dgs-30-057_07-22_co-7cm.pdf

DGS-30-057 CO-7CM

(07/22)

COMMONWEALTH OF VIRGINIA

GENERAL CONDITIONS OF THE CONSTRUCTION MANAGER “AT RISK”

CONSTRUCTION CONTRACT

TABLE OF CONTENTS

DEFINITIONS

CONTRACT DOCUMENTS

LAWS AND REGULATIONS

NONDISCRIMINATION

PROHIBITION OF ALCOHOL AND OTHER DRUGS

TIME FOR COMPLETION

CONDITIONS AT SITE

CONTRACT SECURITY

SUBCONTRACTS

SEPARATE CONTRACTS

CONSTRUCTION MANAGER’S AND SUBCONTRACTOR’S INSURANCE

“ALL RISK” BUILDER’S RISK INSURANCE

TAXES, FEES AND ASSESSMENTS

PATENTS

ARCHITECT/ENGINEER’S STATUS

INSPECTION

SUPERINTENDENCE BY CM

CONSTRUCTION SUPERVISION, METHODS AND PROCEDURES

SCHEDULE OF THE WORK

SCHEDULE OF VALUES AND CERTIFICATE FOR PAYMENT

ACCESS TO WORK

SURVEYS AND LAYOUT

PLANS AND SPECIFICATIONS

SUBMITTALS AND PROJECT RECORDS

FEES, SERVICES AND FACILITIES

EQUALS

AVAILABILITY OF MATERIALS

CONSTRUCTION MANAGER’S TITLE TO MATERIALS

QUALITY & STANDARDS

WARRANTY OF MATERIALS AND WORKMANSHIP

USE OF SITE & REMOVAL OF DEBRIS

TEMPORARY ROADS

SIGNS

PROTECTION OF PERSONS AND PROPERTY

CLIMATIC CONDITIONS

PAYMENTS TO CONSTRUCTION MANAGER

PAYMENTS BY CONSTRUCTION MANAGER (Code of Virginia, § 2.2-4354)

CHANGES IN THE WORK

EXTRAS

CONSTRUCTION MANAGER’S RIGHT TO STOP WORK OR TERMINATE THE CONTRACT

OWNER’S RIGHT TO TERMINATE THE CONTRACT FOR CAUSE

TERMINATION BY OWNER FOR CONVENIENCE

DAMAGES FOR DELAYS; EXTENSION OF TIME

INSPECTION FOR SUBSTANTIAL COMPLETION & FINAL COMPLETION

GUARANTEE OF WORKAND INDEMNIFICATION

ASSIGNMENTS

CONTRACTUAL DISPUTES (Code of Virginia, § 2.2-4363)

ASBESTOS

TRAINING, OPERATION AND MAINTENANCE OF EQUIPMENT

PROJECT MEETINGS

SMALL BUSINESSES PROCUREMENT PLAN

PLEASE NOTE: The General Conditions of the Construction Manager “At Risk” Construction Contract (CO- 7CM) (“General Conditions”), have been created specifically for the use of agencies of the Commonwealth of Virginia, which may not alter any provisions without the express written approval of the Virginia Department of General Services (DGS), Division of Engineering and Buildings. The General Conditions have significant legal implications and shall not be altered or modified. Nothing in the General Conditions shall be amended or deleted or its intent changed, except by an approved and properly issued Supplemental General Conditions. The Commonwealth of Virginia makes no representation as to their suitability for any other purpose. Note:

Governmental entities not subject to DGS purview intending to modify the General Conditions for their use should consult with their legal counsel.

DEFINITIONS

Whenever used in the Contract Documents, the following terms have the meanings indicated, which are applicable to both the singular and plural variations thereof:

Agency: The Agency, institution, or department which is a party to the Contract. For purposes of the Contract, the term Owner shall include such Agency, whether or not the Agency owns the site or the building.

A/E Services: The entirety of the services required of the A/E pursuant to the A/E’s contract with the Owner for the Project.

Architect/Engineer (“A/E”): The Virginia licensed Architect or Engineer that contracts with the Owner to provide the A/E Services for the Project. The A/E is a separate contractor and not an agent of the Owner. The term includes any subcontractors, associates, or consultants employed by the A/E to assist in providing the A/E services.

As-Built Drawings: The As-Built Drawings is a set of all Drawings, Specifications, addenda, approved Shop and setting Drawings, Change Orders and other modifications which are updated by the Contractor throughout the performance of the Work to contemporaneously record all changes and variations made during construction. The representation of such variations shall be neatly and clearly marked in color and shall include such supplementary notes, symbols, legends, and details as may be necessary to clearly show the as-built construction of the Work.

Beneficial Occupancy: The time, following Substantial Completion, at which the Project or portion thereof, is sufficiently complete and systems operational such that the Owner could, after obtaining necessary approvals and certificates, occupy and utilize the space for its intended use. Guarantees and warranties applicable to that portion of the Work begin on the date the Owner accepts and occupies the Project, or a portion thereof, unless otherwise specified in the Supplemental General Conditions or by separate agreement.

Change Order: A document (CO-11) issued on or after the effective date of the Contract which is agreed to by the Construction Manager and approved by the Owner, and which authorizes an addition, deletion, or revision in the Work, including any adjustment in the Contract Price and/or the Contract Completion Date.

The term Change Order shall also include initiating and confirming Change Orders issued pursuant to Section 38(a)(3). A Change Order, once signed by all parties, is incorporated into and becomes a part of the Contract.

Code of Virginia: Code of Virginia (1950), as amended. Sections of the Code referred to herein are noted by § xx-xx.

Commissioner of Labor and Industry: The Commonwealth of Virginia Commissioner of Labor and Industry.

Construction: The term used to include new construction, reconstruction, renovation, restoration, major repair, demolition and all similar work upon buildings and ancillary facilities, including any draining, dredging, excavation, grading or similar work upon real property.

Construction Management Contingency or CM Contingency: The amount included in the GMP which shall be used for payment of the costs incurred for Work required for the Project but which was reasonably unforeseen at the time the GMP was developed and which actually increases the Cost of the Construction Work. Potential costs include, but are not necessarily limited to: refinements to the Plans or Specifications as a result of the continuing development of the design scope gaps between trade contractors; contract default by Subcontractors; and issues related to Site conditions which a reasonable and prudent CM would not have identified during the Part 1 Preconstruction Scope of Services required of the CM. The CM

Contingency is not intended to address the cost of Project scope changes requested by the Owner after the GMP was developed.

Costs which are paid from the CM Contingency shall be paid as a Cost of the Construction Work. The CM Contingency may be applied without the necessity of a Change Order, but only may be used with the prior review and written approval of the Owner. Use of a portion of the CM Contingency does not change the GMP, but does increase the compensation to be paid the CM for the Work while simultaneously and equally decreasing the amount of money remaining in the CM Contingency.

The Owner shall specify the procedure for the CM to request the use of any portion of the CM Contingency. The CM shall periodically report to the Owner as is mutually agreeable, but not less than monthly, specifying: the amount of the CM Contingency used, the reason for the expenditure, and the justifications for the use of the CM Contingency. All CM Contingency remaining at Project conclusion shall be retained by the Owner.

Construction Manager or CM: The Person or entity with whom the Owner enters into a Contract for the Work. The CM is “at risk” for providing the Work within the GMP. The Construction Manager is also at times called the Contractor in the Contract Documents and the Virginia Public Procurement Act.

Contract: The Contract between Owner and Construction Manager and the Contract Documents incorporated therein.

Contract Completion Date: The date by which the Work must achieve Substantial Completion. The Contract Completion Date is established in the Notice to Proceed, based on the Time for Completion, or set forth as a specific date in the Contract.

Contract Documents: The Contract and any documents expressly incorporated therein. Such incorporated documents customarily include the CM Proposal, the General Conditions, any Supplemental General Conditions, any Special Conditions, the Plans and the Specifications, and all modifications, including addenda, and subsequent Change Orders.

Contract Price: The total compensation payable to the CM for performing the Work in accordance with the Contract Documents, subject to modification by Change Order. Also known as the GMP, as defined below.

Contractor: The person or entity with whom the Owner has entered into the Contract for the Work. The term Contractor shall also mean the CM.

Cost of the Construction Work: The direct costs necessarily incurred for the proper performance of the Work, such as wages for labor, costs for material and equipment incorporated into the Work, Subcontract costs, tools consumed in the work, and temporary facilities and machinery used for the Work. Cost of the Construction Work also includes sales and use taxes for the Work. Cost of the Construction Work does not include the following: principal office overhead or general expenses; compensation for principal office personnel; capital expenses; costs incurred due to the CM’s negligence or breach of the Contract; costs for Part 1 preconstruction services; costs which would cause the GMP to be exceeded unless in a Change Order approved by Owner; costs covered by the Construction Manager’s Fee, the General Conditions Fee, the Insurance and Taxes Fee, or any unused CM Contingency; and any cost not expressly included in the definition of the Cost of the Construction Work.

Construction Manager’s Fee or CM Fee: The lump sum amount included in the GMP to compensate the CM for all costs of home office expenses, overhead, profit, and general management services for the Work and the Contract during Construction.

CPSM: The most current edition of the DEB Construction and Professional Services Manual, as amended and revised from time to time.

Critical Path: The longest continuous sequential duration of dependent activities from the Date of Commencement to the Contract Completion Date that defines the minimum overall time necessary to complete the Project, such that a delay of any activity along the Critical Path will result in a delay of the Contract Completion Date unless the duration of a subsequent activity on the Critical Path is reduced to offset the delay and maintain the Contract Completion Date.

Date of Commencement: The date as indicated in the written Notice to Proceed, the receipt of the earliest Building Permit, or a date mutually agreed to between the Owner and CM in writing, whichever is the latest.

Day: Calendar day unless otherwise noted.

DEB: Division of Engineering and Buildings, a division of the Commonwealth of Virginia Department of General Services.

Defective: An adjective which, when modifying the word Work, refers to Work that is unsatisfactory, faulty, deficient, does not conform to the Contract Documents or does not meet the requirements of inspections, standards, tests or approvals required by the Contract Documents, or Work that has been damaged prior to the A/E’s recommendation of Final Payment (unless responsibility for the protection thereof has been assumed by Owner at Substantial Completion or Beneficial Occupancy).

DGS: Virginia Department of General Services.

Drawing: A page or sheet of the Plans which presents a graphic representation, usually drawn to scale, showing the technical information, design, location, and dimensions of various elements of the Work. The graphic representations include, but are not limited to, plan views, elevations, transverse and longitudinal sections, large and small scale sections and details, isometrics, diagrams, schedules, tables and/or pictures.

DSBSD: Virginia Department of Small Business and Supplier Diversity.

Emergency: Any unforeseen situation, combination of circumstances, or a resulting state that poses imminent danger to health, life, or property.

Field Order: A written order issued by the A/E which clarifies or explains the Plans or Specifications, or any portion or detail thereof, without changing the design, the Contract Price, the Time for Completion or the Contract Completion Date.

Final Completion: Completion and full performance of all Work in accordance with the terms and requirements of the Contract Documents, including the completion of all items identified on punch lists generated through the inspections set forth in Section 44(b) and submission of all information, manuals, warranties, and documentation required by the Contract.

Final Completion Date: The date of the Owner’s acceptance of the Work following Final Completion.

Final Compliance Report: A report where the Contractor shall certify and report on its compliance with the Small Business Procurement Plan, submitted by the Contractor in its Bid for the Contract, to the Owner through DGS’ eVA system

Final Payment: The final payment that the CM receives pursuant to the applicable provisions of Section 36, except in the event no final payment is made due to termination of the Contract under either Sections 41 or 42. In the event of a termination for cause under Section 41, the Final Payment shall be when the termination became effective. In the event of a termination for convenience under Section 42, the Final Payment shall be either the payment of compensation for termination that the CM receives according to the provisions of Section 42(a), or the Owner’s determination that no compensation for termination is due the CM under Section 42(a), as the case may be.

Float: The excess time included in a construction schedule to accommodate such items as inclement weather and associated delays, equipment failures, and other such unscheduled events. It is the contingency time associated with a path or chain of activities and represents the amount of time by which the early finish date of an activity may be delayed without impacting the Critical Path and delaying the Contract Completion Date. Any difference in time between the CM’s approved early completion date and the Contract Completion Date shall be considered a part of the Float.

Float, Free: The time (in Days) by which an activity may be delayed or lengthened without impacting the start day of any successor activity.

Float, Total: The difference (in Days) between the maximum time available within which to perform an activity and the duration of an activity. It represents the time by which an activity may be delayed or lengthened without impacting the Contract Completion Date.

General Conditions: The General Conditions of the Construction Manager “At Risk” Construction Contract (CO-7CM).

General Conditions Fee: The lump sum amount included in the GMP as compensation to the CM for all costs for all of the following:

a. Project specific personnel for the general management of the Work, including the CM’s project manager, assistant project manager, superintendent, assistant superintendent, scheduler, security, administrative assistants, and quality and safety control personnel, including vehicles and transportation.

b. Mobilization and demobilization.

c. Project Site facilities, including Site offices, necessary temporary facilities for health and sanitation, signage, and other equipment to enable the completion of the Work not attributable to specific components of the Work.

d. Office equipment, furniture and supplies, Project computer and communication equipment and supplies, drawing/printing requirements, Project photographs, per diem costs, labor transportation, and Project specific overhead costs directly attributable to the general management of the Work.

e. Other expenses identified in the CM Proposal and agreed to by the Owner to be included in the General Conditions Fee.

Guaranteed Maximum Price or GMP: The GMP represents the maximum compensation to be paid to the CM for the Work and is calculated as the sum of the Cost of the Construction Work, the CM Contingency, the General Conditions Fee, the Insurance and Taxes Fee and the CM Fee.

Insurance and Taxes Fee: The compensation to the CM to cover all costs incurred by the CM to provide and maintain: the required Standard Performance Bond and Standard Labor and Material Payment Bond;

all insurance coverages required by the Contract Documents or by law, including but not limited to commercial general liability, professional liability, umbrella or excess, builder’s risk, and worker’s compensation; all federal, state and local business, income and license taxes. The Insurance and Taxes Fee shall be stated as a percentage of the Cost of the Construction Work.

Limited Renovation: Renovations that do not involve structural work (including, but not limited to, foundations, supports, beams, exterior roof supports, load bearing walls) and that do not involve Hot Work (as defined by the Virginia Statewide Fire Prevention Code) with the exception of brazing, soldering, and grinding.

Major Renovation: Renovations that do not meet the definition of Limited Renovation.

Notice: Notice required by the Contract shall be given in writing to the email address or physical delivery location identified in the Contract Documents for receipt of Notice by the receiving party. A Notice is deemed to have been properly given and effective at the time such Notice is: (i) deposited with a nationally recognized overnight delivery service using no more than two (2) business day delivery service for delivery to the Notice address; (ii) hand delivered to the Notice address; (iii) enclosed in a postage prepaid envelope addressed to the Notice address and delivered to a United States Postal Service for delivery by prepaid certified or registered mail; or (iv) sent via email to the email address identified for Notice in the Contract Documents.

Notice to Proceed: A written Notice given by the Owner to the CM fixing the date on which the Time for Completion will commence for the CM to begin the execution of the Work. The Notice to Proceed will identify the Contract Completion Date if not otherwise established by the Contract.

Owner: The public body with whom the CM has entered into the Contract for the Work. The term Owner shall also mean the Agency.

Part I Preconstruction Scope of Services: Those services which were, or reasonably should have been, provided and completed by the CM pursuant to the Contract Between Owner and Construction Manager at Risk For Part 1 – Preconstruction Services (CO-9 CM (1)).

Person: This term includes any individual, corporation, partnership, association, company, business, trust, joint venture, or other legal entity.

Plans: The term used to describe the group or set of Project-specific Drawings which are included in the Contract Documents.

Prevailing Wage Rate: Prevailing Wage Rate means that rate, amount, or level of wages, salaries, benefits and other remuneration prevailing for a classification of mechanics, laborers, or workers employed for the same work in the same trade, craft or occupation in the locality of the Project as determined by the Commissioner of Labor and Industry.

Project: The term used instead of the specific or proper assigned title of the entire undertaking which includes, but is not limited to, the Work and the A/E Services.

Project Inspector: One or more persons employed by the Owner to inspect the Work for the Owner and/or to document and maintain records of activities at the Site to the extent required by the Owner. The scope of the Project Inspector’s authority with respect to the Contractor is limited to that indicated in Section 16 (e) and (f) of the General Conditions and as supplemented by the Owner in writing to the Project Inspector and to the Contractor.

Project Manager: The Project Manager shall be the Owner’s designated representative on the Project.

The Project Manager shall be the person through whom the Owner generally conveys written decisions and instructions. All Notices to the Owner and all information required to be conveyed to the Owner shall be conveyed to the Project Manager unless otherwise stated in the Contract. The scope of the Project Manager’s authority is limited to that authorized by the Owner. The Owner may change the Project Manager from time to time and may, in the event that the Project Manager is absent, disabled or otherwise temporarily unable to fulfill their duties, appoint an interim Project Manager.

Provide: Shall mean furnish and install ready for its intended use.

Record Drawings: Record Drawings are a final compilation set of drawings showing the “as built” condition of the Work, including all conditions, locations, and dimensions based on the As-Built Drawings.

The Record Drawings shall contain the Plans, Specification, Addenda, approved Shop Drawings, and any other information needed to show the final condition of the work, actual location of piping and utilities, the depths of pilings or caissons if pilings or caissons were in the construction, and the integration of all Change Orders to the Work.

Recycled: Equipment, materials, and accessories which have been previously used and that have been processed to form a new product deemed an equal per Section 26.b.

Service Disabled Veteran-Owned Business: A business that meets the definition of “Service disabled veteran business” as set forth in Code of Virginia, § 2.2-4310.

Schedule of Values: That portion of Form CO-12 prepared by the CM and acceptable to the Owner which indicates the portion of the Contract Price to be paid for each trade or major component of the Work.

Shop Drawings: The drawings, diagrams, illustrations, schedules, installation, descriptions, and other data prepared by or for the CM to provide detailed information for the fabrication, location, erection, installation, connection, and methodology associated with the Work. Shop Drawings are intended to aid in the preparation and installation of materials and to ascertain that the materials proposed by the CM conform to the requirements of the Contract Documents.

Site: The location at which the Work is performed or is to be performed.

Small Business: A business certified as a small business by the DSBSD.

Small Business Procurement Plan: The proposed type and percentage of small business participation in the Total Base Bid Amount submitted by the CM as part of its Bid.

Special Conditions: That part of the Contract Documents which describes special or additional requirements or procedures applicable to the Project. The Special Conditions do not amend or supersede the General Conditions.

Specifications: That part of the Contract Documents containing the written administrative requirements and the technical descriptions of materials, equipment, construction systems, standards, and workmanship for the Work.

Subcontractor: A person or firm having a direct contract with CM or with any other Subcontractor for the performance of the Work. Subcontractor includes any person or firm who provides on-Site labor but does not include a Supplier.

Submittals: All Shop, fabrication, setting and installation drawings, diagrams, illustrations, schedules, samples, and other data required by the Contract Documents which are specifically prepared by or for the CM to illustrate some portion of the Work and all illustrations, brochures, standard schedules, performance charts, instructions, diagrams and other information prepared by a Supplier and submitted by the CM to illustrate material or equipment conformance of some portion of the Work with the requirements of the Contract Documents. Submittal as used herein includes Shop Drawings.

Substantial Completion: The stage in the progress of the Work at which the Owner agrees that the Work, or a specific portion thereof, is sufficiently complete, in accordance with the Contract Documents, so that it can be utilized by the Owner for the purposes for which it was intended. The Owner at its sole discretion may, after obtaining the necessary approvals and certificates, take Beneficial Occupancy at this time or choose to wait to occupy until after Final Completion is achieved.

Supplemental General Conditions: An amendment or modification which amends or supplements the General Conditions.

Supplier: A manufacturer, fabricator, distributor, supplier, or vendor who provides material or equipment for the Project but does not provide on-Site labor.

SWaM/SDV Business: All subcategories of Small Businesses certified by the DSBSD including Micro Business, Minority-Owned Business, Service-Disabled Veteran-Owned Business, Small Business, and/or Women-Owned Business together as a group.

Time for Completion: The number of consecutive Days following the Date of Commencement within which the CM must achieve Substantial Completion of the Work in accordance with the Contract Documents.

Underground Facilities: All pipelines, conduits, ducts, cables, wires, manholes, vaults, tanks, tunnels or other such facilities or attachments, and any encasements containing such facilities which are or have been installed underground to furnish any of the following services or materials: electricity, gases, steam, liquid petroleum products, telephone or other communications, cable television, sewage and drainage removal, traffic or other control systems or water.

Unit Rate General Conditions Fee: A unit rate which states the General Conditions Fee as a daily rate to be used in the event the Contract Completion Date is modified to accommodate a major change in the Work.

VUSBC: Virginia Uniform Statewide Building Code.

Work: The construction and services required by the Contract Documents, whether completed or partially completed, including, but not limited to, furnishing labor, furnishing, and incorporating materials and equipment into the Construction. The Work includes the entire completed Construction, or the various separately identifiable parts thereof, required to be provided under the Contract Documents or which may reasonably be expected to be provided as part of a complete, code compliant and functioning system for those systems depicted in the Plans and Specifications, including those items and components which were or reasonably should have been identified as part of the Work by the CM as part of its Part I Preconstruction Scope of Services.

CONTRACT DOCUMENTS

The Contract Documents consist of the Contract and all other documents identified therein as Contract Documents as more precisely defined above.

LAWS AND REGULATIONS

a. The CM shall comply with the Virginia Uniform Statewide Building Code and all laws, ordinances, rules, regulations and lawful orders of any public authority bearing on the performance of the Work and shall give all notices required thereby. The CM shall assure that all Subcontractors and tradespeople who perform Work on the Project are properly licensed by the Department of Professional and Occupational Regulation as required by Title 54.1, Chapter 11, and Article 1 of the Code of Virginia and by applicable regulations.

b. This Contract and all other contracts and Subcontracts are subject to the provisions of Article 3, Chapter 4, Title 40.1, Code of Virginia, relating to labor unions and the “right to work.” The CM and its Subcontractors, whether residents or nonresidents of the Commonwealth, who perform any Work related to the Project shall comply with all of the said provisions.

c. IMMIGRATION REFORM AND CONTROL ACT OF 1986: By signing this Contract, the CM certifies that it does not and shall not during the performance of this Contract knowingly employ an unauthorized alien as defined in the Federal Immigration Reform and Control Act of 1986, or otherwise violate its provisions.

d. E-VERIFY PROGRAM: Pursuant to Code of Virginia, § 2.2-4308.2, any employer with more than an average of 50 employees for the previous 12 months entering into a contract in excess of $50,000 with any agency of the Commonwealth to perform work or provide services pursuant to such contract shall register and participate in the E-Verify program to verify information and work authorization of its newly hired employees performing work pursuant to such public contract.

Any such employer who fails to comply with these provisions may be debarred from contracting with any agency of the Commonwealth for a period up to one year. Such debarment may cease upon the employer’s registration and participation in the E-Verify program. If requested, the employer shall present a copy of their Maintain Company page from E-Verify to prove that they are enrolled in E-Verify.

e. In performing the Work under this Contract, the CM shall comply with the provisions of all rules and regulations governing safety as adopted by the Safety Codes Commission of the Commonwealth of Virginia and as issued by the Department of Labor and Industry under Title

40.1 of the Code of Virginia. Inspectors from the Department of Labor and Industry shall be granted access to the Work for inspection without first obtaining a search or administrative warrant.

f. Building Permit: Because this Project is on Commonwealth of Virginia property, codes or zoning ordinances of local political subdivisions do not apply to Work at the Site. The VUSBC applies to the Work and is administered by the Building Official for State-owned buildings and real property.

The Building Permit will be obtained and paid for by the Owner. All other permits, local license fees, business fees, taxes, or similar assessments imposed by the appropriate political subdivision and the Department of Environmental Quality shall be obtained and paid for by the CM. See Section 25 of these General Conditions for utility connection fees and services.

g. The CM shall include in each of its Subcontracts a provision requiring each Subcontractor to include or otherwise be subject to the same payment and interest requirements in Subsections (a), (b), and (c) of Section 37 of these General Conditions with respect to each lower-tier Subcontractor and Supplier.

h. The CM, if not licensed as an asbestos abatement contractor in accordance with Code of Virginia, § 54.1-514, shall have all asbestos-related Work performed by Subcontractors who are duly licensed as asbestos contractors for the Work required.

i. Lead Based Paint Activities: If the Contract Documents indicate that lead based paint is present on existing materials, components, or surfaces, the CM shall conform to the following:

1. The requirements set forth in 40 CFR 745.233 – Lead Based Paint Activities Requirements in selecting and performing the means, methods, and procedures for performing the Work. This includes, but is not limited to, training of personnel, lead abatement, encapsulation of lead containing materials, removal, and handling of lead containing materials, and methods of disposal.

2. The requirements for employee protection contained in 29 CFR Part 1926, Subpart D, and the requirements for record-keeping contained in 29 CFR Part 1910.

3. The Virginia Department of Labor and Industry’s (DLI) Regulation Concerning Certified

Lead Contractors Notification, Lead Project Permits and Permit Fees published in the Virginia Administrative Code, 16 VAC 25-35, requiring, among other things, that a permit be issued to the lead abatement contractor, or any subsequent regulation issued by DLI pertaining to lead based paint abatement.

j. If the CM violates laws or regulations that govern the Project, the CM shall take prompt action to correct or abate such violation and shall indemnify and hold the Owner harmless against any fines and/or penalties that result from such violation. The CM also shall indemnify and hold the Owner harmless against any third-party claims, suits, awards, actions, causes of action or judgments, including but not limited to attorney’s fees and costs incurred thereunder, that arise or result from CM’s violation of laws or regulations.

k. If the Work includes any land disturbing activities, the CM shall have on-Site an individual certified by the Department of Environmental Quality as a Responsible Land Disturber in accordance with Code of Virginia, § 62.1-44.15:51.

l. Unless otherwise specified in the Supplemental General Conditions, the CM is neither required nor prohibited from entering into or adhering to agreements with one or more labor organizations, or otherwise discriminating against Subcontractors for becoming or refusing to become, or remaining signatories to or otherwise adhering to, agreements with one or more labor organizations. This section does not prohibit CM or Subcontractors from voluntarily entering into agreements with one or more labor organizations. Both the Agency and CM are entitled to injunctive relief to prevent any violation of this section.

This section does not apply to any public-private agreement for any construction in which the private body, as a condition of its investment or partnership with the state agency, requires that the private body have the right to control its labor relations policy and perform all work associated with such investment or partnership in compliance with all collective bargaining agreements to which the private party is a signatory and is thus legally bound with its own employees and the employees of its contractors and subcontractors in any manner permitted by the National Labor Relations Act, 29 U.S.C. § 151 et seq., or the Railway Labor Act, 45 U.S.C. § 151 et seq.

This section does not prohibit an employer or any other person covered by the National Labor Relations Act or the Railway Labor Act from entering into agreements or engaging in any other activity protected by law.

This section shall not be interpreted to interfere with the labor relations of persons covered by the National Labor Relations Act or the Railway Labor Act.

m. Payment of Prevailing Wages Pursuant to Virginia Code 2.2-4321.3

Code of Virginia § 2.2-4321.3 and the following requirements shall be applicable to the Work of the Contract if the Contract Price is greater than $250,000.00:

1. The CM agrees that all remuneration to any individual providing labor for the Project or the Work as a mechanic, laborer, worker or equivalent shall be paid at a rate not less than the Prevailing Wage Rate beginning upon the individual’s first day of work at or for the Project.

2. Upon award of the Contract, the CM shall certify, under oath, to the Commissioner of Labor and Industry the pay scale for each craft and trade to be employed for, or to provide labor for, the Project or the Work by the CM and any Subcontractors. The CM’s certification shall include all information required by Code of Virginia § 2.2-4321.3(G).

The CM shall provide a copy of this certification to the Owner at the time it is provided to the Commissioner of Labor and Industry.

3. The CM shall ensure that each individual providing labor as a mechanic, laborer, worker or equivalent shall be accurately classified in conformance with the Prevailing Wage Rate determinations.

4. The CM and all Subcontractors shall keep, maintain, and preserve all records relating to the occupation, work classification, wages paid to and hours worked for each individual providing labor for the Project or the Work as a mechanic, laborer, worker or equivalent in a manner which complies with the requirements of Code of Virginia § 2.2-4321.3(H).

The CM and all Subcontractors shall retain these and any other required payroll records for the period required by Code of Virginia § 2.2-4321.3(H). The CM and its Subcontractors shall make available to the Owner all records required by Code of Virginia § 2.2-4321.3(H) for inspection and copying within five (5) days of Owner’s request.

5. The CM and all Subcontractors shall post all Prevailing Wage Rates applicable to the Project and the Work in a prominent and easily accessible place at the Site. The CM and all Subcontractors shall timely make all postings, updates to postings, and certification required by Code of Virginia § 2.2-4321.3(I). The CM shall provide the Owner with a copy of each certification made to the Commissioner of Labor and Industry pursuant to Code of Virginia § 2.2-4321.3(I) at the time the certification is provided to the Commissioner of Labor and Industry.

6. The CM shall indemnify and hold harmless the Owner from any fines, demands, claims, suits and damages, including any attorney’s fees incurred by the Owner, resulting from or relating to the CM’s or any Subcontractor’s failure to pay the Prevailing Wage to a mechanic, laborer, worker or equivalent individual or to comply with the requirements of Code of Virginia § 2.2-4321.3.

n. Code of Virginia, § 2.2-4376.2 shall be applicable to the Work of the Contract.

NONDISCRIMINATION

a. CM shall comply with the Federal Civil Rights Act of 1964, as amended, the Virginia Fair

Employment Contracting Act of 1975, as amended, the Virginia Human Rights Act, as amended, and the laws of the Commonwealth of Virginia and all Executive Orders in effect at the time of the Work which safeguard individuals from unlawful discrimination in employment.

b. Code of Virginia § 2.2-4311 and executive orders currently in effect shall be applicable to the

Work of the Contract. During the performance of this Contract, the CM agrees as follows:

1. The CM shall not discriminate against any employee or applicant for employment, subcontracting, and delivery of goods and services because of race, religion, color, sex, national origin, age, disability, or other basis prohibited by state law or executive order relating to discrimination in employment, except where there is a bona fide occupational qualification reasonably necessary to the normal operation of the contractor. The CM agrees to post in conspicuous places, available to employees and applicants for employment, notices setting forth the provisions of this nondiscrimination clause.

2. The CM, in all solicitations or advertisements for employees placed by or on behalf of the contractor, will state that such CM is an equal opportunity employer.

3. Notices, advertisements and solicitations placed in accordance with federal law, rule or regulation shall be deemed sufficient for the purpose of meeting the requirements of this section.

4. The CM shall include the provisions of the foregoing subparagraphs 1, 2 and 3 in every

Subcontract or purchase order over $10,000, so that the provisions will be binding upon each Subcontractor and Supplier.

c. Code of Virginia, § 2.2-4201 shall be applicable to the Work of the Contract. During the performance of this Contract, the CM agrees as follows:

1. The CM shall not discriminate against any employee or applicant for employment because of race, religion, color, sex, or national origin, except where religion, sex or national origin is a bona fide occupational qualification reasonably necessary to the normal operation of the CM. The CM shall post in conspicuous places, available to employees and applicants for employment, notices setting forth the provisions of this nondiscrimination clause, including the names of all contracting agencies with which the CM has contracts over $10,000.

2. The CM will, in all solicitations or advertisements for employees placed by or on behalf of the CM, state that CM is an equal opportunity employer. However, notices, advertisements and solicitations placed in accordance with federal law, rule or regulation shall be deemed sufficient for the purpose of meeting the requirements of this chapter

3. If the CM employs more than five (5) employees, the Contractor shall: (i) provide annual training on the CM’s sexual harassment policy to all CM’s supervisors and employees providing services in the Commonwealth of Virginia, except such supervisors or employees who are required to complete sexual harassment training provided by the Commonwealth of Virginia Department of Human Resource Management; and (ii) post the CM's sexual harassment policy in: (a) a conspicuous public place in each building located in the Commonwealth that the CM owns or leases for business purposes; and (b) the CM's employee handbook.

4. The CM shall include the provisions of the foregoing subparagraph 1, 2 and 3 in every

Subcontract and purchase order over $10,000, so that the provisions will be binding upon each Subcontractor and Supplier.

d. Where applicable, the Virginians with Disabilities Act and the federal Americans with Disabilities

Act shall apply to the CM and all Subcontractors and Suppliers.

e. The Owner does not discriminate against faith-based organizations as defined in Code of Virginia

§ 2.2-4343.1(B).

PROHIBITION OF ALCOHOL AND OTHER DRUGS

a. The CM shall establish a written policy to maintain and enforce a drug-free workplace, to specify actions that will be taken against persons for violations of the policy, and to require that such policy be binding on each of its employees, Subcontractors, and Suppliers performing Work of the Contract.

b. The CM’s policy shall prohibit the following acts by all CM, Subcontractor, and Supplier personnel at the Site:

1. The manufacture, distribution, dispensation, possession, or use of a controlled substance or marijuana, except possession and medically prescribed use of prescription drugs; and

2. The impairment of judgment or physical abilities due to the use of a controlled substance or marijuana, including impairment from prescription drugs.

c. The CM shall post a copy of this policy in a conspicuous place at the Site and assure that all personnel, including potential hires, are advised of the policy. A violation of this policy will be recognized as a breach of Contract and may result in termination of the Contract.

d. The CM shall include in all solicitations or advertisements for employees placed by or on behalf of the CM that the CM maintains a drug-free workplace.

e. The CM shall include the foregoing provisions as binding upon each Subcontractor and Supplier in every subcontract or purchase order over $10,000.

f. For the purposes of this section, “drug-free workplace” means a site for the performance of work done in connection with a specific contract awarded to a CM in accordance with this chapter, the employees of whom are prohibited from engaging in the unlawful manufacture, sale, distribution, dispensation, possession or use of any controlled substance or marijuana during the performance of the contract.

TIME FOR COMPLETION

a. The CM shall achieve Substantial Completion on or before the Contract Completion Date. Unless otherwise specified, the CM shall achieve Final Completion within thirty (30) Days after the Contract Completion Date.

b. The CM acknowledges and agrees that the Owner is relying upon the Time for Completion and

Contract Completion Date for planning the use and Beneficial Occupancy of the Work and for all other purposes. If the CM fails to achieve Substantial Completion by the Contract Completion Date, the CM shall be subject to payment of actual damages incurred by the Owner or liquidated damages, if provided for in the Contract.

c. The CM, in submitting its bid or proposal, acknowledges that the Time for Completion is a reasonable duration and period for performing the Work and that it has taken into consideration normal weather conditions for the period of performance. Normal weather does not mean statistically average weather, but rather means a range of weather patterns which might be anticipated based on weather conditions and events for the past ten (10) years. Normal weather conditions shall be determined from the public historical records available, including the U.S.

Department of Commerce, Local Climatological Data Sheets, National Oceanic and Atmospheric Administration / Environmental Data and Information Service, National Climatic Center and National Weather Service. The data sheets to be used shall be those for the locality or localities closest to the Site. No additional compensation, costs, or damages will be paid to the CM because of normal weather conditions, including normal adverse weather to be anticipated during the Project. An extension of time for abnormal adverse weather conditions which directly impact the Work will be considered by the Owner upon under the following conditions, all of which must be strictly complied with and demonstrated by the CM:

1. A request for extension of time-based on abnormal adverse weather conditions must be made in writing within fourteen (14) Days of the completion of the calendar month during which the abnormal adverse weather conditions impacted the Work at the Site.

The request for additional time shall be substantiated by weather data collected during the period of delay at the Site. Said data must demonstrate an actual departure from weather conditions that could have been anticipated at the Site during the dates in question.

2. The abnormal adverse weather must have caused a delay to the Contract Completion Date as a result of a delay to the Critical Path as depicted on the accepted “critical path method” schedule or the approved bar graph schedule current at the time of the weather event. No extension will be considered for any portion of any delay which consumes only Float.

3. All of the evidence and data supporting the request (including both historical data and the recordings at the Site during the time of delay) must be furnished to the Owner before the end of the calendar month following the month for which the request is made.

Compliance with the requirements of this section is a condition precedent to the CM’s entitlement to any change or adjustment to the Contract Completion Date for impacts from abnormal weather conditions.

d. The CM’s execution of the Contract is a representation and agreement that the CM has visited the

Site and reviewed the requirements of the bid documents, the Contract Documents, local conditions, availability of materials, equipment, and labor, the reasonable time required for the Owner to respond to Submittals, and any other factors which may affect the performance of the Work, and has taken all these factors into consideration in submitting its bid and executing this Contract.

CONDITIONS AT SITE

a. The CM shall have visited the Site prior to bidding or submitting its proposal and is totally responsible for having ascertained pertinent local conditions such as location, accessibility and general character of the Site, and the character and extent of existing conditions, improvements and work within or adjacent to the Site. The CM shall not submit any claims or any request for adjustments of the Contract Price or Contract Completion Date which result from its failure to consider such conditions.

b. If in the performance of the Work the CM encounters (i) hidden physical conditions of a building being modified which are materially different from those ordinarily encountered or generally recognized as inherent in the activities being performed or (ii) subsurface or concealed latent conditions which are materially different from those frequently present in the locality or from those indicated in the Contract Documents, the CM shall promptly provide Notice to the Owner and A/E before the conditions are disturbed and not later than seven (7) Days after discovery. The A/E shall promptly review the conditions and propose such changes or adjustments, if any, in the Contract Documents that may be necessary to address the conditions. The CM must request any change in the Contract Price or Contract Completion Date for such conditions pursuant to the applicable requirements in Sections 38, 39 and 43 of these General Conditions. Compliance with the requirements of this section is a condition precedent to the CM’s entitlement to any change or adjustment in the Contract Price or Contract Completion Date as a result of such Site conditions.

c. If the CM, during the course of the Work, observes the existence of any material which it knows, should know, or has reason to believe is hazardous to human health, the CM shall promptly notify the Owner in writing before the material is disturbed further or the affected work is performed.

The Owner will provide the CM with instructions regarding the disposition of the material. The CM shall not perform any Work involving the material or any Work causing the material to be less accessible prior to receipt of special instructions from the Owner. The CM must request any change in the Contract Price or Contract Completion Date for such conditions pursuant to the applicable requirements in Sections 38, 39 and 43 of these General Conditions. Compliance with the requirements of this section is a condition precedent to the CM’s entitlement to any change or adjustment in the Contract Price or Contract Completion Date as a result of such Site conditions.

CONTRACT SECURITY

a. For contracts with a value exceeding Five Hundred Thousand Dollars ($500,000) or as required by the Owner on the CO-9CM(2) or CO-9CM(ER) as applicable, the CM shall deliver to the Owner or its designated representative, a Commonwealth of Virginia Standard Performance Bond, DGS- 30-084 (CO-10) and a Commonwealth of Virginia Standard Labor and Material Payment Bond, DGS-30-088 (CO-10.1), each fully executed by the CM and one or more surety companies legally licensed to do business in Virginia and each in an amount equal to one hundred percent (100%) of the Contract Price. If more than one Surety executes a bond, each shall be jointly and severally liable to the Owner for the entire amount of the bond. Sureties shall be selected by the CM, subject to approval by the Owner. No payment on the Contract shall be due and payable to the CM until the bonds have been approved by the Owner and the Office of the Attorney General of Virginia. To facilitate review of the bonds by the Office of the Attorney General, the power of attorney from the surety company to its agent who executes the bond shall be attached to the bond, or, if not so attached, prior to the execution of the bonds by the surety, recorded in the Office of the Clerk of Court for the City of Richmond, Virginia, at the John Marshall Court Building, 400 North Ninth Street, Richmond, VA 23219.

b. For the purposes of all Standard Labor and Material Payment Bonds entered into, the term

“subcontractors” as used in Code of Virginia, § 2.2-4337(A)(2) is interpreted to mean any…