 PRELIMINARY APPROVAL.

The ENGINEER shall not have the power to waive the obligations of this contract for the furnishing by the CONTRACTOR of good material, and of his performing good work as herein described, and in full accordance with the plans and specifications.