Contract-CMAR.pdf

CONSTRUCTION MANAGER AT RISK AGREEMENT

THE CITY OF FORT MYERS

And

For the project known as

>Contractor

>title

1. WITNESSETH

THIS AGREEMENT is dated as of the ____________ day of ________________ in the year 20____ by and between THE CITY OF FORT MYERS hereinafter called CITY) and *** (hereinafter called CM).

City and Contractor, in consideration of the mutual covenants hereinafter set forth, agree as follows:

W I T N E S S E T H:

WHEREAS, on ***, the City selected and designated NEW BUSINESS INC. to be the CM for the project Marina Test for Training Construction Manager At Risk (CMAR); and

WHEREAS, the City and CM are desirous of entering into such a definitive agreement pursuant to which CM will provide construction management services, as set forth herein;

NOW THEREFORE, in consideration of the mutual promises and covenants contained, the parties hereby agree as follows:

The CM accepts the relationship of trust and confidence established between them and the City by this Agreement. He covenants with the City to furnish his best skill and judgment and to cooperate with the Design Professional in furthering the interests of the City. They agree to furnish efficient business administration and superintendence and use their best efforts to complete the Project in the best way and in the most expeditious and economical manner consistent with the interest of the City.

2. TERM OF CONTRACT

If this is a continuing contract, this Agreement will be in effect for a term of up to three (3) yearseffective on the date the last party signs it and ends 1) when the term is over 2) is automatically extended with the same terms and conditions until the next contract is executed by the City.

3. TERMS

3.1. THE CONSTRUCTION TEAM

The Construction Manager, City’s representative, and the Design Professional, called the "Construction Team", shall work jointly during design and through final construction completion and shall be available thereafter should additional services be required. The Design Professional will provide leadership during the Pre-construction Phase with support from the Construction Manager and the Construction Manager shall provide leadership to the Construction Team on all matters relating to construction.

3.2. EXTENT OF AGREEMENT

This Agreement for Marina Test for Training, between the CITY and the CM supersedes any prior negotiations, representations or agreements. When drawings, specifications and other descriptive documents defining the work to be included under a construction authorization are complete, they shall be identified in the construction authorization issued by the City’s Project Manager.

This Agreement, which comprise the entire agreement between City and CM concerning the Work, consists of 1) the advertised solicitation document Exhibit "A" 2) the Respondents submittal Exhibit "B" and incorporates by reference 3) any addenda (if applicable) 4) Drawings/Plans (if applicable) 5) all

Purchase Orders issued pursuant to the Solicitation documents 6) all amendments that may after the date of award be executed by the Contractor and the City 7) Certificates of Insurance 8) any other Solicitation Documents.

In resolving conflicts, errors, and discrepancies between the various Contract Documents, precedence shall be given to the following descending order (if applicable):

• Approved Change Orders, Addendums, or Modifications

• Contract, including Solicitation and Submittal

• Special Conditions

• General Conditions

When drawings, specifications and other descriptive documents defining the work to be included in the guaranteed maximum price (GMP) are complete, an Amendment to the Agreement shall be signed by the CITY and CM, acknowledging the GMP amount and the drawings, specifications and other descriptive documents upon which the GMP is based.

To expedite the preparation of this GMP Amendment by the CITY, the CM shall obtain three (3) sets of signed, sealed and dated drawings, specifications and other documents upon which the GMP is based from the ENGINEER, shall acknowledge on the face of each document of each set that it is the set upon which he based his GMP and shall send one set of the documents to the CITY'S Contracts Administrator along with his GMP proposal, while keeping one set for himself and returning one set to the ENGINEER.

3.3. DEFINITIONS

PROJECT: The Project is the total work to be performed under this Agreement. The Project consists of planning, design, permitting, construction and code inspection for the Marina Test for Training, necessary to build the component parts of the project.

• CITY: The City of Fort Myers, a municipal corporation in the State of Florida.

• PERMITTING AUTHORITY: As specified by the Engineer and the City.

• CM: NEW BUSINESS INC.

• PROJECT MANAGER: The person employed by the CITY to serve and act on the CITY'S behalf as Contracts Administrator on this project.

• ENGINEER: The professional designated by the City for the design of this project. The person or firm so designated is ***

• PROJECT DIRECTOR: The person designated by the CITY to provide direct interface with the CONTRACTOR with respect to the CITY'S responsibilities.

• CITY'S REPRESENTATIVES: The Contracts Administrator, the Project Manager, the Project Director, and their superiors or designees.

• ESTIMATE: The CONTRACTOR'S latest estimate of probable project construction cost.

3.4. COMPENSATION

The City shall pay the CM for the performance of the Work pursuant to the negotiated percentage fee and Guaranteed Maximum Price (GMP).

3.5. NOTICES

All notices from the City to the CM shall be deemed duly served if sent electronically:

> NEW BUSINESS INC.

All notices from the CM to the City shall be deemed duly served if provided electronically to:

CFMpurchasing@cityftmyers.com; and cityclerk@cityftmyers.com; and leg@cityftmyers.com

The CM and the City may change the above mailing address at any time upon giving the other party written notification. All notices under this Agreement must be in writing.

3.6. NO PARTNERSHIP

Nothing shall create or be construed as creating a partnership between the City and the CM or to constitute the CM as an agent of the City. CM is and shall remain an independent contractor, which term is generally understood and may be dictated by law.

3.7. NO IMPROPER USE

The CM will not use or permit any person to use in any manner whatsoever, city facilities for any improper, immoral, or offensive purpose, or for any purpose in violation of federal, state, county or municipal ordinance. In the event of such violation by the CM or if the City or its authorized representative shall deem any conduct on the part of the CM to be objectionable or improper, the City shall have the right to suspend the Contract of the CM. Should the CM fail to correct any such violation, conduct, or practice to the satisfaction of the City within twenty-four (24) hours after receiving notice of such violation, conduct, or practice, such suspension will continue until the violation is cured. The CM further agrees not to commence operation during the suspension period until the violation has been corrected to the satisfaction of the City.

3.8. SUBSTITUTIONS

Any substitution of products/materials from the specifications shall be approved in writing in advance by the City.

mailto:CFMpurchasing@cityftmyers.com mailto:cityclerk@cityftmyers.com mailto:leg@cityftmyers.com

3.9. CONTRACT TIME AND TIME EXTENSIONS

Time is of the essence in the performance of any Work under this Agreement and CM shall diligently pursue the completion of the Work and coordinate the work being done on the Project by its subcontractors, as well as coordinating its work with all work of others at the Project Site, so that its Work or the work of others shall not be delayed or impaired by any act or omission by CM. CM shall be solely responsible for all construction means, methods, techniques, sequences, and procedures as well as coordination of all portions of the Work under the Contract Documents, and the coordination of City’s supplies and equipment and CM’s.

Should CM be obstructed or delayed in the execution of or completion of the Work as a result of unforeseeable causes beyond the control of CM, and not due to its fault or neglect, including but not restricted to acts of God or of the public enemy, acts of Government, fires, floods, epidemics, quarantine regulation, strikes or lockouts, CM shall notify the City in writing within forty-eight (48) hours after the commencement of such delay, stating the cause, or be deemed to have waived any right which CM may have had to request a time extension.

No interruption, interference, inefficiency, suspension or delay in the commencement or progress of the Work from any cause whatever, including those for which City may be responsible, in whole or in part, shall relieve CM of his duty to perform or give rise to any right to damages or additional compensation from City. CM expressly acknowledges and agrees that it shall receive no damages for delay. CM’s sole remedy, if any, against City will be the right to seek an extension to the Contract Time. This paragraph shall expressly apply to claims for early completion, as well as to claims based on late completion.

3.10. COMPLIANCE WITH LAWS

CM agrees to comply, at its own expense, with all federal, state and local laws, codes, statutes, ordinances, administrative rules, regulations and requirements applicable to the Project, including but not limited to those dealing with taxation, workers’ compensation, equal employment and safety (including, but not limited to, the Trench Safety Act, Chapter 553, Florida Statutes). If CM observes that the Contract Documents are at variance therewith, it shall promptly notify City in writing.

3.11. CLEAN UP

CM agrees to keep the Project site clean at all times of debris, rubbish and waste materials arising out of the Work. At the completion of the Work, CM shall remove all debris, rubbish and waste materials from and about the Project Site, as well as all tools, appliances, construction equipment and machinery and surplus materials, and shall leave the Project site clean and ready for occupancy by the City.

3.12. ASSIGNMENT

CM shall not assign this Agreement or any part without the prior consent in writing of City. If CM does, with approval, assign this Agreement or any part it shall require that its assignee be bound to it and to assume toward CM all of the obligations and responsibilities that CM has assumed toward the City.

3.13. EMPLOYEES

The CM shall employ people to work at the City’s facilities who are neat, clean, well-groomed and courteous. All employees must be confirmed under E-Verify.

3.14. TESTS AND INSPECTIONS

If the Contract Documents or any codes, laws, ordinances, rules or regulations of any public authority having jurisdiction over the Project requests any portion of the Work to be specifically inspected, tested or approved, CM shall assume full responsibility therefore, pay all costs in connection therewith and furnish to the City the requested certificates of inspection, testing or approval. All inspections, tests or approvals shall be performed in a manner and by organizations acceptable to the City.

3.15. PROTECTION OF WORK

CM shall fully protect the Work from loss or damage during construction and shall bear the cost of any such loss or damage until final payment has been made. If CM or anyone for whom CM is legally liable is responsible for any loss or damage to the work, or other work or materials of City. CM shall be charged with the same, and any monies necessary to replace such loss or damage shall be deducted from any amounts due CM.

CM shall not load nor permit any part of any structure to be loaded in any manner that will endanger the integrity of the structure.

CM shall not disturb any benchmark established by the City with respect to the Project. If CM, or its subcontractors, agents or anyone, for whom CM is legally liable, disturbs the City’s benchmarks, CM shall immediately notify City. The City shall re-establish the benchmarks and CM shall be liable for all costs incurred by City associated therewith.

3.16. EMERGENCIES

In the event of any emergency affecting the safety or protection of persons or the Work or property at the Project site or adjacent, CM, without special instruction or authorization from City is obligated to act to prevent threatened damage, injury or loss. CM shall give the City written notice within forty-eight (48) hours after the occurrence of the emergency, if CM believes they are significant changes in the Work or variations from the Contract Documents have been caused thereby.

If the City determines that a change in the Contract Documents is required because of the action taken in response to an emergency, a Change Order shall be issued to document the consequences of the changes or variations.

If CM fails to provide the forty-eight (48) hour written notice noted above, the CM shall be deemed to have waived any right it otherwise may have had to seek an adjustment to the Contract Amount or an extension to the Contract Time.

3.17. LIQUIDATED DAMAGES

The “commencement date” shall be established in the Notice to Proceed to be issued by the City. CM shall commence the work within five (5) calendar days from the Commencement Date. No Work shall be performed at the Project site prior to the commencement date. Any Work performed by CM prior to the commencement Date shall be at the sole risk of CM.

The Work shall be substantially completed within the time agreed upon by the City and CM. The Work shall reach final completion and be ready for final acceptance by the City within the time specified.

The City and CM recognize that since time is of the essence for any work under this Agreement, the City will suffer financial loss if the Work is not substantially completed with the time specified. Should CM fail to substantially complete the Work within the specified time period, City shall be entitled to assess as liquidated damages but not as a penalty, an amount specified for each calendar day until substantial completion is achieved.

The Project shall be deemed to be substantially completed on the date the City issues a Certificate of Substantial Completion pursuant to the terms of the agreement. CM hereby expressly waives and relinquishes any right which it may have to seek characterized the above noted liquidated damages as a penalty, which the parties agree represents a fair and reasonable estimate of the City’s actual damages at the time of contracting if CM fails to substantially complete the Work in a timely manner.

3.18. CONTRACT ADMINISTRATION

This agreement shall be administered on behalf of the City by Kirk Zimmerman.

3.19. APPROPRIATION

It is further understood and agreed, by and between the parties herein that this Agreement is subject to appropriation by the City annually or otherwise.

3.20. PERSONNEL

QUALIFIED PERSONNEL

The CM agrees that any Work to be performed under Florida Statutes, requires a license, certificate of authorization or other form of legal entitlement to engage in such Work, to employ and/or retain only qualified personnel to be in responsible charge of all Work to be provided pursuant to this Agreement.

CM'S PROJECT MANAGER

The CM agrees to employ and designate, in writing, a qualified and, if required by law, a licensed professional to serve as the CM's Project Manager. The CM's Project Manager shall be authorized and responsible to act on behalf of the CM with respect to directing, coordinating and administering all aspects of the work to be provided and performed under this Agreement and Amendment(s). The CM's Project Manager shall have the full authority to bind and obligate the CM on any matter arising under this Agreement and its Amendment(s) unless substitute arrangements have been furnished to the City in writing. The CM agrees that the Project Manager shall devote whatever time is required to satisfactorily direct, supervise, and manage the work provided and performed by the CM throughout this Agreement. The person selected by the CM to serve, as the Project Manager shall be subject to the prior approval and acceptance of the City.

REMOVAL OF PERSONNEL

The CM agrees, within thirty (30) calendar days of receipt of a written request from the City, to promptly remove and replace the CM's Project Manager, or any other personnel employed or retained by the CM, or personnel of the subcontractor’s engaged by the CM to provide and/or perform services and/or work pursuant to the requirements of this Agreement, who the CITY shall request, in writing, be removed, which request may be made by the City with or without cause. However, nothing herein shall interfere with the CM's right to terminate its employees or employees' right to terminate their employment with the CM.

This Agreement shall in all aspects be interpreted, construed, and enforced pursuant to the Laws and Administrative Rules of the State of Florida. Venue shall be in Lee County.

4. CONTRACTOR'S SERVICES

The services which the Contractor shall include, but not limited to, those described or specified. The services described or specified shall not be deemed to constitute a comprehensive specification having the effect of excluding services not specifically mentioned.

4.1. PROJECT MANAGEMENT INFORMATION SYSTEM (PMIS)

A. General:

1. Commencing immediately after award, the Contractor shall implement and utilize throughout the life of this Contract all subsystems of the Project Management Information System hereinafter referred to as PMIS.

2. The reports, documents, and data to be provided shall represent an accurate assessment of the current status of the Project and of the work remaining to be accomplished and it shall provide a sound basis for identifying variances and problems in making management decisions. It shall be prepared and furnished to the City and the Engineer monthly and shall accompany each pay request.

3. If requested by the Project Director, the Contractor shall conduct a comprehensive workshop for participants designated by the Project Director and additional seminars as required to provide instruction. This workshop and the seminars shall facilitate each participant's and the City's representatives' use and understanding of PMIS; shall support, in-part, the function of organizing in concert with the Engineer for the design and construction of the Project; and shall establish, with the full concurrence of the City and the Engineer, procedures for accomplishing the management control aspect of the Project.

4. The PMIS shall be described in terms of the following major subsystems:

a. Narrative Reporting, on a monthly basis,

b. Schedule Control, on a monthly basis,

c. Cost Control, and estimating,

d. Project Accounting,

e. Accounting and Payment, and

f. Action Reports.

B. Narrative Reporting Subsystem:

The CONTRACTOR shall prepare reports as described. All reports and written documents will be provided on in 8 ½” x 11” format and on compact disks. Each document will be produced and delivered in a format compatible with Microsoft Windows operating systems and need to be compatible with Microsoft Office software, including MS Word, MS Excel. CAD files need to be compatible with the current versions of all AutoCAD products. All photos, exhibits, graphs, tables, etc. contained within any report or document will be provided separately in their original file format, along with appropriate documentation, to allow for conversion to HTML. All images shall be in GIF or JPEG format.

1. The Narrative Reporting Subsystem shall include the following reports:

a. A Monthly Executive Summary which provides an overview of current issues and pending decisions, future developments and expected achievements, and any problems or delays, including code violations found by Permitting Authority.

b. A Monthly Cost Narrative describing the current construction cost estimate status of the Project.

c. A Monthly Scheduling Narrative summarizing the current status of the overall project schedule. This report shall include an analysis of the various project schedules, a description of the critical path, and other analyses as necessary to compare planned performance with actual performance.

d. A Monthly Accounting Narrative describing the current cost and payment status of the entire project. This report shall relate current encumbrances and expenditures to the budget allocations.

e. A Monthly Construction Progress Report during the construction phase summarizing the work of the various subcontractors. This report shall include information from the weekly job site meetings as applicable such as general conditions, long lead supplies, current deliveries, safety and labor relations programs permits, construction problems and recommendations, and plans for the succeeding month.

f. A Daily Construction Diary during the construction phase describing events and conditions on the site.

2. The reports outlined in subsection (2) (a) through (f) above shall be bound with applicable computer reports and submitted monthly during design and construction phases and shall be current through the end of the preceding month. Copies shall be transmitted to the CITY and the ENGINEER and others designated by the Project Director with the monthly pay requisition.

Additional copies of the report outlined in subsection (2) (a) shall be bound separately and distributed monthly as directed by the Project Director.

3. The report outlined in subsection (2) (f) above shall be maintained at the site available to the CITY and ENGINEER. A copy, bound, of the complete diary shall be submitted to the CITY at the conclusion of the project. A second copy shall be provided on a compact disk.

C. Schedule Control Subsystem

1. Master Project Schedule - Upon award of this Contract, the Construction Team, shall submit a master project schedule covering the planning and design approvals, construction and CITY occupancy of the Project. This schedule will serve as the framework for the subsequent development of all detailed schedules. The master project schedule shall be produced and updated monthly throughout the project.

2. Construction Schedule - Within thirty (30) days after the date of the CITY'S issuance of a Notice to Proceed, the CONTRACTOR shall prepare and submit to the ENGINEER a construction schedule in quadruplicate graphically depicting the activities contemplated to occur as a necessary incident to performance of the work required to complete the project, showing the sequence in which the CONTRACTOR proposes for each such activity to occur and duration (dates of commencement and completion, respectively) of each such activity. An example of an acceptable form of such a construction schedule is contained in Appendix I of the Corps of Engineers' Regulation ER 1-1-11 entitled "Network Analysis System", a copy of which is available to the CONTRACTOR from the ENGINEER, upon request. Another form of construction schedule which provides the same kind of information and employs the same basic principles as illustrated in Appendix I of the Corps of Engineers' Regulation ER 1-1-11 will be acceptable to the CITY if used by the CONTRACTOR; provided, however, that the ENGINEER shall determine whether the construction schedule developed and submitted by the CONTRACTOR meets the requirements stated above and such determination shall be binding on the CONTRACTOR.

Failure of the CONTRACTOR to develop and submit a construction schedule as aforesaid shall be sufficient grounds for the ENGINEER to find the CONTRACTOR in substantial default and certify to the CITY that sufficient cause exists to terminate the agreement or to withhold any payment.

Following development and submittal of the construction schedule as aforesaid, the CONTRACTOR shall, at the end of each calendar month occurring thereafter during the period of time required to finally complete the subject project, or at such earlier intervals as circumstances may require, update and/or revise the construction schedule to show the actual progress of the work performed and the occurrence of all events which have affected the progress of performance of the work already performed or will affect the progress of the performance of the work yet to be performed in contrast with the planned progress of performance of such work, as depicted on the original construction schedule and all updates and/or revisions as reflected in the updated and/or revised construction schedule last submitted prior to submittal of each such monthly update and revision. Each such update and/or revision to the construction schedule shall be submitted to the ENGINEER in duplicate. Failure of the CONTRACTOR to update, revise, and submit the construction schedule as aforesaid shall be sufficient grounds for the ENGINEER to find the CONTRACTOR in substantial default and certify to the CITY that sufficient cause exists to terminate the

Contract or to withhold payment to the CONTRACTOR until a schedule or schedule update acceptable to the ENGINEER is submitted.

3. The CONTRACTOR shall prepare and incorporate into the schedule database, at the required intervals, the following schedules:

a. Pre-Bid Schedules: The CONTRACTOR shall prepare a construction schedule for work encompassed in each bid package. The schedule shall be sufficiently detailed as to be suitable for inclusion in the bid package as a framework for contract completion by the successful bidder. It shall show the interrelationships between the work of the successful bidder and that of other subcontractors and shall establish milestones keyed to the overall master schedule.

b. Subcontractor Construction Schedules: Upon the award of each sub-contract, the CONTRACTOR shall jointly with the subcontractor, develop a schedule which is more detailed than the pre-bid schedule included in the specifications, taking into account the work schedule of the other subcontractors. The construction schedule shall include as many activities as necessary to make the schedule an effective tool for construction planning and for monitoring the performance of the subcontractor.

The construction schedule shall also show pertinent activities for material purchase orders, manpower supply, shop drawing schedules and material delivery schedules.

c. Occupancy/Utilization Schedule - The CONTRACTOR shall jointly develop with the ENGINEER and CITY a detailed plan, inclusive of punch lists, final inspections, maintenance training and turn-over procedures, to be used for ensuring accomplishment of a smooth and phased transition from construction to occupancy. The Utilization Schedule shall be produced and updated monthly from its inception through final CITY acceptance.

D. Cost Control Subsystem - The operation of this subsystem shall provide sufficient timely data and detail to permit the Construction Team to control and adjust the project requirements, needs, materials, equipment and systems by building and site elements so that construction will be completed at a cost which, together with all other project costs, will not exceed the maximum total project budget. Requirements of this subsystem include the following submissions at the following phases of the project:

Estimates Establishment of the Guaranteed Maximum Price at completion of 100% Construction Documents Phase for Each Item or Bid Package.

E. Project Accounting Subsystem - The operation of this subsystem shall enable the Construction Team to plan effectively and to monitor and control the funds available for the project, cash flow, costs, change orders, payments, and other major financial factors by comparison of budget, estimate, total commitment, amounts invoiced, and amounts payable. This subsystem will be produced and updated monthly and includes the following reports, which together will serve as a basic accounting tool and an audit trail. This report will also provide for accounting by building and site element.

1. Costs Status Report presenting the budget, estimate, and base commitment (awarded contracts and purchase orders) for any given contract or budget line item. It shall show approved change orders for each contract which when added to the base commitment will become the total commitment. Pending change orders will also be shown to produce the total estimated probable cost to complete the work.

2. A Payment Status Report showing the value in place (both current and cumulative), the amount invoiced (both current and cumulative), the retained, the amount payable (both current and cumulative), and the balance remaining. A summary of this report shall accompany each pay request.

3. A Detailed Status Report showing the complete activity history of each item in the project accounting structure. It shall include the budget, estimate and base commitment figures for each contract. It shall give the change order history including change order numbers, description, proposed and approved dates, and the proposed and approved dollar amounts. It shall also show all pending or rejected change orders.

4. A Cash Flow Diagram showing the projected accumulation of cash payments against the project. Cash flow projections shall be generated for anticipated monthly payments as well as cumulative payments.

5. A Job Ledger shall be maintained as necessary to supplement the operation of the project accounting subsystem. The job ledger will be used to provide construction cost accountability for general conditions work, on-site reimbursable expenses, and costs requiring accounting needs.

F. PROJECT MANUAL

1. Upon award of contract the CONTRACTOR shall develop a draft comprehensive Project Manual describing the services set forth in this Contract. This shall provide a plan for the control, direction, coordination and evaluation of work performed throughout the project organization including identification of Key personnel, responsibilities of CONTRACTOR, CITY and ENGINEER; work flow diagrams; and strategy for bidding the work. The Project Manual shall be updated as necessary throughout the design, construction and CITY occupancy phases. Five copies of the Project Manual and any updates shall be submitted to the CITY and ENGINEER. In developing the Project Manual, the CONTRACTOR shall coordinate with the CITY and the ENGINEER.

2. Contents of Project Manual - The Project Manual shall describe in detail the procedures for executing the work and the organizations participating. The Project Manual shall include as a minimum the following sections:

a. Project Definition - The known characteristics of the project or subprojects shall be described in general terms which will provide the participants a basic understanding of the project or sub-projects.

b. Project Goals - The schedule, budget, physical, technical and other objectives for the project shall be defined.

c. Project Strategy - A narrative description of the project delivery methods shall be utilized to accomplish the project goals.

d. Project Work Plan - A matrix display of the program of work to be performed by the CONTRACTOR, the ENGINEER and the CITY during each phase of the project.

e. Project Organization - A summary organization chart showing the interrelationships between the CITY, the CONTRACTOR and the ENGINEER, and other supporting organizations and permitting review agencies. Detailed charts, one each for the CONTRACTOR, the ENGINEER, and CITY showing organizational elements participating in the project shall be included.

f. Responsibility Performance Chart - A detailed matrix showing the specific responsibilities and interrelationships of the CITY, the ENGINEER, and CONTRACTOR. The Responsibility Performance Chart shall indicate major responsibility, and minor responsibility, for each specific task required to deliver the project. The CONTRACTOR shall develop a similar chart for the personnel within his own organization who are assigned to the project, and also for the personnel of the CITY and the ENGINEER from data supplied by each.

g. Flow Diagrams - These charts shall display the flow of information and the decision process for the review and approval of shop drawings and submittals, progress and change orders.

h. Written Procedures - The CONTRACTOR will provide written procedures for communications and coordination required between Construction Team members throughout the project. Procedures shall cover such items as correspondence, minutes, reports, inspections, team meetings, technical reviews, design reviews, and other necessary communications.

G. DESIGN AND REVIEW AND RECOMMENDATIONS

1. Review, Recommendations and Warranty. - The CONTRACTOR shall familiarize himself thoroughly with the evolving engineering, civil, mechanical, landscaping, electrical, and structural plans and specifications and shall follow the development of design from Preliminaries through Working Drawings. He shall make recommendations with respect to the selection of systems and materials, and cost reducing alternatives including assistance to the ENGINEER, and CITY in evaluating alternative comparisons versus long term cost effects. The evaluation shall speak to the benefits of the speed of erection and early completion of the project. He shall furnish pertinent information as to the availability of materials and labor that will be required. He shall submit to the CITY, Permitting Authority and ENGINEER such comments as may be appropriate concerning construction feasibility and practicality. He shall call to the Project Director's and the ENGINEER'S attention any apparent defects in the design, drawings and specifications or other documents. He shall prepare an estimate of the construction cost utilizing the unit quantity survey method.

2. Review Reports - After receiving the Construction Documents for each phase of the project, the CONTRACTOR shall perform a specific review focused upon factors of a nature encompassed in "Review, Recommendations and Warranty" above and on factors set out in "Interfacing" below. Promptly after completion of the review, he shall submit to the Project Director and Permitting Authority, with copies to the ENGINEER, a written report covering suggestions or recommendations previously submitted, additional suggestions or recommendations as he may deem appropriate, and all actions taken by the ENGINEER with respect to same, any comments he may deem to be appropriate with respect to separating the work into separate contracts, alternative materials, and all comments called for under "Interfacing". This written report may be incorporated into the PMIS reports.

DISCLAIMER OF WARRANTY: - THE CITY DISCLAIMS ANY WARRANTY THAT THE PLANS

AND SPECIFICATIONS FOR THE PROJECT ARE ACCURATE, PRACTICAL, CONSISTENT OR

CONSTRUCTIBLE.

3. Long Lead Procurements - The CONTRACTOR shall review the design for the purpose of identifying long lead procurement items (machinery, equipment, materials and supplies). When each item is identified, the CONTRACTOR shall notify the subcontractors, the Project Director and the ENGINEER of the required procurement and schedule. Such information shall be included in the bid documents and made a part of all affected sub-contracts. As soon as the ENGINEER has completed drawings and technical specifications and the CONTRACTOR has obtained permitting approval, the CONTRACTOR shall prepare invitations for bids. The CONTRACTOR shall keep himself informed of the progress of the respective subcontractors or suppliers, manufacturing or fabricating such items and advise Project Director, CITY and ENGINEER of any problems or prospective delay in delivery.

4. Separate Contracts Planning - The CONTRACTOR shall review the design with the ENGINEER and make recommendations to the CITY and to the ENGINEER with respect to dividing the work in such manner as will permit the CONTRACTOR to take bids and award separate construction sub-contracts on the current schedule while the design is being completed. He shall take into consideration such factors as natural and practical lines of severability, sequencing effectiveness, access and availability constraints, total time for completion, construction market conditions, availability of labor and materials, community relations and any other factors pertinent to saving time and cost by overlapping design and construction that are authorized by the CITY.

The CITY reserves the right to require CONTRACTOR to assign some or all of its subcontractor's bids or other agreements with material suppliers directly to CITY. The CONTRACTOR shall work with the CITY to develop a mutually satisfactory program to allow for such purchases of materials for the project by the CITY.

5. Interfacing

a. The CONTRACTOR shall take such measures as are appropriate to provide that all construction requirements will be covered in the separate subcontracts for procurement of long lead items, the separate construction subcontracts and the general conditions items performed without duplication or overlap, sequenced to maintain completion of all work on schedule. Particular attention shall be given to provide that each bid package clearly identifies the work included in that particular separate subcontract, its schedule for start and completion and its relationship to other separate CONTRACTORS.

b. Without assuming any Design responsibilities of the ENGINEER, the CONTRACTOR shall include in the reports required under "Review Reports" comments on overlap with any other separate subcontracts, omissions, lack of correlation between drawings, and any other deficiencies noted, in order that the Project Director and ENGINEER may arrange for necessary corrections.

6. Job-Site Facilities - The CONTRACTOR shall arrange for all job-site facilities necessary to enable the CONTRACTOR and the CITY'S representatives and the ENGINEER to perform their respective duties in the management, inspection, and supervision of construction.

Tangible personal property, otherwise referred to as Job-Site facilities, include but are not limited to such things as trailers, toilets, typewriters, computers and any other equipment necessary to carry on the project. The method of acquiring such job-site facilities which are planned to become the property of the City at the conclusion of the project shall be evaluated based on cost over the life of the project. Owning versus leasing shall be considered by the CONTRACTOR obtaining at least three (3) proposals for leasing and at least three (3) proposals for purchasing and then analyzing which is least expensive over the usage life of the item. The CONTRACTOR shall present his evaluation with recommendation to the City for approval.

When the CONTRACTOR wishes to supply Job-Site Facilities from his own equipment pool, he shall first evaluate buy versus lease as discussed in the paragraph above. If leasing is found to be the least expensive approach, then he may lease such Job-Site Facilities from his own equipment pool at a price not greater than the lowest of the three (3) lease proposals obtained.

For all such facilities purchased which may become the property of the City at the conclusion of the project, the CONTRACTOR shall maintain ownership responsibilities of such facilities until the project conclusion. Reimbursement for cost of such equipment will be made at the conclusion of the project at the documented purchase price.

At that time, the CONTRACTOR shall provide the City with a complete inventory for each unit of equipment. The inventory shall describe the equipment and identify the purchase price, serial number, model number and condition. Where said equipment has a title, said title shall be properly transferred to the CITY or to his designee.

The CONTRACTOR is responsible for proper care and maintenance of all equipment while in his control. At the time of transfer to the City, the City may refuse acceptance of the equipment if the City determines in its sole discretion that the equipment has not been properly cared for by the CONTRACTOR or that such acquisition would not otherwise be in the best interest of the CITY. In such event, the CONTRACTOR will be reimbursed for such item in accordance with section "Direct Cost Items" hereof.

7. Weather Protection - The CONTRACTOR shall ascertain what temporary measures, if any, should be provided for and may be provided as a practical matter, in order to assure orderly progress of the work in periods when extreme weather conditions are likely to be experienced. He shall submit to the Construction Team his recommendations as to needed requirements of this nature and as to the contract or contracts in which they should be included.

8. Market Analysis and Stimulation of Bidder Interest

a. The CONTRACTOR shall monitor conditions in the construction market to identify factors that will or may affect costs and time for completing the project; he shall make analysis as necessary to (l) determine and report on availability of labor, material, equipment, potential bidders, and possible impact of any shortages or surpluses of labor or material, and (2) in light of such determinations, make recommendations as may be appropriate with respect to long lead procurement, separation of construction into bid packages, sequencing of work, use of alternative materials, equipment or methods, other economics in design or construction, and other matters that will promote cost savings and completion within the scheduled time.

b. Within 30 days after receiving Notice to Proceed, the CONTRACTOR shall submit a written "Construction Market Analysis and Prospective Bidders Report" setting out recommendations and providing information as to prospective bidders. As various bid packages are prepared for bidding, the CONTRACTOR shall submit to the Project Director and the ENGINEER a list of potential bidders. The CONTRACTOR shall be responsible to stimulate bidder interest in the local marketplace and identify and encourage bidding competition.

c. The CONTRACTOR shall carry out an active program of stimulating interest of qualified CONTRACTORS in bidding on the work and of familiarizing those bidders with the requirements of this project.

H. CONSTRUCTION PHASE

1. CONTRACTOR'S Staff - The CONTRACTOR shall maintain sufficient off-site support staff, and competent full time staff at the Project site authorized to act on behalf of the CONTRACTOR to coordinate, inspect and provide general direction of the work and progress of the subcontractors and he shall provide no less than those personnel during the respective phases of construction that are set forth in Exhibit "C" to this agreement. He shall not change any of those persons named in Exhibit "C" unless mutually agreed to by the CITY and CONTRACTOR. In such case, the CITY shall have the right of approval of the qualifications of replacement personnel. Such approval will not be unreasonably withheld.

2. Lines of Authority - The CONTRACTOR shall establish and maintain lines of authority for this personnel, and shall provide this definition to the CITY and all other affected parties such as the code inspectors of the Permitting Authorities, the sub-CONTRACTORS, the ENGINEER and the CITY'S representatives, to provide general direction of the work and progress of the various phases and subcontractors. The CITY and ENGINEER may attend meetings between the CONTRACTOR and his Subcontractors; however, such attendance shall not diminish either the authority or responsibility of the CONTRACTOR to administer the subcontractor.

3. Schedule and Project Manual Provisions - The CONTRACTOR shall provide subcontractors and the CITY, its representatives and the ENGINEER with copies of the Project Manual (total number of copies not to exceed 10) developed and updated as required by section "Project Manual" expanded for the Construction Phase employing their respective milestones, beginning and finishing dates, their respective responsibilities for performance and the relationships of their work with respect to subcontractors and suppliers. He shall also continue to provide current scheduling information and provide direction and coordination regarding milestones, beginning and finishing dates, responsibilities for performance and the relationships of the CONTRACTOR'S work to the work of his subcontractors and suppliers to enable them to perform their respective tasks so that the development of construction progresses in a smooth and efficient manner in conformance with the overall project schedule. The schedule shall include all phases of the construction work, material supplies, long lease procurement, approval of shop drawings, change orders in progress, schedules for change orders, and performance testing requirements. He shall advise the CITY, its representatives and the ENGINEER of their required participation in any meeting or inspection giving each at least one-week notice unless such notice is made impossible by conditions beyond his control. He shall hold job-site meetings at least twice each month with the Construction Team and at least once each week with the subcontractors and the CITY'S Field Representative, or more frequently as required by work progress, to review progress, discuss problems and their solutions and coordinate future work with all subcontractors.

4. Solicitation of Bids

a. Without assuming responsibilities of the ENGINEER, the CONTRACTOR shall prepare invitations for bids, or requests for proposal when applicable, for all procurements of long lead items, materials and services, for Subcontractor contracts and for site utilities.

b. As part of such preparation, the CONTRACTOR shall review the specifications and drawings prepared by the ENGINEER. Ambiguities, conflicts or lack of clarity of language, use of illegally restrictive requirements, and any other defects in the specifications or in the drawings noted by the CONTRACTOR shall be brought to the attention of the Project Director and ENGINEER in written form.

c. For each separate construction contract, the CONTRACTOR shall, unless waived by CITY, conduct a pre-bid conference with prospective bidders, the ENGINEER, the City of Fort Myers Procurement Manager and Project Director. In the event questions are raised which require an interpretation of the bidding documents or otherwise indicate a need for clarification or correction of the invitation, the CONTRACTOR shall transmit these to the ENGINEER and upon receiving clarification or correction in writing shall prepare an addendum to the bidding document, and issue same to all of the prospective bidders.

d. The CONTRACTOR shall advertise all subcontract work and shall receive all bids at the pre-noticed time and place. He shall open and review all bids and enter into contract with those low bidders determined to be qualified by the CONTRACTOR with the approval of the City and Engineer. The CONTRACTOR shall establish, with CITY approval, a qualification procedure for applicable subcontract trades.

e. If requested and approved by the City, in accordance with the solicitation document, the CM, when qualified, may only be allowed to self-perform 25% or less of the overall project where it is deemed advantageous due to schedule and economic benefit for the direct cost of the work. The remaining 75% must be bid among subcontractors. If the CM discovers that self-performed services are more economically beneficial to the City, then they may exceed the 25% requirement and only with prior approval of the City. If the CM receives one or less bids from subcontractors in a selected specialty or field, then the CM may exceed the 25% self-performance with approval of the City.

5. Quality Control - The CONTRACTOR shall develop and maintain a program, acceptable to the CITY and ENGINEER, to assure quality control of the construction. He shall supervise the work of all subcontractors providing instructions to each when their work does not conform to the requirements of the plans and specifications, and he shall continue to exert his influence and control over each subcontractor to ensure that corrections are made in a timely manner so as to not affect the efficient progress of the work. Should disagreement occur between the CONTRACTOR and ENGINEER over acceptability of work and conformance with the requirements of the specifications and plans, the CITY shall be the final judge of performance and acceptability.

6. Subcontractor Interfacing - The CONTRACTOR shall be the single point of interface with all subcontractors for the CITY and all of its agents and representatives including the ENGINEER. He shall negotiate all change orders, field orders and request for proposals, with all affected subcontractors and shall review the costs of those proposals and advise the CITY and ENGINEER of their validity and reasonableness, acting in the CITY'S best interest prior to requesting approval of each change order from the CITY. Before any work is begun on any change order, a written authorization from the CITY must be issued. However, when health and safety are threatened, the CONTRACTOR shall act immediately to remove the threat to health and safety. He shall also carefully review all shop drawings and then forward the same to the ENGINEER for review and actions. The ENGINEER will transmit them back to the CONTRACTOR who will then issue the shop drawings to the affected subcontractor for fabrication or revision. The CONTRACTOR shall maintain a suspense control system to promote expeditious handling. He shall request the ENGINEER to make interpretations of the drawings or specifications requested of him by the subcontractors and shall maintain a suspense control system to promote timely response. He shall advise the Project Director and ENGINEER when timely response is not occurring on any of the above.

7. Permits - The CONTRACTOR shall secure all necessary building permits and all necessary utility connection permits, the cost of which, if any, will be considered a direct cost item. City permits will be issued at no cost to the CONTRACTOR.

8. Job Site Requirements

a. The CONTRACTOR shall provide for each of…