Attachment_J.20_GENERAL_TERMS_AND_CONDITIONS_for_Construction.pdf

Attachment J.20

General Terms and Conditions of the Contract for Constructions

GENERAL TERMS AND CONDITIONS

OF THE CONTRACT FOR CONSTRUCTION

ARTICLE 1 GENERAL PROVISIONS

1.1 BASIC DEFINITIONS

1.1.1 THE CONTRACT DOCUMENTS

The Contract Documents consist of the DC Courts Solicitation which includes all applicable Attachments found in

“Section J: Attachments. Amendments issued prior to execution of the Contract, other documents listed in the

Agreement and Modifications issued after execution of the Contract. A Modification is (1) a written amendment to the Contract signed by both parties, (2) a Change Order, (3) a Construction Change Directive or (4) a written order for a minor change in the Work issued by the Architect.

1.1.2 THE CONTRACT

The Contract Documents form the Contract for Construction. The Contract represents the entire and integrated agreement between the parties hereto and supersedes prior negotiations, representations or agreements, either written or oral. The Contract may be amended or modified only by a Modification. The Contract Documents shall not be construed to create a contractual relationship of any kind (1) between the Architect and Contractor, (2) between the

DC Courts and a Subcontractor or Sub-subcontractor except as set forth in paragraphs 5.3 and 5.4, (3) between the

DC Courts and Architect or (4) between any persons or entities other than the DC Courts and Contractor. The

Architect shall, however, be entitled to performance and enforcement of obligations under the Contract intended to facilitate performance of the Architect's duties.

1.1.3 THE WORK

The term "work" means the construction and services required by the Contract Documents, whether completed or partially completed, and includes all other labor, materials, equipment and services provided or to be provided by the Contractor to fulfill the Contractor's obligations. The work may constitute the whole or a part of the project.

1.1.4 THE PROJECT

The project is the total construction of which the work performed under the Contract Documents may be the whole or a part and which may include construction by the DC Courts or by separate contractors.

1.1.5 THE DRAWINGS

The drawings are the graphic and pictorial portions of the Contract Documents showing the design, location and dimensions of the work, generally including plans, elevations, sections, details, schedules and diagrams.

1.1.6 THE SPECIFICATIONS

There are specifications to be issued under the terms of this contract which are included as Appendix 9 of this solicitation.

1.1.7 The terms “knowledge,” “recognize,” “discover,” their respective derivatives, and similar terms in the Contract

Documents, as used in reference to the Contractor, shall be interpreted to mean that which the Contractor knows (or should know), recognizes (or should recognize), and discovers (or should discover) in exercising the care, skill, and diligence required by the Contract Documents. Analogously, the expression “reasonably inferable” and similar terms in the Contract Documents shall be interpreted to mean reasonably inferable by a contractor familiar with the

Project and exercising the care, skill, and diligence required of the Contractor by the Contract Documents.

1.2 CORRELATION AND INTENT OF THE CONTRACT DOCUMENTS

1.2.1 The intent of the Contract Documents is to include all items necessary for the proper execution and completion of the work by the Contractor. The Contract Documents are complementary, and what is required by one shall be as binding as if required by all; performance by the Contractor shall be required only to the extent consistent with the

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Contract Documents and reasonably inferable from them as being necessary to produce the indicated results. In the event of inconsistencies within, between or among parts of the Contract Documents, or between the Contract

Documents and applicable standards, codes, and ordinances, the Contractor shall (i) provide the better quality and/or greater quantity of work or (ii) comply with the more stringent requirement; either or both shall be done in accordance with the Architect’s interpretation. The terms and conditions of this Subparagraph 1.2.1, however, shall not relieve the Contractor of any of the obligations set forth in Subparagraphs 3.2 and 3.7.

1.2.2 Organization of the Specifications into divisions, sections and articles, and arrangement of Drawings shall not control the Contractor in dividing the work among Subcontractors or in establishing the extent of work to be performed by any trade.

1.2.3 Unless otherwise stated in the Contract Documents, words which have well-known technical or construction industry meanings are used in the Contract Documents in accordance with such recognized meanings in the District of Columbia.

1.2.4 The Contractor shall keep on the work site a copy of Contract Drawings and Specifications and shall at all times give the Contracting Officer or authorized individuals access thereto. Anything mentioned in the

Specifications but not shown on the Contract Drawings, or shown on the Contract Drawings but not mentioned in the Specifications, shall be of like effect as if shown or mentioned in both.

1.2.4.1 All Contract requirements are equally binding. Each Contract requirement, whether or not omitted elsewhere in the document, is binding as though occurring in any or all parts of the Contract.

1.2.4.2 In case of discrepancy:

1. The Contracting Officer shall be promptly notified in writing of any error, discrepancy or omission, apparent or otherwise.

2. Applicable Federal and D.C. Code requirements have priority over the Contract Form, General

Provisions, Labor Provisions, Change Orders, Amendments, Contract Drawings, Special

Provisions and Specifications.

3. The Contract Form, General Provisions and Labor Provisions have priority over: Change Orders, Amendments, Contract Drawings, Special Provisions and Specifications.

4. Change Orders have priority over: Exhibits, Contract Drawings and Specifications.

5. Amendments to the contract and change orders have priority over Contract Drawings, Special

Provisions and Specifications. A later dated Amendment has priority over earlier dated

Amendments.

6. Special Provisions have priority over: Contract Drawings and Specifications.

7. Shown and indicated dimensions have priority over scaled dimensions.

8. Original scale drawings and details have priority over scaled dimensions.

9. Large scale drawings and details have priority over small scale drawings and details.

10. Specifications have priority over Drawings.

11. Schedules have priority over Specifications.

1.2.4.3 Any adjustment(s) by the Contractor without a prior determination by the Contracting Officer shall be at his own risk and expense.

1.3 CAPITALIZATION

1.3.1 Terms capitalized in these General Conditions include those which are (1) specifically defined, (2) the titles of numbered articles or (3) the titles of other documents.

1.4 INTERPRETATION

1.4.1 In the interest of brevity the Contract Documents frequently omit modifying words such as "all" and "any" and articles such as "the" and "an," but the fact that a modifier or an article is absent from one statement and appears in another is not intended to affect the interpretation of either statement.

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1.5 EXECUTION OF CONTRACT DOCUMENTS

1.5.1 The Contract Documents shall be signed by the DC Courts and Contractor.

1.5.2 Execution of the Contract by the Contractor is a representation that the Contractor has visited the site, become generally familiar with local conditions under which the work is to be performed and correlated personal observations with requirements of the Contract Documents. Prior to execution of the Agreement, the Contractor and each Subcontractor evaluated and satisfied themselves as to the conditions and limitations under which the work is to be performed, including, without limitation, (i) the location, condition, layout, and nature of the Project site and surrounding areas, (ii) generally prevailing climatic conditions, (iii) anticipated labor supply and costs, (iv) availability and cost of materials, tools, and equipment, (v) the planned and actual procedures and processes of the local approval and inspection authorities, and (vi) other similar issues. The DC Courts assumes no responsibility or liability for the physical condition or safety of the Project site or any improvements located on the Project site.

Except as set forth in Paragraph 10.3, the Contractor shall be solely responsible for providing a safe place for the performance of the work. The DC Courts shall not be required to make any adjustment in either the Contract Sum or the Contract Time in connection with any failure by the Contractor or any Subcontractor to have complied with the requirements of this Subparagraph 1.5.2.

1.6 DC COURTS AND USE OF DRAWINGS, SPECIFICATIONS AND OTHER INSTRUMENTS OF

SERVICE

1.6.1 The Drawings, Specifications and other documents, including those in electronic form, prepared by the

Architect and the Architect's consultants are Instruments of Service through which the work to be executed by the

Contractor is described. The Contractor may retain one record set. Neither the Contractor nor any Subcontractor, Sub-subcontractor or material or equipment supplier shall own or claim a copyright in the Drawings, Specifications and other documents prepared on behalf of the DC Courts by the Architect or the Architect's consultants, and unless otherwise indicated, the Architect and the Architect's consultants shall be deemed the authors of them and will retain all common law, statutory and other reserved rights, in addition to the copyrights. All copies of Instruments of

Service, except the Contractor's record set, shall be returned or suitably accounted for to the Architect, on request, upon completion of the work. The Drawings, Specifications and other documents prepared by the Architect and the

Architect's consultants, and copies thereof furnished to the Contractor, are for use solely with respect to this Project.

They are not to be used by the Contractor or any Subcontractor, Sub-subcontractor or material or equipment supplier on other projects or for additions to this Project outside the scope of the work without the specific written consent of the DC Courts. The Contractor, Subcontractors, Sub-subcontractors and material or equipment suppliers are authorized to use and reproduce applicable portions of the Drawings, Specifications and other documents prepared on behalf of the DC Courts by the Architect and the Architect's consultants appropriate to and for use in the execution of their work under the Contract Documents. All copies made under this authorization shall bear the statutory copyright notice, if any, shown on the Drawings, Specifications and other documents prepared on the behalf of the DC Courts by the Architect and the Architect's consultants. Submittal or distribution to meet official regulatory requirements or for other purposes in connection with this Project is not to be construed as publication in derogation of the Architect's or Architect's consultants' copyrights or other reserved rights.

ARTICLE 2 DC COURTS

2.1 GENERAL

2.2 INFORMATION AND SERVICES REQUIRED OF THE DC COURTS

2.2.1 Except for permits and fees, including those required under Section 3.7.1, which are the responsibility of the

Contractor under the Contract Documents, the DC Courts shall secure and pay for necessary approvals, easements, assessments and charges required for construction, use or occupancy of permanent structures or for permanent changes in existing facilities.

2.2.2 Information or services required of the DC Courts by the Contract Documents shall be furnished by the DC

Courts with reasonable promptness. Any other information or services relevant to the Contractor's performance of the work under the DC Courts' control shall be furnished by the DC Courts after receipt from the Contractor of a written request for such information or services.

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2.2.3 The Contractor will be furnished a means of obtaining, at the Contractor’s expense, copies of Drawings and

Project Manuals.

2.3 DC COURTS' RIGHT TO STOP THE WORK

2.3.1 If the Contractor fails to correct work which is not in accordance with the requirements of the Contract

Documents as required by Section 12.2 or persistently fails to carry out work in accordance with the Contract

Documents, the DC Courts may issue a written order to the Contractor to stop the work, or any portion thereof, until the cause for such order has been eliminated; however, the right of the DC Courts to stop the work shall not give rise to a duty on the part of the DC Courts to exercise this right for the benefit of the Contractor or any other person or entity, except to the extent required by Section 6.1.3.

2.3.2 If the Contractor fails to abide by any or all of the provisions of the Contract, the Contracting Officer reserves the right to stop all work or any portion thereof affected by the Contractor’s failure to comply with the Contract requirements. This stoppage will remain in effect until the Contractor has taken action to meet the contract requirements. If the Contractor fails or refuses to meet all the provisions of the contract or any separable part thereof after written notification and work stoppage, the DC Courts may terminate the right of the Contractor to proceed.

2.4 DC COURTS'S RIGHT TO CARRY OUT THE WORK

2.4.1 If the Contractor defaults or neglects to carry out the work in accordance with the Contract Documents and fails within a seven-day period after receipt of written notice from the DC Courts to commence and continue correction of such default or neglect with diligence and promptness, the DC Courts may, without prejudice to other remedies the DC Courts may have, correct such deficiencies. In such case an appropriate Change Order shall be issued deducting from payments then or thereafter due the Contractor the reasonable cost of correcting such deficiencies, including DC Courts expenses and compensation for the Architect's additional services made necessary by such default, neglect or failure. Such action by the DC Courts and amounts charged to the Contractor are both subject to prior approval of the Architect. If payments then or thereafter due the Contractor are not sufficient to cover such amounts, the Contractor shall pay the difference to the DC Courts.

2.5 DC COURTS'S ROLE

2.5.1 The rights stated in this Article 2 and elsewhere in the Contract Documents are cumulative and not in limitation of any rights of the DC Courts (i) granted in the Contract Documents, (ii) at law or (iii) in equity.

2.5.2 In no event shall the DC Courts have control over, charge of, or any responsibility for construction means, methods, techniques, sequences, or procedures for safety precautions and programs in connection with the work, notwithstanding any of the rights and authority granted the DC Courts in the Contract Documents.

ARTICLE 3 CONTRACTOR

3.1 GENERAL

3.1.1 The Contractor is the person or entity identified as such in the Agreement and is referred to throughout the

Contract Documents as if singular in number. The term "Contractor" means the Contractor or the Contractor's authorized representative. If the Contractor is an individual, the term “Contractor” shall mean the Contractor, his or her heir(s), executors and administrators. If the Contractor is a corporation, the “Contractor” shall mean the

Contractor and its successor.

3.1.2 The Contractor shall perform the work in accordance with the Contract Documents.

3.1.3 The Contractor shall not be relieved of obligations to perform the work in accordance with the Contract

Documents either by activities or duties of the DC Courts, Architect, or Construction Manager in the administration of the Contract, or by tests, inspections or approvals required or performed by persons other than the Contractor.

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3.2 REVIEW OF CONTRACT DOCUMENTS AND FIELD CONDITIONS BY CONTRACTOR

3.2.1 Since the Contract Documents are complementary, before starting each portion of the work, the Contractor shall carefully study and compare the various Drawings and other Contract Documents relative to that portion of the work, as well as the information furnished by the DC Courts pursuant to Section 2.2.3, shall take field measurements of any existing conditions related to that portion of the work and shall observe any conditions at the site affecting it.

These obligations are for the purpose of facilitating construction by the Contractor and are not for the purpose of discovering errors, omissions, or inconsistencies in the Contract Documents; however, any errors, inconsistencies or omissions discovered by the Contractor shall be reported promptly to the DC Courts and Construction Manager as a request for information in such form as the DC Courts may require.

3.2.1.1 The exactness of grades, elevations, dimensions, or locations given on any Drawings issued by the Architect, or the work installed by other contractors, is not guaranteed by the Architect or the DC Courts.

3.2.1.2 The Contractor shall, therefore, satisfy itself as to the accuracy of all grades, elevations, dimensions and locations. In all cases of interconnection of its work with existing or other work, it shall verify at the site all grades, elevations, dimensions relating to such existing or other work. Any errors due to the Contractor’s failure to so verify all such grades, elevations, dimensions or locations shall be promptly rectified by the Contractor without any additional cost to the DC Courts.

3.2.2 Any design errors or omissions noted by the Contractor during this review shall be reported promptly to the

DC Courts and Architect, but it is recognized that the Contractor's review is made in the Contractor's capacity as a contractor and not as a licensed design professional unless otherwise specifically provided in the Contract

Documents. The Contractor is not required to ascertain that the Contract Documents are in accordance with applicable laws, statutes, ordinances, building codes, and rules and regulations, but any nonconformity discovered by or made known to the Contractor shall be reported promptly to the DC Courts.

3.2.3 If the Contractor believes that additional cost or time is involved because of clarifications or instructions issued by the Architect in response to the Contractor's notices or requests for information pursuant to Sections 3.2.1 and

3.2.2, the Contractor shall make Claims as provided in Sections 4.3.6 and 4.3.7. If the Contractor fails to perform the obligations of Sections 3.2.1 and 3.2.2, the Contractor shall pay such costs and damages to the DC Courts as would have been avoided if the Contractor had performed such obligations. The Contractor shall not be liable to the

DC Courts or Architect for damages resulting from errors, inconsistencies or omissions in the Contract Documents or for differences between field measurements or conditions and the Contract Documents unless the Contractor recognized such error, inconsistency, omission or difference and knowingly failed to report it to the Architect.

3.3 SUPERVISION AND CONSTRUCTION PROCEDURES

3.3.1 The Contractor shall supervise and direct the work, using the Contractor's best skill and attention. The

Contractor shall be solely responsible for and have control over construction means, methods, techniques, sequences and procedures and for coordinating all portions of the work under the Contract, unless the Contract Documents give other specific instructions concerning these matters. If the Contract Documents give specific instructions concerning construction means, methods, techniques, sequences or procedures, the Contractor shall evaluate the jobsite safety thereof and, except as stated below, shall be fully and solely responsible for the jobsite safety of such means, methods, techniques, sequences or procedures. If the Contractor determines that such means, methods, techniques, sequences or procedures may not be safe, the Contractor shall give timely written notice to the DC

Courts and Architect and shall not proceed with that portion of the work without further written instructions from the Architect.

3.3.2 The Contractor shall be responsible to the DC Courts for acts and omissions of the Contractor's employees, Subcontractors and their agents and employees, and other persons or entities performing portions of the work for or on behalf of the Contractor or any of its Subcontractors.

3.3.3 The Contractor shall be responsible for inspection of portions of work already performed to determine that such portions are in proper condition to receive subsequent work.

3.4 LABOR AND MATERIALS

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3.4.1 Unless otherwise provided in the Contract Documents, the Contractor shall provide and pay for labor, materials, equipment, tools, construction equipment and machinery, water, heat, utilities, transportation, and other facilities and services necessary for proper execution and completion of the work, whether temporary or permanent and whether or not incorporated or to be incorporated in the work.

3.4.2 The Contractor may make substitutions only with the consent of the DC Courts, after evaluation by the

Architect and in accordance with a Change Order.

3.4.3 The Contractor shall enforce strict discipline and good order among the Contractor's employees and other persons carrying out the Contract. The Contractor shall not permit employment of unfit persons or persons not skilled in tasks assigned to them. The Contractor shall only employ or use labor in connection with the work capable of working harmoniously with all trades, crafts and individuals associated with the Project. The Contractor shall use its best efforts to minimize the likelihood of any strike, work stoppage or other labor disturbance.

3.4.4 No materials furnished by the DC Courts shall be applied to any other use, public or private, than that for which they are issued to the Contractor. The full amount of the cost to the DC Courts of all materials furnished by the DC Courts to the Contractor and for which no charge is made, which are not accounted for by the Contractor to the satisfaction of the Contracting Officer, will be charged against the Contractor and his sureties and may be deducted from any moneys due the Contractor, and this charge shall be in addition to and not in lieu of any other liabilities of the Contractor whether civil or criminal. Materials furnished by the DC Courts for which a charge is made at a rate mentioned in the specifications will be delivered to the Contractor upon proper requisitions therefore and will be charged to his account.

3.5 WARRANTY

3.5.1 The Contractor warrants to the DC Courts and Architect that materials and equipment furnished under the

Contract will be of good quality and new unless otherwise required or permitted by the Contract Documents, that the work will be free from defects not inherent in the quality required or permitted, and that the work will conform to the requirements of the Contract Documents. Work not conforming to these requirements, including substitutions not properly approved and authorized, shall be considered defective. The Contractor's warranty excludes remedy for damage or defect caused by abuse, modifications not executed by the Contractor, improper or insufficient maintenance, improper operation, or normal wear and tear and normal usage. If required by the Architect, the

Contractor shall furnish satisfactory evidence as to the kind and quality of materials and equipment.

3.5.2 The Contractor shall warrant that the work performed to be free from all defects and agrees that for a period of one (1) year from date of final acceptance by the DC Courts, any repairs, replacements or adjustments made necessary because of such defects will be made promptly without cost to and to the satisfaction of the DC Courts.

3.5.3 The Contractor agrees to assign to the DC Courts at the time of final completion of the work any and all manufacturer’s warranties relating to materials and labor used in the work and further agrees to perform the work in such a manner so as to preserve any and all such manufacturer’s warranties.

3.6 TAXES

3.6.1 Except as provided in Section 3.6.2, the Contractor shall pay sales, consumer, use and similar taxes for the work provided by the Contractor which are legally enacted when Offers are received or negotiations concluded, whether or not yet effective or merely scheduled to go into effect.

3.6.2 Materials which are physically incorporated as a permanent part of real property are not subject to District of

Columbia and Sales and Use Tax. The Contractor shall, when purchasing such materials, furnish his suppliers with a Contractor’s Exempt Purchase Certificate in the form prescribed in the Sales and Use Tax Regulations of the

District of Columbia. Where the Contractor, subcontractor, or material supplier has already paid the Sales and Use

Tax on materials, as prescribed above, the Sales and Use Tax Regulations of the District of Columbia permit the

Contractor, subcontractor, or material supplier to deduct the sales or use tax on the purchase price of the same on his next monthly return as an adjustment.

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3.6.3 District of Columbia Sales and Use Tax shall be paid on any materials and supplies which do not become a physical part of (and remain in) the finished project. The DC Courts is exempt from and will not pay Federal Excise

Tax, Transportation Tax, and the District of Columbia Sales and Use Taxes which do become a physical part of (and remain in) the finished project.

3.6.4 The DC Courts requires that the Contractor follows the regulations set in the Title 9. Taxation: Chapter 4 -

Sales and Use Taxes. See Attachment J.17 (Tax Regulations).

3.6.5 The District of Columbia Courts provide a Tax Exemption Certificate for use by the Contractor. See

Attachment J.18 (DC Courts Tax Exemption Certificate).

3.7 PERMITS, FEES AND NOTICES

3.7.1 The Contractor shall, without additional expense to the DC Courts, be responsible for obtaining any necessary licenses, trade permits, and public space permits for complying with any federal, state and municipal laws, codes and regulations applicable to performance of the work. The DC Courts is responsible for obtaining the building permit required to complete the work.

3.7.1.1 The Contractor shall apply and pay for all required permits well in advance of the time that they are needed.

3.7.1.2 If the Contractor is unable to obtain a permit, then Contractor shall so notify the Contracting Officer’s

Technical Representative (COTR). The COTR shall have no obligation to assist Contractor in obtaining permits, or liability of any kind if assistance is or is not provided Contractor.

3.7.1.3 Work requiring permits and licenses will not be allowed to proceed until evidence has been produced showing that such permits and licenses have been procured. Permits will be issued only to persons duly licensed for work in the District of Columbia, except as follows:

1. Where electrical, plumbing and refrigeration contractors and their craft persons perform work under contract with the DC Courts and the work is physically located in areas outside the District of

Columbia, it shall be sufficient if any such contractor and the contractor’s craft persons are licensed either by the District of Columbia or by any governmental agency having jurisdiction over the area adjoining the site on which the work is performed.

2. The Contractor shall prominently display all permits within the confines of the construction site.

3. Permits, licenses and certificates which may be required must be arranged by the Contractor at no extra cost to the DC Courts.

3.7.2 The Contractor shall comply with and give notices required by laws, ordinances, rules, regulations and lawful orders of public authorities applicable to performance of the work.

3.7.3 It is not the Contractor's responsibility to ascertain that the Contract Documents are in accordance with applicable laws, statutes, ordinances, building codes, and rules and regulations. However, if the Contractor observes that portions of the Contract Documents are at variance therewith, the Contractor shall promptly notify the Architect and DC Courts in writing, and necessary changes shall be accomplished by appropriate Modification.

3.7.4 If the Contractor performs work knowing it to be contrary to laws, statutes, ordinances, building codes, and rules and regulations without such notice to the Architect and DC Courts, the Contractor shall assume appropriate responsibility for such work and shall bear the costs attributable to correction.

3.8 ALLOWANCES

3.8.1 The Contractor shall include in the Contract Sum all allowances stated in the Contract Documents. Items covered by allowances shall be supplied for such amounts and by such persons or entities as the DC Courts may direct, but the Contractor shall not be required to employ persons or entities to whom the Contractor has reasonable objection.

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3.8.2 Unless otherwise provided in the Contract Documents:

1. allowances shall cover the cost to the Contractor of materials and equipment delivered at the site and all required taxes, less applicable trade discounts;

2. Contractor's costs for unloading and handling at the site, labor, installation costs, overhead, profit, CSO allowances, and other expenses contemplated for stated allowance amounts shall be included in the Contract Sum but not in the allowances;

3. whenever costs are more than or less than allowances, the Contract Sum shall be adjusted accordingly by Change Order. The amount of the Change Order shall reflect (1) the difference between actual costs and the allowances under Section 3.8.2.1 and (2) changes in Contractor's costs under Section

3.8.2.2.

3.8.3 Materials and equipment under an allowance shall be selected by the DC Courts in sufficient time to avoid delay in the work.

3.9 SUPERINTENDENT

3.9.1 The Contractor shall employ a competent superintendent and necessary assistants who shall be in attendance at the project site during performance of the work. The superintendent shall represent the Contractor, and communications given to the superintendent shall be as binding as if given to the Contractor. Important communications shall be confirmed in writing. Other communications shall be similarly confirmed on written request in each case. The Contractor is required to provide the supervisory and project management staff as indicated in the proposal presented for this Project. Failure to provide those staff members, without prior approval of the Contracting Officer will be considered a material breach of the Contract.

3.9.2 The DC Courts has the right to approve the Contractor’s primary supervisory and project management staff.

The Contractor may not remove any primary supervisory or project management staff without written approval of the DC Courts. However, the Contractor will promptly remove from the project any of the Contractor’s staff to whom the DC Courts has a reasonable objection.

3.10 CONTRACTOR'S CONSTRUCTION SCHEDULES

3.10.1 The Contractor, promptly after being awarded the Contract, shall prepare and submit for the DC Courts and

Architect's information a Contractor's construction schedule for the work. The schedule shall not exceed time limits current under the Contract Documents, shall be revised at appropriate intervals as required by the conditions of the work and project, shall be related to the entire project to the extent required by the Contract Documents, and shall provide for expeditious and practicable execution of the work. The Contractor shall comply with the scheduling requirements set forth in Specifications found in Attachment J.23.

3.10.2 The Contractor shall prepare and keep current, for the Architect's approval, a schedule of submittals which is coordinated with the Contractor's construction schedule and allows the Architect reasonable time to review submittals.

3.10.3 The Contractor shall perform the work in general accordance with the most recent schedules submitted to the

DC Courts and Architect.

3.11 DOCUMENTS AND SAMPLES AT THE SITE

3.11.1 The Contractor shall maintain at the site for the DC Courts one record copy of the Drawings, Specifications, Amendments, Change Orders and other Modifications, in good order and marked currently to record field changes and selections made during construction, and one record copy of approved Shop Drawings, Product Data, Samples and similar required submittals. These shall be available to the Architect and shall be delivered to the Architect for submittal to the DC Courts upon completion of the work.

3.12 SHOP DRAWINGS, PRODUCT DATA AND SAMPLES

3.12.1 Shop Drawings are drawings, diagrams, schedules and other data specially prepared for the work by the

Contractor or a Subcontractor, Sub-subcontractor, manufacturer, supplier or distributor to illustrate some portion of the Work.

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3.12.2 Product Data are illustrations, standard schedules, performance charts, instructions, brochures, diagrams and other information furnished by the Contractor to illustrate materials or equipment for some portion of the work.

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

3.12.4 Shop Drawings, Product Data, Samples and similar submittals are not Contract Documents. The purpose of their submittal is to demonstrate for those portions of the work for which submittals are required by the Contract

Documents the way by which the Contractor proposes to conform to the information given and the design concept expressed in the Contract Documents. Review by the Architect is subject to the limitations of Section 4.2.7.

Informational submittals upon which the Architect is not expected to take responsive action may be so identified in the Contract Documents. Submittals which are not required by the Contract Documents may be returned by the

Architect without action.

3.12.5 The Contractor shall review for compliance with the Contract Documents, approve and submit to the

Construction Manager for distribution to the applicable members of the project team including but not limited to the

Architect, Shop Drawings, Product Data, Samples and similar submittals required by the Contract Documents with reasonable promptness and in such sequence as to cause no delay in the work or in the activities of the DC Courts or of separate contractors. Submittals which are not marked as reviewed for compliance with the Contract Documents and approved by the Contractor may be returned by the Architect without action.

3.12.6 By approving and submitting Shop Drawings, Product Data, Samples and similar submittals, the Contractor represents that the Contractor has determined and verified materials, field measurements and field construction criteria related thereto, or will do so, and has checked and coordinated the information contained within such submittals with the requirements of the work and of the Contract Documents.

3.12.7 The Contractor shall perform no portion of the work for which the Contract Documents require submittal and review of Shop Drawings, Product Data, Samples or similar submittals until the respective submittal has been approved by the Architect.

3.12.8 The work shall be in accordance with approved submittals except that the Contractor shall not be relieved of responsibility for deviations from requirements of the Contract Documents by the Architect's approval of Shop

Drawings, Product Data, Samples or similar submittals unless the Contractor has specifically informed the

Construction Manager and Architect in writing of such deviation at the time of submittal and (1) the Construction

Manager and Architect has given written approval to the specific deviation as a minor change in the work, or (2) a

Change Order or Construction Change Directive has been issued authorizing the deviation. The Contractor shall not be relieved of responsibility for errors or omissions in Shop Drawings, Product Data, Samples or similar submittals by the Construction Manager and Architect's approval thereof.

3.12.9 The Contractor shall direct specific attention, in writing or on resubmitted Shop Drawings, Product Data, Samples or similar submittals, to revisions other than those requested by the Construction Manager and Architect on previous submittals. In the absence of such written notice the Construction Manager and Architect's approval of a resubmission shall not apply to such revisions.

3.12.10 The Contractor shall not be required to provide professional services which constitute the practice of architecture or engineering unless such services are specifically required by the Contract Documents for a portion of the work or unless the Contractor needs to provide such services in order to carry out the Contractor's responsibilities for construction means, methods, techniques, sequences and procedures. The Contractor shall not be required to provide professional services in violation of applicable law. If professional design services or certifications by a design professional related to systems, materials or equipment are specifically required of the

Contractor by the Contract Documents, the DC Courts and the Construction Manager will specify all performance and design criteria that such services must satisfy. The Contractor shall cause such services or certifications to be provided by a properly licensed design professional, who shall comply with reasonable requirements of the DC

Courts regarding qualifications and insurance and whose signature and seal shall appear on all drawings, calculations, specifications, certifications, Shop Drawings and other submittals prepared by such professional.

Shop Drawings and other submittals related to the Work designed or certified by such professional, if prepared by others, shall bear such professional's written approval when submitted to the Construction Manager and Architect.

General Conditions of the Contract for Construction 10

The DC Courts, Construction Manager, and the Architect shall be entitled to rely upon the adequacy, accuracy and completeness of the services, certifications or approvals performed by such design professionals. Pursuant to this

Section 3.12.10, the Construction Manager and Architect will review, approve or take other appropriate action on submittals only for the limited purpose of checking for conformance with information given and the design concept expressed in the Contract Documents. The Contractor shall not be responsible for the adequacy of the performance or design criteria required by the Contract Documents.

3.13 USE OF SITE

3.13.1 The Contractor shall confine operations at the site to areas permitted by law, ordinances, permits and the

Contract Documents and shall not unreasonably encumber the site with materials or equipment.

3.14 CUTTING AND PATCHING

3.14.1 The Contractor shall be responsible for cutting, fitting or patching required to complete the work or to make its parts fit together properly.

3.14.2 The Contractor shall not damage or endanger a portion of the work, fully or partially completed construction of the DC Courts, or separate contractors by cutting, patching or otherwise altering such construction, or by excavation. The Contractor shall not cut or otherwise alter such construction by the DC Courts or a separate contractor except with written consent of the DC Courts and of such separate contractor; such consent shall not be unreasonably withheld. The Contractor shall not unreasonably withhold from the DC Courts or a separate contractor the Contractor's consent to cutting or otherwise altering the work.

3.15 CLEANING UP

3.15.1 The Contractor shall keep the premises and surrounding area free from accumulation of waste materials or rubbish caused by operations under the Contract. At completion of the work, the Contractor shall remove from and about the Project waste materials, rubbish, the Contractor's tools, construction equipment, machinery and surplus materials.

3.15.2 If the Contractor fails to clean up as provided in the Contract Documents, the DC Courts may do so and the cost thereof shall be charged to the Contractor.

3.16 ACCESS TO WORK

3.16.1 The Contractor shall provide the DC Courts, Construction Manager, DC Courts Representative, and

Architect access to the work in preparation and progress wherever located.

3.17 ROYALTIES, PATENTS AND COPYRIGHTS

3.17.1 The Contractor shall pay all royalties and license fees. The Contractor shall defend suits or claims for infringement of copyrights and patent rights and shall hold the DC Courts, Construction Manager and Architect harmless from loss on account thereof, but shall not be responsible for such defense or loss when a particular design, process or product of a particular manufacturer or manufacturers is required by the Contract Documents or where the copyright violations are contained in Drawings, Specifications or other documents prepared by the DC Courts, Construction Manager or Architect. However, if the Contractor has reason to believe that the required design, process or product is an infringement of a copyright or a patent, the Contractor shall be responsible for such loss unless such information is promptly furnished to the Construction Manager and Architect. Contractor will not knowingly include any work copyrighted by others in any material prepared under this Agreement unless it obtained either prior permission from the DC Courts or an irrevocable royalty free license for the DC Courts in such work.

3.17.2 The Contractor shall not make application for a patent or copyright on any invention, item or process produced under this contract except with the written permission of the DC Courts. The DC Courts shall have an irrevocable nonexclusive royalty free license with the right to sublicense in any invention conceived or first actually reduced to practice in the course of or under this contract or any subcontract there under. All reports, programs, manuals, discs, tapes, card desks, listing, and other materials prepared by or worked upon by the Contractor’s

General Conditions of the Contract for Construction 11 employees under this Agreement shall belong exclusively to the DC Courts. Contractor agrees not to publish or disclose any material first prepared under this Agreement without prior permission of the DC Courts.

3.17.3 Contractor agrees to give the DC Courts all assistance reasonably required to protest the rights defined in these provisions.

3.18 INDEMNIFICATION

3.18.1 To the fullest extent permitted by law, the Contractor shall defend, indemnify and hold harmless the DC

Courts, DC Courts Consultants, Architect, Architect’s consultants, and agents and employees of any of them from and against claims, damages, losses, expenses and judgments, at law and in equity, including but not limited to attorneys’ fees, arising out of or in any way relating to Contractor’s performance of the work, provided that such claim, damage, loss, expense or judgment is attributable to bodily injury, sickness, disease or death, or to injury or damage to or destruction of tangible property, including the work itself, but only to the extent caused by the acts or omissions of Contractor, a subcontractor or supplier to Contractor, or anyone directly or indirectly employed by any of them or any one for whose acts they may be liable, regardless whether such claim, damage, loss, expense or judgment is caused in part by a party indemnified hereunder. Such obligation shall not be construed to negate, abridge or reduce other rights or obligations of indemnity which would otherwise exist as to a party or person in this

Section 3.18. It is agreed that the indemnification rights and obligations of this Section 3.18 shall not apply to any claim, damage, loss, expense or judgment caused solely by a party or parties otherwise indemnified hereunder.

3.18.2 In claims against any person or entity indemnified under this Section 3.18 by an employee of the Contractor, a Subcontractor, anyone directly or indirectly employed by them or anyone for whose acts they may be liable, the indemnification obligation under Section 3.18.1 shall not be limited by a limitation on amount or type of damages, compensation or benefits payable by or for the Contractor or a Subcontractor under workers' compensation acts, disability benefit acts or other employee benefit acts.

3.18.2.1 The Contractor shall indemnify and save harmless the DC Courts and its officers, agents and employees against any and all claims or liability arising from or based on, or as a consequence of or result of, any act, omission or default of the Contractor, its employees, or its subcontractor, in the performance of this Contract, regardless of whether or not any damage resulting from the Contractor’s act, omission or default is caused in part by the DC

Courts.

3.18.2.2 The Contractor shall indemnify and save harmless the DC Courts and its officers, agents and employees against any claim arising out of the use of any patented or unpatented invention, item or process in the performance of this Contract.

3.18.2.3 The Contractor shall indemnify and save harmless the DC Courts and its officers, agents and employees against any claim for copyright infringement relating to any work produced, used or delivered under this Contract.

3.18.3 The Contractor’s indemnity obligations under this Paragraph 3.18 shall also specifically include, without limitation, all fines, penalties, damages, liability, costs, expenses (including, without limitation, reasonable attorneys’ fees), and punitive damages (if any) arising out of, or in connection with, any (i) violation of or failure to comply with any law, statute, ordinance, rule, regulation, code, or requirement of a public authority that bears upon the performance of the work by the Contractor, a Subcontractor, or any person or entity for whom either is responsible, (ii) means, methods, procedures, techniques, or sequences of execution or performance of the work, and

(iii) failure to secure and pay for permits, fees, approvals, licenses, and inspections as required under the Contract

Documents, or any violation of any permit or other approval of a public authority applicable to the work, by the

Contractor, a Subcontractor, or any person or entity for whom either is responsible.

3.18.4 The Contractor shall indemnify and hold harmless all of the Indemnities from and against any costs and expenses (including reasonable attorneys’ fees) incurred by any of the Indemnities in enforcing any of the

Contractor’s defense, indemnity, and hold-harmless obligations under this Contract.

General Conditions of the Contract for Construction 12

ARTICLE 4 ADMINISTRATION OF THE CONTRACT

4.1 DC COURTS’S CONSULTANT’S

4.1.1 CONSTRUCTION MANAGER

4.1.1.1 Construction Manager: Responsible for the overall planning, coordination, and control of a project from beginning to completion for the purpose of achieving project objectives including the management of cost, time and scope. The Construction Manager acts as an extension of staff to the DC Courts.

4.1.1.2 The Construction Manager is the person identified as such in the Agreement and is referred to throughout the

Contract Documents as if singular in number. The term "Construction Manager" means the Construction Manager or the Construction Manager's authorized representative.

4.1.1.3 Duties, responsibilities and limitations of authority of the Construction Manager as set forth in the Contract

Documents shall not be restricted, modified or extended without written consent of the DC Courts.

4.1.1.4 If the employment of the Construction Manager is terminated, the DC Courts shall employ a new

Construction Manager against whom the Contractor has no reasonable objection and whose status under the

Contract Documents shall be that of the former Construction Manager.

4.1.2 ARCHITECT

4.1.2.1 The Architect is the person lawfully licensed to practice architecture or an entity lawfully practicing architecture identified as such in the Agreement and is referred to throughout the Contract Documents as if singular in number. The term "Architect" means the Architect or the Architect's authorized representative.

4.1.2.2 Duties, responsibilities and limitations of authority of the Architect as set forth in the Contract Documents shall not be restricted, modified or extended without written consent of the DC Courts, Contractor and Architect.

Consent shall not be unreasonably withheld.

4.1.2.3 If the employment of the Architect is terminated, the DC Courts shall employ a new Architect against whom the Contractor has no reasonable objection and whose status under the Contract Documents shall be that of the former Architect.

4.2 ADMINISTRATION OF THE CONTRACT

4.2.1 The Construction Manager and the Architect (if applicable) shall be representatives of and shall advise and consult with the DC Courts during the administration of the Contract for Construction. Notwithstanding any terms that may be to the contrary in this Contract, the Construction Manager’s, the Architect’s and the Architect’s design consultants’ directions, instructions and determinations shall constitute recommendations only and shall be subject to the authority, directions, instructions and determinations of the Contracting Officer and the Contracting Officer’s

Technical Representative either of whom may adopt, override, reject or modify any recommendation(s) of the

Construction Manager, Architect, and the Architect’s consultants.

4.2.2 The Construction Manager and Architect, as representatives of the DC Courts, shall visit the site at intervals appropriate to the stage of the Contractor’s operations to:

1.