General Conditions to the Construction Contract DMVA 2024 v6.docx

General Conditions to the Construction Contract 2023v5 EDITION

General Conditions 2008 EDITION v.2008.0

DEPARTMENT OF MILITARY AND VETERANS AFFAIRS

GENERAL CONDITIONS

OF THE CONSTRUCTION CONTRACT

2024 v6 Edition

FORT INDIANTOWN GAP

ANNVILLE, PENNSYLVANIA

OF THE CONSTRUCTION CONTRACT

TABLE OF CONTENTS

ARTICLE 1: DEFINITIONS

ARTICLE 2: EXECUTION, CORRELATION, INTENT AND INTERPRETATIONS

2.1. Contract Execution

2.2. Contract Administration

2.3. Contract Interpretation

2.4. Contract Organization

2.5. Contract Detail

2.6. Contract Errors or Conflicts

2.7. Ownership and Availability of Contract Documents

2.8. Contract Notifications

ARTICLE 3: THE PROFESSIONAL

3.1. Administration of Contract

3.2. Professional Site Visits

3.3. Professional Access to Work

3.4. Professional Interpretation of Documents

3.5. Rejection or Stoppage of Work

3.6. Professional Review of Change Orders

3.7. Non-Conforming Work

3.8. Record Documents

3.9. Professional Not Responsible for Contractor Means/Methods/Techniques

3.10. Professional Not Responsible for Contractor Acts or Omissions

3.11. Contractor Not an Intended Third Party Beneficiary of the Professional Agreement

3.12. Replacement of Professional

ARTICLE 4: THE DEPARTMENT

4.1. Easements and Rights of Access

4.2. Administrative Procedures

4.3. Separate Prime Contracts

4.4. Department Not Responsible for Contractor Means/Methods/Techniques

4.5. Department is Not Responsible for Contactor Acts or Omissions

4.6. Department’s Access to the Work

4.7. Department’s Use and/or Occupancy of the Work

ARTICLE 5: THE CONSTRUCTION MANAGER

5.1. Information and Services Required of the Construction Manager

5.2. Construction Manager’s Access to the Work

5.3. Replacement of Construction Manager

5.4. Construction Manager Not Responsible for Contractor Acts or Omissions

5.5. Contractor Not An Intended Third Party Beneficiary of the CM Agreement

ARTICLE 6: THE CONTRACTOR

6.1. Review of Contract Documents and Site Conditions

6.2. Duty to Coordinate the Work with Other Prime Contractors

6.3. Project Coordination

6.4. Coordination

6.5. Coordination of Subcontractors

6.6. Means, Methods and Techniques of Construction

6.7. Use of Site

6.8. Mobilization

6.9. Job Conferences

6.10. Contractor’s Staff and Phone Numbers

6.11. Drawings and Specifications at the Site

6.12. Provision of Labor and Materials

6.13. Responsibility for those Performing Work

6.14. Equipment and Materials

6.15. Supervision

6.16. Good Order Among Employees

6.17. Permits and Fees

6.18. PCCA/UCC Inspection & Compliance with Applicable Laws, Ordinances and Regulations, etc.

6.19. Surveys, Laying Out and Execution of the Work

6.20. Discrepancy or Interference with or by the Work of Other Contractors

6.21. Existing Utilities and Services

6.22. Interruption of Existing Services

6.23. Contractor Performing Excavation or Demolition

6.24. Observation and/or Inspection of the Work by Others

6.25. Coordination Drawings for Sleeves and Openings

6.26. Cutting and Patching of Non-Roof System Work

6.27. Cutting and Patching of Roof Systems

6.28. Cleaning The Project

6.29. Repair of Damaged Work

6.30. Chases and Openings

6.31. Chases and Openings after Construction of Walls

6.32. Tests

6.33. Special Testing

6.34. Certificates of Inspection

6.35. Observation of Testing

6.36. Effect of Tests

6.37. Environmental Quality Control

6.38. Solid Waste

6.39. Compliance with Statutes and Regulations Administered by DEP

6.40. Burning of Materials

6.41. Suspension from Metal Roof Decks – New and Existing

6.42. Asphalt or Tar Kettles

6.43. Insulation

6.44. Enforcement of Insulation Requirement

6.45. Landscaping Products Recycled Content

6.46. Construction Products Recycled Content

6.47. Storage Enclosure

6.48. No Storage in Existing Buildings

6.49. Operations and Maintenance Instruction Manuals

6.50. Record Drawings

6.51. Warranty and Guarantee

6.52. Taxes

6.53. Offset

6.54. Nondiscrimination and Sexual Harassment

6.55. Contractor Evaluations

6.56. Background Checks

ARTICLE 7: SUBCONTRACTORS

7.1. Contractor’s Interest in Subcontractor/Supplier

7.2. Subcontractor/Supplier Responsibility

7.3. Contractor Responsibility for Actions and Compliance

7.4. Acts and Omissions of Subcontractor

7.5. Subcontracts and Purchase Orders

7.6. No Contractual Relationship Between Department and Subcontractor

7.7. No Contractual Relationship Between Department and Supplier or Manufacturer

7.8. Payment of Subcontractors by Contractor Governed by Prompt Payment Schedule

7.9. Failure of Department to Make Progress Payment

7.10. Insurance Receipts

7.11. Percentage of Completion

7.12. No Obligation on Part of Department to Pay Subcontractor, Supplier, or Manufacturer

7.13. Subcontractor, Supplier, and Manufacturer Claims

ARTICLE 8: PROJECT SCHEDULE

8.1. Department Reservation of Rights

8.2. Time Is of the Essence

8.3. Commencement of Off-Site Work if Letter of Intent Issued

8.4. Commencement of Off-Site Work if Letter of Intent Not Issued

8.5. Initial Job Conference

8.6. Commencement of On-Site Work

8.7. Project Schedule Preparation

8.8. Work During Formation of Project Schedule

8.9. The Department Shall Own the Float

8.10. Scheduling Disputes

8.11. Maintaining the Project Schedule

8.12. Project Schedule Updating

8.13. Recovery Plan

8.14. Requests for Extensions of Time Change Order

8.15. Effect of Grant of Extensions of Time Change Orders to Other Contractors

8.16. Extensions of Time Change Orders and Impact on Schedule

8.17. Delays and Extensions of Time

8.18. Unfavorable Weather

8.19. Extensions of Time Not an Admission of Liability for Delay

ARTICLE 9: SUBMITTALS & COORDINATION DRAWINGS

9.1. Submittals

9.2. Submittal Schedule

9.3. Coordination and Sequencing of Submittals

9.4. Coordination Drawings

9.5. Standard of Quality

9.6. Substitution of Materials

ARTICLE 10: PROTECTION OF PERSON & PROPERTY AND INSURANCE AND INDEMNIFICATION

10.1. Safety Precautions and Programs

10.2. Safety Overview

10.3. Safety of Persons and Property

10.4. Compliance with Safety Laws

10.5. Employee Safety Orientation & Safety Meetings

10.6. First Aid Treatment

10.7. Project Equipment

10.8. Employee and Visitor Dress Requirements

10.9. Emergency Notification

10.10. Compliance with Safety Requirements

10.11. Explosives

10.12. Remediation of Damages

10.13. Loads

10.14. Contractor’s Liability Insurance

10.15. Insurance Limits

10.16. Certificates of Insurance

10.17. Commercial General Liability and Property Damage Liability Insurances

10.18. Property Insurance

10.19. Commercial Automobile Liability Insurance

10.20. Unmanned Aircraft Systems/Unmanned Vehicles/Drones Insurance

10.21. Risk to Construction Work

10.22. Unacceptable Surety or Insurance Company

10.23. Indemnification

10.24. Workforce Drug & Alcohol Policy

ARTICLE 11: CHANGES IN THE WORK

11.1. Changes

11.2. Cost of Change Order

11.3. Disagreement as to Cost or Credit

11.4. Unit Prices Set Out in Bid or Proposal

11.5. Unclassified Excavation

11.6. Concealed Conditions

11.7. No Claims for Additional Cost or Time

11.8. Minor Changes in the Work

11.9. Directive to Commence Change Order Work

ARTICLE 12: NON-CONFORMING WORK AND CORRECTIONS

12.1. Work Covered Contrary to Request

12.2. Uncovering of Work

12.3. Correction of Work Rejected by the Department

12.4. Correction of Work after Acceptance

12.5. Correction at No Cost to Department

12.6. Cost of Damage to Other Contractors’ Work

12.7. Failure to Correct Defective or Non-Conforming Work

12.8. Investigation by the Department

12.9. Acceptance of Non-Conforming Work

12.10. Department’s Right to Carry Out the Work

12.11. Obligations of Contractor Not Limited by this Article

ARTICLE 13: PAYMENTS AND COMPLETION

13.1. Schedule of Values

13.2. Automated Clearing House (ACH) Payments

13.3. Contractor Warrants Title to all Work Passes Free of Liens

13.4. Neither Payment Nor Occupancy Constitutes Acceptance of Work not in Conformance with Contract Documents

13.5. Payments Withheld

13.6. Payment Made when Grounds are Resolved

13.7. Retainage

13.8. Money Withheld Due to Claims of One Prime Based on Delay of Another Contractor

13.9. Department Does Not Make Payment

13.10. Work Cannot Be Completed Through No Fault of Contractor

13.11. Final Payment Not Due Until Conditions Met

13.12. Release of Funds if Delay in Inspection Not Due to the Contractor’s Fault

13.13. Final Payment as Waiver of Claims

13.14. Acceptance of Final Payment as Waiver of Claims

ARTICLE 14: PROJECT CLOSEOUT

14.1. Closeout Generally

14.2. Final Inspection

ARTICLE 15: SUSPENSION

15.1. Suspension of Work Due to Unfavorable Conditions or Weather

15.2. Suspension of Work Due to Fault of Contractor

15.3. Suspension of Work for the Convenience of the Department

15.4. Resumption of Work

ARTICLE 16: TERMINATION OF CONTRACT

16.1. Termination for the Convenience of the Department

16.2. Effect of Termination for Convenience of the Department

16.3. Contractor’s Default

16.4. Unpaid Contract Balance

16.5. Surety Replacement of Contractor

16.6. Surety’s Failure to Provide Replacement Contractor

16.7. Department’s Right of Recovery

ARTICLE 17: DISPUTES

17.1. Contractor Must Carry on Work During the Dispute Process

17.2. Contractor Request for Department to Withhold Funds Due to Damage by Other Contractor(s)

17.3. Arbitration of Disputes Between Contractors

17.4. Dispute Resolution is a 3-Step Process

17.5. Step 1: Field Dispute Review Meetings

17.6. Step 2: Claim Conference

17.7. Step 3: Filing a Claim at the Board of Claims

ARTICLE 18: COMMISSIONING

18.1. Scope of Work

18.2. Procedure

18.3. Payment for Commissioning

ARTICLE 19: MISCELLANEOUS CONDITIONS

19.1. Project Sign

19.2. Foundations for Mechanical Equipment

19.3. Sanitary Facilities

19.4. Sanitary Facilities After Lines Installed

19.5. Hoisting Facilities

19.6. Temporary Ventilation

19.7. Work Beyond Limit of Contract

19.8. Advertising

19.9. Federal A.S.T.M. and Other Specifications

19.10. Storage and Stockpiling on Roofs

19.11. Audit of Records

19.12. Temporary Traffic Control

19.13. Reduction of Noises

19.14. Visible Dust Emissions

ARTICLE 20: LEGAL MATTERS

20.1. No Estoppel or Waiver of Legal Rights

20.2. Applicable Law and Forum

20.3. Successors and Assigns

20.4. Claims for Damages: Legal Relations and Responsibilities

20.5. Royalties and Patents

20.6. Personal Responsibility and Work Opportunity Reconciliation Act

20.7. Public Works Employment Verification Act

20.8. Steel Products Procurement Act

20.9. Americans with Disabilities Act

20.10. Prevailing Minimum Wage Predetermination

20.11. Tobacco Use on Project Site

20.12. Right-to-Know Law

20.13. Non-Appropriation Clause

20.14. Compliance with Law

20.15. COVID-19

20.16. Contractor Integrity Provision

20.17. Contractor Responsibility Provision

20.18. Worker Protection and Investment

20.19. Enhanced Minimum Wage Provisions

20.20. Build America Buy American Preference

20.21. Davis-Bacon and Related Acts

20.22. National Guard Regulations

20.23. Fort Indiantown Gap Access Control

20.24. Placement and Use of Soils at FTIG

20.25. Act 57 of 2023

General Conditions 2008 EDITION v.2008.0 General Conditions of the Construction Contract 2023 v5 EDITION

OF THE CONSTRUCTION CONTRACT

ARTICLE 1: DEFINITIONS

Whenever in this Contract the following words and expressions occur, they have the following meanings, which shall be construed in conjunction with the applicable definitions of the Commonwealth Procurement Code:

1.1 ADMINISTRATIVE PROCEDURES: The Department’s construction procedures manual to be followed for various administrative functions, as set forth therein.

1.2 AGREEMENT FOR PROFESSIONAL SERVICES: The Agreement for Professional Services and any Special Conditions, in addition to any Amendments, between the Department and the Professional. The Agreement for Professional Services is commonly referred to as the “Agreement” or “Professional Agreement”.

1.3 AGREEMENT FOR CONSTRUCTION MANAGEMENT SERVICES: The contract, including any amendments, between the Department and its Construction Manager for Construction Management Services.

1.4 APPLICATION FOR PAYMENT (A.K.A. INVOICE OR INVOICE APPROVAL-PAY APPLICATION): The information submitted by the Contractor pursuant to the Administrative Procedure for Department’s review and/or release of payment.

1.5 BENEFICIAL OCCUPANCY: The date upon which the Professional certifies, and the Department concurs that the Work is sufficiently complete, in accordance with the Contract Documents, so that the Client Entity may use, occupy or operate the Project as fit for the use for which it was intended. The Department, in its sole discretion, reserves the right to designate a portion of the Project for the Professional’s certification of beneficial occupancy.

1.6 BI-WEEKLY: An event occurring every two weeks.

1.7 CHANGE ORDER: A written order signed by the Department directing the Contractor to make changes that the Contract authorizes the Department to order. The change order may be either with the consent of the Contractor or a unilateral order by the Department. The Contract Sum may only be changed by Change Order.

1.8 CLIENT ENTITY: This term refers to any executive entity, government body, federal Entity, federal-affiliated entity, state-affiliated entity, or state-related institution that will ultimately use the completed Project, which includes the Work covered by the construction contract.

1.9 COMMONWEALTH: The Commonwealth of Pennsylvania.

1.10 CONSTRUCTION MANAGER: The consultant retained by the Department to act as the Department’s designee and authorized representative to manage the Project. If the Department does not retain a Construction Manager, any reference in the General Conditions to “Construction Manager” shall be interpreted to mean the Department’s representative from the Bureau of Construction.

1.11 CONSULTANT: A specialist retained by the Department, the Construction Manager or the Professional for the performance of its specialty.

1.12 CONTRACT: A written agreement consisting of the Contract Documents, as defined in Article I of the Standard Construction Contract and executed by all parties in accordance with the Commonwealth Attorneys Act. The Contract represents the entire and integrated agreement between the parties and supersedes all prior negotiations, representations, or agreements, either written or oral. To the extent that any of these documents are amended by statute, the statutory language will control.

1.13 CONTRACT BONDS: The bonds required by the Contract Documents which must be executed by one or more surety companies legally authorized to do business in the Commonwealth of Pennsylvania including, but not limited to, bonds for the faithful performance of the contract and for payment of labor and material, as required by the Department.

1.14 CONTRACT COMPLETION DATE: The date calculated by adding the Contract Duration and any approved Extensions of Time to the Construction Contract Start Date for the completion of the Work.

1.15 CONTRACT DOCUMENTS: The documents listed in Article 1 of the Standard Construction Contract. To the extent that any of these documents are amended by statute, the statutory language will control.

1.16 CONTRACT DURATION: The number of calendar days set forth in the Contract Documents for completion of the Work, also referred to as Contract Time.

1.17 CONTRACT LIMITS: The area designated in the Contract Documents as the limit of construction within which the Contractor may perform the Work.

1.18 CONTRACT START DATE: For purposes of calculating dates for completion of the Work, this is the date upon which the Initial Job Conference is held for the Project.

1.19 CONTRACT SUM: The total amount payable by the Department to the Contractor for the performance of the Work under the Contract Documents.

1.20 CONTRACTOR: The person or organization identified as such in the Contract and is referred throughout the Contract Documents, as singular in number. Unless otherwise indicated, the Contractor is a Prime Contractor. The Contractor may be referred to throughout these General Conditions as the “Prime Contractor”, when the term is needed for clarity. The term “Contractors” means the group of Prime Contractors working on the Project.

1.21 DAYS: Calendar days unless specifically stated otherwise in the Contract.

1.22 DEFICIENCY ITEM: Any work or activity, either performed or unperformed, which the Department will not certify as being performed in accordance with the Contract Documents.

1.23 DEPARTMENT: The Department of Military and Veterans Affairs of the Commonwealth of Pennsylvania, also known as “DMVA”, or any authorized representative or designee, and is referred throughout the Contract Documents as singular in number.

1.24 DEPARTMENT’S DESIGNATED REPRESENTATIVE: The Department’s employee assigned to the Project to manage construction.

1.25 DEPARTMENT OF LABOR AND INDUSTRY PLAN REVISION SUBMISSION: The revised set of Construction documents submitted by the Professional to the Department of Labor and Industry for approval of design and construction changes made after the UCC Building Permit is issued. This “Plan Revision Submission” is also referred to as the “Department of Labor and Industry Record Drawings” and shall be submitted in accordance with PA L&I and PA UCC requirements. Receipt of the approved Plan Revision Submission is required before an L&I Occupancy Permit will be issued

1.26 EFFECTIVE DATE OF CONTRACT: The date on which the last Commonwealth official who is required to execute the contract executes it.

1.27 EXTENSION OF TIME: A Department approval of additional calendar days to the contract duration.

1.28 FIELD ORDER: A record of a minor adjustment in the Work that results in no change in cost or duration of the Contract.

1.29 FINAL INSPECTION: A review of the Work conducted by the Professional, when requested by the Contractor, to determine whether the Project is substantially complete. If, as a result of this inspection, the Work is determined to be substantially complete, the Professional generates a certificate of completion and a Punch List of uncompleted items and a reasonable cost of completion.

1.30 LABOR & INDUSTRY: The Commonwealth of Pennsylvania’s Department of Labor & Industry also referred to as “L&I”.

1.31 LEAD CONTRACTOR: The Prime Contractor designated in the specifications to coordinate the progress of the Work.

1.32 LETTER OF INTENT: A letter might be issued by the Department at the time of contract award if, in the Department’s sole discretion, such letter is necessary on the Project. If issued, the Contractor may rely upon the letter to initiate the scope of Work described in the letter before there is a fully executed contract with the Department and to incur costs in conducting the described scope of Work.

1.33 MANUFACTURER: A firm that operates or maintains a factory or establishment that produces, on the premises, the materials, supplies, articles, or equipment required under the contract and of the general character described by the specifications and who receives compensation from the Contractor, pursuant to the terms of a purchase order or invoice, to provide any material and/or any equipment to the Project. Nothing contained in the Contract Documents between the Contractor and the Department creates any contractual relationship between the Department and any Manufacturer. A Manufacturer lacks privity of Contract to the Department and every Manufacturer agrees that it neither acquires nor intends to acquire any rights against the Department on a third party beneficiary theory or any other theory.

1.34 MILESTONE: An indication on the Project Schedule that designates the start or completion of a significant construction activity

1.35 NOTICE OF DEFICIENCY: A document to record non-conforming work, deficient work and/or schedule slippage.

1.36 OFF-SITE WORK: All Work that is not physically carried out within the Contract Limits.

1.37 ON-SITE WORK: All Work that is physically carried out within the Contract Limits.

1.38 POSTCONSUMER RECOVERED PAPER: Any paper, paperboard and fibrous wastes from retail stores, office buildings, homes and so forth, after they have been passed through their end-usage as a consumer item including: used corrugated boxes, old newspapers, old magazines, mixed waste paper, tabulating cards and used cordage, as well as all paper, paperboard and fibrous wastes that enter and are collected from municipal solid waste.

1.39 PRIME CONTRACTOR: Any Contractor holding a Contract with the Department for construction of the Project.

1.40 PROFESSIONAL: The Commonwealth employee or the Architect and/or Engineer retained by the Department. The term may also include the Architect’s and/or Engineer’s authorized representative or consultant(s).

1.41 PROJECT: The total Work to be performed by all the separate Prime Contractors under the Project Number.

1.42 PROJECT SCHEDULE: The Critical Path Method (CPM) schedule prepared as a result of the affirmative contractual obligation to coordinate the Work through the cooperative efforts of each Prime Contractor on the Project.

1.43 RECORD DRAWINGS: Terminology used by the Department to identify contract prints or drawings, corrected with suitable markings to show all changes or variations from the original contract drawings, including all items uncovered during the Work and showing details of the work as actually built, including but not limited to horizontal and vertical dimensional references of all concealed pipe, conduit and other lines and equipment and similar items.

“Record Drawings” are not the same as the Department of Labor and Industry “Plan Revision” submission.

1.44 RECOVERED MATERIALS: Waste material and byproducts which have been recovered or diverted from solid waste, but such term does not include those materials and byproducts generated from, and commonly reused within, an original manufacturing process.

1.45 REQUEST FOR INFORMATION: A written question issued by the Contractor seeking clarification of the Contract Documents.

1.46 SAMPLES: Physical examples furnished by the Contractor to illustrate materials, equipment or workmanship, and to establish standards by which the work will be judged.

1.47 SMALL BUSINESS: Those Small Businesses that have registered with the Commonwealth and completed the self-certification process on the Department of General Service’s web site.

1.48 SMALL DIVERSE BUSINESS: Department verified Minority Business Enterprises (MBEs), Woman Business Enterprises (WBEs), Veteran Business Enterprises (VBEs) Service-Disabled Veteran Business Enterprises (SDVBEs), Disability-Owned Business Enterprises (DOBE), or LGBT Business Enterprises (LGBTBE).

1.49 SPECIFICATION: A description of the physical or functional characteristics or the nature of a construction item, including a description of any requirement for inspecting, testing or preparing a construction item for delivery. The specifications are a part of the Contract Documents and must be interpreted in conjunction with the other Contract Documents, as specified further in the General Conditions.

1.50 SUBCONTRACTOR: A person or organization that has a Contract with the Contractor to perform any of the Work. The term Subcontractor is referred throughout the Contract Documents as singular in number and means a Subcontractor or its authorized representative. The Contractor and every Subcontractor agree that there is no privity of contract between the Department and any Subcontractor and that, to the extent set forth by law, the Subcontractor has no direct cause of action against the Department for any claim arising out of the Project.

1.51 SUBMITTALS: Administrative or technical information, including but not limited to drawings, diagrams, illustrations, schedules, performance charts, brochures, catalog data, and other data that are prepared by the Contractor or any Subcontractor, manufacturer, supplier, or distributor, and which illustrate some portion of the Work or how it fits in relation to other parts of the Work.

1.52 SUBSTANTIALLY COMPLETE: When the Work on the Contract is sufficiently completed in accordance with the Contract Documents and certified by the Department and the Professional so that the Project or specified part(s) of the Project can be used, occupied or operated for its intended use. In no event shall a Project be certified as substantially complete until at least 90% of the Work has been completed and accepted by the Department and is capable of Beneficial Occupancy.

1.53 SUB-SUBCONTRACTOR: A person or organization that has a Contract with a Subcontractor to perform any of the Work. The term Sub-subcontractor is referred throughout the Contract Documents as singular in number and means a Sub-subcontractor or its authorized representative. The Contractor, every Subcontractor and every Sub-subcontractor agree that there is no privity of contract between the Department and any Sub-subcontractor and that, to the extent set forth by law, the Sub-subcontractor has no direct cause of action against the Department for any claim arising out of the Project.

1.54 SUPERINTENDENT: The Contractor's representative at the Project site. The Superintendent is responsible for continuous field supervision, coordination and completion of the Work, and, unless another person is designated in writing by the Contractor, for the prevention of accidents. The Superintendent shall have full authority to act on behalf of the Contractor in relation to Project activities and associated work.

1.55 SUPPLIER: An individual, firm, partnership, association, corporation or other legal entity who receives compensation from the Contractor, pursuant to the terms of a purchase order or invoice, to provide any material and/or any equipment to the Project. Nothing contained in the Contract Documents between the Contractor and the Department creates any contractual relationship between the Department and any Supplier. A Supplier lacks privity of Contract to the Department and every Supplier agrees that it neither acquires nor intends to acquire any rights against the Department on a third-party beneficiary theory or any other theory.

A. Stocking Supplier: a firm that owns, operates, or maintains a store, warehouse, or other establishment, in which the materials, supplies, articles or equipment of the general character described by the specifications and required under the contract are bought, kept in stock, and regularly sold or leased to the public in the usual course of business.

B. Non-stocking Supplier: Non-stocking supplier does not carry inventory but orders materials from a manufacturer, manufacturer’s representative or a stocking supplier. In order for a non-stocking supplier to receive credit, it must perform a useful business function by engaging in meaningful work (i.e., negotiating price; and determining quality and quantity; and ordering materials; and paying for the materials).

1.56 UNIFORM CONSTRUCTION CODE (UCC): Pennsylvania’s Uniform Construction Code (35 P.S. §7210.101 et seq.) that grants the Pennsylvania Department of Labor & Industry sole jurisdiction over state-owned buildings. A general description and important links can be found at www.dli.pa.gov and clicking on the Uniform Construction Code Link. The Contractor is responsible for compliance as set forth in the UCC and these General Conditions.

1.57 WORK: The construction and services required by Contract Documents, whether completed or partially completed, including all labor, materials, equipment and services provided or to be provided by a construction contractor to fulfill its obligations. The Work may constitute the whole or a part of the Project.

ARTICLE 2: EXECUTION, CORRELATION,

INTENT, AND INTERPRETATIONS

2.1 CONTRACT EXECUTION. The Department and the Contractor shall sign the Contract Documents. The Professional shall seal all drawings. The Licensed Consultant(s) of the Professional shall sign and seal for their part of the Work. No oral contract or conversation with any officer, agent, or personnel of the Department, or Client Entity, or with the Professional, either before or after the execution of this Contract, shall affect or modify any of the terms or obligations of the Contract Documents.

2.2 CONTRACT ADMINISTRATION. The Department and all Prime Contractors will ensure timely communications for the duration of this Project. Any and all notifications, requests, submittals, approvals, etc. between the Department, the Prime Contractors, the Professional, and/or the Construction Manager (if a CM is assigned to the Project) shall be in writing.

2.3 CONTRACT INTERPRETATION. The Contract Documents are complementary and what is required by any one of the Contract Documents is binding as if required by all. The intention of the Contract Documents is to include all labor, materials, equipment, services and other items or conditions necessary for the proper execution and completion of the Work. Work not covered under any heading, section, branch, class or trade of the specifications need not be supplied, unless it is required elsewhere in the Contract Documents or is reasonably inferable as being necessary to produce the intended results.

A. Addenda shall govern over all other Contract Documents, and subsequent addenda shall govern over prior addenda only to the extent modified.

B. Special Conditions shall govern over all specifications, General Conditions, and drawings.

C. Specifications and drawings shall govern over the General Conditions.

D. If there is a conflict regarding quantities or quality of products in the Contract Documents, the higher quantity or quality product shall be delivered.

E. If there is a conflict between the contract drawings and the specifications, the specifications shall prevail.

2.4 CONTRACT ORGANIZATION. The organization of the specifications into divisions, sections and articles and the arrangement of drawings shall not control the Contractor in dividing the Work among Subcontractors or in establishing the extent of Work to be performed by any trade.

2.5 CONTRACT DETAIL. Where the Work is shown in complete detail on only a portion of a drawing or there is an indication of continuation, the remainder being depicted or described in an outline or schematic form, the Work drawn out in detail applies to other like portions of the structure.

2.6 CONTRACT ERRORS OR CONFLICTS. If the Contractor, in the course of construction, finds any conflict, error or discrepancy on or among the Contract Documents, such conflict, error or discrepancy shall be immediately referred in writing to the Department and the Professional. The Professional, with appropriate input from the Department, will review the matter and issue an interpretation to the Contractor in writing within seven (7) calendar days after the Professional receives the Contractor’s Request for Information.

2.7 OWNERSHIP AND AVAILABILITY OF CONTRACT DOCUMENTS. The drawings and specifications will be made available for download and printing by the Contractor. All Contract Documents and any copies/prints made by the Contractor are and shall remain the property of the Department.

2.8 CONTRACT NOTIFICATIONS Any and all notifications, requests, submittals, approvals, etc. between the Department, the Prime Contractors, and the Construction Manager (if a CM is assigned to the Project) shall be submitted in writing.

ARTICLE 3: THE PROFESSIONAL

3.1 ADMINISTRATION OF CONTRACT. The Professional will assist the Department and/or the Department’s designee, in administering the Construction Contracts. The Professional will review and execute (if acceptable) all Department forms that require the Professional’s review and signature under the Contract. The Professional will also review submittals as provided in the Submittal Article of these General Conditions. The Professional shall assist the Department, if requested, in the review of Extension of Time requests and claims of any type.

3.2 PROFESSIONAL SITE VISITS. The Professional will attend the number of meetings listed in their Agreement. The meetings include Job Conferences and all special meetings and Project Site conferences required by the Department and/or the Department’s designee during periods of active construction in accordance with the terms of their Agreement. The Professional or Professional’s Consultants will visit the site for a full day, up to eight hours, at such intervals and duration as deemed necessary by the Department, to review the respective phases of the Work in order to achieve the requirements of each Contract, with a maximum number of visits as set forth in the Agreement. When directed by the Department, the Professional and Professional’s Consultants will attend any and all meetings and job conferences that are required by the Department. A meeting on a given day is counted as one (1) meeting regardless of the number of attendees; however, a consultant will not be required to attend more than one meeting per thirty (30) days of the construction duration while work related to the Consultant’s expertise is ongoing without an additional meeting being counted towards the number of meetings set forth in the Agreement. The Professional will review the progress of the Work, including the completeness of the construction contractors’ installation drawings, and take actions necessary or appropriate to assist in achieving the compliance with the Contract Documents and submit a Progress Report.

3.3 PROFESSIONAL ACCESS TO WORK. The Professional, its Consultants and authorized representatives shall have access to the Work at all times. The Contractor shall provide the facilities for such access so the Professional may perform its functions under the Contract Documents.

3.4 PROFESSIONAL INTERPRETATION OF DOCUMENTS. The Professional is the initial interpreter of the requirements of the Contract Documents. The Professional will, within seven (7) days after receipt of a request, (in the form of a Request for Information) render an interpretation. All interpretations by the Professional will be consistent with the Contract Documents. In its capacity as interpreter, the Professional will exercise its best efforts to interpret the documents impartially. Any dispute regarding such interpretation shall be handled in accordance with the Disputes Article of these General Conditions.

3.5 REJECTION OR STOPPAGE OF WORK. Whenever the Professional observes deficiencies or observes the Contractor failing to execute the Work in accordance with the Contract Documents, the Professional will promptly notify the Contractor of all such deficiencies and will issue such notices of Non-Compliant Work that the Professional deems appropriate. The Professional will recommend rejection of work that does not conform to the Contract Documents and immediately notify the Department of the recommendation of rejection. The Professional will recommend stoppage of Contractors' work or special testing whenever such testing or stoppage is necessary, in the Professional’s opinion, to achieve compliance of the finished Work with the Contract Documents. Neither the Professional's authority to make recommendations under this paragraph, nor any decision made by the Professional in good faith to either exercise or not to exercise such authority shall give rise to any duty or responsibility of the Professional to the Contractor, or any Subcontractor, any of their agents or employees, or any other person performing any of the Work.

3.6 PROFESSIONAL REVIEW OF CHANGE ORDERS. The Professional will prepare specifications and drawings necessary for the Department to authorize change orders in accordance with the Change Order Article of these General Conditions. The Professional will review all costs submitted by the Contractor for all Change Orders and advise the Department and/or the Department’s designee, of the Professional’s acceptance or rejection of the scope and cost of the change order within seven (7) days of the Professional’s receipt of the Contractor’s cost estimate. The Professional will provide written justification to the Department and/or the Department’s designee to substantiate disputed costs.

3.7 NON-CONFORMING WORK. If the Professional is required to design corrective work to remedy defective or nonconforming Work by the Contractor, the cost for any and all additional professional services shall be paid by the Contractor, provided that the Professional submits those costs to the Department and the Contractor within thirty (30) days after the completion of said additional services. The Department shall review the corrective work and/or drawings that are prepared by the Professional in order to determine if the corrective work and/or drawings fall within the original scope of the Contract.

3.8 RECORD DOCUMENTS. On the day of Final Inspection, the Contractor shall deliver to the Professional a complete set of contract prints in PDF format, corrected with suitable markings to show all changes or variations from the original contract, including all items uncovered during the work and showing the details of the work as actually built, including but not limited to horizontal and vertical dimensional references of all concealed pipe, conduit and other lines and equipment.

3.9 PROFESSIONAL NOT RESPONSIBLE FOR CONTRACTOR MEANS/METHODS/TECHNIQUES. The Professional is not responsible for the construction means, methods, techniques, sequences or procedures, or for safety precautions and programs in connection with the Work since these are solely the Contractor’s responsibilities.

3.10 PROFESSIONAL NOT RESPONSIBLE FOR CONTRACTOR ACTS OR OMISSIONS. The Professional will not be responsible for the acts or omissions of any Contractor, or any Subcontractor, or any of their agents or employees, or any other persons performing any of the Work.

3.11 CONTRACTOR NOT AN INTENDED THIRD-PARTY BENEFICIARY OF THE PROFESSIONAL AGREEMENT. The Contractor is not an intended third-party beneficiary of the Professional Agreement between the Department and the Professional. Nothing in the Contract Documents between the Department and the Contractor should be construed to authorize any person not a party to the Professional Agreement to maintain any lawsuit involving that contract, unless otherwise provided by law.

3.12 REPLACEMENT OF PROFESSIONAL. In case of the termination of the Agreement for Professional Services, if applicable, the Department may appoint a new Professional whose status under the Contract Documents shall be that of the former Professional. The decision of whether or not to terminate a Professional and appoint a new Professional rest solely with the Department.

ARTICLE 4: THE DEPARTMENT

4.1 EASEMENTS AND RIGHTS OF ACCESS. If necessary, the Department will secure and pay for easements for permanent structures with a right of access to the structures. If such easements are insufficient for the erection of temporary construction facilities and storage of materials, the Contractor shall obtain easements and space as necessary at no cost to the Department.

4.2 ADMINISTRATIVE PROCEDURES. The Administrative Procedures are included in the Contract Documents and are incorporated by reference and made a part hereof, as if fully set forth herein. In the event there is any redundancy, conflict, contradiction, discrepancy or inconsistency between any portions of or criteria set forth in the Administrative Procedures and the other Contract Documents, the most restrictive or demanding of the criteria shall take precedence over any less restrictive or less demanding criteria as determined by the Department and/or the Department’s designee.

4.3 SEPARATE PRIME CONTRACTS. The Department reserves the right to award other Contracts in connection with other portions of the Project (Prime Contracts) under these or similar conditions of the Contract. When separate Prime Contracts are awarded for different portions of the Project, the "Contractor" in the Contract Documents in each case is the Contractor which signs each separate Prime Contract. Each Contractor shall have an affirmative duty to cooperate with every other Prime Contractor on the Project.

4.4 DEPARTMENT NOT RESPONSIBLE FOR CONTRACTOR MEANS/METHODS/TECHNIQUES. The Department is not responsible for the construction means, methods, techniques, sequences or procedures, or for safety precautions and programs in connection with the Work since these are solely the Contractor’s responsibilities.

4.5 DEPARTMENT IS NOT RESPONSIBLE FOR CONTRACTOR ACTS OR OMISSIONS. The Department will not be responsible for the acts or omissions of any Contractor, or any of its subcontractors, or any of their agents or employees, or any other persons performing any of the Work for the Contractor.

4.6 DEPARTMENT’S ACCESS TO THE WORK. The Department will, at all times, be provided full access to any area the Department deems necessary in order to perform its responsibilities. The Contractor shall provide the facilities for such access so the Department may perform its functions under the Contract Documents.

4.7 DEPARTMENT’S USE AND/OR OCCUPANCY OF THE WORK. The Department may use or permit the Client Entity to use or occupy any completed or partially completed portions of the Work, whether or not the time may have expired for completing the entire Work or said portions of Work. Such use or occupancy shall not be deemed an acceptance of the portion of the Work so taken or used. Prior to such use or occupancy, an assessment of the Work to be occupied by the Client Entity shall be made by the Department and the Professional to determine if it is in conformity with the Contract Documents. Any damage subsequent to the inspection due solely to the use and occupancy of the completed portion is not the responsibility of the Contractor.

ARTICLE 5: THE CONSTRUCTION MANAGER

This Article only applies if a Construction Manager is retained for the Project

5.1 INFORMATION AND SERVICES REQUIRED OF THE CONSTRUCTION MANAGER.

A. If the Department retains a Construction Manager on the Project, the Construction Manager shall carry out the duties specified in the Contract acting as an agent and authorized representative/designee of the Department.

B. At a point in time no later than the Initial Job Conference, the Construction Manager shall provide all Prime Contractors a list of its principal staff assignments, including the Site Representative and other personnel to be in attendance at the site, identify individuals, their duties and responsibilities and list their addresses and telephone numbers.

C. For purposes of this Contract, the Contractor shall consider and assume that any requisite approval shall be deemed to have been given by the Department for any such authority exercised by the Construction Manager.

D. Except as expressly stated in the Contract, the Construction Manager shall have no authority and no liability to relieve the Contractor of any of its obligations under the Contract.

E. It is not the intention of these Contract Documents to inhibit communications between the Professional, the Construction Manager and the Contractor as it relates to clarification, interpretation and other issues related to progressing of the Work. The Professional is available to discuss issues, provided such discussions or communications are coordinated with the Construction Manager.

F. If, in the opinion of the Construction Manager, an emergency occurs affecting the Work or adjoining property, the Construction Manager may, without relieving the Contractor of any of its duties and responsibilities under the Contract, instruct the Contractor to execute all such Work or to do all such things as may, in the opinion of the Construction Manager, be necessary to abate or reduce the risk. The Contractor shall immediately comply, despite the absence of approval of the Department, with any such instruction of the Construction Manager.

G. The Construction Manager's Site Representative will be responsible for the Construction Management of this Project and shall carry out all required duties and exercise such authority as may be required under the terms of this Contract, including but not limited to reviewing Change Orders, Applications for Payment and Extensions of Time.

H. The Construction Manager's Site Representative will execute the duties and authorities vested in the Construction Manager. The Construction Manager's Site Representative has been fully vested with a level of authority that is adequate to execute the requirements of the Construction Management for this Project. The Contractor is expected to and allowed to rely upon the directions that may be provided from the Construction Manager's Site Representative.

I. Any communication given by the Construction Manager's Site Representative to the Contractor in accordance with such delegation shall have the same effect as though given by the Construction Manager or the Department.

J. The Construction Manager may appoint any number of persons from its staff to assist in the carrying out of the Construction Manager’s duties. Such assistants shall have no authority to issue any instructions to the Contractor unless such instruction may be necessary to enable the Contractor to carry out their duties and to secure their acceptance of materials, equipment or workmanship as being in accordance with the Contract, and any instructions given by any of them for those purposes shall be deemed to have been given by the Construction Manager.

K. Any notifications and/or instructions given by the Construction Manager to the Contractor shall be in writing. If the Construction Manager considers it necessary to give any such instruction orally, the Contractor shall comply with such instruction. The Construction Manager will, within 24 hours, reduce the oral instructions to a writing.

L. In all cases of misunderstanding and disputes, verbal instructions that were not subsequently reduced to writing as discussed above in the preceding subparagraph will not be considered binding upon the Department. The Contractor must produce evidence in support of its contentions and shall advance no claim in the absence of such evidence, or use, or attempt to use any conversation with any parties against the Construction Manager, the Professional or the Department, or in prosecuting any claim against the Construction Manager, the Professional or the Department.

M. Wherever, under the Contract, the Construction Manager is required to exercise its discretion by:

the Construction Manager shall exercise such discretion impartially within the terms and conditions of the Contract and having regard to all the circumstances. To the extent the Contractor disagrees with the Construction Manager‘s determination on an issue, any such decision, opinion, consent, expression of satisfaction, or dissatisfaction, determination of value or action may be subject to the Disputes Article of these General Conditions of the Contract.