F08SOL00054.doc

SOLICITATION, OFFER,

AND AWARD

(Construction, Alteration, or Repair)

1. SOLICITATION NO.

F08SOL00054

2. TYPE OF SOLICITATION

FORMCHECKBOX

SEALED BID (IFB)

FORMCHECKBOX

NEGOTIATED (RFP)

3. DATE ISSUED

08/19/2008

PAGE OF PAGES

IMPORTANT - The “offer” section on the reverse must be fully completed by offeror.

4. CONTRACT NO.

5. REQUISITION/PURCHASE REQUEST NO.

31253

6. PROJECT NO.

OFEO/NZP 0633122

Smithsonian Institution

PO Box 37012 Office of Contracting

MRC 1200, CCB 350

Washington, DC 20013-7012

Smithsonian Institution OCon&PPM

2011 Crystal Drive, Suite 350

Arlington, VA 22202

9. FOR INFORMATION

CALL:

Jasmine Price B. TELEPHONE NO. (Include area code) (NO COLLECT CALLS)

202-633-7284

SOLICITATION

NOTE: In sealed bid solicitations “offer” and “offeror” mean “bid” and “bidder”.

10. THE GOVERNMENT REQUIRES PERFORMANCE OF THE WORK DESCRIBED IN THESE DOCUMENTS (Title, identifying no., date):

THE SCHEDULE

Statement of Work The Successful Offeror shall provide all supervision, labor, materials, and equipment needed to replace existing water and add supplemental voice/data raceways from the Veterinary Hospital valve to the Great Ape House (Phase II) at the National Zoological Park located at 3000 Connecticut Ave, NW, Washington, DC as indicated on the Construction Documents.

This procurement is UNRESTRICTED

This short description shall not in any way be construed as a limitation of the contractor’s obligation to comply with the contract specifications.

ESTIMATED PRICE RANGE IS BETWEEN $1,000,000 AND $5,000,000.

11. The Contractor shall begin performance within 7 calendar days and complete it within 300 calendar days after receiving

FORMCHECKBOX

award, FORMCHECKBOX notice to proceed. This performance period is FORMCHECKBOX mandatory, FORMCHECKBOX negotiable. (See )

12A. THE CONTRACTOR MUST FURNISH ANY REQUIRED PERFORMANCE AND PAYMENT BONDS?

(If “YES,” indicate within how many calendar days after award in Item 12B.)

FORMCHECKBOX

YES

FORMCHECKBOX

NO 100% performance and 100% payment

12B. CALENDAR DAYS

13. ADDITIONAL SOLICITATION REQUIREMENTS:

A.

Sealed offers in original and 4 copies to perform the work required are due at the place specified in Item 8 by 3:00 pm (hour) local time 09/18/2008 (date). If this is a sealed bid solicitation, offers will be publicly opened at that time. Sealed envelopes containing offers shall be marked to show the offeror’s name and address, the solicitation number, and the date and time offers are due.

B.

An offer guarantee FORMCHECKBOX is FORMCHECKBOX is not required.

C.

All offers are subject to the (1) work requirements, and (2) other provisions and clauses incorporated in the solicitation in full text or by reference.

D.

Offers providing less than 60 calendar days for Government acceptance after the date offers are due will not be considered and will be rejected.

STANDARD FORM 1442 (Rev. 4-85

Prescribed by GSA

FAR (48 CFR) 53.236-1(e)

53.301-1442 FEDERAL ACQUISITION REGULATION (FAR)

OFFER (Must be fully completed by offeror)

16. REMITTANCE ADDRESS (Include only if different than Item 14)

CODE

FACILITY CODE

17. The offeror agrees to perform the work required at the prices specified below in strict accordance with the terms of this solicitation, if this offer is accepted by the

Government in writing within calendar days after the date offers are due. (Insert any number equal to or greater than the minimum requirement stated in Item 13D.

Failure to insert any number means the offeror accepts the minimum in Item 13D.)

AMOUNTS (

18. The offeror agrees to furnish any required performance and payment bonds.

19. ACKNOWLEDGMENT OF AMENDMENTS

(The offeror acknowledges receipt of amendments to the solicitation - give number and date of each)

AMENDMENT NO.

DATE

20A. NAME AND TITLE OF PERSON AUTHORIZED TO SIGN OFFER

(Type or print)

AWARD (To be completed by Government)

21. ITEMS ACCEPTED:

22. AMOUNT

23. ACCOUNTING AND APPROPRIATION DATA

24. SUBMIT INVOICES TO ADDRESS SHOWN IN

(4 copies unless otherwise specified)

25. OTHER THAN FULL AND OPEN COMPETITION PURSUANT TO

FORMCHECKBOX

10 U.S.C. 2304(c) ( )

FORMCHECKBOX

41 U.S.C. 253(c) ( )

27. PAYMENT WILL BE MADE BY

CONTRACTING OFFICER WILL COMPLETE ITEM 28 OR 29 AS APPLICABLE

FORMCHECKBOX

28. NEGOTIATED AGREEMENT (Contractor is required to sign this document and return 3 copies to issuing office.) Contractor agrees to furnish and deliver all items or perform all work requirements identified on this form and any continuation sheets for the consideration stated in this contract. The rights and obligations of the parties to this contract shall be governed by (a) this contact award, (b) the solicitation, and (c) the clauses, representations, certifications, and specifications incorporated by reference in or attached to this contract.

FORMCHECKBOX

29. AWARD (Contractor is not required to sign this document.) Your offer on this solicitation is hereby accepted as to the items listed. This award consummates the contract, which consists of (a) the Government solicitation and your offer, and (b) this contract award. No further contractual document is necessary.

30A. NAME AND TITLE OF CONTRACTOR OR PERSON AUTHORIZED

TO SIGN (Type or print)

31A. NAME OF CONTRACTING OFFICER (Type or print)

31B. UNITED STATES OF AMERICA

BY

31C. AWARD

DATE

Solicitation No. F08SOL00054 OFEO/NZP Project NO. 0633122

Supplies or Services and Prices/Costs.

BASE BID

All costs in connection with replacing existing water and add supplemental voice/data raceways from the Veterinary Hospital valve to the Great Ape House complete as shown on contract drawings and as specified.

Total Base Bid

B-1

Solicitation No. F08SOL00054

OFEO/NZP Project NO. 0633122

NOTES TO BIDDERS

Award will be made to the Offeror whose proposal represents the best value to the Smithsonian, considering the evaluation criteria and the requirements of the solicitation.

It shall be the responsibility of the contractor to immediately notify the Smithsonian Institution, if the target dates and proposed packages of work described herein adversely effect the Contractor’s Critical Path Schedule for the final completion date of this project (300 calendar days from the Notice to Proceed). Contractors may propose an alternate schedule which illustrates the completion of the project in advance of the completion date.

This solicitation neither commits the Smithsonian Institution to pay any proposal preparation costs nor obligates the Smithsonian to procure or contract for construction or any other services. It shall not be construed as authorization to proceed with or be reimbursed for any of the costs for any of the work specified herein.

Availability of Funds

Based on available funding, the Smithsonian may elect to award this project over multiple fiscal years.

Tour of Site

Offers may attend a pre-proposal meeting to be conducted at the site. Offerors who are interested in a tour of the site after the pre-proposal meeting must contact the Resident Engineer, Marc Muller @ 202.633.4410 and/or by e-mail at mullerm@si.edu. The proposed project work site is not open to the general public and all site visits must be prescheduled. Offerors should make arrangement to visit the site to familiarize themselves with the conditions as specified in the drawings and specifications. Offerors are encouraged to inspect the site prior to submitting a proposal, as information concerning the site may be useful in preparing offers. Failure to visit the site will not constitute a basis for a claim for change in or differing the site conditions, when visiting the site would have provided the Offeror an opportunity to compare the physical site against the drawings and specifications.

Availability of Documents

Offerors my obtain Drawings and Specifications for OFEO/NZP Project No. 0633122 on the following link: https://order.e-arc.com/arcEOC/PWELL_Main.asp?mem=34 (Click on the Go button under Public Plan room on the left under “Login to Your Account” (no login required for the Public Planroom).

Significant questions pertaining to this solicitation must be submitted in writing. Written questions will be entertained through Wednesday, September 3, 2008. All questions having impact on the solicitation will be awarded and issued to all vendors in the form of an Amendment.

Solicitation No. F08SOL00054 OFEO/NZP Project No. 0633122

SECTION C – DESCRIPTION/SPECIFICATIONS/STATEMENT OF WORK

It is the intention of the Smithsonian Institution to continue with the Second Phase of a five year program at the Smithsonian’s National Zoological Park (SNZP) to Replace the Facilities Water Service and Utilities. Under the second phase of this project SI will replace existing water and add supplemental voice/data raceways from the Veterinary Hospital valve installed as part of Phase I to the Great Ape House. Work shall also include installation of new fire hydrants, connection of firm protection piping to existing building services and cutting and capping several existing water supply lines. At the completion of Phase II, the new supply line shall run from the Phase I Adams Mill connection to the Great Ape House. All work in Phase II has been detailed on the contract documents.

Provide all materials, equipment, labor and supervision necessary to complete the project entitled “Replace Water Main to Lower Zoo” for the Smithsonian Institution’s National Zoological Park located at 3000 Connecticut Avenue, NW, Washington, DC 20008

The Work includes, but is not limited to, all work specified on the drawings and in Divisions One through Sixteen of the specifications.

SECTION D – PACKAGING AND MARKING

N/A

SECTION E – INSPECTION AND ACCEPTANCE

In accordance with (IAW) Smithsonian Institution construction Contract Clauses (Fixed Price) OCON Form 6

SECTION F – DELIVERIES OR PERFORMANCE

IAW Smithsonian Institution Construction Contract Clauses (FIXED Price) OCON Form 6

SECTION G – CONTRACT ADMINISTRATION

IAW Smithsonian Institution Construction Contract Clauses (FIXED Price) OCON Form 6

SECTION H – SPECIAL CONTRACT REQUIREMENTS

See Specifications for OFEO/NZP Project No. 0633122, Replace Water Main to Lower Zoo, dated July 18, 2008.

SECTION I – CONTRACT CLAUSES

Smithsonian Institution Construction Contract Clauses (FIXED price) OCON Form 6

CONSTRUCTION CONTRACT CLAUSES (FIXED PRICE) TABLE OF CONTENTS

CLAUSES INCORPORATED BY REFERENCE. This contract incorporates many clauses by reference with the same force and effect as if they were given in full text. Upon request, the Contracting Officer will make their full text available. The full text of a clause may be accessed electronically at www.arnet.gov/far

CLAUSE NO.

TITLE

PAGE NO.

GENERAL

1.

SI

Definition (Apr 1988)…………………………………

2.

Contracting Officer’s Technical Representative……...

3.

Information, Services and Rights the Smithsonian…...

1-2

4.

Use of the Smithsonian Name………………………...

5.

Notice of Deviation in Clauses………………………..

6.

Specialist………………………………………………

7.

Subcontractors………………………………………….

3-5

8.

GSAR 552.210-71

Standard References…………………………………...

5-6

9.

FAR 52.204-4

Printing/Copying Double-Sided on Recycled Paper…..

10.

FAR 52.204-6

Data Universal Numbering System (DUNS) Number...

11.

FAR 52.236-8

Other Contracts

12.

FAR 52.236-7

Permits and Responsibilities…………………………...

13.

FAR 52.253-1

Computer Generated Forms……………………………

STANDARDS OF CONDUCT

14.

FAR 52.203-3

Gratuities………………………………………………..

15.

FAR 52.203-5

Covenant Against Contingent Fees……………………..

16.

FAR 52.2203-8

Cancellation, Rescission, and Recovery of Funds for

Illegal or Improper Activity…………………………..

17.

FAR 52.203-10

Price of Fee Adjustment for Illegal or Improper Activity

18.

FAR 52.203-11

Certification and Disclosure Regarding………………..

Payments to Influence Certain Federal Transactions…

19.

FAR 52.203-12

Limitation on Payments to Influence Certain Federal

Transactions…………………………………………..

BONDS AND INSURANCE

20.

FAR 52.228-1

Bid Guarantee…………………………………………...

21.

Bid Guarantee and Bonds……………………………….

7-8

22.

FAR 52.228-2

Additional Bond Security……………………………….

23.

FAR 52.228-5

Insurance – Work on a Government Installation………..

24.

FAR 52.228-11

Pledges of Assets………………………………………..

BONDS AND INSURANCE (Con’t)

25.

Contractor’s Liability Insurance………………………...

8-10

26.

Contractor’s Property Insurance………………………...

10-11

27.

Insurance………………………………………………...

CONSTRUCTION CONTRAT CLAUSES (FIXED PRICE) – TABLE OF CONTENTS

OCon Form 6

Page i of vi

SITE CONDITIONS

28.

FAR 52.236-2

Differing Site Conditions……………………………….

29.

Calculations of Equitable Adjustment for Differing

Site Conditions………………………………………..

30.

FAR 52.236-3

Site Investigation and Conditions Affecting the Work…

31.

GSAR 552.236-76

Measurements…………………………………………..

11-12

32.

Asbestos-Containing Materials…………………………

33.

Historic & Archaeological Rights………………………

SPECIFICATIONS AND DRAWINGS

34.

FAR 52.236-21

Specifications and Drawings for Construction………….

35.

Execution, Correlation and Intent……………………….

12-14

36.

Ownership and Use of Documents……………………...

37.

Shop Drawings, Coordination Drawings and

Schedules………………………………………………..

SCHEDULES

38.

FAR 52.236-15

Schedules for Construction Contracts…………………..

39.

Project Schedules……………………………………….

PERFORMANCE

40.

FAR 52.236-1

Performance of Work by the Contractor

41.

FAR 52.236-6

Superintendence by the Contractor……………………...

42.

FAR 52.236-26

Preconstruction Conference……………………………..

43.

Commencement, Prosecution, and Completion of Work………………………………………………..

15-18

44.

Supervision and Construction Procedures……………… 18-19

45.

Superintendent…………………………………………..

FAR 52.236-5

Material and Workmanship……………………………...

47.

Coordination of the Work……………………………….

19-20

48.

FAR 52.236-17

Layout of Work

49.

Construction Procedures………………………………...

50.

SI S52.236-14

Availability and Use of Utility Services………………...

51.

Use of Site……………………………………………….

52.

FAR 52.236-10

Operations and Storage Areas…………………………...

53.

GSAR 552.236-80

Heat……………………………………………………...

54.

Protection of Existing Vegetation, Structures, Equipment, Utilities and Improvements…………………………… 21

55.

FAR 52.236-13

Accident Prevention……………………………………..

56.

FAR 52.236-12

Cleaning Up……………………………………………..

57.

Smithsonian Institution’s Right to Clean-Up……………

58.

Conditions Affection the Work………………………….

59.

Work by the Smithsonian Institution or by

Separate Contractor…………………………………… 22-24

60.

Smithsonian Institution’s Right to Stop or to

Suspend the Work……………………………………..

24-25

61.

Smithsonian Institution’s Right to Carry

Out the Work

62.

GSAR 552.210-74

Brand Name or Equal…………………………………… 25-26

CONSTRUCTION CONTRAT CLAUSES (FIXED PRICE) – TABLE OF CONTENTS

OCon Form 6

Page ii of vi

GOVERNMENT FURNISHED PROPERTY

63.

FAR 52.245-2

Government Property (Fixed-Price Contracts)………….

64.

FAR 52.245-3

Identification of Government-Furnished Property………

USE AND POSSESSION

65.

FAR 52.236-11

Use and Possession prior to Completion………………………

INSPECTION

66.

FAR 52.246-12

Inspection of Construction………………………………

67.

FAR 52.246-13

Inspection-Dismantling, Demolition, or Removal of Improvements………………………………………

68.

Smithsonian Institution Inspection and Acceptance…….

69.

Final Inspection and Tests………………………………

WARRANTY AND GUARANTEES

70.

Warranty Definitions…………………………………….

71.

FAR 52.246-21

Warranty of Construction………………………………..

72.

Additional Warranties and Guaranties…………………..

27-29

BUY AMERICAN

73.

FAR 52.225-13

Restrictions on Certain Foreign Purchases………………

74.

FAR 52.225-9

Buy American Act-Balance of Payments Program

Construction Materials………………………………...

75.

FAR 52.225-10

Notice of Buy American Act/Balance of Payments

Program Requirements-Construction Material……….. 29

76.

FAR 52.225-11

Buy American Act-Balance of Payments Program

Construction Materials Under Trade Agreements…….

77.

FAR 52.225-12

Buy American Act/Balance of Payments Program

Requirement-Construction Materials Under

Trade Agreements…………………………………….

78.

FAR 52.247-63

Preference for US Flag Air Carriers…………………….

79.

FAR 52.247-64

Flag Commercial Vessels……………………………….

ENVIRONMENTAL PROECTION

80.

FAR 52.223-5

Pollution Prevention and Right-to-Know Information…..

81.

FAR 52.223-12

Refrigeration of Equipment and Air Conditioners………

EMPLOYMENT PRACTICES

82.

FAR 52.222-1

Notice to the Government of Labor Disputes…………...

83.

FAR 52.222-3

Convict Labor…………………………………………...

84.

FAR 52.222-4

Contract Work Hours and Safety Standards-Act

Overtime Compensation………………………………

CONSTRUCTION CONTRAT CLAUSES (FIXED PRICE) – TABLE OF CONTENTS

OCon Form 6

Page iii of vi EMPLOYMENT PRACTICES (Con’t)

85.

FAR 52.222-6

Davis-Bacon Act………………………………………...

86.

FAR 52.222-7

Withholding of Funds……………………………………

87.

FAR 52.222-8

Payrolls and Basic Records……………………………...

88.

FAR 52.222-9

Apprentices and Trainees………………………………..

89.

FAR 52.222-10

Compliance with Copeland Ac Requirements…………..

90.

FAR 52.222-11

Subcontracts (Labor Standards)…………………………

91.

FAR 52.222-12

Contract Termination-Debarment……………………….

92.

FAR 52.222-13

Compliance with Davis-Bacon and Related Act

Regulations…………………………………………….

93.

FAR 52.222-14

Disputes Concerning Labor Standards…………………..

94.

FAR 52.222-15

Certification of Eligibility……………………………….

95.

FAR 52.222-16

Approval of Wage Rates………………………………...

96.

FAR 52.222-17

Labor Standards for Construction Work

Facilities Contracts…………………………………….

97.

FAR 52.222-26

Equal Opportunity……………………………………….

98.

FAR 52.222-35

Equal Opportunity for Special Disabled Veterans, Veterans of the Vietnam Era, and Other

Eligible Veterans………………………………………

99.

FAR 52.222-36

Affirmative Action for Workers with Disabilities

100.

FAR 52.2222-27

Affirmative Action Compliance Requirement for Construction………………………………………..

101.

FAR 52.222-37

Employment Reports on Special Disabled

Veterans and Veterans of the Vietnam Era and Other Eligible Veterans…………………………..

102.

FAR 52.222-6

Drug-Free Workplace…………………………………

103.

FAR 52.222-23

Notice of Requirement for Affirmative Action to

Ensure Equal Employment Opportunity for

Construction…………………………………………...

30-31

SUBCONTRATING

104.

SI S52.209-70

Subcontractor Eligibility………………………………...

31-32

105.

FAR 52.209-6

Protecting the Government’s Interest When

Subcontracting with Contractor’s Debarred, Suspended, or Proposed for Debarment……………….

106.

FAR 52.219-8

Utilization of Small Business Concerns and

Small Disadvantaged Business Concern……………….32

107.

FAR 52.219-9

Small Business Subcontracting Plan…………………….

TAXES

108.

Taxes……………………………………………………

109.

FAR 52.229-3

Federal, State, and Local Taxes………………………...

110.

FAR 52.229-4

Federal, State, and Local Taxes (State and Local

Adjustments)………………………………………….

ADJUSTMENTS

111.

FAR 52.243-4

Changes………………………………………………….

112.

FAR 52.243-5

Changes and Changed Conditions………………………

CONSTRUCTION CONTRAT CLAUSES (FIXED PRICE) – TABLE OF CONTENTS

OCon Form 6

Page iv of vi ADJUSTMENTS (Con’t) 113.

SI S52.243-71

Equitable Adjustment…………………………………… 32-36

114.

SI S52.243-70

Pricing of Adjustments…………………………………..

AUDITS

115.

FAR 52.2214-26

Audit & Records Sealed Bidding……………………….

116.

FAR 52.214-27

Price Reduction for Defective Cost or

Pricing Data-Modifications-Sealed Bidding………….

117.

FAR 52.214-28

Subcontractor Cost or Pricing Data

Modifications-Sealed Bidding………………………...

118.

FAR 52.215-2

Audit & Records (Negotiations)………………………...

119.

FAR 52.215-10

Price reduction for Defective Cost Pricing Data………...

120.

FAR 52.215-11

Price Reduction for Defective Cost or Pricing

Data-Modification……………………………………..

121.

Right to Audit and Preservation of Records…………….

36-37

122.

FAR 52.215-12

Subcontractor Cost or Pricing Data……………………..

123.

FAR 52.215-13

Subcontractor Cost or Pricing Data-Modification ……… 37

124.

FAR 52.230-3

Disclosure and Consistency of Cost

Accounting Standards…………………………………

125.

FAR 52.230-4

Consistency in Cost Accounting Practices……………...

126.

FAR 52.230-6

Administration of Cost Accounting Standards………….

PAYMENT

127.

FAR 52.232-5

Payments under Fixed-price Construction

Contracts………………………………………………

128.

Payments and Completion……………………………… 38-43

129.

Interest on Overdue Payments…………………………..

130.

FAR 52.232-17

Interest

131.

FAR 52.2232-23

Assignment of Claims…………………………………..

132.

FAR 52.232-34

Payment by Electronic Funds Transfer-Other

Than Central Contractor Registration………………...

43-45

STOP WORK/TERMINATION

133.

Delays and Extension of Time…………………………..

46-47

134.

SI S52.212-74

Non-Compliance with Contract Requirements………….

135.

FAR 52.249-2

Termination for Convenience of the

Government (Fixed Price)……………………………..

136.

Termination for Convenience of the

Government Smithsonian Institution………………….

137.

FAR 52.249-10

Default (Fixed-price Construction)……………………...

138.

GSAR 552.209-72

Termination –Erroneous Representation

Concerning Crimes, Debarments, Suspensions, and Defaults…………………………………………...

139.

GSAR 552.236-83

Furnishing Information and Records……………………

140.

Uncovering of Work…………………………………….

49-50

141.

Correction of Work……………………………………...

CONSTRUCTION CONTRAT CLAUSES (FIXED PRICE) – TABLE OF CONTENTS

OCon Form 6

Page v of vi

DISPUTES

142.

Disputes………………………………………………… 51-52

143.

FAR 52.203-7

Anti-kickbacks Procedures……………………………..

PROTESTS

144.

FAR 52.233-2

Service of Protest………………………………………..

145.

FAR 52.233-3

Protest After Award……………………………………..

OTHER

146.

FAR 52.242-13

Bankruptcy………………………………………………

VALUE ENGINEERING

147.

FAR 52.248-3

Value Engineering (Construction)………………………

PATENT

148.

FAR 52.227-1

Authorization and Consent………………………………

149.

FAR 52.227-2

Notice and Assistance Regarding Patent and

Copyright Infringement…………………………

150.

FAR 52.227-4

Patent Indemnity-Construction Contracts………………..53

CONSTRUCTION CONTRAT CLAUSES (FIXED PRICE) – TABLE OF CONTENTS

OCon Form 6

Page vi of vi

GENERAL

1. SI S52.202-1

DEFINITIONS (APR 1988)

(a) "Head of the agency," means the Secretary of the Smithsonian Institution.

(b) "Contracting Officer" (C.O.) means a person with the authority to enter into, administer, and/or terminate contracts and make related determinations and findings and to settle all claims.

(c) "Government" means the Smithsonian Institution (S.I.). The Contracting Officer (C.O.) shall be deemed to be the authorized representative of the S.I. The Smithsonian Institution shall hereinafter be referred to by its initials, "S.I.", or as "the Government".

(d) "Contractor" means the person or persons, firm or company whose proposal has been accepted by S.I. and includes the Contractor's personal representatives, successors and assigns permitted by S.I.

(e) "Contracting Officer's Technical Representative" (COTR) means the Project Manager appointed by the Contracting Officer to act as COTR for the purpose of the Contract. Written notification of the appointment or recession of such appointment shall be promptly furnished to the Contractor.

2. SI

CONTRACTING OFFICER'S TECHNICAL REPRESENTATIVE

(APR 1988)

Contracting Officer's Technical Representative (herein referred to as the COTR) will be the Contracting Officer's (CO) exclusive representative to the Contractor with respect to the Project during construction and until Final Payment and Release of Claims. The term COTR is referred to throughout the Contract Documents as if singular in number and masculine in gender. The Smithsonian Institution's communications with the Contractor shall be exclusively through the COTR, who will have full authority to act on behalf of the C.O. with regard to all aspects of the Project except that the C.O. must approve all Modifications and payments to the Contractor and is the final authority for all disputes under any Clause of this Contract. All of the Contractor's communications to the S.I. shall be exclusively through the COTR. All of the COTR's actions with regard to this Project will be as the representative of the C.O.

3. SI

INFORMATION, SERVICES AND RIGHTS OF THE SMITHSONIAN

(APR 1988)

(a) The S.I., through the C.O. and COTR, will provide administration of the contract as hereinafter described.

(b) The S.I. or its authorized representatives shall at all times have access to the Work whenever it is in preparation or progress. The Contractor shall provide safe facilities for such access.

(c) The S.I. or its authorized representatives shall not be responsible for or have control or charge of the construction means, methods, techniques, sequences, or procedures, or for safety precautions and program in connection with the Work, and will not be responsible for the Contractor's failure to carry out the Work in accordance with the Contract Documents.

CONSTRUCTION CONTRACT CLAUSES Ocon FORM 6

(d) The COTR shall have authority to reject Work when in his opinion; the Work does not conform to the Contract Documents.

(e) Whenever in the COTR's reasonable opinion it is considered necessary or advisable for the implementation of the intent of the Contract Documents, the COTR will have authority to require special inspection or testing of the Work in accordance with the provisions of the Contract Documents whether or not such Work be then fabricated, installed or completed.

(f) The COTR shall have the authority and discretion to call, schedule, and conduct job meetings to be attended by the Contractor, representatives of his Subcontractors, and the Architect to discuss such matters as procedures, progress, problems, payments and scheduling.

(g) The COTR will establish procedures to be followed for processing all Shop Drawings, catalogs, and other project reports and other documentation, test reports, and maintenance manuals.

(h) The COTR will review all requests for changes and shall implement the processing of Change Orders, including applications for extension of the Contract Time.

(1) The COTR will review and process all Progress Payments including the Final Payment.

(2) The Smithsonian Institution or its authorized representatives shall not be responsible or liable to the Contractor for the acts, errors or omissions of the Contractor, any separate Subcontractor, any separate contractor or any contractor's or subcontractor's agents or employees, or any other persons performing any of the Work.

(k) Unless otherwise provided in the Contract Documents, the Contractor will be furnished, free of charge, ten copies of full size Drawings and Specifications reasonably necessary for the execution of the Work.

(l) The foregoing rights are in addition to other rights of the S.I. enumerated herein and those provided by law.

4. SI

USE OF SMITHSONIAN NAME (JUN 2000)

It is recognized and acknowledged that Contractor shall have no right to use the name "Smithsonian" or "Smithsonian Institution", or the name of any Smithsonian Museum or part thereof, including the Facilities, in connection with any of its own advertising, marketing or promotion. However, any marketing or promotional programs concerning the Smithsonian or the Project shall be submitted to the Smithsonian for review and approval prior to any implementation thereof. The Smithsonian may withhold any approval required hereunder as it wishes.

The Prime Contractor shall be responsible for compliance by any subcontractor or supplier or lower tier subcontractor or lower tier supplier with this clause. After award of the contract and upon request of the Contracting Officer, the Prime Contractor shall deliver a written statement acknowledging that this clause has been included in contracts with all subcontractors and suppliers.

CONSTRUCTION CONTRACT CLAUSES Ocon FORM 6

5. SI

NOTICE OF DEVIATION IN CLAUSES (JUN 2000)

TAKE NOTICE, that these Construction Contract Clauses (Fixed Price) may contain language and clauses and/or paragraph headings or names which appear similar to, or the same as the "Federal Acquisition Regulation - Construction Contract Clauses", "General Services Administration Regulation Construction Contract Clauses (Fixed Price)", and provisions of the "General Conditions of the Contract for Construction", published by the American Institute of Architects, AIA Document A-201, 1976 Edition.

TAKE NOTICE, however, that these Construction Contract Clauses (Fixed Price) are substantially and materially different in many respects from the FAR, GSAR and AIA Document A-201 and that certain additions, deletions or other modifications have been made to provisions similar to those contained in the FAR, GSAR and the AIA Document A-201. This document, further, contains provisions which do not appear in the FAR, GSAR and the AIA Document A-201.

6. SI

SPECIALIST (JUN 2000)

The term "Specialist" as used in the contract specification shall mean an individual or firm of established reputation (or, if newly organized, whose personnel have previously established a reputation in the same field), which is regularly engaged in, and which maintains a regular force of workmen skilled in either (as applicable) manufacturing or fabricating items required by the contract, installing items required by the Contract or otherwise performing work required by the Contract. Where the contract specification requires installation by a specialist, that term shall also be deemed to mean either the manufacturer of the item, an individual or firm licensed by the manufacturer, or an individual or firm who will perform the work under the manufacturer's direct supervision.

7. SI

SUBCONTRACTORS (JUN 2000)

(a) Definitions

(1) A Subcontractor is a person or entity that has a direct contract with the Contractor to perform any of the Work at the site. The term Subcontractor is referred to throughout the Contract Documents as if singular in number and masculine in gender and means a Subcontractor or his authorized representative. The term Subcontractor includes any persons or entity that has a direct or indirect contract with the Contractor to perform any the work.

(2) A Supplier is a person or entity that has a direct or indirect contract with the Contractor to furnish any material or equipment included in the Work. The term Supplier is referred to throughout the Contract Documents as if singular in number and masculine in gender and means a Supplier or its authorized representative.

(3) Nothing contained in the Contract documents is neither intended to, nor shall it create, any contractual relationship between the S.I., the Architect, or any of their agents, consultants, employees, independent contractors, or representatives and any Subcontractor or Supplier, but the S.I. shall be entitled to performance of all obligations intended for its benefit, and to enforcement thereof.

(4) The COTR will not deal directly with any Subcontractor or Supplier. Communication will be made only through the Contractor. Subcontractors and Suppliers shall route requests for information or clarification through the Contractor to the COTR.

CONSTRUCTION CONTRACT CLAUSES Ocon FORM 6 (b) Award of Subcontracts and Other Contracts for Portions of the Work

(1) The Contractor, in compliance with the requirements of the Contract Documents, shall furnish to the C.O. in writing the names of the persons or entities (including those who are to furnish materials or equipment fabricated to a special design) proposed for each of the principal portions of the Work. The Contractor shall provide this list to the C.O. within ten (10) days after execution of the Contract. The C.O. will promptly reply to the Contractor in writing stating whether the C.O. has objection to any such proposed person or entity. The Contractor understands and agrees that no contractual agreement exists for any part of the Work under this Contract between the S.I. or Architect and any of the Subcontractors or Suppliers. Further, the Contractor understands and agrees that he alone is responsible to the S.I. for all of the Work under this contract and that any review of Subcontractors or Suppliers by the COTR, will not in any way make the S.I. responsible to any Subcontractor or Supplier nor responsible for the actions or failures of any Subcontractor or Supplier.

(2) The Contractor shall not contract with any such proposed Subcontractor or Supplier to whom the C.O. has made objection under the provisions of the Construction Contract Clause entitled "Subcontractors". The Contractor shall not be required to contract with anyone to whom he has an objection.

(3) If the C.O. objects to any proposed Subcontractor or Supplier under the Clause entitled "Subcontractors", the Contractor shall name a substitute to whom the C.O. has no objection within 15 days.

(4) If the C.O. requires a change of any Subcontractor or Supplier previously proposed by the Contractor and not objected to by the C.O., the Contractor shall have the right to subject a Request for Change Order under the Construction Contract Clause entitled "Changes".

(5) The Contractor shall make no substitution for any Subcontractor or Supplier previously proposed by the Contractor and not objected to by the C.O. if the S.I. makes objection to such substitution.

(c) Sub-contractual Relations

(1) By an appropriate agreement, written where legally required for validity, the Contractor shall require each Subcontractor, to the extent of the Work to be performed by the Subcontractor, to be bound to the Contractor by the terms of the Contract Documents, and to assume toward the Contractor all the obligations and responsibilities which the Contractor, by these Documents, assumes toward the S.I. Said agreement shall preserve and protect the rights of the S.I. under the Contract Documents with respect to the work to be performed by the Subcontractor so that the subcontracting thereof will not prejudice such rights, and shall allow to the Subcontractor, unless specifically provided otherwise in the Contractor-Subcontractor or Contractor-Supplier Agreements, the benefit of all rights, remedies and redress against the Contractor that the Contractor, by these Contract Documents, has against the S.I. Where appropriate, the Contractor shall require each Subcontractor to enter into similar agreements with his Subcontractors or Suppliers. The Contractor shall make available to each proposed Subcontractor, prior to the execution of the Subcontract, copies of the Contract Documents to which the Subcontractor will be bound by this Construction Contract Clause entitled "Subcontractors", and identify to the subcontractor any terms and conditions of the proposed Subcontract which may be at variance with the Contract Documents. Each Subcontractor shall similarly make copies of such Contract Documents available to his Subcontractor or Suppliers.

CONSTRUCTION CONTRACT CLAUSES Ocon FORM 6

(2) The provisions herein regarding proposal of Subcontractors or Suppliers shall in no way affect the liability of the Contractor to the S.I. regarding performance of all obligations by or payment of Subcontractors or Suppliers. Lack of objection by the C.O. to any Subcontractor or Supplier shall not to any degree relieve the Contractor of his obligation to perform or have performed to the full satisfaction of the S.I. the Work required by this Contract.

(3) The Contractor shall be liable to and indemnify and hold the S.I. harmless from all costs, expenses, fees, attorneys' fees, accountant's fees, damages and claims arising because of the Contractor's failure to comply with the provisions of this Construction Contract Clause entitled "Subcontractors".

(d) Qualification Submittals

(1) Specific qualification submittals may be required of Subcontractors and Suppliers for certain critical items of the Work. Required qualification submittals are set forth in detail in the Contract Documents and shall be collected and submitted by the Contractor for review and approval by the COTR. All information required of a single Subcontractor or Supplier shall be contained in a single, complete submittal. The Contractor shall submit the required qualification information within ten (10) days after receipt of the COTR's request.

(2) The C.O. may reject any proposed Subcontractor or Supplier, or any qualification submittals related thereto, for the following reasons:

(i) The Contractor's failure to submit requested information within the specified time; or

(ii) The Contractor's failure to provide all of the requested information; or

(iii) The Contractor's submission of a Subcontractor or Supplier, or qualifications thereof, which are unacceptable to the C.O.

(3) Should the C.O. have objection to any proposed Subcontractor or Supplier, the Contractor shall submit another firm for approval by the C.O. within fifteen (15) days from notification of objection by the C.O.

8. GSAR 552.211-71

STANDARD REFERENCES (FEB 1996)

(a) All documents and publications (such as, but not limited to, manuals, handbooks, codes, standards and specifications) cited in this contract for the purpose of establishing requirements applicable to equipment, materials, or workmanship under this contract, shall be deemed to be incorporated herein as fully as if printed and bound with the specifications of this contract, in accordance with the following:

(1) Wherever reference is made to Standard Specifications of the Public Building Service, Interim Federal Specifications, Interim Amendments to Federal Specifications, Interim Federal Standards, or Interim Amendments to Federal Standards, the Contractor shall comply with the requirements set out in the issue or edition identified in this contract.

CONSTRUCTION CONTRACT CLAUSES Ocon FORM 6

(2) Wherever reference is made to any such document other than those specified in subparagraph (1) above, the Contractor shall comply with the requirements set out in the edition specified in this contract, or if not specified, the latest edition or revision thereof, as well as the latest amendment or supplement thereto, in effect on the date of the solicitation on this project, except as modified by, as otherwise provided in, or as limited to type, class or grade, by the specifications of this contract.

(b) Federal Specifications, Federal Standards, Standard Specifications of the Public Buildings Service and Public Buildings Service Standard Methods of Test may be obtained from the Business Service Center at any GSA Regional Office. Inquiries regarding "Commercial Standards", "Product Standards", and "Simplified Practice Recommendations" should be addressed to the Standard Development Service Section, National Bureau of Standards, Washington, DC, 20234. Publications of Associations referred to in the specifications may be obtained directly from the Associations.

(c) Upon request, the Contractor shall make available at the job site within a reasonable time, a copy of each trade manual and standard which is incorporated by reference in this contract and which governs quality and workmanship.

9. FAR 52.204-4

PRINTING/COPYING DOUBLE-SIDED ON RECYCLED

PAPER (AUG 2000)

10. FAR 52.204-6

DATA UNIVERSAL NUMBERING SYSTEM (DUNS)

NUMBER (JUN 1999)

(a) The offeror shall enter, in the block with its name and address on the cover page of its offer, the annotation "DUNS" followed by the DUNS number that identifies the offeror's name and address exactly as stated in the offer. The DUNS number is a nine-digit number assigned by Dun and Bradstreet Information Services.

(b) If the offeror does not have a DUNS number, it should contact Dun and Bradstreet directly to obtain one. A DUNS number will be provided immediately by telephone at no charge to the offeror. For information on obtaining a DUNS number, the offeror, if located within the United States, should call Dun and Bradstreet at 1-800-333-0505. The offeror should be prepared to provide the following information:

(1) Company name.

(2) Company address.

(3) Company telephone number.

(4) Line of business.

(5) Chief executive officer/key manager.

(6) Date the company was started.

(7) Number of people employed by the company.

(8) Company affiliation.

(c) Offerors located outside the United States may obtain the location and phone number of the local Dun and Bradstreet Information Services office from the Internet home page at http://www.customerservice@dnb.com. If an offeror is unable to locate a local service center, it may send an e-mail to Dun and Bradstreet at globalinfo@mail.dnb.com.

11. FAR 52.236-8

OTHER CONTRACTS (APR 1984)

12. FAR 52.236-7

PERMITS AND RESPONSIBILITIES (NOV 1991)

13. FAR 52.253-1

COMPUTER GENERATED FORMS (JAN 1991)

CONSTRUCTION CONTRACT CLAUSES Ocon FORM 6

STANDARDS OF CONDUCT

14. FAR 52.203-3

GRATUITIES (APR 1984)

15. FAR 52.203-5

COVENANT AGAINST CONTINGENT FEES (APR 1984)

16. FAR 52.203-8

CANCELLATION, RESCISSION, AND RECOVERY OF

FUNDS FOR ILLEGAL OR IMPROPER ACTIVITY

(JAN 1997)

17. FAR 52.203-10

PRICE OR FEE ADJUSTMENT FOR ILLEGAL OR

IMPROPER ACTIVITY (JAN 1997)

18. FAR 52.203-11

CERTIFICATION AND DISCLOSURE REGARDING

PAYMENTS TO INFLUENCE CERTAIN FEDERAL

TRANSACTIONS (APR 1991)

19. FAR 52.203-12

LIMITATION ON PAYMENTS TO INFLUENCE CERTAIN

FEDERAL TRANSACTIONS (JUN 2003)

20. FAR 52.228-1

BID GUARANTEE (SEPT 1996)

(a) Failure to furnish a bid guarantee in the proper form and amount, by the time set for opening of bids, may be cause for rejection of the bid.

(b) The bidder shall furnish a bid guarantee in the form of a firm commitment, e.g., bid bond supported by good and sufficient surety or sureties acceptable to the Government, postal money order, certified check, cashier's check, irrevocable letter of credit, or, under Treasury Department regulations, certain bonds or notes of the United States. The Contracting Officer will return bid guarantees, other than bid bonds--

(1) To unsuccessful bidders as soon as practicable after the opening of bids; and

(2) To the successful bidder upon execution of contractual documents and bonds (including any necessary coinsurance or reinsurance agreements), as required by the bid as accepted.

(c) The amount of the bid guarantee shall be twenty (20) percent of the bid/offer price or $3,000,000.00, whichever is less.

(d) If the successful bidder, upon acceptance of its bid by the Government within the period specified for acceptance, fails to execute all contractual documents or furnish executed bond(s) within 10 days after receipt of the forms by the bidder, the Contracting Officer may terminate the contract for default.

(e) In the event the contract is terminated for default, the bidder is liable for any cost of acquiring the work that exceeds the amount of its bid, and the bid guarantee is available to offset the difference.

21. SI

BID GUARANTEE AND BONDS (JUNE 2000)

A bid guarantee is required in the amount of twenty (20) percent of the bid/offer price or $3,000,000.00, whichever is less, as provided in Standard Form 1442, Solicitation, Offer and Award (Construction, Alteration, or Repair).

CONSTRUCTION CONTRACT CLAUSES Ocon FORM 6

(a) The bidder shall furnish a performance bond in an amount equivalent to 100 percent of the contract price, and payment bond in an amount equivalent to 100 percent of the contract price.

(b) If bids on one or more alternate and/or unit price bids were accepted in awarding the contract, contract price as used above shall mean the aggregate of the lump sum amount plus the product of each unit price accepted multiplied by the applicable number of units specified in the bid form, plus or minus such alternate bids as were accepted.

(c) Performance and payment bonds shall be submitted within the time specified on the Standard Form 1442, Solicitation, Offer, and Award, for this contract.

(d) The bidder shall not lose the right to receive any payment due or to become due under the contract unless and until the surety has made payment in settlement of claims by suppliers of labor or material in accordance with the requirements of the surety's undertaking under the payment or performance bond and has notified the Contracting Officer of the claims and amount so paid.

22. FAR 52.228-2

ADDITIONAL BOND SECURITY (OCT 1997)

23. FAR 52.228-5

INSURANCE WORK ON A GOVERNMENT

INSTALLATION (JAN 1997)

24. FAR 52.228-11

PLEDGES OF ASSETS (FEB 1992)

25. SI

CONTRACTOR'S LIABILITY INSURANCE (JUNE 2000)

(a) The Contractor shall purchase and maintain in companies properly licensed to do business in the location where construction is being performed under this contract and acceptable to the S.I. such insurance as will protect him and the S.I. from claims set forth below which may arise out of or result from the Contractor's operations under the Contract, whether such operations be by himself or by any Subcontractor, any Supplier, or by anyone directly or indirectly employed by any of them, or by anyone for whose acts any of them may be liable.

(1) Claims under worker's or workmen's compensation, disability benefit and other similar employee benefit acts (with Workmen's Compensation and Employer's Liability Insurance in amounts not less than those necessary to meet the statutory requirements of the state(s) having jurisdiction over any portion of the Work); the Contractor will require his Subcontractors to similarly provide Workmen's Compensation Insurance for all of the latter's employees;

(2) Claims for damages because of bodily injury, sickness or disease or death of his employees;

(3) Claims for damages because of bodily injury, sickness or death of any persons other than his employees;

(4) Claims for damages insured by usual personal injury liability coverage, which are sustained (1) by any person as a result of an occurrence directly or indirectly related to the employment of such person by the Contractor, or (2) by any other person;

(5) Claims for damages, other than to the Work itself, because of injury to or destruction of tangible property, including loss of use resulting therefrom; and

CONSTRUCTION CONTRACT CLAUSES Ocon FORM 6

(6) Claims for damages because of bodily injury or death of any person or property damage arising out of the ownership, maintenance or use of any motor vehicle.

(b) The insurance required by this Construction Contract Clause entitled "Contractors Liability Insurance", shall be primary and noncontributing to any insurance possessed or procured by the S.I., and limits of liability shall be not less than those set forth in this Construction Clause entitled "Contractors Liability Insurance".

(c) The insurance required by this Construction Contract Clause entitled "Contractors Liability Insurance", shall include contractual liability insurance applicable to the Contractor's obligations under the Construction Contract Clause entitled "Conditions Affecting the Work".

(d) Without limiting the above during the term of the Contract, the Contractor shall, at his own expense, purchase and maintain the following insurance with companies licensed to do business in the location where construction is being performed under the contract and satisfactory to the S.I.

(e) Workmen's compensation insurance as required by the laws of the location where construction work is being performed.

(f) Appropriate bodily injury liability insurance, with limits of not less than $200,000.00 for each person and $500,000.00 for each accident, including requirements for protection of elevator operations, when applicable, and servicing areas adjacent to the building.

(g) Property damage liability insurance with a limit of not less than $500,000.00 for each accident.

(h) Automobile bodily injury liability insurance with limits of not less than $200,000.00 for each person and $500,000.00 for each accident, and property damage liability insurance, with a limit of not less than $20,000.00 for each accident.

(i) Employers’ Liability - At least $100,000.00 for each accident.

(j) Public Liability and Property Insurance - The Contractor shall take out and maintain during the life of this Contract such Public Liability and Property Damage Insurance as shall protect him and any Subcontractor performing work under this Contract from claims for damages for personal injury including accidental death, as well as from claims for personal property damage which may arise from operations under this Contract, whether such operations be by himself or by any Subcontractor or by anyone directly or indirectly employed by either of them. The Contractor shall procure insurance coverage for direct operations, sublet work, elevators, contractual liability and completed operations with limits not less than those stated below.

(k) Property Damages, including Broad Form Property Damage and Explosion, Collapse, Underground property damage coverage, and blasting, where necessary.

(l) Completed Operations Liability - Continues coverage in force for one year after completion of Work.

(m) Excess/umbrella policy - raising the above limits to $1 million.

CONSTRUCTION CONTRACT CLAUSES Ocon FORM 6

(n) Liability insurance may be arranged by Comprehensive General Liability and Comprehensive Automobile Liability policies for the full limits required; Comprehensive General Liability Insurance may be arranged under a single policy for the full limits required or by a combination of underlying policies with the balance provided by an excess of umbrella liability policy.

(o) It is understood and agreed that the Contractor's Insurance Company shall notify in writing, the Director, Office of Contracting, Smithsonian Institution, Washington, D.C. 20024, thirty (30) days in advance of the effective date of any reduction in or cancellation of this policy.

(p) With the exception of Workmen's Compensation, a certified true copy of each policy of insurance, including the above endorsement manually countersigned by an authorized representative of the insurance company, shall be furnished to the Contracting Officer. A Certificate of Insurance for Workmen's Compensation together with a properly executed endorsement for cancellation notice shall be furnished. The above policies and certificate shall be delivered to the Contracting Officer within fifteen (15) days following the date of notice to contract award. The insurance companies providing the above coverage shall be satisfactory to the Smithsonian Institution. Notice of policy changes shall be furnished to the Contracting Officer.

26. SI

CONTRACTOR'S PROPERTY INSURANCE (JUNE 2000)

(a) The Contractor shall purchase and at all times maintain such insurance as will protect the Contractor, the Smithsonian Institution, the Smithsonian Institution’s representatives, Suppliers and employees,…