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HomeMy WebLinkAboutIntermodal Facility AIA Document A201/CMa - 1992 General Conditions I II> Document A201/CMa~ 1992 I AlA I Genera~ Conditions of the Contract for Construction where the Construction Manager is NOT a Constrpctor I for the following PROJECT: (Name and location or address): .... -"'.'i"""~""'.",Ii, I I I THE ARCHITECT: (Name and address): I I TABLE OF ARTICLES GENERAL PROVISIONS I 2 OWNER 3 CONTRACTOR 4 ADMINISTRATION OF THE CONTRACT 5 SUBCONTRACTORS 6 CONSTRUCTION BY OWNER OR BY OTHER CONTRACTORS 7 CHANGES IN THE WORK 8 TIME 9 PAYMENTS AND COMPLETION 10 PROTECTION OF PERSONS AND PROPERTY 11 INSURANCE AND BONDS 12 UNCOVERING AND CORRECTION OF WORK 13 MISCELLANEOUS PROVISIONS 14 TERMINATION OR SUSPENSION OF THE CONTRACT I I I I I I I I 'AOPI'TI'O'NS AND' DELETioN's: . iTh~ author of this document :ha~ added information lneeded for its completion. 'Th~ author may also have rie~ised the text of the ioriiginal AIA.....standard form, 'An Addition~ ahd Deletions ;Re~ort that! notes added iinformation~as!well as !re~isions ~p t~e.standard : form.__texL~1l available.. from ,the author and should be 'reV! e'Wed ',' This document has impoJ;"t-anb legal consequence;:;.....' . ConsultatioJ;l....,i"th an .' attorn.ey".rS' encour~ged with J;"espe~t tq... itsdompletion i~r }:P.Oditication.: . ", '. ELECTRONIC COPYING of any portion of this AlA' Document to another electronic file is prohibited and constitutes a violation of copyright laws as set forth in the footer of this document. 1 I AlA Document A201/CMa.!!Ii - 1992. Copyright CI 1992 by Th~ Alnerican Institute of Arc:hit@cts. All rights reserv!:!d. 1IlARNING: This AIA~ Oocumel'lt is protected by U.S. Copyriqht Law pnd Int8'rnation.al Trli'iltie.!il. Unauthorized. reproduct.ion or- distribution of this AlA- Document, Qr ilOY portion of it. ~y result in severe civil and criminal p4imaltillisl ;and will b8 p:r;Ql;lecuted t.o the maximum ext.ent pose:i.ble under the law. This dr-aft was produced by AlA software at 10:32:29 on 04/09/2007 under Order No.100U259422_1 which e:xpir-E!s on 9/18/2007, and i::; not fo.t' r-esale. User Notes: (2424500166) INDEX Acceptance of Nonconforming Work Acceptance of Work Access to Work Accident Prevention Acts and Omissions Addenda Additional Costs, Claims for Additional Inspections and Testing Additional Time, Claims for ADMINISTRA nON OF THE CONTRACT Advertisement or Invitation to Bid Aesthetic Effect Allowances All-risk Insurance Applications for Payment Approvals Arbitration Architect Architect, and Certificate 9.6.6,9.9.3. 12.3 9.6.6,9.8.2, 9.9.3,9.10.1, 9.10.3 3.16,6.2.1, 12.1 4.6.6, 10 3.2.1,3.2.2, 3.3.2,3.12.8, 3.18,4.6.6, 4.6.2.,4.7.9, 8.3.1, to.IA, 10.2.5, 1304.2,13.7, 14.1 1.1.1,3.11 4.7.6,4.7.7, 4.7.9,6.1.1, 10.3 4.6.to,9.8.2, 12.2.1, 13.5 4.7.6,4.7.8, 4.7.9,8.3.2, 10.3 3.3.3,4,904, 9.5 1.1.1 of Payment Architect, Definition of Architect, Extent of Authority Architect, Limitations of Authority and Responsibility Architect's Additional Services and Expenses I I 4.1.1 204.1,3.12.6, 4:6.:6,4.7.2, ;5.2J 6.3, j7.1a,7.2.1, ;704,19.2, j9.3.r;~A,'- 9.5;9.6.3, I . 9.8.2,9.8.3, ~.19.l, 19.19.3,12.1, '12:2.1, 013:5.1, )13.$.2, lI4-1-2, 14.204: \3.313,3.12.8, ! i3.Ii.ll, ~.6~, 4.6.6, 14.6.'10, -.. j tl.fiJ2,.. 4.6.17, 4.6.19, 4.6.20,4.7.2, 5.2.1,704, 9.604._ 2.4,'9.8)", ! 11.3:1:1, 12,2.J, 12.2.( 13.5.2, 13.5.3, 14.204 4.6,4.7.6, 4.7.7,A.Si-. 9,4,09.5 iA .1\-"33 .1;-, G'I~'.3' \ ~. ~, 'j3.1 .6, \ 13.1 .8, ! 11.1 .3,4.6.12 i r 4 0 i :3.5. ~.._,:,~. t,.,,; '_. .' :12.1.2, 12.2.1 11:3.....---..------ -. _""'0' 4.6.10, 4.6.12, 4.6.18;' 4.l19, . {6.20: 4.7.2, 4.7.6,4.8.1, I · 4.8.4,4.9, :6.3J 8.1.3, 8.3),1,9.2, :904,"9.5.1 , 9.8.2,9.9.1, 10.1.2, I I I I I I ,'I, , , I 4.6.20,4.9.1 3.8 11.3.1.1 4.6.9, 7.3.7, 9.2,9.3,9.4, 9.5.1,9.6.3, 9.8.3,9.10.1, 9.10.3, 9.10.4, 11.1.3, 14.2.4 204, 3.3.3, 3.5,3.10.3, 3.1204 through 3.12.8, 3.18.3, 4.6.12,9.3.2, 11.3.1.4, 13.4.2, 13.5 4.5,4.7.4, 4.9,8.3.1, to. 1.2, 11.3.9, 11.3.10 4.1 4.6.9 Architect's Administration of the Contract Architect's Approvals Architect's Authority to Reject Work Architect's Copyright Architect's Decisions I I ) I " / I I I I I I AlA. Document 1\201/CMa!!lll - 1992. Copyriqht @ 1~9.2 by The American Institute of Architects. All rights t"eSl!LVM. WAroltING~ Thil!;l AlA- Ooo~nt. 1.1;1 prQtect&d by U.S. Copyright Law and Int~rnational Treaties. {]nautho~i~~ r9production or distribution of thi.s AIA~ Document, Or any portion of it, may re:e:ult in lSQ'ver& civil and criminal penalti&5, and will be proseouted to the maximum ~tent pOISl;ilibl& und~r th~ law. This draft was produced by AlA software: at. 10:32:29 Qn 04/0~/2()O.' under Orde:r No.l000259422_1 which e:x;pires on 9/18/2007, c"'.1nd is not for .t'~:;al.e. Us~r Notes: (2424500166) 2 I I I Architect's Inspections I Architect's Instructions I I Architect's Interpretations Architect's On-Site Observations I Architect's Project Representative Architect's Relationship with Contractor I I I I I Architect's Relationship with Construction Manager I I I I I Architect's Relationship with Subcontractors I Architect's Representations I Architect's Site Visits 3 13.5.2, 14.2.2, 14.2.4 4.6.5,4.6.16, 4.7.6,9.4.3, 9.8.2,9.9.2, 9.10.1,13.5 4.6.10, 4.6.12,7.4.1, 9.4.3,12.1, 13.5.2 4.6.18, 4.6.19,4.7.7 4.6.5,4.6.9, 4.7.6,9.4.3, 9.5.1,9.10.1, 13.5 4.6.17 Asbestos Attorneys' Fees A ward of Separate Contracts Award of Subcontracts and Other Contracts for Portions of the Work Basic Definitions Bidding Requirements Boiler and Machinery Insurance Bonds, Lien Bonds, Performance and Payment 4.6.16,4.7.6, 9.4.3,9.5.1, 9.8.2,9.9.2, 9.10.1,13.5 10.1.2, ,,10.1.3,.10.1.4 ;3.1~.1, :9.l~.2, 10.1.4 :6.lH ~ 15.2 4.6.8,4.6.9, 9.3.3,.9,4, . 9:5,9.6.l, ;9. 6;{(9.:7 . I , 9;8.3,9.10.1, 9.10.3, '13.7. 14.1.1.3, 14.2.4 3.12.11, 13.5;4. 9.3~2, 9.10.2, ( 1.13,-H~',. _ 11.1 il, 2.4.1, i 1 ;3.8,2.4, !3.1U, : 1 14.6113,4.7.3, I \5.213,7.1, I ;7.2,"7.:3'.'2; ",.. ;'8:3:-1-;93:1. 1;- ","W.'d'___ - , 9.10.3, 11.3 .1.2,. -- "....' 11.3.4; . 1):3.9 ~12.T.:C'-' 1.2.1/ ,- 7.1i 13.11,4.6.13, A.6Jl4,7, ;8.30-1,9.3.1.1, 10.1.3 4.7.1 I AlA Oocument A201/CMa.DI - 1992. copyright @ 1992 hy The Amer-.ican Institute of An;:hiter;:t~. All riqhts resQrv9d. WARNING~ Th.:i.s }..IArfII OOcument is pro~~cted by U.S. copyriqht Law ahd lnte~national Treatie~. unauthorized reproduction or di~tribution of this ~I^. Oocumentl or any portion of" it, may result in sev4iilre civil and criminal penal ties, and will ~ prQsecuted t.o the maximum. extent possible under the l~w. This draft waS produced by AlA software ~t 10:32:29 on 04/09/2001 under Order No.l000259422_1 which expires on 9/18/2007, and is not for re!5~le. User Notes; (2424500166) 1.1.2,3.2.1, 3.2.2, 3.3.3, 3.5.1,3.7.3, 3.11,3.12.8, 3.12.11,3.16, 3.18,4.6.6, 4.6.7,4.6.10, 4.6.12, 4.6.19,5.2, 6.2.2, 7.3.4, 9.8.2,10.1.2, 10.1.4, 10.1.5, 11.3.7,12.1, 13.5 1.1.2, 2.4.1, 3.12.6, 3.12.8,4.6.8, 4.6.10, 4.6.14, 4.6.16, 4.6.18,6.3.1, 9.7.1,9.8, 9.9.1,9.9.2, 9.10.1, 9.10.2, 9.10.3, 12.2.4, 13.5.1, 13.5.2, 13.5.4, 14.2.4 1.1.2,4.6.6, 4.6.7,4.6.10, 5.3.1, 9.6.3,9.6.4, 11.3.7 9.4.3,9.5.1, 9.10.1 4.6.5,4.6.9, Building Permit Capitalization Certificate of Substantial Completion Certificates for Payment Certificates of Inspection, Testing or Approval Certificates of Insurance Change Orders Change Orders, Definition of Changes CHANGES IN THE WORK Claim, Definition of I Claims and Disputes 4.7,4.8,4.9, 10.2.2, 11.1, 6.2.5, 8.3.2, 11.3,13.1, 9.3.1.2,9.3.3, 13.5.1, 9.10.4,10.1.4 13.5.2, 13.6, Claims and Timely 4.9.6 14.1.1, . Assertion of Claims +4:Z.I.3 Claims for Additional 4.7.6,4.7.7, Concealed or Unknown ;4.7.6 Cost 4.7.9,6.1.1, Conditions , 10.3 Conditions of the Contract n.lh,1.1.7, Claims for Additional 4.6.9,4.7.6, ,6.1.'1'" -,- Time 4.7.8,4.7.9, Consent, Written It .3.+;3.12,8, 8.3.2 i3.lt2,4.7.4. Claims for Concealed or 4.7.6 )4.9f5,9.3.2, Unknown Conditions j9.8{2,9.9.1, Claims for Damages 3.18,4.7.9, '9:10.2, 6.1.1,6.2.5, 9:1Q.3, 10.12, 8.3.2,9.5.1.2, \10.1.3, . l 10.1.4 ;t 1).1, Claims Subject to 4.7.2,4.8.4, il1.3.1.4, Arbitration 4.6.1 I ' J 1.3.11,13.2, Cleaning Up 3.15,6.3 ;13.4.2 , , Commencement of 13.7 CONSTRUCTION BY ,1.1.'4;'6"^ ,~<, .. _.,'.'w-', ".,.,.,.. Statutory Limitation OWNER OR BY OTHER --, Period CONTRACTORS Commencement of the 2.12,2.2.1, Construction Change 7.3.1 Work, Conditions Relating 3.2.1, 3.2.2, Directive, Defmition of to 3.7.1,3.10.1 Construction Change 1.1.1,4.6.13,-' 3.12.6,4.7.7, Directives 7.1, .,.3; - 5.2.1,6.2.2, 9.3.1.1 .- 8.1.2,8.2.2, Construction Manager :4.2' 9.2,11.1.3, Construction Manager, and 2 :2..3 11.3.6, 11.4.1 Building Permits Commencement of the 8.1.2 Construction Manager, 4.7.2 '" :;: Work, Definition of Claims against .. ",. Communications, Owner to 2.2.6 Construction Manager, 4.6.7 Architect Communications through Communications, Owner to 2.2.6 Construction Manager, and 3,d6.1, 3.10.i~ Construction Manager Construction Schedule ,- . Communications Construction Manager, i4.2 ;1 Facilitating Contract Definition of $ r ! Administration 3.9.14.6.7, Construction Manager, and (3.1l.t 5.2.1 Documents and Samples at 1 Completion, Conditions 3.11,3.15, the Site Relating to 4.6.5, 4.6.16, Construction Manager, ;3.12.6, 4.7.2,9.4.2, Extent of Authority I ._,) 3;-12:f!;'^43,'- 9.8,9.9.1, 4.6.3, 4.6.11, 9.10, 11.3.5, 7.1.2, 7~6.1,-,- 12.2.2,13.7.1 7.3.1(8.3.1, COMPLETION, 9/il,9.3.1, ~.r~'",'~'.,1"". '<:.'^ 9 PAYMENTS AND 9'.4.1,(9.4.3, Completion, Substantial 4.6.16, 9.8.2,9.8.3, 4.7.5.2,8.1.1, :g.9h,12.1, , I 8.1.3,8.2.3, :I2.:p, 9.8,9.9.1, 12.f.4, 12.2.2, 13.7 J4.2.2, 14~2.4 Compliance with Laws 1.3,3.6,3.7, Construction Manager, '4.6.6, 4.6.10, 3.13,4.1.1, Limitations of Authority 13.4.2 I I I I I I I I I I I I I I I I I AlA Document A201/~!I!II - 1992. COt'yright @ 1992 by The America.n lnstitute of Archlte,ts. All rights reserved. W~tNG: ThiEl AIAIfI) Document is protected by U.S. Copyright Law and International Trei!lties. Unauthorized relJroduGtion or di.5ltr.:i-but;ion of thi:l!l AlA. Oocurn~lnt, Or any portion of i~, may result in Sever~ civil and criminal penalties. and will be prosecuted to the maximum extent possible under the l&w. This draft was produced by AlA ~ottware at 10:3~:29 on 04/09/20U7 under ordar No.1UUU259Q22 1 which expires on 9/18/2007, and is not [or resala. ~~ User NoteS; (24245001li") 4 I I I I I I I I I I I I I I I I I I I I and Responsibility Construction Manager, and Submittals Construction Manager's Additional Services and Expenses Construction Manager's Administration of the Contract Construction Manager's Approval Construction Manager's Authority to Reject Work Construction Manager's Decisions Construction Manager's Inspections Construction Manager's On-Site Observations Construction Manager's Relationship with Architect Construction Manager's Relationship with Contractor 3.10.3 12.2.1, 12.2.4 4.6,9.4,9.5 2.4.1,3.10.3 4.6.10, 12.2.1 7.3.6, 7.3.7, 7.3.8,9.3.1, 9.4.1,9.5.1 4.6.10,9.4.3, 9.8.2,9.9.2, 12.1.1 9.5.1 1.1.2, 4.6.8, 4.6.10, 4.6.11, 4.6.14, 4.6.16, 4.6.18,6.3.1, 9.2.1,9.4.2, 9.4.3,9.51, 9.6.1,9.6.3, 9.8.2,9.8.3, 9.9.1,9.10.1, 9.10.2, 9.10.3, 11.1.3, 12.2.4, 13.5.1, 13.5.2, 13.5.4, 14.2.2, 14.2.4 3.2.1, 3.2.2 3.3.1,3.3.3, 3.5.1,3.7.3, 3.10.1, 3.10.2, 3.10.3, 3.11.1, 3.12.5, 3.12.6, 3.12.8, 3.12.9, 3.12.10, 3.12.11, 3.13.2, 3.14.2, 3.15.2, 3.16.1, Construction Manager's Relationship with Owner Construction Manager's Relationship with Other Contractors and Owner's Own Forces Construction Manager's Relationship with Subcontractors Construction Manager's Representations Construction Manager's Site Visits Construction Schedules, Contractor's Contingent Assignment of Subcontracts Continuing Contract Performance Contract, Defmition of CONTRACT, TERMINATION OR SUSPENSION OF THE Contract Administration Contract A ward and Execution, Conditions Relating to Contract Documents, The Contract Documents, Copies Furnished and Use of 3.17.1, 3.18.1, 3.18.3,4.6.3, 4.6.4, 4.6.6, 4.6.11,5.2, ;6;2.), 6.2.2, ;7.1.~, 7.2.1, :7.3.4,7.3.6, 7.3.9,8.3.1, i9.2.'1,~J:t, :9.4.;1,9.4.2; '9.4.p,9.7.1, i9.8~, 9.9.1, 19.10.1, . . ''9 :TO.2, :9:19.3, 11O.P, 11O.P, 110.J.5, ilO.2.6, ;1t.3.7,12.1, \13.5:1," :13,.52". 13.5.3, 13.5.4 2.2.3,4.6.1, 4.6.2, 10.1.6 4.6.3 4;6.1.0,5.3.1; 9.6.3,'9:6.4 9.4.3,9.5.1 9 .~.;.4.!M,t.. {10i4:KJ, , / 14.6-4 I ' ,5.41 ~ ~ , 1 !4.7i4 , I . i iI. t.2' !4'7'75'411'"'' . . , . . . , 14 '"' ',". . -..-,<:1, .'\~~'..''''.'''''I_..., 3.3),:( 9.4, 9,5 J.7.l; 3.10, 5.2,9.2, lq.3, 'l U.6, 11.4.1 1.1; 1.2, 7 1.3,2.2.5,5.3 AlA Do<;::ume:nt A201/~D( - 1992. Copyr-ight Ii:! 1992 by The Aroer-ican Institute of Architects. All rights re~~:r;"Ved. WARNING: Thil!;l AlA'" Dooument is protect~ by U.S. Copyright Law and InteLnatiQnal 'l':t"~ati8s. Un:authorized reproduction o;r dist~ibutiQn of thil;! AlA." Oocument, or any portion of it. may re$ult in sever& civil and criminal penaltiss, and will be pro~ecuted to the ~ximum ext9nt possiblQ under th~ 1aw. This draft was producl.:!u by F_rA software at 10:32:29 on 04/09/2007 under Order No.l000259422 1 which expires on 9/18/2007; and is not for resal@_ - User Not~s; (2424500166) 5 Contract Documents, Definition of Contract Performance During Arbitration Contract Sum Contract Sum, Definition of Contract Time Contract Time, Definition of CONTRACTOR Contractor, Definition of Contractor's Bid Contractor's Construction Schedules Contractor's Employees Contractor's Liability Insurance Contractor's Relationship with Other Contractors and Owner's Own Forces Contractor's Relationship with Subcontractors Contractor's Relationship with the Architect I 1.1.1 4.6.19,5.2, 6.2.2, 7.3.4, 4.7.4,4.9.3 9.2,9.3.1, 9.8.2, 3.8,4.7.6, 9.10.3,10.1.2, 4.7.7,4.8.4, :HH.5, 5.2.3, 7.2, q 0.2.6, 7.3,9.1,9.7, '11.3.7,12.1, 11.3.1 , .13.$ 12.2.4, 12.3, Contractor's Relationship \ 1.1.1,3.2.1, 14.2.4 with the Construction 3.22,3.3;1,- 9.1.1 Manager 3.3,3,3.5.1, '3.73,3.7.4, 4.7.6,4.7.8.1, i3.10.1, 4.8.4, 7.2.1.3, '3:'10.2, 7.3,8.2.1, ;:3:10.3, 8.3.1,9.7, ;3.11.1, 12.1.1 ' 2 ,3.1.5, 8.1.1 13.12.6, i3.U.8, 3 13.q.9, 3.1.1,6.1.2 \3.12:1-1;. 1.1.1 :3, 1.3.4, 3.10 3.14.2, 3.15.2, 3.3.2,3.4.2, 3.16.1, 3.8.1,3.9, 3.17.1, 3.18, 4.6.6, 3.18.1, - 4.6.10, 8.1.2, 3:18.3,4.6.3, 10.2, 10.3, 4.6.4,4.6.6,5.2, 6.2.1, 11.1.1, 6.2.2,7.1.2,7.2.1,7.3.4, 14.2.1.1 7.3.6,7.3.9,8.3.1,9.2.1, 11.1,11.3.1.5 9.3.1,9.4.1,9.4.2,9.4.3, 9.7.1,9.8.2,9.9.1, 3.12.5, 9.10.1,9.10.2,9.10.3, 3.14.2,4.6.3, 10.1.1,10.1.2, 10.1.5, 4.6.7, 12.2.5 10.2.6,11.3.7,12.1,13.5.1, 1.2.4,3.3.2, 13.5.2, 13.5.3, 13.5.4 3.18.1, Contractor's [1.2:Q, 3.5.1, 3.18.2,5.2, Representations 13.1?7,6.2.2, 5.3, 5.4, 18.211,9.3.3 9.6.2, 11.3.7, Contractor's Responsibility i I 11.3.8, for Those 14.2.1.2 Performing the Work 13.3.2,3.18, n! 1.1.2,3.2.1, '4 .6;6~1 0 3.2.2,3.3.3, Contractor's Review of 1.2.2, 3.2, 3.5.1, 3.7.3, Contract Documents 3.7.3 3.10.1, Contractor's Right to Stop 9.7 3.10.3, the Work 3.11.1, Contractor's Right to 14.1 3.12.6, Terminate the Contract 3.12.8, Contractor's Submittals 3.10,3.11, 3.12.9, '3.12,4.6.12, 3.16.1,3.18, '5.2.1,5.2.3, 4.6.6,4.6.7, 7.3.6,9.2, 4.6.10, '9.3.1,9.8.2, 4.6.12, 9.9.1,9.10.2, I I I I I I I I I I I I I I I I I /t..lA Document. A201/CMa"" - 1992. Copyright ~ 1992 by The American Institute of Architects. All rights r9serv9d. WARNING: This AlA. DOcument is protect9d by u.s. CoPYri9ht Law and. International Treat:ies. Unauthorized ret>roduction or dil!;ltribution of tnis AIA- Oocliinent, Or any portion of it, may result in S8vere civil and criminal pen;;t.lties, i;ind will be proElecuted to th8 nlaJl;iJnwrl ili'xtent possible under the law. This draft was p.l:uduc:ed by AlA software at 10:32:29 on 04/09/2007 unde:.t Or-der- NO.I000259'lZ:?_1 which expires on 9/18/2007, ilnd it-; not for resale. Ussr Notes~ (/..'\24~001661 6 I I I Contractor's Superintendent Contractor's Supervision and Construction Procedures I I Contractual Liability Insurance I Coordination and Correlation I Copies Furnished of Drawings and Specifications Correction of Work I I Cost, Definition of Costs I I I I I Cutting and Patching Damage to Construction of Owner or Other Contractors I I Damage to the Work I Damages, Claims for I Damages for Delay I 9.10.3, Date of Commencement of 8.1.2 10.1.2, 11.4.2 the Work, Definition of 3.9, 10.2.6 Date of Substantial 8.1.3 1.2.4,3.3, Completion, Definition of 3.4,4.6.6, Day, Definition of 8.1.4 8.2.2, 8.2.3, Decisions of the Architect ,4:6.4.7,6.3, 10 ;8.113, 8.3.1, 11.1.1.7, 9.2; 9.4, 11.2.1, (9.5h,9.8.2, 11.3 .1.5 ;9.9. r; 1 (J].2; 1.2.2, 1.2.4, 13.?.2, 3.3.1,3.10, :14.?.2, 14.2.4 3.12.7,6.2.1 Decisions of the ;4.3~ 7.3.6, 1.3, 2.2.5, Construction Manager :7.3tl,7.3.8, . ..i 3.11 93.1,9.4.1, ;9:4-p,9.5.1 2.3, 2.4, Decisions to Withhold :9.5; 9.7, 3.2.1,4.6.1, Certification h4.i.1.3 ! ; 9.8.2,9.9.1, Defective or 12.1.2,12.2, Nonconforming Work, 13.7.1.3 Acceptance, 7.3.6 Rejection and Correction of )2.3,'"2:4, 2.4, 3.2.1, :3.5.1,,4,.6..1. . 3.7.4,3.8.2, 4.6.10,4.7.5, 3.15.2.,4.7.6, 9.5,9.8.2, 4.7.7,4.7.8.1, 9.9.1,10.2.5, 5.2.3,6.1.1, 12,13.7.1.3 6.2.3, 6.3.1, Defective Work, Definition 3.5.1 .' 7.3.3.3, 7.3.6, of 7.3.7,9.7, Definitions 1.1;2:1 ,t, 9.8.2,9.10.2, ):1,).5.1, 11.3.1.2,11.3. 3.12.1, 1.3, 11.3.4, 3.12.2, 11.3.9,12.1, 3.12.3,4.1.1, '~"",. 12.2.1, 4.2.1,4.7.1, 12.2.4, 5.1,.6.Lh..... 12.2.5, 13.5, 7,1'.1,7.3.1, 14 1.3.6;'8.1"; " . I 3.14,6.2.6 ;9.1/9.8.1 , Delays and Extensions of ;4.711,4.7.8.1, \ Time \4.7j8.2, 6.1.1,: 3.14.2,6.2.4, , , 16.2j3,7.2.1, 9.5.1.5, P 3tl}"Jl:.':!,' 10.2.1.2, 17.3.5,7.3.8, 10.2.5, 10.3, :'7:3:9;' S: l; 1;" 11.1,11.3, 8.3,10.3.1, 12.2.5 14.1.1.4...... . :.... .,., 3.14.2,9.9.1, Disputes 4.7;.4;8,4.9,... 10.2.1.2, 6,2.5, q.,J;" 10.2.5,10.3, 1.3.8,9.3.1.2 11.3 Documents and Samples at f) .11 3.18,4.6.9, the Site 6.1.1,6.2.5, Drawings, Definition of ,1.1.5 8.3.2,9.5.1.2, Drawings and 10.1.4 Specifications, Use and 6.1.1,8.3.3, Ownership of 'LL1, L3, 9.5.1.6,9.7 2.2.5,3.11, 7 I AlA. Document A201/CMa!l!l( - 1992. Copyright lC'I 1992 by The American Institute of Architects. /lll riqht.s resQrved. WARNING:: This A.lAe Document is protected by U.S. Copyright ~w ~nd International Treaties. Unautho~i~ed r~produc~ion or distribution of th~~ AIA~ Document, or any portion Of it, may r!:!sult in severe civil and criminal panalties, and will be prosecut~ to the ntaximum extent possibla under thjj; law. This draft was ptoduced by AlA $oftw~r~ at 10:32:29 on 04/09/2007 undar ordar No.l000259~22_1 which ~xpires on 9/1812007, and is not for resale. U~~r Notes: (:i::424500166) Duty to Review Contract Documents and Field Conditions Effective Date of Insurance Emergencies Employees, Contractor's Equipment, Labor, Materials and Execution and Progress of the Work Execution, Correlation and Intent of the Contract Documents Extensions of Time Failure of Payment by Contractor Failure of Payment by Owner Faulty Work (See Defective or Nonconforming Work) Final Completion and Final Payment Financial Arrangements, Owner's Fire and Extended 5.3 3.2 Coverage Insurance GENERAL PROVISIONS Governing Law Guarantees (See Warranty and Warranties) Hazardous Materials Identification of Contract Documents Identification of Subcontractors and Suppliers Indemnification 11.3.5, 11.3.7 1 13.1 '10.1, 10.204 1.211 '5.2.1 i3.17,3.18, 19.1Q.2, LlO.i A, liD.1.2, n 1.3. 7 2.1;2,2.2, i4. 7)4, 6.2.6, 19.352,9.6.1, :9.6.14,9.8.3, : i9.9.2';9~1O:3, . 'JQJ.,4,J 1.4, 11.3, 13.5.1, 13.5.2 4.7.9 3.3.3,3.304, 3.7.1,4.6.5, A.6:6,4,6.16, 4.7.6,9.4.3, 9.8.2,9.9.2, 9.10.1, 12.1.1,13.5 1.1.1 3.8..1..4.6.B" 5?2~1, 7,12.1, . 13.5.L' 'ft.7lJ,6.1.1, , r ;7.3!6A,9.3.2, 19.812,9.9.1, , , j9.1p.2, II :11.~.2.... 11.1, 11.3.1.13 8.2.2,11,1.2 11 :3.3 11.2, 11.3.1.3 ,10.2.5, 11.3 9.32, 11.3.1.4 11 9.9.1,11.3.11 I I I I I I I I I I I I I I I I I I 8.2.2, 11.1.2 4.7.7,10.3 3.3.2.,3.4.2, 3.8.1,3.9, 3.18.1, 3.18.2,4.6.6, 4.6.10,8.1.2, 10.2,10.3, 11.1.1, 14.2.1.1 1.1.3,1.1.6, 3.4,3.5.1, 3.8.2,3.12.2, 3.12.3, 3.12.7, 3.12.11,3.13, 3.15.1, 4.6.12, 6.2.1, 7.3.6,9.3.2, 9.3.3, 11.3, 12.204, 14.1.2, 14.2.1,14.2.2 1.2.3,3.4.1, 3.5.1,4.6.5, 4.6.6,4.7.4, 4.7.8,6.2.2, 7.1.3,8.2, 8.3,9.5, 9.9.1,10.2.3, 10.204 1.2,3.7.1 Information and Services Required of the Owner Injury or Damage to Person or Property Inspections Instructions to Bidders Instructions to the Contractor AlA Document A201/CMa"" - 1992. Copyright ~ 199:2 by The American Institute of A:t"chit~r:t.s. All riq-htl;l re~er"ed_ WARNING. This AIAgp Document is protected by U.s. Copyright Law and International Treaties. Unaut.horizl!:!d reproduction or distribution of this AlA'll Document, or :any portion of it., may re.l;lult in SIiV8re civil and criminal pena.lties, and will be prosecuted to the maximum extent possible under the law. This dri;lft Wti$ produced by AIA softwa.re at 10:32:29 on 04/09/2007 l1ndli;!l;" Order No.l0f)02594Z~_1 which e>l;p,i,res on 9/18/2007, and i~;; not for. r'~:;i::I1e_ l]B~r Notes: (2424500166) 4.7.1,4.7.8, 7.2.1.3,8.3, 10.3.1 9.5.1.3, 14.2.1.2 4.7.7,9.7, 14.1.3 Insurance Insurance, Boiler and Machinery Insurance, Contractor's Liability Insurance, Effective Date of Insurance, Loss of Use Insurance, Owner's Liability Insurance, Property Insurance, Stored Materials 4.6.1,4.6.16, 4.7.2,4.7.5, 9.10, 11.1.2, 11.1.3, 11.3.5, 12.3.1,13.7 2.2.1 INSURANCE AND BONDS Insurance Companies, 11.3.1.1, 8 I I I Consent to Partial Occupancy Insurance Companies, Settlement with Intent of the Contract Documents I I Interest Interpretation I I Interpretations, Written I Joinder and Consolidation of Claims Required Judgment on Final Award Labor and Materials, Equipment I I I I Labor Disputes Laws and Regulations I I Liens I Limitation on Consolidation or Joinder Limitations, Statutes of I Limitations of Authority I I Limitations of Liability I 11.3.10 1.2.3,3.1204, 4.6.10, 4.6.12, 4.6.19, 4.6.20,704 13.6 1.2.5, lA, 1.5, 4. I.l, 4.7.1,5.1, 6.1.2,8.1.4 4.6.18, 4.6.19,4.7.7 4.9.5 Limitations of Time, General 4.6.12, 4.6.19,6.2.2, 9.4.3,9.604, 9.10.4, 10.1.4, ;10.2.5, 11.1.2, :11.2.1, 11.3.7, 113.4.2;13:5:2---- j2.2.,I,2-.2.4\ . :3.2~1, 3.7.3, ';3.8.'2,3.10, j3.1i.5, '3:1'5.1,4.6.1, ;4:6;.1 2, i ~ '.: !4.6~18, 4.7.2, , '13 1 14.7; ,4.7.4, i i4.7.~,.4.7.9, i ~ ~ ' 14.6.4.2, 5.2.1) \5.213,6.2.4, )7.3.'4;'7:'4, '.8.2,2.2.~t5'n. 9.6.2,9.8, 9.10,11.1.3, 11.3.1, 11.3.2, 11.3 .5,- ' 11:3.6,. .I 2.2.1" 12,2,2~, 13.5, 13.7,14.3 2.1.2,2.2.1, 2.4, 3.10, 3.11,3.15.1, 4.6.1,A,6,18.. 4.7 ;'4.8,4.9,' l3 <;,',f-'n..~... .p. '.l~" ;'-.\ (1.3(>,7.3.9, \ j8.219.3.1, '-j 19.313,9.4.1, I I I 97 I 19.6), ., , 19.8 t?J..?.:..!.Q],j ill.1.3, !11-:3:6;.... 11.3.10, 11.3.11 ,._' 12.202: 1f:'2.4, - . 12.2,6,13.7, ,'J4.1', 14.2.2 11.3.3 -1.3!1,3.12.1, ;4.6,1,4.6.10, :5.2:1;9.3.1, :9.3.1.2, 9.3.3,w 9.4.3,9.6.5, , i' 9 AlA Document A201/CMa!l!lll - 1992. Copyriqht @ 1992 by The American Institute of Architec:ts. All right!;i reserved. WARNiNG: This AlA. Docum~nt is protect~ by U. S. Copyright Law a.nd International Trea.ties. Unauthorized reproduction Ot distribution of this AlA. Document, o~ ~ny portion of it. may result in severe civil ~nd cri~nal penalties, and will be prosecuted to the maximum e~tent possible under th~ law. This draft was produced by AlA software a.t 10:32:29 on 04/09/2007 under.- Or-cler: No.l000259422 1 which expires on 9/18/2007, a,nd is not fOL Le~dle_ - User Note!5l~ (2424500166) I 4.9.1,4.9.4.1, 4.9.7 1.1.3,1.1.6, 3.4,3.5.1, 3.8.2,3.12.2, 3.12.3, 3.12.7, 3.12.11,3.13, 3.15.1, 4.6.12,6.2.1, 7.3.6,9.3.2, 9.3.3, 12.2.4, 14.1.2, 14.2.1,14.2.2 8.3.1 1.3,3.6,3.7, 3.13,4.1.1, 4.9.5,4.9.7, 9.9.1, 10.2.2, 11.1,11.3, 13.1,13.4.1, 13.5.1, 13.5.2, 13.6 2.1.2,4.7.2, 4.7.5.1,8.2.2, 9.3.3,9.10.2 4.9.5 Limitations of Time, Specific 4.9.4.2, 12.2.6,13.7 3.3.1,4.6.12, 4.6.17,5.2.2, 5.2.4, 7.4, 11.3.10 2.3,3.2.1, 3.5.1,3.7.3, 3.12.8, 3.12.11,3.17, 3.18,4.6.10, Loss of Use Insurance Material Suppliers 9.10.4 5.4.1.1,8.2.2, Materials, Hazardous 10.1,10.2.4 9.4.1,9.5.1, Materials, Labor, 1.1.3,1.1.6, 9.7,9.10, Equipment and 3.4.1,3.5.1, 10.1.2, 3.8.2,3.12.2, 10.2.6, 3.12.3, J 1.1.3, 11.3, 3.12.7, J2.:P, 3.12.11,3.13, 12.2.4, 13.3, 3.15.1, 13,$.2, 14 4.6.12, 6.2.1, Notice of Testing and :13.5.1, 13.5.2 7.3.6,9.3.2, Inspections 9.3.3, 12.2.4, Notice to Proceed ,8.2.,2 14.1.2, Notices, Permits, Fees 2.2.;3,3.7, 14.2.1,14.2.2 and :3.1~, 7.3.6.4, Means, Methods, '10:2.2 Techniques, Sequences and Observations, Architect's 4.6:5,4.6.9, Procedures of Construction 3.3.1,4.6.6, On-Site 4.6:10,4.7.6, 4.6.12,9.4.3 ;9.4.4,9.5.1, Minor Changes in the 1.1.1,4.6.13, '9.10.1, Work 4.7.7,7.1,7.4 :12.t.l,13.5 MISCELLANEOUS 13 Observations, Construction !9.4:4,12.1.1 PROVISIONS Manager's On-Site Modifications, Definition 1.1.1 Observations, Contractor's 11.2.2,3.2.2 . of Occupancy 9.6.6,9.8.1, Modifications to the 1.1.1, 1.1.2, 9.9. 11.3.11 Contract 3.7.3,3.11, On-Site Inspections by the 4.6.5,4.6.16, 4.1.2,4.6.1, Architect 4.7.6, 9.4.4, 5.2.3,7, 9.8.2,9:9.2, 8.3.1,9.7 9.10.1 Mutual Responsibility 6.2 On-Site Observations by 4.6.5,4.6.9, Nonconforming Work, 12.3 the Architect 4.7.6,9.4,4, Acceptance of 9.5.1,9.10.1, Nonconforming Work, 2.3.1,4.7.5.2, 13.5 Rejection and Correction of 9.5.2,9.8.2, On-Site Observations by 9.4.4,9.5.1 12,13.7.1.3 the Construction Manager Notice 2.3,2.4, Orders, Written 2.3, 3..9,-.., 3.2.1,3.2.2, 4.1.7,7, 3.7.3,3.7.4, 8.2.?-,1103.9\ 3.9,3.12.8, !12,J,12.2, \/' I 3.12.9,3.17, 113.5.2, 14.3.1 4.7,4.8.4, Other Contracts and !1.114,3.14.2, 4.9,5.2.1, Contractors 14.617,4.9.5, 5.3,5.4.1.1, ;6, UJ,7, 8.2.2,9.4.1, ':12.1.2,12.2.5 9.5.1,9.7, OWNER '2 ,- 9.10,10.1.2, Owner, Definition of 2.1 10.2.6, Owner, Information and 2.1.2,2.2, 11.1.3,11.3, Services Required of the 4.6.,Z,4.6.4, 12.2.2, 6,'9, lQ..IA: 12.2.4, 13.3, 1'0.1.6, 11.2, 13.5.1, 11.3,13.5.1, 13.5.2, 14, ,14. t .1.5, Notice, Written 2.3,2.4,3.9, 14.1.3 3.12.8, Owner's Authority 3.8.1,5.2.1, 3.12.9,4.7, 5.2.4, 5.4.1; 4.8.4,4.9, 7.3.1,8.2.2, 5.2.1, 5.3, 9.3.1,9.3.2, AlA. Document A201/CM.a!lJ( - 1992. Copyriqht ~ 1992 by The AmeriC:dtl In~titute of Architects. All rights reserved. WARNING: This AlAS Oocument is prot!:!eted by U.S. Copyright Law and Interna.tiona.l Tre.aties. UnauthO:t"i~8d reproduction or distribution of this AIA~ Oocum@nt, or any portion of it, may result in l!i~vere civil and crim.inal p~n;alti&s, and will be pros~cuttlld to the maximum extent possible under the law. Thi5 draft was produ{:~d by AlA ~oftw8re at 1U:32:29 on UQ/09/2007 under Order No.l000259422 1 wl~ich ~xpites orl 9/18/2007, and i~ not for resale. - U.I;Ier Notes: (2424~00166J I I I I I I I I I I I I I I I I I I 10 I I I I I I I I I I I I I I I I I I I I Owner's Financial Capability Owner's Liability Insurance Owner's Loss of Use Insurance Owner's Relationship with Subcontractors Owner's Right to Carry Out the Work Owner's Right to Clean Up Owner's Right to Perform Construction with Own Forces and to Award Other Contracts Owner's Right to Stop the Work Owner's Right to Suspend the Work Owner's Right to Terminate the Contract Ownership and Use of Architect's Drawings, Specifications and Other Documents Partial Occupancy or Use Patching, Cutting and Patents, Royalties and Payment, Applications for Payment, Certificates for Payment, Failure of Payment, Final 11.4.1, 12.2.4, 13.5.2, 14.2, 14.3.1 2.2.1, 14.1.1.5 11.2 Payment Bond, Performance Bond and Payments, Progress 7.3.6.4, 9.10.3, 11.3.9,11.4 4.7.4,9.3, 9.6,9.8.3, 9.l0.3, 13.6, il4.2.3 :9 1'4 . ' i ;5.4.12; 9:5.1.3, ;9.6'~f9.6,,3f' 19.614, 11.3.8, lt411.2 IIO.J.2, rOi.3,1O.1.4 i7;3~.4, \9.10.3, lld.9,IIA 12.2p,3.7, J3.13,7.3.6.4, ;} 0.2.2 \to' 10.1.2, 10.1.3,10.1.4 3.12.2 3.11, 3..12; 4.2.7, i4.6:5; 4.7 A, 8.2 4.7.4,9.3;., 9.6,9.8.3, 9.10.3, 13.6, 14.2.3 1.1.4-~' 0"'''. 1/1:7 ":i 11.3 .3 PAYMENTS AND COMPLETION Payments to Subcontractors ;' 12.2.1:; 14.6117 1I0.2.5,11.3 l i 110 I i ; ~ ~ 'l':3;"3;u; 3':'1;'-' 3.13,4.1.1, 4.9.7, 10-,2.2,H~ 11.1(1 1.3, / .'-" 13: 1, 13.4;'" 13.5,.1, 13.{2, 13.6, h4; :3.5]1,4.6.10, J2.4. '9.10.2 1.2.2,3.5.1, 1.1.2,5.2.1, 5.4.1,9.6.4 2.4, 12.2.4, 14.2.2.2 6.3 PCB AlA Document A:201/CMatll: - 19~2. Copyright. @ 1992 by The American Institute nr .A.rchitects. All riqhts reserved. WARNING: This )..IA.'ilI DOcument is protected by U.S. Copyright Law and International Treaties. Unauthori~ed reproduction or distribution of this AIA~ Documanti O~ ahY po~tiQn of itl may reE>ult in S8Verli civil and criminal pen~ltie.$, and will kH:! prosecuted to the maximum @xt&nt possibl4i under the l~w. This draft was produced by AlA sQftwaL~ at 10:32:29 on 04/09/2007 under O~der No.l000259422 1 which expi~e$ on 9/18/2007, and is not for n:~si;l.le. ~ Ua~r Notlis: (2424500166) 6.1 Performance Bond and Payment Bond Permits, Fees and Notices 2.3,4.7.7 14.3 PERSONS AND PROPERTY, PROTECTION OF Polychlorinated Biphenyl 14.2 1.1.1, 1.3, 2.2.5, 5.3 Product Data, Definition of Product Data and Samples, Shop Drawings Progress and Completion 9.6.6,9.9, 11.3.11 3.14,6.2.6 3.17 4.6.9,9.2, 9.3,904, 9.5.1,9.8.3, 9.10.1, 9.10.3, 9.10.4, 14.2.4 4.6.9,4.6.16, 9.3.3,9.4, 9.5,9.6.1, 9.6.6,9.7.1, 9.8.3,9.10.1, 9.10.3, 13.7, 14.1.1.3, 14.2.4 4.7.7,9.5.1.3, 9.7,9.10.2, 14.1.1.3, 14.2.1.2 4.6.1,4.6.16, 4.7.2,4.7.5, 9.10, 11.1.2., 11.1.3, 11.3.5,12.3.1 Progress Payments Project, Definition of the Project Manual, Definition of the Project Manuals Project Representatives Property Insurance PROTECTION OF PERSONS AND PROPERTY Regulations and Laws Rejection of Work Releases of Waivers and Liens Representations 11 Representatives Resolution of Claims and Disputes Responsibility for Those Performing the Work Retainage Review of Contract Documents and Field Conditions by Contractor Review of Contractor's Submittals by Owner, Construction Manager and Architect Review of Shop Drawings, Product Data and Samples by Contractor Rights and Remedies Royalties and Patents Rules and Notices for Arbitration Safety of Persons and Property Safety Precautions and Programs Samples, Definition of Samples, Shop Drawings, Product Data and Samples at the Site, Documents and Schedule of Values Schedules, Construction Separate Contracts and Contractors 3.12.7,6.2.2, 8.2.1,9.3.3, 9.4.3,9.5.1, 9.8.2,9.10.1 2.1.1,3.1.1, 3.9,4.1.1, 4.6.1,4.6.17, 5.1.1,5.1.2, 13.2.1 4.8,4.9 Shop Drawings, Definition of Shop Drawings, Product Data and Samples Site, Use of Site Inspections 3.12.1 3.11,3.12, 4.6.11, 4.6.12,4.6.15 ,3.13,6.1.1, 6.2.1 1.2.:2, 3.3.4, 4.6.:5,4.6.16, 4.iO;g.8.2, :9.10..1,13.5 4.6.:5,4.6.9, 4.7~p, 904, :9.5.:1,9.8.2, 9.9.2,9.10.1, ;13;5 ;4.6.'10, \l2.:p,13.5 , 1.1.~ ;1.1.'1, 1.1.6, '1.1.7 ;'1.2.4,' 1.3,3.11 4.904.2, 12.2.6, 13.7 2.3,4.7.7, 9.7,10.1.2, 10.3,14.1 6.2.1, 9.3.2, 10.2.1.2, 11.3.J.4, 12.2A 5.1.1 5 1.2-4..3,3e2, .., 3A2.1, 4.6.6, . 4.6.!0, 5:3;' 004' !S.3; SA, \ 1 )9.3j 1.2,9.6.2, )9.6j3,9.6.4, ;10.t-I, 11.3.7, 1-L3.8; 14.1.1, 14.2.1.2" 14.1;3 1.3,3.2.3';-- - 3.10,3.11, 3.12,4.6.12, '5.2.'1, 5.2.3, 7.3.-6,9.2, 9.3.1,9.8.2, 9.9.1,9.10.:2, 9.10.3, 11.1.3 6.1.1,11.3.5, I I I I I I I I I I I I I I I I I I 3.3.2,4.6.6, 6.2., 10 9.3.1,9.6.2, 9.8.3,9.9.1, 9.10.2,9.10.3 1.2.2,3.2, 3.7.3,3.12.7 Site Visits, Architect's Special Inspections and Testing Specifications, Definition of the Specifications, The AlA. Oocument A201/CMa.~ - 1992. CoPYri9ht e 1992 by The American Institute of .A.r:c:hitects. All ri9hts reserved. WARNrNG~ Thi.s AI}..~ Document is proteoted by u.s. copyriqht Law and lnternational Tr~a.ties. Una.uthO:t"i~ed reproduction Qr distribution of th.:i.s AIA<f! Document, or any po~tion of it; may result in severt!! civil ~nd criminal penaltilis, and will b9 pros&cut@d to thl!:! maximum extl:!nt possibll:! under the law. Tbi::; draft was produced by AlA software: at 10:32:29 on 04!09/2007 under order NO.l000259422_l which e:xpi:r~s on 9/18/2007, <:itld is not. for resale:. USQr Notas: (24245001661 3.10.1, 3.10.3,3.11 , 3.12,4.6.12. 4.6.16,5.2.1, 5.2.3,9.2, 9.8.2 3.12.5 Statute of Limitations Stopping the Work Stored Materials 1.1.2,2.3, 204, 3.5.1, 3.15.2, 4.6.10,4.7.6, 4.9,5.3,6.1, 6.3,7.3.1, 8.3.1,9.5.1, 9.7,10.2.5, 10.3, 12.2.2, 12. 204, 13.4, 14 3.17 4.9.2 Subcontractor, Definition of SUBCONTRACTORS Subcontractors, Work by Subcontractual Relations 10.2 4.6.6,4.6.12, 10.1 3.12.3 3.11,3.12, 4.6.12 3.11 Submittals 9.2,9.3.1 3.10 1.104 Subrogation, Waivers of 12 I I I I I I I I I I I I I I I I I I I I Substantial Completion Substantial Completion, Definition of Substitution of Subcontractors Substitution of Architect Substitution of Construction Manager Substitutions of Materials Sub~subcontractor, Definition of Subsurface Conditions Successors and Assigns Superintendent Supervision and Construction Procedures Surety Surety, Consent of Surveys Suspension by the Owner for Convenience Suspension of the Work Suspension or Termination of the Contract Taxes Termination by the Contractor Termination by the Owner for Cause Termination of the Architect Termination of the Construction Manager Termination of the Contractor TERMINA nON OR SUSPENSION OF THE CONTRACT Tests and Inspections TIME Time, Delays and Extensions of 11.3.7 4.6.16,8.1.1, 8.1.3, 8.2.3, 9.8,9.9.1, 12.2.1 , 12.2.2, 13.7 9.8.1 Time Limits, Specific 2.1.2,2.2.1, 2.4,3.10, 4.6.18,4.7, 4.8.1,4.8.3, 4.8.4,4.9.1, 4.9A.1, 4.9.;4.2,5.3, 5.4: 7.3.5, 7.3.9,8.2, ,9 .2,"9:j :r; j9.3.,J,9A.l, ;9.6H,9.7, ;9.8~, 9.10.2, 111.l.3, '11'.3.6, )1:3.10, ild.ll, 112.2.2, ; ~ )2.2.4, i12l6, 13.7, \14 i 4.7.1;'4.'7.3;"; 8.1.6....43.9"". 4.8,4.9 9.3.2,9.3.3 12 1201 4.7;6,j~.}.I, '10.1 7.1.4,7.3.3.4 1.1.1, 1.3, 2.2.5,3.12.7, 5.3 3.1~, .6.1.,1, 6;,1.':1 9.2,9:3':r ~.7~5, 4.9.1, ;9.10.3 h3.4.2 , , 19.1b.4, ; . ,~",.".~-,..,,--,.~ 111.3.7, 13.4.2 '4;75,A;9.-1; 9.9.3,9.10.3, 11.3.3, ., II}S;' 11'.3.7,.13:4:2 <j .1 ofi (i.I.I,I1.3.5, ;11.3.7 3.5,4.6.16, 4.7.5,9.3.3, '9.8.-2,9.9.1, 12.2.2, 13.7.1.3 5.2.3,5.2.4 4.4 4.4 3.5.1 5.1.2 4.7.6 13.2 3.9, 10.2.6 1.2.4, 3.3, 3.4,4.6.6, 4.7.4, 6.2.4, 7.1.3,7.3.4, 8.2,8.3.1,10, 12, 14 4.8.1,4.8.4, 5.4.1.2, 9.10.2, 9.10.3,14.2.2 9.10.2,9.10.3 2.2.2, 3.18.3 14.3 Time Limits on Claims Title to Work UNCOVERING AND CORRECTION OF WORK Uncovering of Work Unforeseen Conditions Unit Prices Use of Documents AlA. Document A201/CMa!lk - 1992. Copyright 0 1~92 by The Ameri.can Institute of Architects. All ;t'i.9hts t'Cil:.served. WARNING: This AIA~ Document is prote!cted by U.S. copy~i"ht Law and lntlj'rnation:ill TreAties. Unauthorized reproduction or dil!;lt.ribution of this AlA'fj Document I or any portion of it, may result in severe ctvil and criminal p9nalties, 8nd will be prosecuted to the ~ximum ext~nt possible und~r th~ law. This draft waS produced by AlA software at 10:32:29 on 04/09/2007 under order No.l000259422 1 which expires on Q/18/2007, arid is not for Lesula. ~ User Notes: (2424500166) 4.7.7,5.4.2, 14.1.1.4, 14.3 4.7.7,5.4.1.1, 14 3.6, 7.3.6.4 14.1 Use of Site Values, Schedule of Waiver of Claims: Final Payment Waiver of Claims by the Architect Waiver of Claims by the Contractor Waiver of Claims by the Owner 5.4.1.1,14.2 4.4 4.4 14.2.2 14 Waiver of Liens Waivers of Subrogation 3.3.3,4.6.10, 4.6.16,9.4.3, 12.2.1,13.5 8 4.7.8,7.2.1, 8.3 Warranty and Warranties 13 Weather Delays When Arbitration May Be Demanded Work, Definition of Written Consent Written Interpretations Written Notice 4.7.8.2 4.9.4 3.12.8, 3.12.9,4.7.1, 4.7.6,4.7.9, 4.8.4,4.9.4.1, 5.2.1,5.3, 5.4:1.1,8.2.2, 9.4;9.5.1, ,9.7;9.10, 10.1.2, 10.1.'6, '1 q,3, lL3, '12.Z.2, '12.2.4, 13.3, 113.5.2, 14 2:3; 3.9, r4.7fl, 8.2.2, '11.3.9,12.1, ;,J2.2,13.5.2, iI4.3.1 I I I I I I I I I I I I I I I I I I 1.1.3 1.3.1,3.12.8, 3.14.2,4.7.4, 4.9.5,9.3.2, 9.8.2,9.9.1, 9.10.2, 9.10.3, 10.1.2, 10.1.3, 11.3.1, 11.3.1.4, 11.3.11, 13.2, 13.4.2 4.6.18, 4.6.19,4.7.7 2.3,2.4,3.9, Written Orders ,/' AlA Document A201/CMa!l!li - 1992. Copyriqht @ 15)92 by The American Institute of Archit~cts. All rights re:!;lerved. w~ING: This AIA~ Docum9nt is protected by u.s. copyright Law and Int&rnational Treaties. Unauthorized r~production or distributiOh of ~his A1Aw Document, or any portion of it, InilY result in .!;IevEl:~e civil and criminal ~na.ltielS, and will be p:ros&cuted to the> maximum extent pos.e:ible under the law. This draft was produced by AlA software at 10:32:29 on 04/n9/200'J under Order No.1000259422 1 which expi:n:!f; QIl 9/18/2007, and is rHlt for re5ale. - User- NoteJ;l: (747i!sonli,6) 14 I I I I I I I I I I I I I I I I I I I I ARTICLE 1 GENERAL PROVISIONS ~ 1.1 BASIC DEFINITIONS ~ 1.1.1 THE CONTRACT DOCUMENTS The Contract Documents consist of the Agreement between Owner and Contractor (hereinafter the Agreement), Conditions of the Contract (General, Supplementary and other Conditions), Drawings, Specifications, addenda issued prior to execution of the Contract, other documents listed in the Agreement and Moqifications issued after execution of the Contract. A Modification is (1) a written amendment to the Contract signed by both parties, (2) a Change Order, (3) a Construction Change Directive or (4) a written order for a minor change m: the Work issued by the Architect. Unless specifically enumerated in the Agreement, the Contract Documents do not include other documents such as bidding requirements (advertisement or invitation to bid, Instructions to'Bidders; sampleT()rms;' the Contractor's bid or portions of addenda relating to bidding requirements). ~ 1.1.2 THE CONTRACT The Contract Documents form the Contract for Construction. The Contract represents the ehtir~ and integrated agreement between the parties hereto and supersedes prior negotiations, representations or ligre'ements, either written or oral. The Contract may be amended or modified only by a Modification. The Contract Dpcuments shall not be construed to create a contractual relationship ofany kind (1) between the Architect and coittra4tor, (2) be~we~n the Construction Manager and Contractor, (3) between the Architect and Construction Manager, (4) between;the pwner and a Subcontractor or Sub-subcontractor or (5) between any persons or entities other than~he ~wner amt : Contractor. The Construction Manager and Architect shall, however, be entitled to performance and enfo~ce~ent of obligations under the Contract intended to facilitate performance of their duties. " " ~ 1.1.3 THE WORK . ,,'" '" The term "Work" means the construction and services required by the Contract Documents, whether completed or partially completed, and includes all other labor, materials, equipment and services provided or to be provided by the Contractor to fulfill the Contractor's obligations. The Work may constitute the whole or a part of the Project., ~ 1.1.4 THE PROJECT, ' ; The Project is the total construction of which the Work performed under the Contract Documents m\!,ybe the whole or a part and which may include construction by other Contractors and by the Owner's own:forcesln~luding persoAs or entities under separate contracts not administered by the Construction Manager. " ~ 1.1.5 THE DRAWINGS The Drawings are the graphic and pictorial portions of the Contract Documents, wherever located and whenever issued, showing the design, location and dimensions of the Work, generally including plans, elevations, sections, details, schedules and diagrams. ~ 1.1.6 THE SPECIFICATIONS ," / The Specifications are that portion of the Contract Documents consisting of the written requirements for ipat~ial~./ equipment, construction systems, standards and workmanship for the Work, and performanbe ~f related s~rvic9s:~ ~ '., ~ 1.1.7 T~E PROJEC~ MANUAL . . i. l .:1 The Project Manual IS the volume usually assembled for the Work whIch may mclude the ~ldd~QR.r~qIJ}~~,i;nel\t~2 sample forms, Conditions of the Contract and Specifications. ~ 1.2 EXECUTION, CORRELATION AND INTENT ~ 1.2.1 The Contract Documents shall be signed by the Owner and Contractor as provided in the Agr,eement:Ifeither the Owner or Contractor or both do not sign all the Contract Documents, the Architect shall ide,ntify such unsigned ' Documents upon request. ""'''', '. ~ 1.2.2 Execution of the Contract by the Contractor is a representation that the Contractor hds visited the site, become familiar with local conditions under which the Work is to be performed and correllltedpersonal observations with requirements of the Contract Documents. : i ~ 1.2.3 The intent of the Contract Documents is to include all items necessary for the proper eX(jcution and completion of the Work by the Contractor. The Contract Documents are complementary, and what is required by one shall be as binding as if required by all; performance by the Contractor shall be required only to the extent, A.lA Document A.201/CMa!l!ll - 1992. Copy~i9ht e 1992 by the Ame:rica.n Insti tute of Atc:hi te<;:t".,S. All rights rli!:!;ierved. WARNING: 1'his AIA~ Document ie: protected. by U.S. Copyright Law and International Troaties. Unauthorized reproduction or distribution o~ this AlAe Oocumant, or any portion of it, may rel!l:Ult. in severe civil and oriminal penalties I and will be prosecuted to the maximum extent pos.sibl~ under the law. This draft was produced hy AlA software at 10:32:29 on 04/09/2007 under orrIer No.1000259422_1 which ~xpires on 9/18/2007, and is not fur L'f!!:iiJ,1e_ User Notes: (24245001Gf',) 15 I consistent with the Contract Documents and reasonably inferable from them as being necessary to produce the intended results. I ~ 1.2.4 Organization of the Specifications into divisions, sections and articles, and arrangement of Drawings shall not control the Contractor in dividing the Work among Subcontractors or in establishing the extent of Work to be performed by any trade. I ~ 1.2.5 Unless otherwise stated in the Contract Documents, words which have well-known teclulical or construction industry meanings are used in the Contract Documents in accordance with such recognized'meanings. I ~ 1.3 OWNERSHIP AND USE OF ARCHITECT'S DRAWINGS, SPECIFICATIONS AND OTHER DOCUMENTS, ~ 1.3.1 The Drawings, Specifications and other documents prepared by the Architect are instrun?ents of the Architect's service through which the Work to be executed by the Contractor is described. the Contractor may retain one contract record set. Neither the Contractor nor any Subcontractor, Sub-subcontractor o~ material or equipment supplier shall own or claim a copyright in the Drawings, Specifications and other documeni'~f'pfepared by the Architect, and unless otherwise indicated the Architect shall be deemed the author of them p.nd;will retain all common law, statutory and other reserved rights, in addition to the copyright. All copies of it hem, except t11e . Contractor's record set, shall be returned or suitably accounted for to the Architect, on request, hpon com~letibn of the Work. The Drawings, Specifications and other documents prepared by the Architect, arld c4pies thereof! furnished to the Contractor, are for use solely with respect to this Project. They are not to be used by the <tontractor or any Subcontractor, Sub-subcontractor or material or equipment supplier on other projectS or for additidns to this Project outside the scope of the Work without the specific written consent of the Owner and Architect: The Contractor, Subcontractors, Sub-subcontractors and material or equipment suppliers are granted.!llimi.ted license to use and reproduce applicable portions of the Drawings, Specifications and other documents prepared by the Architect appropriate to and for use in the execution of their Work under the Contract Documents. All copies made under this license shall bear the statutory copyright notice, if any, shown on the Drawings, Specifications and other" . ' documents prepared by the Architect. Submittal or distribution to meet official regulatory requirementsor,fO'r other purposes in connection with this Project is not to be construed as publication in derogation of the Architect's ., copyright or other reserved rights. I I I I I ~ 1.4 CAPIT AUZA TION ~ 1.4.1 Terms capitalized in these General Conditions include those which are (1) specifically definedi.(2) the titles of numbered articles or (3) the titles of other documents published by the American Institute of Architects. I I ~ 1.5 INTERPRET AnON ~ 1.5.1 In the interest of brevity the Contract Documents frequently omit modifying words such !'Is}',all".,and "any" and articles such as "the" and "an," but the fact that a modifier or an article is absent from one 'statement ane;! appeClfs in another is not intended to affect the interpretation of either statement. ., \ ,,,' I ARTICLE 2 OWNER ~ 2.1 DEFINITION i, i ~ 2.1.1 The Owner is the person or entity identified as such in the Agreement and is referred to throughoutlthe' Contract Documents as if singular in number. The term "Owner" means the Owner or the dwn~r'~,l!l:l!~()!iked; representative. . I I ~ 2.1.2 The Owner upon reasonable written request shall furnish to the Contractor in writing information which is necessary and relevant for the Contractor to evaluate, give notice of or enforce mechanic's lien righ~~. Such. information shall include a correct statement of the record legal title to the property on which the Project is located, "", usually referred to as the site, and the Owner's interest therein at the time of execution of the Agreemeiifan,!;wtthln,. five days after any change, information of such change in title, recorded or umecorded. " . I ~ 2.2 INFORMATION AND SERVICES REQUIRED OF THE OWNER ~ 2.2.1 The Owner shall, at the request of the Contractor, prior to execution of the Agreemeht ahd promptly from time to time thereafter, furnish to the Contractor reasonable evidence that financial arrangeinents have been made to fulfill the Owner's obligations under the Contract. [Note: Unless such reasonable evidence were furnished on request prior to the execution of the Agreement. the prospective contractor would not be required to execute the Agreement or to commence the Work.} I I I AlA Document A.201/CMa.!I!lt - 1992. copyright e 1992 hy The American Institute of A.rchitects. All rights r8s'il'~vQd_ ~ARN1~G: This AlAte Oo~nt is protected by u.s. copyright Law and International 'l'riliaties. Unauthorized. reproduction or dist'J;".ibution of t:.his AJ..A~ DOC1,1ITlent, or ~ny port.ion of it, ~y result in e:li'Vli'rli' civil and criminal pena.lti!:!s, a.nd will be proseouted to the maximum 19~tent poeeiblli' under the law. This dr,::l.ft was produced by AlA softwarE:: at 10:32:7.9 on 04/09/2007 under Order No.l0()[)2594~2 1 which expires on 9/18/2007/ and is not for r~sa1e:. - User Notes: (242q~l()n166) 16 I I I I I I I I I I I I I I I I I I I I ~ 2.2.2 The Owner shall furnish surveys describing physical characteristics, legal limitations and utility locations for the site of the Project, and a legal description of the site. ~ 2.2.3 Except for permits and fees which are the responsibility of the Contractor under the Contract Documents, the Owner shall secure and pay for necessary approvals, easements, assessments and charges required for construction, use or occupancy of permanent structures or for permanent changes in existing facilities. Upless otherwise provided under the Contract Documents, the Owner, through the Construction Manager, shall secure! and, pay for the building permit. ~ 2.2.4 Information or services under the Owner's control shall be furnished by the Owner with reasonable.- promptness to avoid delay in orderly progress of the Work. : - 1 ! ~ 2.2.5 Unless otherwise provided in the Contract Documents, the Contractor will be fumis~ed, !free of charge, such copies of Drawings and Project Manuals as are reasonably necessary for execution of the Wbr~. i"" l ~ 2.2.6 The Owner shall forward all communications to the Contractor through the Construdtiorl Manager~ndishall contemporaneously provide the same communications to the Architect. '\ j' '. !- ~ 2.2.7 The foregoing are in addition to other duties and responsibilities of the Owner enumhat~d herein ~nd i especially those in respect to Article 6 (Construction by Owner or by Other Contractors), Article 9 (Payment~ and Completion) and Article 11 (Insurance and Bonds). ' 1..._, ,-- ~ 2.3 OWNER'S RIGHT TO STOP THE WORK ~ 2.3.1 If the Contractor fails to correct Work which is not in accordance with the requirements of the Contract Documents as required by Section 12.2 or persistently fails to carry out Work in accordance with the Contract.. Documents, the Owner, by written order signed personally or by an agent specifically so empowered by the Owner in writing, may order the Contractor to stop the Work, or any portion thereof, until the cause for such order_ pas been eliminated; however, the right of the Owner to stop the Work shall not give rise to a duty on the pa~ of-the Owner ito exercise this right for the benefit of the Contractor or any other person or entity. "''' - ~ 2.4 OWNER'S RIGHT TO CARRY OUT THE WORK ___ ~ 2.4.1 If the Contractor defaults or neglects to carry out the Work in accordance with the Contract Documents and fails within a seven-day period after receipt of written notice from the Owner to commence and continue correctiOli of such default or neglect with diligence and promptness, the Owner may after such seven-day period give the Contractor a second written notice to correct such deficiencies within a second seven-day perioq,.Jfthe.Contractor within such second seven-day period after receipt of such second notice fails to commence apd -~ontinue tCN,orrect .' any deficiencies, the Owner may, without prejudice to other remedies the Owner may have,fcon;ectsucn" \ i"" deficiencies. In such case an appropriate Change Order shall be issued deducting from pa~ent's then or t~erMft~J:. due the Contractor the cost of correcting such deficiencies, including compensation for the 1=0istruction Nl, ana~er's and Architect's and their respective consultants' additional services and expenses made necess by such klef<{ult, neglect or failure. Such action by the Owner and amounts charged to the Contractor are botP s bject to prior I approval of the Architect, after consultation with the Construction Manager. If payments th~n 4r.th~r~'!.f!~t du~,!P:~._" Contractor are not sufficient to cover such amounts, the Contractor shall pay the differenceito the Owner. ARTICLE 3 CONTRACTOR ~ 3.1 DEFINITION ,~_ ...--.,. ~ 3.1.1 The Contractor is the person or entity identified as such in the Agreement and is referreq to throughout this Agreement as if singular in number. The term "Contractor" means the Contractor or the ConV"~ctor's autho~ized . representative. . ~ 3.1.2 The plural term "Contractors" refers to persons or entities who perform construction,under Conditions of the Contract that are administered by the Construction Manager, and that are identical or subst~nti~lly similar to these Conditions. AlA. Document A201/CMa!IY ~ 1992. Copyright = 1992 by Th~ Am€!t'ic:atl lrl.$titute- of Architects. All r.ilifht.!;l :r;~aerved. WAANlNG: This A.lA. DocUJl\eot is protected by U.S. Copyright Law and Int@rnat.ional 'l'rea.ties. Unauthorized rtlip~oductioh or distribution of this AlA.- Docum~nt, or any portion of it, may result in severe civil and criminal penalti~l!i, and will be pros4itcut8d. to th4it maxiMum ~xtent possible under the law. This draft was produced by AlA softwar~ at 10:32:29 OIl 04/U9/2u07 und~r order No.1000259422_1 which expi~es on 9/18/2007, and is not fot .t"e5ale. User Not.es; (2424500166) 17 ~ 3.2 REVIEW OF CONTRACT DOCUMENTS AND FIELD CONDITIONS BY CONTRACTOR ~ 3.2.1 The Contractor shall carefully study and compare the Contract Documents with each other and with information furnished by the Owner pursuant to Section 2.2.2 and shall at once report to the Construction Manager and Architect errors, inconsistencies or omissions discovered. The Contractor shall not be liable to the Owner, Construction Manager or Architect for damage resulting from errors, inconsistencies or omissions in the Contract Documents unless the Contractor recognized such error, inconsistency or omission and knowingly failed to report it to the Construction Manager and Architect. If the Contractor performs any construction act~vity knowing it involves a recognized error, inconsistency or omission in the Contract Documents without such notice t6 the Construction Manager and Architect, the Contractor shall assume appropriate responsibility for such performance and shall bear an appropriate amount of the attributable costs for correction. .. -" ~ 3.2.2 The Contractor shall take field measurements and verify field conditions and shall care~lly compare such field measurements and conditions and other information known to the Contractor with theiCOI1tract Documents before commencing activities. Errors, inconsistencies or omissions discovered shall be rep~rte4 to the Construction Manager and Architect at once. 'H" . ~ 3.2.3 The Contractor shall perform the Work in accordance with the Contract Documents ~md'submittal{approved pursuant to Section 3. 12. I' , ~ 3.3 SUPERVISION AND CONSTRUCTION PROCEDURES . . ~ 3.3.1 The Contractor shall supervise and direct the Work, using the Contractor's best skill~nd1attention. . Th~ Contractor shall be solely responsible for and have control over construction means, methods, techniques; sequences and procedures and for coordinating all portions of the Work under this Contract, subject to Qv(:ndl cQQf!1inatioP,of.. the Construction Manager as provided in Sections 4.6.3 and 4.6.4. ~ 3.3.2 The Contractor shall be responsible to the Owner for acts and omissions ofthe Contractor's employees, Subcontractors and their agents and employees, and other persons performing portions of the W ork un~era60ntract with the Contractor. ~ 3.3.3 The Contractor shall not be relieved of obligations to perform the Work in accordan6e with the Contract Documents either by activities or duties of the Construction Manager or Architect in their a'dministratiOnofthe. Contract, or by tests, inspections or approvals required or performed by persons other than the ConttactQr. ' ~ 3.3.4 The Contractor shall inspect portions of the Project related to the Contractor's Work in order to determine that such portions are in proper condition to receive subsequent Work. ~ 3.4 LABOR AND MATERIALS, \ ~ 3.4.1 Unless otherwise provided in the Contract Documents, the Contractor shall provide ahd paylor1apor> ,,' materials, equipment, tools, construction equipment and machinery, water, heat, utilities, tr~nspbrtation, ltpd othel/ facilities and services necessary for proper execution and completion of the Work, whethedterJporary or permllrl~nt and whether or not incorporated or to be incorporated in the Work. .; i ~ 3.4.2 The Contractor shall enforce strict discipline and good order among the Contractor'slemP!2Y~~~,1l~1}_4 otl1~r_ persons carrying out the Contract. The Contractor shall not permit employment of unfit perl,ons or persons not skilled in tasks assigned to them. :n ..,.. ~ 3.5 WARRANTY d' ~ 3.5.1 The Contractor warrants to the Owner, Construction Manager and Architect that materia,kind equipment furnished under the Contract will be of good quality and new unless otherwise required or pertnittydbythe"C'ontract Documents, that the Work will be free from defects not inherent in the quality required or pe'rmitted, and that the Work will conform with the requirements of the Contract Documents. Work not conforming to .these requirements, including substitutions not properly approved and authorized, may be considered defective.' Th~ Contractor's warranty excludes remedy for damage or defect caused by abuse, modifications not executed by the Contractor, improper or insufficient maintenance, improper operation, or normal wear and tear under nbrmttl usage. If required by the Construction Manager or Architect, the Contractor shall furnish satisfactory evidence as fo't116kliid arid quality of materials and equipment. AlA Doc;a,lmQnt A201/CMa.~ ~ l!!Hn. Copyright ~ 1992 by The American lnsti tllte 0 f A.rchi tects. All rights t'eserved. WARNING: This AIAM Oocumen~ is proteoted by U.S. Copy~i9ht Law .nd Int~rna~ional TrQati8s. On8uthorized r8produc~ioh or diBtribu~ion of this AIA~ Doc~nt, or any portion of it, may re.eult in severe civil and criminal p'liiInalties, and will be prosecuted to the maxinl1..1m exb;mt pO.l!;isible under the law. Thi5 draft was produced by AlA software at 10:32:29 on 04/09/2007 und~r' Order No.l0002594L2_1 which expires on 9/18/2007, and is not for re:sale. User Notes: (2424500166) I I I I I I I I I I I I I I I I I I 18 I I I I I I I I I I I I I I I I I I I I ~ 3.6 TAXES ~ 3.6.1 The Contractor shall pay sales, consumer, use and similar taxes for the Work or portions thereof provided by the Contractor which are legally enacted when bids are received or negotiations concluded, whether or not yet effective or merely scheduled to go into effect. ~ 3.7 PERMITS, FEES AND NOTICES ~ 3.7.1 Unless otherwise provided in the Contract Documents, the Owner shall secure and Wy fpr the building permit and the Contractor shall secure and pay for all other permits and governmental fees, licenses mid inspections necessary for proper execution and completion of the Work which are customarily secured ~fter execution of the Contract and which are legally required when bids are received or negotiations concluded. ;" ....0'. '. ~ 3.7.2 The Contractor shall comply with and give notices required by laws, ordinances, rul~s a~d regulations and lawful orders of public authorities bearing on performance of the Work. i \ ~ 3.7.3 It is not the Contractor's responsibility to ascertain that the Contract Documents are tn aqcordance with applicable laws, statutes, ordinances, building codes, and rules and regulations. However, inli/:: Contractor observes that portions of the Contract Documents are at variance therewith, the Contractor shall prorflptly notify th: Construction Manager, Architect and Owner in writing, and necessary changes shall be accomplished by npp~opriate Modification. ' i' . ., ~ 3.7.4 If the Contractor performs Work knowing it to be contrary to laws, statutes, ordinan6es, ~uilding cbde~, and rules and regulations without such notice to the Construction Manager, Architect and Own~r, t4e Contractor ~all assume full responsibility for such Work and shall bear the attributable costs. ., . ~ 3.8 ALLOWANCES ~ 3.8.1 The Contractor shall include in the Contract Sum all allowances stated in the Contract Documents. Items covered by allowances shall be supplied for such amounts and by such persons or entities as the Owner may d4s=ct," but the Contractor shall not be required to employ persons or entities against which the Contractor make,greasonable objection. . ~ 3.8.2 Unless otherwise provided in the Contract Documents: i . .1 materials and equipment under an allowance shall be selected promptly by the Owner to'avoi<i ~elar in~%~ . ~. allowances shall cover the cost to the Contractor of materials and equipment delivered at the'site and all required taxes, less applicable trade discounts; Contractor's costs for unloading and handling at the site, labor, installation costs, overhead, profit and other expenses contemplated for stated allowance amounts shall be included in tlwContra.ct Sum and not in the allowances;, >' "\.. whenever costs are more than or less than allowances, the Contract Sum shaV'be ,dfusfed{lc~'~r~itlgly_ >,- by Change Order. The amount of the Change Order shall reflect (1) the differen~e between\acfiial /,,/ costs and the allowances under Section 3.8.2.2 and (2) changes in Contractor's costs under fection 3.8.2.3. I I i ( 1 I 1 j I 1 " ~ 3.9 SUPERINTENDENT i L_....M....'", i... w,.. ~ 3.9.1 The Contractor shall employ a competent superintendent and necessary assistants w~o shall be in attendance at the Project site during performance of the Work. The superintendent shall represent the Cuntractor,-and.-..-'...... communications given to the superintendent shall be as binding as if given to the Contractor. Important communications shall be confirmed in writing. Other communications shall be similarly confirmed,Qll written-...- request in each case.' .2 ,<; ..~1 .3 .4 ~ 3.10 CONTRACTOR'S CONSTRUCTION SCHEDULE i ,. " ~ 3.10.1 The Contractor, promptly after being awarded the Contract, shall prepare and submh fqr the Owner's and Architect's information and the Construction Manager's approval a Contractor's Constructicjn Schedule for the Work Such schedule shall not exceed time limits current under the Contract Documents, shall be revised at appropriate intervals as required by the conditions of the Work and Project, shall be related to the entir~ Pr~ject construction schedule to the extent required by the Contract Documents, and shall provide for expeditio~s and-practicable ,-- execution of the Work. . AlA Docum~nt A201/CMa!K - 1992. copyright @ 1992 by 'the American Institute of A.~chit~cts. A..ll rights re~erved. WAJtNING: Th.i,.~ AlA#!! DOCUhlent. is prot.ec=ted. by U.S. Copyr.:i.9ot !,..aw and International 'l't'4iI:aties. Unauthoriz.ed. reproduction or dist.ribution of this AlA~ Documantr OL an~ po:l;tion of it, may result in S~V8ril civil and criminal penalties, and. will b:! prosecuted. to the maximum extent pOl;lsib1e under the: law. this drilft Wi.1S produced by AIA software at lO:32:2Sl on U4/09/20D7 I,.mdsr Or:d€!'r No.10002~9422_1 Which expires on g/lB/2007, dnd is not for resale. User Not!:!s: (2424!)001tln) 19 I ~ 3.10.2 The Contractor shall cooperate with the Construction Manager in scheduling and performing the Contractor's Work to avoid conflict, delay in or interference with the Work of other Contractors or the construction or operations of the Owner's own forces. I ~ 3.10.3 The Contractor shall prepare and keep current, for the Construction Manager's and Architect's approval, a schedule of submittals which is coordinated with the Contractor's Construction Schedule and allows the Construction Manager and Architect reasonable time to review submittals. I ~ 3.10.4 The Contractor shall conform to the most recent schedules. I ~ 3.11 DOCUMENTS AND SAMPLES AT THE SITE ~ 3.11.1 The Contractor shall maintain at the site for the Owner one record copy of the Drawings, Specifications, addenda, Change Orders and other Modifications, in good order and marked currently to record changes and selections made during construction, and in addition approved Shop Drawings, Product Data, Sl1mples and similar required submittals. These shall be available to the Construction Manager and Architect andshhll be delivered to the Construction Manager for submittal to the Owner upon completion of the Work. I I ~ 3.12 SHOP DRAWINGS, PRODUCT DATA AND SAMPLES, , ~ 3.12.1 Shop Drawings are drawings, diagrams, schedules and other data specially prepareo fo~ the Work by the Contractor or a Subcontractor, Sub-subcontractor, manufacturer, supplier or distributor to iilustfate some ~or$on of the Work. .. I ~ 3.12.2 Product Data are illustrations, standard schedules, performance charts, instructions,'.brochures, diagrams and other information furnished by the Contractor to illustrate materials or equipment for some portion of the Work. I ~ 3.12.3 Samples are physical examples which illustrate materials, equipment or workmanship and establish standards by which the Work will be judged. ~ 3.12.4 Shop Drawings, Product Data, Samples and similar submittals are not Contract Docuriie~ts. The p~rpqse of their submittal is to demonstrate for those portions of the Work for which submittals are requiredili~ way the : Contractor proposes to conform to the information given and the design concept expressed in the Contract. Documents. Review by the Architect is subject to the limitations of Section 4.6.12. I I ~ 3.12.5 The Contractor shall review, approve and submit to the Construction Manager, in accordance with the schedule and sequence approved by the Construction Manager, Shop Drawings, Product Data, Samples and similar submittals required by the Contract Documents. The Contractor shall cooperate with the Constrqction Manager in the coordination of the Contractor's Shop Drawings, Product Data, Samples and similar submittals with rela~ed documents submitted by other Contractors. Submittals made by the Contractor which are not requirea:oyth~- Contract Documents may be returned without action. I i \ f'J \ .~ \ -; ~ 3.12.6 The Contractor shall perform no portion of the Work requiring submittal and revie* of Shop Drawings, Product Data, Samples or similar submittals until the respective submittal has been approv~d b~ the Cons~cfion Manager and Architect. Such Work shall be in accordance with approved submittals. !. ...: i I I I , ~ 3.12.7 By approving and submitting Shop Drawings, Product Data, Samples and similar s-ubmittals,the'Contractor- represents that the Contractor has determined and verified materials, field measurements and field construction criteria related thereto, or will do so, and has checked and coordinated the information contained withinsuch- submittals with the requirements of the Work and of the Contract Documents. I I ~ 3.12.8 The Contractor shall not be relieved of responsibility for deviations from requirements of the Contract Documents by the Construction Manager's and Architect's approval of Shop Drawings, Pro~uctData, Samples or similar submittals unless the Contractor has specifically informed the Construction Manager and Architect in writing of such deviation at the time of submittal and the Construction Manager and Architect have given written approval to the specific deviation. The Contractor shall not be relieved of responsibility for errors or omIssions in Shop Drawings, Product Data, Samples or similar submittals by the Construction Manager's and Archifect'sapproval thereof. I I I AlA Dooument A201/CM.a!l!K - 1992. Copyright @ 1992 by The American Institute of Arc;hitects. JU.l riqhts resjjlrved. W.ARNING= This AIA~ Document is protected by U. S. Copyright L;j;W' and International Treaties. Una.uthorized reproduction or dist~ibution of tllis AIAfIT; Docum~ntt o,t any portion of it, may result in :Severe c:=ivil a.nd orimina.l penalties I and will b8 prosecuted to th~ maximum !:!xtent pos:5ible under the law. This draft was produced by AlA 6nftware at 10!~2:29 on 04/'Og/2007 under order No.1000259422_1 whicl~ expir~s on 9/1ij/2007, and is nut for rl:!::;~ 1 e. U.er Notes: 124245n(166) 20 I I I I I I I I I I I I I I I I I I I I ~ 3.12.9 The Contractor shall direct specific attention, in writing or on resubmitted Shop Drawings, Product Data, Samples or similar submittals, to revisions other than those requested by the Construction Manager and Architect on previous submittals. ~ 3.12.10 Informational submittals upon which the Construction Manager and Architect are not expected to take responsive action may be so identified in the Contract Documents. ~ 3.12.11 When professional certification of performance criteria of materials, systems or equiptnent is required by the Contract Documents, the Construction Manager and Architect shall be entitled to rely upon'the accuracy and completeness of such calculations and certifications. ; .,.... --- ~ 3.13 USE OF SITE , ~ 3.13.1 The Contractor shall confine operations at the site to areas permitted by law, ordimince$, permits and the ,. Contract Documents and shall not unreasonably encumber the site with materials or equip111entJ '.on...,. I ~ 3.13.2 The Contractor shall coordinate the Contractor's operations with, and secure the apprb'-!al of, the Construction Manager before using any portion of the site. I . ~ 3.14 CUTTING AND PATCHING ,l . I ~ 3.14.1 The Contractor shall be responsible for cutting, fitting or patching required to complet~ the Work/or tb make its parts fit together properly. . . i,.... ~ 3.14.2 The Contractor shall not damage or endanger a portion of the Work or fully or partkUy,cJJlUplete.d.... construction of the Owner's own forces or of other Contractors by cutting, patching, excavating or otherwise altering such construction. The Contractor shall not cut or otherwise alter such construction by other Contractors or by the Owner's own forces except with written consent of the Construction Manager, Owner and such other Contractors;./ -- such consent shall not be unreasonably withheld. The Contractor shall not unreasonably withhold from the other Contractors or the Owner the Contractor's consent to cutting or otherwise altering the Work. ~ 3.15 CLEANING UP ~ 3.15.1 The Contractor shall keep the premises and surrounding area free from accumulatio'h of waste materials or rubbish caused by operations under the Contract. At completion of the Work the Contractor shall rernoye from and about the Project waste materials, rubbish, the Contractor's tools, construction equipment, machinery and surplus materials. ~ 3.15.2 If the Contractor fails to clean up as provided in the Contract Documents, the ConstructionMaIllJ,~er may do so with the Owner's approval and the cost thereof shall be charged to the Contractor. '-'. ,/ ':- ~ 3.16 ACCESS TO WORK ; \ ~ 3.16.1 The Contractor shall provide the Owner, Construction Manager and Architect accefs t~ the W ork ~n i preparation and progress wherever located. i) ~ I . ! ~ 3.17 ROYALTIES AND PATENTS _ _"",' ~ 3.17.1 The Contractor shall pay all royalties and license fees. The Contractor shall defend!suits or claims for infringement of patent rights and shall hold the Owner, Construction Manager and ArchitectharmlessiTomloss"On.----'".m account thereof, but shall not be responsible for such defense or loss when a particular design, process or product of a particular manufacturer or manufacturers is required by the Contract Documents. However, ifthe~ontractorhaL reason to believe that the required design, process or product is an infringement of a patent, the..C6ntractor shall be responsible for such loss unless such information is promptly furnished to the Architect. ,.......... -.._--. - ~ 3.18 INDEMNIFICATION ~ 3.18.1 To the fullest extent permitted by law, the Contractor shall indemnify and hold ha$les~ the Owner, Construction Manager, Architect, Construction Manager's and Architect's consultants, and ageqts and employees of any of them from and against claims, damages, losses and expenses, including but not limi~d to attorneys' fees, arising out of or resulting from performance of the Work, provided that such claim, damag~, loss or expense is attributable to bodily injury, sickness, disease or death, or to injury to or destruction of tangible property (other than- the Work itself) including loss of use resulting therefrom, but only to the extent caused in whole or in part by AlA Document A201/CMaDl - 1992. Copyright ~ 1992 by Thf! American rn$tit.ut~ of A.rchitects. All ri9hte reserved. WARNING: This AIA.'iiI Dooument. is prot~ctM by U.S. Copyright Law and Internationa.l Treaties. unauthorizM reproduction o:r dilStribut.ion of this AlAIN Document, Or any portion o~ it, may resul~ in ~evere eivil and c:ri~n~l pen.lties, and will be proseouted to the ~~~mum ~xt~nt possible under the law. This dr'aft was prod\lced by A.IA software at 10:32:2g on 04/09/2007 under Order- NO.l000259422_1 which expires on g/li:l/2007, D.nd i~ not fot'" resQ.]e. User Notes: (2421)5001661 21 negligent acts or omissions of the Contractor, a Subcontractor, anyone directly or indirectly employed by them or anyone for whose acts they may be liable, regardless of whether or not such claim, damage, loss or expense is caused in part by a party indemnified hereunder. Such obligation shall not be construed to negate, abridge or reduce other rights or obligations of indemnity which would otherwise exist as to a party or person described in this Section 3.18. ~ 3.18.2 In claims against any person or entity indemnified under this Section 3.18 by an employee of the Contractor, a Subcontractor, anyone directly or indirectly employed by them or anyone for whose acts they; may be liable, the indemnification obligation under this Section 3.18 shall not be limited by a limitation on a*ou*t or type of damages, compensation or benefits payable by or for the Contractor or a Subcontractor under workers' compensationacfs," - disability benefit acts or other employee benefit acts. . ~ 3.18.3 The obligations of the Contractor under this Section 3.18 shall not extend to the liability of the Construction \. Manager, Architect, their consultants, and agents and employees of any of them arising out,of (]I) the preparation or approval of maps, drawings, opinions, reports, surveys, Change Orders, designs or specifications, or (2) the giving of or the failure to give directions or instructions by the Construction Manager, Architect, theit1Consultants, and agents and employees of any of them provided such giving or failure to give is the primary kau$e of the irijury or ~~. ., . ARTICLE 4 ADMINISTRATION OF THE CONTRACT ~ 4.1 ARCHITECT ~ 4.1.1 The Architect is the person lawfully licensed to practice architecture or an entity lawfullypnlcticing architecture identified as such in the Agreement and is referred to throughout the Contract Oocumems, as if singular in number. The term "Architect" means the Architect or the Architect's authorized representative. ~ 4.2 CONSTRUCTION MANAGER ~ 4.2.1 The Construction Manager is the person or entity identified as such in the Agreement and is referred to throughout the Contract Documents as if singular in number. The term "Construction Manager" mearts the Construction Manager or the Construction Manager's authorized representative. ~ 4.3 Duties, responsibilities and limitations of authority of the Construction Manager and Architt;ct as set fo.rth in the Contract Documents shall not be restricted, modified or extended without written consent of the Owner, Construction Manager, Architect and Contractor. Consent shall not be unreasonably withheld. ~ 4.4 In case of termination of employment of the Construction Manager or Architect, the Owner shall appoint a construction manager or architect against whom the Contractor makes no reasonable objection ap.dwhose status under the Contract Documents shall be that of the former construction manager or architect, respectively. I ~ 4.5 Disputes arising under Sections 4.3 and 4.4 shall be subject to arbitration. ~ 4.6 ADMINISTRATION OF THE CONTRACT . j I ~ 4.6.1 The Construction Manager and Architect will provide administration of the Contrac~ as pescribed ih th~ Contract Documents, and will be the Owner's representatives (I) during construction, (2) Ub-til nl1~tpay:tl}~nt ~.-41,1(l and (3) with the Owner's concurrence, from time to time during the correction period described in Section 12.2. The Construction Manager and Architect will advise and consult with the Owner and will have authority to act on behalf of the Owner only to the extent provided in the Contract Documents, unless otherwise modified by written instrument in accordance with other provisions of the Contract. ~ 4.6.2 The Construction Manager will determine in general that the Work is being performe<tin accordance with the requirements of the Contract Documents, will keep the Owner informed of the progress of the W6rk, and will endeavor to guard the Owner against defects and deficiencies in the Work. ~ 4.6.3 The Construction Manager will provide for coordination of the activities of other Contractors and of the Owner's own forces with the Work of the Contractor, who shall cooperate with them. The Contractor shall participate with other Contractors and the Construction Manager and Owner in reviewing their construction schedules when directed to do so. The Contractor shall make any revisions to the construction schedule deemed AlA DOCument A201/~!D( - 1992. Copyright @ 1992 by The American Institut.e of AH.:hitects. All rights rasgrved. WARNING = This /1..1]..,911 Dooument is protected by U.S. Copyright Law and Int@rnational TreatieS. Unauthorized reproduotion or distribution of this AIA~ Document, or any portion of it, may result in Siliil:ver& civil and criminal penalties, ilnd will be prosecuted to the maximum e:x:tent poeeibl~ under the law. Thhi draft WaS lJrQduced by AIA software at 10:32:29 on 04/09/2007 under Q:r:t1~r No.1000259422 1 which eKpires on 9I1A/2nO/; and is not for resale. - User Notes: U4245n016fi) I I I I I I I I I I I I I I I I I I 22 I I I I I I I I I I I I I I I I I I I I necessary after a joint review and mutual agreement. The construction schedules shall constitute the schedules to be used by the Contractor, other Contractors, the Construction Manager and the Owner until subsequently revised. ~ 4.6.4 The Construction Manager will schedule and coordinate the activities of the Contractors in accordance with the latest approved Project construction schedule. ~ 4.6.5 The Architect will visit the site at intervals appropriate to the stage of construction t~ be(::ome generally familiar with the progress and quality of the completed Work and to determine in general i(the',Work is being performed in a manner indicating that the Work, when completed, will be in accordance with tlJ.e Contract Documents. However, the Architect will not be required to make exhaustive or continuous on-siiitirispections to check quality or quantity of the Work. On the basis of on-site observations as an architect, the Architect will keep . the Owner informed of progress of the Work, and will endeavor to guard the Owner against defects and deficiencies in the Work. - ~ 4.6.6 The Construction Manager, except to the extent required by Section 4.6.4, and Archilecf will not have control over or charge of and will not be responsible for construction means, methods, techniques, ~elI\l.ences or procedures, or for safety precautions and programs in connection with the Work, since these are solely the Contractor'S -', responsibility as provided in Section 3.3, and neither will be responsible for the Contractor's fallure to cartY opt the Work in accordance with the Contract Documents. Neither the Construction Manager nor ~e Architect w!ll have control over or charge of or be responsible for acts or omissions of the Contractor, Subconttact9rs, or their ag~nts or employees, or of any other persons performing portions of the Work. I . i ~ 4.6.7 Communications Facilitating Contract Administration. Except as otherwise providellin the Contract Documents or when direct communications have been specially authorized, the Owner and Contractor shall communicate through the Construction Manager, and shall contemporaneously provide the same communications to . the Architect. Communications by and with the Architect's consultants shall be through the Architect. Communications by and with Subcontractors and material suppliers shall be through the Contractor. Communications by and with other Contractors shall be through the Construction Manager and s),lallbe contemporaneously provided to the Architect. ~ 4.6.8 The Construction Manager will review and certify all Applications for Payment by the CQ~tractdr, in~luding final payment. The Construction Manager will assemble each ofthe Contractor's Applications for Payment with similar Applications from other Contractors into a Project Application and Project Certificate for Payment. After reviewing and certifying the amounts due the Contractors, the Construction Manager will submit the Project Application and Project Certificate for Payment, along with the applicable Contractors' Applications and Certificates.j for Payment, to the Architect. ,_'-''''''', ~ 4.6.9 Based on the Architect's observations and evaluations of Contractors' Applications fo/ Pa,Yfi1e-nf;'~d t~e, .' .' certifications of the Construction Manager, the Architect will review and certify the amounts dtfe the Con'tract6rs and will issue a Project Certificate for Payment. I f '/ I , ? ~ ,f ~ ~ ~ ~ ~ 4.6.10 The Architect will have authority to reject Work which does not conform to the Coptrapt Documehts, ~nd to require additional inspection or testing, in accordance with Sections 13.5.2 and 13.5.3, whe~e~_9r:_!!2.~~1!~.~ WQ[1s is.. fabricated, installed or completed, but will take such action only after notifying the Const~(:tion Manager. Subject to review by the Architect, the Construction Manager will have the authority to reject W orIc'which doesnotconform" to the Contract Documents. Whenever the Construction Manager considers it necessary or advisable for implementation of the intent of the Contract Documents, the Construction Manager will have autho!:ity torequire., additional inspection or testing of the Work in accordance with Sections 13.5.2 and 13.5.3, whether or not such Work is fabricated, installed or completed. The foregoing authority of the Construction Mana~fer will be 'subjecHo the provisions of Sections 4.6.18 through 4.6.20 inclusive, with respect to interpretations and depi'sions of the Architect. However, neither the Architect's nor the Construction Manager's authority to act ,Undpr this Section 4.6.10 nor a decision made by either of them in good faith either to exercise or not to exercise such authority shall give rise to a duty or responsibility of the Architect or the Construction Manager to the Contractor, Subdontractors, material and equipment suppliers, their agents or employees, or other persons performing any of the: Work. ~ 4.6.11 The Construction Manager will receive from the Contractor and review and approvkallShop Drawings, Product Data and Samples, coordinate them with information received from other Contractors, and transmit to the AlA DOCUInlint A201/CMa!l!( - 19$)2. Copyriqht ~ 1992 by The American Insti.tute of .A.rc:hitect".s. All riqhts ~e.l;lerved. WARNlNG: 'rhil!i AIA* Documen~ is pro~ec~ed by u.s_ CDpyriQh~ Law ahd International Treaties_ Unau~horized r~productton Or di5~ribution of this AIA~ Oocument, Qr any portion of it, may r8sult in siliverQ civil and criminal penalties. iimd will ~ pros~out9d to the IDaximum exteht. possible under the law. This draft was produced by AlA software at 10:32:29 on 04(09/2007 under Order No.l000259422_1 which expires on 9/16/2007, ~nd is not for re:sa.18. User Not.es; (2424500166) 23 I Architect those recommended for approval. The Construction Manager's actions will be taken with such reasonable promptness as to cause no delay in the Work of the Contractor or in the activities of other Contractors, the Owner, or the Architect. I ~ 4.6.12 The Architect will review and approve or take other appropriate action upon the Contractor's submittals such as Shop Drawings, Product Data and Samples, but only for the limited purpose of checking for 'Conformance with information given and the design concept expressed in the Contract Documents. The Architect's action will be taken with such reasonable promptness as to cause no delay in the Work of the Contractor or in t1l.e activities of the other Contractors, the Owner, or the Construction Manager, while allowing sufficient time in the:Ar~hitect's professional judgment to permit adequate review. Review of such submittals is not conducted for the pUfpose' of determining-die accuracy and completeness of other details such as dimensions and quantities, or for substantiating -instructions for installation or performance of equipment or systems, all of which remain the responsibility lof the Contractor as required by the Contract Documents. The Architect's review of the Contractor's submittals Shalt not relieve the Contractor of the obligations under Sections 3.3, 3.5 and 3.12. The Architect's review shall inot constitute approval of safety precautions or, unless otherwise specifically stated by the Architect, of any constrhcHbn means, methods, techniques, sequences or procedures. The Architect's approval of a specific item shall not indic~te approval of an assembly of which the item is a component. ,,--' I I I I ~ 4.6.13 The Construction Manager will prepare Change Orders and Construction Change Qireqtives. ~ 4.6.14 Following consultation with the Construction Manager, the Architect will take appropriate action"on Change Orders or Construction Change Directives in accordance with Article 7 and will have authdrity to'order minot changes in the Work as provided in Section 7.4. ' I I ~ 4.6.15 The Construction Manager will maintain at the site for the Owner one record copy of all Contracts, Drawings, Specifications, addenda, Change Orders and other Modifications, in good order and marked currently to record all changes and selections made during construction, and in addition approved Shop Drawings, Product Data, Samples and similar required submittals. These will be available to the Architect and the Contractor, and will be delivered to the Owner upon completion of the Project. I ~ 4.6.16 The Construction Manager will assist the Architect in conducting inspections to detenniIle the dates of Substantial Completion and final completion, and will receive and forward to the Architect written warranties and related documents required by the Contract and assembled by the Contractor. The Construction Manager will. _ forward to the Architect a final Project Application and Project Certificate for Payment upon compliance with the' requirements of the Contract Documents. I I . - ~ 4.6.17 If the Owner and Architect agree, the Architect will provide one or more project repr;esentatives tO'assist iV'- carrying out the Architect's responsibilities at the site. The duties, responsibilities and limit~tio~llrauth9rity of' such project representatives shall be as set forth in an exhibit to be incorporated in the Contfact/Documen\s. '1/ i' ~ ~ 4.6.18 The Architect will interpret and decide matters concerning performance under and }eqJirements or th~ Contract Documents on written request of the Construction Manager, Owner or Contractod Thb Architectls re\;ponse to such requests will be made with reasonable promptness and within any time limits agree~ unl:l!!:JLt12,!liree/J1~!I,t_ is made concerning the time within which interpretations required of the Architect shall be furnished in compliance with this Section 4.6, then delay shall not be recognized on account of failure by the Architect to furnish such " interpretations until 15 days after written request is made for them. I .1 I ~ 4.6.19 Interpretations and decisions of the Architect will be consistent with the intent of and n;as'onably inferable from the Contract Documents and will be in writing or in the form of drawings. When makin,gsucp-.iriferp;:~ta'tloi1s - and decisions, the Architect will endeavor to secure faithful performance by both Owner and Contractor, will not show partiality to either and will not be liable for results of interpretations or decisions so n!:ndo/ed in good faith. I I ~ 4.6.20 The Architect's decisions on matters relating to aesthetic effect will be final if cons~stent with the intent expressed in the Contract Documents. I I AlA Oocument A201/CMa- - 1992. copyright @ 1992 by 1'he American Institute of At-chi tects. All rights reser\red. WARNING; This AlA'" Document is protected. by U.S. Copyright Law and International Trilitaties. Una.uthorized reproduct.ion or distribution ot this AJ.Ae Document" or any portion of itl ~y rel!;lult in eeVer4j civil :and criminal p~naltie.$t and will b~ prosecuted to the maximum ~xtii'nt pOSSible und@r thf:! law. This drat"t was produced by AlA software at 10:32:29 on 04/0tl/2nO"1 under orde:r No.1000259422_1 whh:h ~x:pires on 9/18/2007, iind is not for rf!Ga1e. User Nates: (242450U166) 24 I I I I I I I I I I I I I I I I I I I I ~ 4.7 CLAIMS AND DISPUTES ~ 4.7.1 Definition. A Claim is a demand or assertion by one of the parties seeking, as a matter of right, adjustment or interpretation of Contract terms, payment of money, extension of time or other relief with respect to the terms of the Contract. The term "Claim" also includes other disputes and matters in question between the Owner and Contractor arising out of or relating to the Contract. Claims must be made by written notice. The responsibility to substantiate Claims shall rest with the party making the Claim. ~ 4.7.2 Decision of Architect. Claims, including those alleging an error or omission by the ro~truction Manager or Architect, shall be referred initially to the Architect for action as provided in Section 4.8. !\ decision by the Architect, as provided in Section 4.8.4, shall be required as a condition precedent to arbitration orlitIgaiioiiof a , Claim between the Contractor and Owner as to all such matters arising prior to the date fin~l pa,ymentis duel regardless of (1) whether such matters relate to execution and progress of the Work or (2) tre e~tent to which the Work has been completed. The decision by the Architect in response to a Claim shall not b~ a ~ondition precedent to arbitration or litigation in the event (1) the position of Architect is vacant, (2) the Architect !has pot received evidence or has failed to render a decision within agreed time limits, (3) the Architect has fanea to take action required under Section 4.8.4 within 30 days after the Claim is made, (4) 45 days have pass~d-a1jter the Claim has been referred to the Architect or (5) the Claim relates to a mechanic's lien. : - - ~ 4.7.3 Time Limits on Claims. Claims by either party must be made within 21 days after q.::cUl;rence oft~e etent giving rise to such Claim or within 21 days after the claimant first recognizes the conditionigivtng rise to the ~laim, whichever is later. Claims must be made by written notice. An additional Claim made aftedthejinitial Claim lias ;; 'I been implemented by Change Order will not be considered unless submitted in a timely ma.nner:" - -._- - ~ 4.7.4 Continuing Contract Performance. Pending final resolution of a Claim including arbitration, unless otherwise agreed in writing the Contractor shall proceed diligently with performance of the Contract and the Owner shall continue to make payments in accordance with the Contract Documents. ,,--' - ~ 4.7.5 Waiver of Claims: Final Payment. The making of final payment shall constitute a waiverof-ChiimsJw ~he i Owner except those arising from: " .1 liens, Claims, security interests or encumbrances arising out of the Contract and1iiise~tled; .2 failure of the Work to comply with the requirements of the Contract Documertts;Q[ -- .3 terms of special warranties required by the Contract Documents. ~ 4.7.6 Claims for Concealed or Unknown Conditions. If conditions are encountered at the site which are (1) subsurface or otherwise concealed physical conditions which differ materially from those indicated in the Contract Documents or (2) unknown physical conditions of an unusual nature, which differ materially fr~mthose lJrdinarily found to exist and generally recognized as inherent in construction activities of the character provided for iQ the Contract Documents, then notice by the observing party shall be given to the other party pr~p91betore", COll,d\trons _ _,' are disturbed and in no event later than 21 days after first observance of the conditions. Th1 Arphitect wil\ pn){nptly" investigate such conditions and, if they differ materially and cause an increase or decrease r tHe Contract~r's sogt of, or time required for, performance of any part of the Work, will recommend an equitable; ad]pstment in ~he { Contract Sum or Contract Time, or both. If the Architect determines that the conditions at $e site are not ~aterially different from those indicated in the Contract Documents and that no change in the terms of th~.,G5?!1:!ri!:~tJ<; ju~_t,ifi~d", the Architect shall so notify the Owner and Contractor in writing, stating the reasons. Claims by either party in opposition to such determination must be made within 21 days after the Architect has given-notice ofthedecision:- If the Owner and Contractor cannot agree on an adjustment in the Contract Sum or Contract Time, the adjustment shall be referred to the Architect for initial determination, subject to further proceedings pursuant to Se~ti9n4;8;" ~ 4.7.7 Claims for Additional Cost. If the Contractor wishes to make Claim for an increase in/the <;;.ontractSum,' written notice as provided herein shall be given before proceeding to execute the Work. Prior nqtice is not required for Claims relating to an emergency endangering life or property arising under Section 103. If the Contractor believes additional cost is involved for reasons including but not limited to (1) a written int~rpretation from the Architect, (2) an order by the Owner to stop the Work where the Contractor was not at fault, (3) a written order for a minor change in the Work issued by the Architect, (4) failure of payment by the Owner, (5) termination of the Contract by the Owner, (6) Owner's suspension or (7) other reasonable grounds, Claim shall be filed in aCcordance with the procedure established herein. . .,..... AlA. Document A.2Dl/CMa'" - 1992_ Copyright CI 1992 by The American Institute of Architects. All rights re!ilerved. lfARNtNG: This AlA. DOcl.1ment i!il protected. by u.s. copyriqht Law a.nd tnternational TreatiQs. Uniluthorized, reproduction or dil;Jt.ribut.ion of t.his AlA. DocUJnentl or any portion of it, may result in seV9re civil and crimina.l ptt:tnalties, ilod will be proB~cuted to toe maximum extent possiblQ under th~ law. This d~afl was produc~d by AIA software at 10:32:29 on 04/09/2001 under Order No.1000259422_1 which expir~s on 9/18/2007/ and is not for r~sale. User NoteS: (2424500166) 25 I ~ 4.7.8 Claims for Additional Time. I ~ 4.7.8.1 If the Contractor wishes to make Claim for an increase in the Contract Time, written notice as provided herein shall be given. The Contractor's Claim shall include an estimate of cost and of probable effect of delay on progress of the Work. In the case of a continuing delay only one Claim is necessary. I ~ 4.7.8.2 If adverse weather conditions are the basis for a Claim for additional time, such Claim shall be documented by data substantiating that weather conditions were abnormal for the period of time and cOlild qot have been reasonably anticipated, and that weather conditions had an adverse effect on the scheduled Construction. I ~ 4.7.9 Injury or Damage to Person or Property. If either party to the Contract suffers injury or damage to person or property because of an act or omission of the other party, of any of the other party's employees ;or agents, or of others for whose acts such party is legally liable, written notice of such injury or damage, Whe*er or not insured, shall be given to the other party within a reasonable time not exceeding 21 days after first Qbsei:vance. The notice shall provide sufficient detail to enable the other party to investigate the matter. If a Claim t6f'~dditional cost or time related to this Claim is to be asserted, it shall be filed as provided in Sections 4.7.7 or 4.7.8r"'" I I ~ 4.8 RESOLUTION OF CLAIMS AND DISPUTES , ~ 4.8.1 The Architect will review Claims and take one or more of the following preliminary:act~ons withiIi ten: days of receipt of a Claim: (1) request additional supporting data from the claimant, (2) submit ~ sch~dule to t~e parties indicating when the Architect expects to take action, (3) reject the Claim in whole or in part, stating reasop.s for rejection, (4) recommend approval ofthe Claim by the other party or (5) suggest a compromise. The Architect may also, but is not obligated to, notify the surety, if any, of the nature and amount of the Claim: I I ~ 4.8.2 If a Claim has been resolved, the Architect will prepare or obtain appropriate documentation. ~ 4.8.3 If a Claim has not been resolved, the party making the Claim shall, within ten days after the Architect's preliminary response, take one or more of the following actions: (1) submit additional supporting data requested by the Architect, (2) modify the initial Claim or (3) notify the Architect that the initial Claim stands. I ~ 4.8.4 If a Claim has not been resolved after consideration of the foregoing and of further evidel\ce presented by the parties or requested by the Architect, the Architect will notify the parties in writing that the Architect's decision will be made within seven days, which decision shall be final and binding on the parties but subject to arbitratioh. Upon expiration of such time period, the Architect will render to the parties the Architect's written decision relative to the Claim, including any change in the Contract Sum or Contract Time or both. If there is a surety and there appears to be a possibility of a Contractor's default, the Architect may, but is not obligated to, notify the suretyand.request the surety's assistance in resolving the controversy. . I I I ~ 4.9 ARBITRATION '\ . ~ 4.9.1 Controversies and Claims Subject to Arbitration. Any controversy or Claim arising ~ut pf or relatctJ. to the Contract, or the breach thereof, shall be settled by arbitration in accordance with the ConstrPct~on Industry. i Arbitration Rules of the American Arbitration Association, and judgment upon the award rendered by the ':arbItrator or arbitrators may be entered in any court having jurisdiction thereof, except controversies br d..~ai}ns re1.<i!jng tg. aesthetic effect and except those waived as provided for in Section 4.7.5. Such controversit:;s or Claims upon which the Architect has given notice and rendered a decision as provided in Section 4.8.4 shall be"subjectto'arbitration'- upon written demand of either party. Arbitration may be commenced when 45 days have passed after a Claim has been referred to the Architect as provided in Section 4.7 and no decision has been rendered. I _.1 I I ~ 4.9.2 Rules and Notices for Arbitration. Claims between the Owner and Contractor not res91ved unde'i Section 4~'8 shall, if subject to arbitration under Section 4.9.1, be decided by arbitration in accordance with the Construction Industry Arbitration Rules of the American Arbitration Association currently in effect, unless the parties mutually agree otherwise. Notice of demand for arbitration shall be filed in writing with the other pahy to the Agreement between the Owner and Contractor and with the American Arbitration Association, and copies shall be filed with the Construction Manager and Architect. I I ~ 4.9.3 Contract Performance During Arbitration. During arbitration proceedings, the Owner and Contractor shall comply with Section 4.7.4. I AlA Document A201!CMa"'" - 1992. copyright @ 1992 by The American Institute of Architects. All rights rQsQrved. WARNlNG: This AIA~ DOcument is p:r;otected by u.s. copyriqht Law a.nd International Treaties. Unauthori~&d :t:eproduotion or distribution of thie A.IA~ Document I 0'1:" any portion of it. may rljsult in ~evere civil &nd criminal penalties, and will be prosecuted to the maximum extent possi.blilt undQr the law. This draft was produced by AlA software at 10:32:29 on 04/09/2007 under Order No.10002Sg4li'._1 which E:xpircs on 9/18/2007, and is not for resale. User Notes: (24245001661 26 I I I I I I I I I I I I I I I I I I I I ~ 4.9.4 When Arbitration May Be Demanded. Demand for arbitration of any Claim may not be made until the earlier of (I) the date on which the Architect has rendered a final written decision on the Claim, (2) the tenth day after the parties have presented evidence to the Architect or have been given reasonable opportunity to do so, if the Architect has not rendered a final written decision by that date, or (3) any of the five events described in Section 4.7.2. i . ~ 4.9.4.1 When a written decision of the Architect states that (1) the decision is final but suojectjto arbitration and (2) a demand for arbitration of a Claim covered by such decision must be made within 30 days(afte,r the date on which the party making the demand receives the final written decision, then failure to demand arbitrat!on within said 30 days' period shall result in the Architect's decision becoming final and binding upon the Owner ana Contraaor~:1f the Architect renders a decision after arbitration proceedings have been initiated, such deci$ion;maybeenteredas .. evidence, but shall not supersede arbitration proceedings unless the decision is acceptable to al\ parties concerned. t ~ ~ 4.9.4.2 A demand for arbitration shaH be made within the time limits specified in Sectionsi4.9( 1 and 4.9.4 and Section 4.9.4.1 as applicable, and in other cases within a reasonable time after the Claim haSaftsen, and in no event shall it be made after the date when institution of legal or equitable proceedings based on sueh'C!aim would be barred by the applicable statute oflimitations as determined pursuant to Section 13.7. 'l ,- \ ' . . ~ 4.9.5 Limitation on Consolidation or Joinder. No arbitration arising out of or relating to ~e dmtract D~cu~ents shall include, by consolidation or joinder or in any other manner, the Construction Managet, th~ Architect, orithe Construction Manager's or Architect's employees or consultants, except by written consent ~oniaining spc:!,cifi~ reference to the Agreement and signed by the Construction Manager, Architect, Owner, Coptracton,ndafiy other .,. person or entity sought to be joined. No arbitration shall include, by consolidation or joindclr.Q[in.anY~JherJD<mner, parties other than the Owner, Contractor, other Contractors as described in Article 6 and other persons substantially involved in a common question of fact or law whose presence is required if complete relief is to be accorded in arbitration. No persons or entities other than the Owner, Contractor or other Contractors as defined in Section 3.1l2'" shall be included as an original third party or additional third party to an arbitration whose interest or re~orrSibility is insubstantial. Consent to arbitration involving an additional person or entity shall not constitut~cons~nt tg...... arbitration of a dispute not described therein or with a person or entity not named or described iher~,in. The ; foregoing agreement to arbitrate and other agreements to arbitrate with an additional pers0I1 oreriflty.duly con~ntl~d to by parties to the Agreement shall be specifically enforceable under applicable law in any'tourthaviil~ jurisdiction thereof. ". . i ~ 4.9.6 Claims and Timely Assertion of Claims. A party who files a notice of demand for arbitration must assert in the demand all Claims then known to that party on which arbitration is permitted to be demanded. When a party fails to include a Claim through oversight, inadvertence or excusable neglect, or when a Claim has ~aturedo~been acquired subsequently, the arbitrator or arbitrators may permit amendment. /"'.- /' ;1" ,.:."..'o,'\."\.,,c ~ _" r! ~ 4.9.7 Judgment on F~n~l Award. The ~ward r~ndered by.the arbitrator or.arb~tr~tor.s s.hall ~e q~al, andj~dgri1~n!/ ..,., may be entered upon It m accordance Wlth apphcable law m any court havmg JunsdlctlOn t{terqaf. I,' l I ! ARTICLE 5 SUBCONTRACTORS I I I ~ ~: ~. ~::~~~~~~actor is a person or entity who has a direct contract with the Contractor tl pe~f~~'~-P'~'~ion of the Work at the site, The term "Subcontractor" is referred to throughout the Contract Documents'asifsingularin number and means a Subcontractor or an authorized representative of the Subcontractor. The tenn "Subcontractor" does not include other Contractors or subcontractors of other Contractors. ~ 5.1.2 A Sub-subcontractor is a person or entity who has a direct or indirect contract with a ~ribc~nttacto~"io perform a portion of the Work at the site. The tenn "Sub-subcontractor" is referred to throughourthe Contract Documents as if singular in number and means a Sub-subcontractor or an authorized repres~ntative of the Sub- ; ,~ subcontractor. i ; ~ 5.2 AWARD OF SUBCONTRACTS AND OTHER CONTRACTS FOR PORTIONS OF THE WORK . ~ 5.2.1 Unless otherwise stated in the Contract Documents or the bidding requirements, the Con'tiliCt6r, "as soon as practicable after award of the Contract, shall furnish in writing to the Construction Manager for review by the Owner, Construction Manager and Architect the names of persons or entities (including those who are to furnish AlA Document A201/CMaDl: - 1992. Copyright It> 1992 by The AJnerican lnstitute of Architects. All rightl!l reserved. WARNING: This AlA. Oocument ;i.s protected by U.S. Copyri9ht Law ahd International Treatitl.t!L Onauthoriz4id r4iproduction or distribution ot this AlA~ Ooc::ument, Qr any portion of it, may result in SQVQre civil and criminal pinal ties I and will be prosecut~ to the ma.ximum exttib'nt possi.b19 under the lilw. This draft was produced by AlA software at lO:32:Zg on 04/09/2007 under order No.l00025g4Z:?'_1 which ~J{pires on 9/18/7.00'1, and i::; nut for resdle. User Notes: (2424!)OOlfjfjl 27 materials or equipment fabricated to a special design} proposed for each principal portion of the Work. The Construction Manager will promptly reply to the Contractor in writing stating whether or not the Owner, Construction Manager or Architect, after due investigation, has reasonable objection to any such proposed person or entity. Failure of the Construction Manager to reply promptly shall constitute notice of no reasonable objection. ~ 5.2.2 The Contractor shall not contract with a proposed person or entity to whom the OWQer;yonstruction Manager or Architect has made reasonable and timely objection. The Contractor shall not be required to contract with anyone to whom the Contractor has made reasonable objection. ' ~ 5.2.3 If the Owner, Construction Manager or Architect has reasonable objection to a persdn orenHty'proposeOby " the Contractor, the Contractor shall propose another to whom the Owner, Construction Ma~ager"or,Architect<hasno reasonable objection. The Contract Sum shall be increased or decreased by the difference i~ CO$t occasioned by such change and an appropriate Change Order shall be issued. However, no increase in the Contfact~um shall be allowed for such change unless the Contractor has acted promptly and responsively in submitting name* as required. , - ~ 5.2.4 The Contractor shall not change a Subcontractor, person or entity previously selectedif'the Owner, Construction Manager or Architect makes reasonable objection to such change. ! j ~ 5.3 SUBCONTRACTUAL RELATIONS !' ,i ~ 5.3.1 By appropriate agreement, written where legally required for validity, the Contractot sh~l1 require ~ac~ Subcontractor, to the extent of the Work to be performed by the Subcontractor, to be bound to tPe Contrattorpy terms of the Contract Documents, and to assume toward the Contractor all the obligations a\nd responsibilities'which' ' the Contractor, by these Documents, assumes toward the Owner, Construction Manager and.An:;bitl<ct. Each subcontract agreement shal1 preserve and protect the rights of the Owner, Construction Manager and Architect under the Contract Documents with respect to the Work to be performed by the Subcontractor so that subcontracting thereof wil1 not prejudice such rights, and shall allow to the Subcontractor, unless specifically provided otherwise in the subcontract agreement, the benefit of all rights, remedies and redress against the Contractor that the Contractor, by the Contract Documents, has against the Owner. Where appropriate, the Contractor shall req~i,reeach Subcontractor to enter into similar agreements with Sub-subcontractors. The Contractor shallln;ke <Ivailable to each proposed Subcontractor, prior to the execution of the subcontract agreement, copies of the Contrac1pocuments to, which the Subcontractor will be bound, and, upon written request of the Subcontractor, ideritifylo theSubcQ.lltractbr terms and conditions of the proposed subcontract agreement which may be at variance with the Contract, Documents. Subcontractors shall similarly make copies of applicable portions of such documents available to their respective, proposed Sub-subcontractors. ~ 5.4 CONTINGENT ASSIGNMENT OF SUBCONTRACTS, ~ 5.4.1 Each subcontract agreement for a portion of the Work is assigned by the Contractor to;the Owner provided _ _ . that: I' "'-, \ /i" .1 assignment is effective only after termination of the Contract by the Owner (or ciluse purs~nt'<o_- ./".., Section 14.2 and only for those subcontract agreements which the Owner accep~ by notifylng tre Subcontractor in writing; and 1 i i; .2 assignment is subject to the prior rights of the surety, if any, obligated underjbOlld relating to t~e Contract. j L__._._.,_,...._ Hi ~ 5.4.2 If the Work has been suspended for more than 30 days, the Subcontractor's compeniation"ShaU'be equitably.m adjusted. ,...,-'-- ARTICLE 6 CONSTRUCTION BY OWNER OR BY OTHER CONTRACTORS /' I." , .,""~""""~'''''.,',. ~ 6.1 OWNER'S RIGHT TO PERFORM CONSTRUCTION WITH OWN FORCES AND TO AWARD OTHER/CONrRACTS~'-' ~ 6.1.1 The Owner reserves the right to perform construction or operations related to the Profect .with the Owner's own forces, which include persons or entities under separate contracts not administered by the (Construction Manager. The Owner further reserves the right to award other contracts in connection with pther portions of the Project or other construction or operations on the site under Conditions of the Contract ide*ical or substantially similar to these including those portions related to insurance and waiver of subrogation. If the Contractor claims that delay or additional cost is involved because of such action by the Owner, the Contractor sh~ll make-such Claim as provided elsewhere in the Contract Documents. AlA Document A201!04a!D( - 1992. Copyright e 1992 by The American Institute of Architacts. )Ul r.iqhts :r;el;lerved. WARNING: This AIA~ Document is protect.ed by U.s. copyright Law and lnternational T:r;Ii::~ties. Unauthorized :t'liIproduction or distribut.ion of thi:!l AIA~ Document, or a.ny portion 0:[ it, may re$Ult in .!;;le~r8 civil ~nd criminal penil.lties, and will be prosti'cutli:d to the maximum extent. possible: under the law. Thi~ nraft. Wi;l:-; produced by AIA :software at lO:J2:2CJ on 04!09!2007 under order No.l0002~'H22 1 which E:!xpit"es Otl 9/18/2007, and is tlOt for resale. - User Notes: (242ll.SfHllfifiJ I I I I I I I I ..~ I I ."~ I I ..i I I I -.~ I I I 28 I I I I I I I I I I I I I I I I I I I I ~ 6.1.2 When the Owner performs construction or operations with the Owner's own forces including persons or entities under separate contracts not administered by the Construction Manager, the Owner shall provide for coordination of such forces with the Work of the Contractor, who shall cooperate with them. ~ 6.1.3 Unless otherwise provided in the Contract Documents, when the Owner performs construction or operations related to the Project with the Owner's own forces, the Owner shall be deemed to be subjecttothe same obligations and to have the same rights which apply to the Contractor under the Conditions of the Contract; including, without excluding others, those stated in this Article 6 and in Articles 3, 10, 11 and 12. ~ 6.2 MUTUAL RESPONSIBILITY ~ 6.2.1 The Contractor shall afford the Owner's own forces, Construction Manager and other Contractorsreasonahle, opportunity for introduction and storage of their materials and equipment and performanceoft~eir activities, and shall connect and coordinate the Contractor's construction and operations with theirs as required by the Contract Documents. ~ 6.2.2 If part of the Contractor's Work depends for proper execution or results upon constmctiqn or operations by the Owner's own forces or other Contractors, the Contractor shall, prior to proceeding withlthavportion ofihe'Work, promptly report to the Construction Manager and Architect apparent discrepancies or defec~s hi such other " construction that would render it unsuitable for such proper execution and results. Failure oftM Contractor s6 to report shall constitute an acknowledgment that the Owner's own forces or other ContractorS' cotnpleted ot partially completed construction is fit and proper to receive the Contractor's Work, except as to defects not then re~sonably discoverable. ~ 6.2.3 Costs caused by delays or by improperly timed activities or defective construction shall be borne by the party responsible therefor. ~ 6.2.4 The Contractor shall promptly remedy damage wrongfully caused by the Contractor to completec\ construction or partially completed construction or to property of the Owner or other Contractor~ ,as provided in Section 10.2.5. ~ 6.2.5 Claims and other disputes and matters in question between the Contractor and other Contractors shall be subject to the provisions of Section 4.7 provided the other Contractors have reciprocal obligatioll.:;;. ~ 6.2.6 The Owner and other Contractors shall have the same responsibilities for cutting and patching as arc described for the Contractor in Section 3.14. ~ 6.3 OWNER'S RIGHT TO CLEAN UP .' ~ 6.3.1 If a dispute arises among the Contractor, other Contractors and the Owner as to the responsi~~lity unqer their respective contracts for maintaining the premises and surrounding area free from waste mattriab-andiitbbis~ as' described in Section 3.15, the Owner may clean up and allocate the cost among those respohsible as the \ ',/ Construction Manager, in consultation with the Architect, determines to be just. 'I ' ARTICLE 7 CHANGES IN THE WORK ~ 7.1 CHANGES ..... ' ~ 7.1.1 Changes in the Work may be accomplished after execution of the Contract, and with;out invalidating the Contract, by Change Order, Construction Change Directive or order for a minor change in the'Work;'"subjecttothe" limitations stated in this Article 7 and elsewhere in the Contract Documents. ~ 7.1.2 A Change Order shall be based upon agreement among the Owner, Construction Manag~r;"kchitectan.d Contractor; a Construction Change Directive requires agreement by the Owner, Construction,Man.agef and'Architect. and mayor may not be agreed to by the Contractor; an order for a minor change in the Wor~ m~y'be issued by the Architect alone. ' ~ 7.1.3 Changes in the Work shall be performed under applicable provisions of the Contract Documents, and Contractor shall proceed promptly, unless otherwise provided in the Change Order, Construction Change Directive or order for a minor change in the Work. . ... AlA Ooc::ument A201/CMa!l!ll. - 1992. Copyright @ 1992 by The American In.3titute of A.rchitects. All rights r8s&:rv~d. WARNING: This AlA- Document is prot~cted by U.S. Copyright Law and Int9rnational Tr~ati~s. Unauthorized r~p~odu~tion or distribution of this AIA~ Document. or any po~tion of it, may result in s~vere civil and cr-iminal penaltiE;!s, and will be prosecuted to t.he maximum extent. possible under the law. This draft w~~ produc~d by ALA :ioftware at 10:32:29 orl 04/09/2007 uIlder order No.l000259422_1 which expires on 9/18/2007, and is not for r\J!sala. USQt' Notes: (242~!)0016fiJ 29 ~ 7.1.4 Ifunit prices are stated in the Contract Documents or subsequently agreed upon, and if quantities originally contemplated are so changed in a proposed Change Order or Construction Change Directive that application of such unit prices to quantities of Work proposed will cause substantial inequity to the Owner or Contractor, the applicable unit prices shall be equitably adjusted. ~ 7.2 CHANGE ORDERS ~ 7.2.1 A Change Order is a written instrument prepared by the Construction Manager and ~igned by the Owner, Construction Manager, Architect and Contractor, stating their agreement upon all of the following: .1 a change in the Work; .2 the amount of the adjustment in the Contract Sum, if any; and .3 the extent of the adjustment in the Contract Time, if any. ,. " ~ 7.2.2 Methods used in determining adjustments to the Contract Sum may include those listed in Section 7.3.3. ~ 7.3 CONSTRUCTION CHANGE DIRECTIVES ~ 7.3.1 A Construction Change Directive is a written order prepared by the Construction Mlfnager and signed by the Owner, Construction Manager and Architect, directing a change in the Work and stating a proposed basis'for; adjustment, if any, in the Contract Sum or Contract Time, or both. The Owner may by Con$truction Change : Directive, without invalidating the Contract, order changes in the Work within the general $cope of the COntract consisting of additions, deletions or other revisions, the Contract Sum and Contract Time bbing adjusted accordingly. ' , ~ 7.3.2 A Construction Change Directive shall be used in the absence of total agreement on th, tennspf a Chapge Order. ~ 7.3.3 If the Construction Change Directive provides for an adjustment to the Contract Sum, the adjustment sh,dlbe based on one of the following methods: .1 mutual acceptance of a lump sum properly itemized and supported by sufficient substll.ntiating data to permit evaluation; - .2 unit prices stated in the Contract Documents or subsequently agreed upon; .3 cost to be determined in a manner agreed upon by the parties and a mutuallyacceptabie"fixed or percentage fee; or .4 as provided in Section 7.3.6. ~ 7.3.4 Upon receipt of a Construction Change Directive, the Contractor shall promptly proceed with the change in the Work involved and advise the Construction Manager and Architect of the Contractor's agreement'Dr disagreement with the method, if any, provided in the Construction Change Directive for det~rinining the 'proposed adjustment in the Contract Sum or Contract Time. i --. . I \ ~ 7.3.5 A Construction Change Directive signed by the Contractor indicates the agreement JftHe Contractor therewith, including adjustment in Contract Sum and Contract Time or the method for detehni6.ing them. Such agreement shall be effective immediately and shall be recorded as a Change Order. " ' - , ~ 7.3.6 If the Contractor does not respond promptly or disagrees with the method for adjustment in the Contra~t S~m,- the method and the adjustment shall be determined by the Construction Manager on the baSis'ofreasonable - expenditures and savings of those performing the Work attributable to the change, including, in case of an increase in the Contract Sum, a reasonable allowance for overhead and profit. In such case, and also under Section 7.3.3;3, _ the Contractor shall keep and present, in such form as the Construction Manager may prescribe, an itemized accounting together with appropriate supporting data. Unless otherwise provided in the Contra:ct DocumeI;ts, costs for the purposes of this Section 7.3.6 shall be limited to the following: .1 costs oflabor, including social security, old age and unemployment insurance, fringe benefits required by agreement or custom, and workers compensation insurance; .2 costs of materials, supplies and equipment, including cost of transportation, whether incorporated or consumed; .3 rental costs of machinery and equipment, exclusive of hand tools, whether rented from thtiCcintractor or others; l>o.IA. Document A.201/CMaDi - 1992. copy:right @ 1992 by The American Institute of Archi tects. All riqhts reslirv8d. W,MtNING: 'l'his 'AlA"" Document is protectQd by U.S. Copyriqht Law and International Treat~8s. Unauthori~.d reproduction or distribution of th~~ AIA~ Oocument, or any portion of it. may re:sult. in Severa civil and. cr.:i.min;al penaltiQs, and will be prosliIcuted to the max;i.ml,;UIl extent possible under the law. This draft was produced by AlA scftwa.r'e at 10:32:29 on. Dtl/Og/ZQ07 under Order No.10002594.22 1 which expires aD g/HI/7.007, and is not for resale. - User Notes: (2424500166) I I I I I I I I I I I I I I I I I I 30 I I I I' I I I I I I I I I I I I I I I I .4 costs of premiums for all bonds and insurance, permit fees, and sales, use or similar taxes related to the Work; and additional costs of supervision and field office personnel directly attributable to the change. .5 ~ 7.3.7 Pending final determination of cost to the Owner, amounts not in dispute may be included in Applications for Payment. The amount of credit to be allowed by the Contractor to the Owner for a deletion,orqhange which results in a net decrease in the Contract Sum shall be actual net cost as confirmed by the Construction Manager. When both additions and credits covering related Work or substitutions are involved in a change, the allo~nce for overhead and profit shall be figured on the basis of net increase, if any, with respect to that change. ~ 7.3.8 If the Owner and Contractor do not agree with the adjustment in Contract Time or the method for... determining it, the adjustment or the method shall be referred to the Construction Manager for getermination. ~ 7.3.9 When the Owner and Contractor agree with the determination made by the ConstruJio~Manager concerning the adjustments in the Contract Sum and Contract Time, or otherwise reach agreement upoirt1i~ adjustments, such agreement shall be effective immediately issued through the Construction Manager and sha,llbe recorded by preparation and execution of an appropriate Change Order. I ...., ~ 7.4 MINOR CHANGES IN THE WORK j ~ 7.4.1 The Architect will have authority to order minor changes in the Work not involving adj~stment in ~he ! Contract Sum or extension of the Contract Time and not inconsistent with the intent of the ~ontract Doc~ents. Such changes shall be effected by written order issued through the Construction Manager and shall be binding em the Owner and Contractor. The Contractor shall carry out such written orders promptly. : ARTICLE 8 TIME ~ 8.1 DEFINITIONS ~ 8.1.1 Unless otherwise provided, Contract Time is the period of time, including authorized adjustments, all6tted il1. the Contract Documents for Substantial Completion of the Work. . - ~ 8.1.2 The date of commencement of the Work is the date established in the Agreement. The date shall not be ~ postponed by the failure to act of the Contractor or of persons or entities for whom the Contractor is responsjble. ~ 8.1.3 The date of Substantial Completion is the date certified by the Architect in accordance with Sectiori'9;S. ~ 8.1.4 The term "day" as used in the Contract Documents shall mean calendar day unless otherwise specifically defined. ~ 8.2 PROGRESS AND COMPLETION j ". ,/ ~ 8.2.1 Time limits stated in the Contract Documents are of the essence of the Contract. BYFxe~uting the },\gre~mynt the Contractor confirms that the Contract Time is a reasonable period for performing the "'1or14 \ /' 1;, ;! ~ 8.2.2 The Contractor shall not knowingly, except by agreement or instruction of the Owndr inlwriting, p~m~turelY commence operations on the site or elsewhere prior to the effective date of insurance requited 1;>YArt:!gl~Jl tqJ)~.,,,,, furnished by the Contractor. The date of commencement of the Work shall not be changed by the effective date of such insurance. Unless the date of commencement is established by a notice to proceed givenbythe'0wner,the---- ,., Contractor shall notify the Owner in writing not less than five days or other agreed period before commencing the Work to permit the timely filing of mortgages, mechanic's liens and other security interests. ~ 8.2.3 The Contractor shall proceed expeditiously with adequate forces and shall achieve Sub~tantial Completion' within the Contract Time. ~ 8.3 DELAYS AND EXTENSIONS OF TIME ~ 8.3.1 If the Contractor is delayed at any time in progress of the Work by an act or neglect pfthe Owner's own forces, Construction Manager, Architect, any of the other Contractors or an employee of any of them, or by changes ordered in the Work, or by labor disputes, fire, unusual delay in deliveries, unavoidable casualties or other causes'- beyond the Contractor's control, or by delay authorized by the Owner pending arbitration, or by other causes which AlA Document A2'Ol/CMaDl - 1992. Copyright C 19'92 by The A.tnE:H"ican tnsCitute of Architect~. All Lights restill;"ved. WAANING= Thil$l AJ.A~ Document is protect9d by U.S. Copyright Law llnd Interniltional Tre:ati/i!;$. Una.ut.horized reproduction or distribution of this AIA~ Document, or a.ny portion of it, ma.y r8'5ult in sli'vli':re civil and criminal penalti8s1 and will be prosac:ut&d to the m.aximum extent po,ssible und9r tnti' law. 'this d(aft was pJ::'oduce.d by AlA software at 10:32:29 on 04/09!200-t under Order No.l000259422 1 which expires on Y/18/2007, and is not for rf!si-l.lp-. USer Notel!;l:: (2424500166) 31 the Architect, based on the recommendation of the Construction Manager, determines may justify delay, then the Contract Time shall be extended by Change Order for such reasonable time as the Architect may determine. ~ 8.3.2 Claims relating to time shall be made in accordance with applicable provisions of Section 4.7. ~ 8.3.3 This Section 8.3 does not preclude recovery of damages for delay by either party under other provisions of the Contract Documents. ARTICLE 9 PAYMENTS AND COMPLETION ~ 9.1 CONTRACT SUM ~ 9.1.1 The Contract Sum is stated in the Agreement and, including authorized adjustments,ds t~etotal.amount - payable by the Owner to the Contractor for performance of the Work under the Contract Documents. ! ~ 9.2 SCHEDULE OF VALUES. _ ~ 9.2.1 Before the first Application for Payment, the Contractor shall submit to the Architect, tlfrough the Construction Manager, a schedule of values allocated to various portions of the Work, prep,ared in such form and supported by such data to substantiate its accuracy as the Construction Manager and Architect rimy require. This schedule, unless objected to by the Construction Manager or Architect, shall be used as a basis for reviewIng ~he Contractor's Applications for Payment. ~ 9.3 APPLICATIONS FOR PAYMENT ~ 9.3.1 At least fifteen days before the date established for each progress payment, the Contractor shall submitto the Construction Manager an itemized Application for Payment for Work completed in accordance with the schedule of values. Such application shall be notarized, if required, and supported by such data substantiating the Contractor's right to payment as the Owner, Construction Manager or Architect may require, such as copies of requisitions from Subcontractors and material suppliers, and reflecting retainage if provided for elsewhere in the Contract Documents. ~ 9.3.1.1 Such applications may include requests for payment on account of changes in the Work which have been properly authorized by Construction Change Directives but not yet included in Change Orders. ~ 9.3.1.2 Such applications may not include requests for payment of amounts the Contractor doe& not lntend to pay to a Subcontractor or material supplier because of a dispute or other reason. - ~ 9.3.2 Unless otherwise provided in the Contract Documents, payments shall be made on account of materials and- equipment delivered and suitably stored at the site for subsequent incorporation in the Work. If approved in advance by the Owner, payment may similarly be made for materials and equipment suitably stored off the.site at a location agreed upon in writing. Payment for materials and equipment stored on or off the site shall b~"conditionedupon compliance by the Contractor with procedures satisfactory to the Owner to establish the Ov.:ner'~1iHe't6'-I)uch,. materials and equipment or otherwise protect the Owner's interest, and shall include applicable insurance,\storage - - and transportation to the site for such materials and equipment stored off the site. ~ : 1 ~ ~ 9.3.3 The Contractor warrants that title to all Work covered by an Application for Payment wIll pass to ~e dwner no later than the time of payment. The Contractor further warrants that upon submittal of a~ Appli(;at~on fpr ;.. Payment all Work for which Certificates for Payment have been previously issued and payinents received from the Owner shall, to the best of the Contractor's knowledge, information and belief, be free and clear of liens, claims; security interests or encumbrances in favor of the Contractor, Subcontractors, material suppliers, or other persons or entities making a claim by reason of having provided labor, materials and equipment relating to the Work. ..... ~ 9.4 CERTIFICATES FOR PAYMENT ~ 9.4.1 The Construction Manager will assemble a Project Application for Payment by combining the Contractor's applications with similar applications for progress payments from other Contractors and, after certifying the amounts due on such applications, forward them to the Architect within seven days. ~ 9.4.2 Within seven days after the Architect's receipt of the Project Application for Payment, the Construction Manager and Architect will either issue to the Owner a Project Certificate for Payment, with a copy to the Contractor, for such amount as the Construction Manager and Architect determine is propeHy due, or notify the Contractor and Owner in writing of the Construction Manager's and Architect's reasons for withholding certification AlA Docum.~nt A201/CMa.!IM - 1992. Copyright @ 1992 by The AIner.ican Institute of A["chitecL.~;. All rights r-ese:rved. WARNING: ThiEl AlA. Oocument il;i p1;"oteoted by U.S. Copyrig'ht Law and Int@rnational Treaties. Unauthorized. reproduction O~ dil!;ltribut.ion. of this AlA. Document, or any portion of it. may r&5ult in s&ver~ civil ahd cri~nal penal Eies, dnd will he pro$~outed to the maximum &xtent po~aible under ~he l~w. This draft was produced by AlA software at 10:32:29 on 04/09/~007 under Order No.1000259422 1 which expires on 9/18/2001, and is not for resale. - User Not.es; (2424500166) I I I I I I I I I I I I I I I I I I 32 I I I I I I I I I I I I I I I I I I I I in whole or in part as provided in Section 9.5.1. Such notification will be forwarded to the Contractor by the Construction Manager. ~ 9.4.3 The issuance of a separate Certificate for Payment or a Project Certificate for Payment will constitute representations made separately by the Construction Manager and Architect to the Owner, based on their individual observations at the site and the data comprising the Application for Payment submitted by 1jhe<;'ontractor, that the Work has progressed to the point indicated and that, to the best of the Construction Manager's and Architect's knowledge, information and belief, quality of the Work is in accordance with the Contract Documents. The foregoing representations are subject to an evaluation of the Work for conformance with th~ Cqntract Documents upon Substantial Completion, to results of subsequent tests and inspections, to minor deviationSTiomihetonlracf Documents correctable prior to completion and to specific qualifications expressed by the GonstructionManager-or.."m Architect. The issuance of a separate Certificate for Payment or a Project Certificate for parmeht will further constitute a representation that the Contractor is entitled to payment in the amount certified; Hclwever, the issuance of a separ~te Certificate for Pa~ent or a Project Certific~te for Pa~ent will n?t ~e a re~r~~~nlation that the . ConstructIOn Manager or Architect has (I) made exhaustive or contmuous on-site mspectlOns to check the quality or quantity of the Work, (2) reviewed the Contractor's construction means, methods, techniqu~s;-spquences or procedures, (3) reviewed copies of requisitions received from Subcontractors and material $uppliers and tither data l J ~', requested by the Owner to substantiate the Contractor's right to payment or (4) made examipatipn to asceitain: how or for what purpose the Contractor has used money previously paid on account of the Conu!act $um. 1 ' ! j' ii' , I ~ 9.5 DECISIONS TO WITHHOLD CERTIFICATION ~ 9.5.1 The Construction Manager or Architect may decide not to certify payment and may}Vith1mld-aCertifi6atefof' . Payment in whole or in part, to the extent reasonably necessary to protect the Owner, if in tbl::,CQostmctiQn. .. Manager's or Architect's opinion the representations to the Owner required by Section 9.4.3 cannot be made. If the Construction Manager or Architect is unable to certify payment in the amount of the Application, the Construction Manager or Architect will notify the Contractor and Owner as provided in Section 9.4.2. If the Contractor, ." Construction Manager and Architect cannot agree on a revised amount, the Construction Manager and Architect will promptly issue a Certificate for Payment for the amount for which the Construction Manager anci ArChitect ~e!able to make such representations to the Owner. The Construction Manager or Architect may al~o'decide.nono certify; payment or, because of subsequently discovered evidence or subsequent observations, mayjnullifYtbe whole or a ' part of a Certificate for Payment previously issued, to such extent as may be necessary in theCopstruction ' Manager's or Architect's opinion to protect the Owner from loss because of: ,. .1 defective Work not remedied; .2 third party claims filed or reasonable evidence indicating probable filing of such claims; .3 failure of the Contractor to make payments properly to Subcontractors or for labor, materials or equipment;., -'''''-'-''. reasonable evidence that the Work cannot be completed for the unpaid balancy'6fthe Contravt Sum;" damage to the Owner or another contractor; //"'''''''__ \ /, -,- reasonable evidence that the Work will not be completed within the Contrac{ Ti~e, and th~t thlt. " /,.,., unpaid balance would not be adequate to cover actual or liquidated damageS1forjthe anticip~ted pe1ay; or 1 : I !' l! persistent failure to carry out the Work in accordance with the Contract Docnmdn, ts. i I I I ,I C'" ~~__.~.,,,,,..,_~,''''..'''' .~,,,'"iJ, />,,,,,..,,,,. ~ 9.5.2 When the above reasons for withholding certification are removed, certification will!be made for amounts previously withheld. . ....", ,----,--.., """. ,,-.~.,"-,.. .4 .5 .6 .7 ~ 9.6 PROGRESS PAYMENTS , ." "-~"'. ~ 9.6.1 After the Construction Manager and Architect have issued a Project Certificate for Payn-.eiif; the Owner shall make payment in the manner and within the time provided in the Contract Documents, and sl;lfitl spn6fifyih~"""'-^ , Construction Manager and Architect. / I ~ 9.6.2 The Contractor shall promptly pay each Subcontractor, upon receipt of payment from th~ Owner, out of the amount paid to the Contractor on account of such Subcontractor's portion of the Work, the amoUnt to which said Subcontractor is entitled, reflecting percentages actually retained from payments to the COl1tradtor on account of such Subcontractor's portion of the Work. The Contractor shall, by appropriate agreement with each SiibcontIiictor, require each Subcontractor to make payments to Sub-subcontractors in similar manner. . AlA Document A201/CMaDi - 1992. COPYri9ht @ 1992 by 'the Ame:riC:Cin Institute of Architects. All riqhts ~e.!;lerved.. WARNING: This AlA.. Oocument. is protected. by O.S. Copyriqht t.aw ilnd International 1'rflaties. UniluthorizeO. r~p:rodUct.ion or distribution of this A1A'f/ Document, or any porticn of it. may result in SQvere civil and criminal peni!lltiQs, and will be prosecuted to the rna.ximum Qxttlint po~sible und'i!;r the law. This draft was produced by AlA software at 10:32:29 on 04/09/2007 und~r order No.l000259422 1 which ~xpires on 9/18/2007, and is not for, resale. - User Not~s: (24245001661 33 ~ 9.6.3 The Construction Manager will, on request, furnish to a Subcontractor, if practicable, information regarding percentages of completion or amounts applied for by the Contractor and action taken thereon by the Owner, Construction Manager and Architect on account of portions of the Work done by such Subcontractor. ~ 9.6.4 Neither the Owner, Construction Manager nor Architect shaH have an obligation to payor to see to the payment of money to a Subcontractor except as may otherwise be required by law. ~ 9.6.5 Payment to material suppliers shall be treated in a manner similar to that provided in Sections 9.6.2, 9.6.3 and 9.6.4. ~ 9.6.6 A Certificate for Payment, a progress payment, or partial or entire use or occupancy iOf the Project by the Owner shall not constitute acceptance of Work not in accordance with the Contract Documbnts~ ~ 9.7 FAILURE OF PAYMENT ~ 9.7.1 If, through no fault of the Contractor, 1) the Construction Manager and Architect do not issue a Project Certificate for Payment within fourteen days after the Construction Manager's receipt of the Contractor's Application for Payment or 2) the Owner does not pay the Contractor within seven days after the date e~tablished in t1ieCbntract Documents the amount certified by the Construction Manager and Architect or awarded by arbitration, th~n the Contractor may, upon seven additional days' written notice to the Owner, Construction Manager and Arcqite~t, stop the Work until payment of the amount owing has been received. The Contract Time shall be extended appropriately and the Contract Sum shall be increased by the amount of the Contractor's reasonable costs'of shut-down, delilY and start-up, which shall be accomplished as provided in Article 7. '. ~ 9.8 SUBSTANTIAL COMPLETION ~ 9.8.1 Substantial Completion is the stage in the progress of the Work when the Work or designated portion thereof is sufficiently complete in accordance with the Contract Documents so the Owner can occupy or utilize the Work-f6r its intended use. ~9.8.2 When the Contractor considers that the Work, or a portion thereof which the Owner agrees to accept separately, is substantially complete, the Contractor and Construction Manager shall jointly prepare and submit to the Architect a comprehensive list of items to be completed or corrected. The Contractor shall proceed promptly to complete and correct items on the list. Failure to include an item on such list does not alter the responsibility of the Contractor to complete all Work in accordance with the Contract Documents. Upon receipt of the list, the Architect, assisted by the Construction Manager, will make an inspection to determine whether the Work or designated portloh- thereof is substantially complete. If the Architect's inspection discloses any item, whether or not included on the list, which is not in accordance with the requirements of the Contract Documents, the Contractor shaU,before issuance of the Certificate of Substantial Completion, complete or correct such item upon notification.oy the Architect. The Contractor shall then submit a request for another inspection by the Architect, assisted by t4f CQnstrucliqn Mm;lager, to determine Substantial Completion. When the Work or designated portion thereof is subSfanti~llly complete;\,the . Architect will prepare a Certificate of Substantial Completion which shall establish the datd of~ubstantial'/ - Completion, shall establish responsibilities of the Owner and Contractor for security, mainftmabce, heat, utilities, ',' ;I I damage to the Work and insurance, and shall fix the time within which the Contractor shall) finish all items on! the .~, '1 list accompanying the Certificate. Warranties required by the Contract Documents shall coinm~!l:(;~,()!1t~~:dat~ oL Substantial Completion of the Work or designated portion thereof unless otherwise provid4l in the Certificate of Substantial Completion. The Certificate of Substantial Completion shall be submitted to th~'0wner and Contractor m., . for their written acceptance of responsibilities assigned to them in such Certificate. ~ 9.8.3 Upon Substantial Completion of the Work or designated portion thereof and upon application by~~e.m .. Contractor and certification by the Construction Manager and Architect, the Owner shall make payment, reflecting adjustment in retainage, if any, for such Work or portion thereof as provided in the Contract D09uments. ~ 9.9 PARTIAL OCCUPANCY OR USE ~ 9.9.1 The Owner may occupy or use any completed or partially completed portion of the Work at any stage when such portion is designated by separate agreement with the Contractor, provided such occupancy or use is consented to by the insurer as required under Section 11.3.11 and authorized by public authorities haVing jurisdiction Over 'the Work. Such partial occupancy or use may commence whether or not the portion is substantially complete, provided the Owner and Contractor have accepted in writing the responsibilities assigned to each of them for payments, AlA OOOurtleht A201/CMa.'D( - 1992. Copyriqht @ 1992 by The Arner-ic:C:/n Institute of Atchitect:;, All rights reserved. WARNING: This AIAf/IiI DOCtInl.ent is protected by U.S. Copy:r=i9ht Law i:lhd International Treaties. Unauthorized reproduotion or distribution of this AIA~ Oocum.!:!'nt, or any portion of it, may result in severe c~vil and c:r=i~nal penalties, and will be pros~cuted to the maximum exteht possible under the law. This draft was produced b~ AlA software at 10:32:29 on 04/09/2007 und~r Order No.1000259422 1 which expires on Q/1B/2U[)7, and is not for resale. User Notes: (2l\~4sn0166) I I I I I I ,I I I I I I I I I I I I 34 I I I I I I I I I I I I I I I I I I '1 I retainage if any, security, maintenance, heat, utilities, damage to the Work and insurance, and have agreed in writing concerning the period for correction of the Work and commencement of warranties required by the Contract Documents. When the Contractor considers a portion substantially complete, the Contractor and Construction Manager shall jointly prepare and submit a list to the Architect as provided under Section 9.8.2. Consent of the Contractor to partial occupancy or use shall not be unreasonably withheld. The stage of the progress of the Work shall be determined by written agreement between the Owner and Contractor or, if no agre~ment is reached, by decision of the Architect after consultation with the Construction Manager. ~ 9.9.2 Immediately prior to such partial occupancy or use, the Owner, Construction Manager, Contractor and Architect shall jointly inspect the area to be occupied or portion of the Work to be used in qrderiodeteriUine and .. record the condition of the Work. .. ! ~ 9.9.3 Unless otherwise agreed upon, partial occupancy or use of a portion or portions of die Work shall not constitute acceptance of Work not complying with the requirements of the Contract Docu~ent~. ".._..f ~ 9.10 FINAL COMPLETION AND FINAL PAYMENT ~ .. i ~ 9.10.1 Upon completion of the Work, the Contractor shall forward to the Construction MJpagfr a writtefnorice that the Work is ready for final inspection and acceptance and shall also forward to the Coqstru~tion Manage~ a final Contractor's Application for Payment. Upon receipt, the Construction Manager will forwar~ th~ notice anti ; Application to the Architect who will promptly make such inspection. When the Architect,lbased on the i recommendation of the Construction Manager, finds the Work acceptable under the Contra~t l)pcuments imd',the Contract fully performed, the Construction Manager and Architect will promptly issue a firlal Certificate for . Payment stating that to the best of their knowledge, information and belief, and on the basiJ_Qfth.eir Qh$"erv.atiQu::1...,~-" and inspections, the Work has been completed in accordance with terms and conditions of the Contract Documents and that the entire balance found to be due the Contractor and noted in said final Certificate is due and payable. The Construction Manager's and Architect's final Certificate for Payment will constitute a further representation that conditions listed in Section 9.10.2 as precedent to the Contractor's being entitled to final payment have IIeen fulfilled. , ~ 9.10.2 Neither fmal payment nor any remaining retained percentage shall become due until the'-Coptractor submit,i> to the Architect through the Construction Manager (1) an affidavit that payrolls, bills for materials and equip,?ent, and other indebtedness connected with the Work for which the Owner or the Owner's property might be,responsible or encumbered (less amounts withheld by Owner) have been paid or other wise satisfied, (2) a certificate evidenging that insurance required by the Contract Documents to remain in force after final payment is currently in effect and will not be canceled or allowed to expire until at least 30 days' prior written notice has been given to the Owner, (3) a written statement that the Contractor knows of no substantial reason that the insurance will n~~he'rene~able to cover the period required by the Contract Documents, (4) consent of surety, if any, to final p.llyinent"~d (:>>\ iff' required by the Owner, other data establishing payment or satisfaction of obligations, such '18 regeipts,'reJea~s,;lild waivers ofliens, claims, security interests or encumbrances arising out of the Contract, to t~e eftent and i~ such ,"/ form as may be designated by the Owner. If a Subcontractor refuses to furnish a release or i-vaiyer require~ byth'e Owner, the Contractor may furnish a bond satisfactory to the Owner to indemnify the Own~r a$ainst such!lie~~ If such lien remains unsatisfied after payments are made, the Contractor shall refund to the Olvnef all money, t~t the Owner may be compelled to pay in discharging such lien, including all costs and reasonabl~ at(2m~Y~' f~~~. '_..m.'__..... ~ 9.10.3 If, after Substantial Completion of the Work, final completion thereof is materially llelayed through no fault of the Contractor or by issuance of Change Orders affecting final completion, and the Construction Manager and Architect so confirm, the Owner shall, upon application by the Contractor and certification by the Construction """" Manager and Architect, and without terminating the Contract, make payment of the balance dU,e for that E~!!i9.~of - the Work fully completed and accepted. If the remaining balance for Work not fully completec1 or corrected is lesS"'" than retainage stipulated in the Contract Documents, and ifbonds have been furnished, the writt,eh consent of surety to payment of the balance due for that portion of the Work fully completed and accepted s~lll:,e submitted by the Contractor to the Architect through the Construction Manager prior to certification of suchpaylnent. Such payment shall be made under terms and conditions governing final payment, except that it shall not constitute a waiver of Claims. The making of final payment shall constitute a waiver of Claims by the Owner as provided in Section 4.4.5. AlA Oocument A201/CMa~ - 1992. Copyriqht ~ 15)92 by The American Institute of Archite~t.~~. All rights reserved. WARNING: Thii> AlA. Document is prot~c:tM by u. s. Copyriqht La:w and International Treatilis. Unauthoriz.ed r~prod.uction or distribution of t.his AlA- Doc~nt, or any po~tion of it, may result in severe civil and criminal ~nalti~s, and will be pros~cuted to th@ maximum extent pOSSible under toe l~w. This draft was produced by ATA software at 10:32;29 on Q4/09/2007 under Order No.l000259422 1 which expires on 9/18/200"/1 and is not fOl:: resale. ~ U!;Ie:r; Notes: (2424:"'00166) 35 ~ 9.10.4 Acceptance of final payment by the Contractor, a Subcontractor or material supplier shall constitute a waiver of claims by that payee except those previously made in writing and identified by that payee as unsettled at the time of final Application for Payment. Such waivers shall be in addition to the waiver described in Section 4.7.5. ARTICLE 10 PROTECTION OF PERSONS AND PROPERTY ~ 10.1 SAFETY PRECAUTIONS AND PROGRAMS ~ 10.1.1 The Contractor shall be responsible for initiating, maintaining and supervising all safety precautions and programs in connection with the performance of the Contract. The Contractor shall submit the Contractor's safety program to the Construction Manager for review and coordination with the safety programs of other C~mtractors. ~ 10.1.2 In the event the Contractor encounters on the site material reasonably believed to be as\>estosor " polychlorinated biphenyl (PCB) which has not been rendered harmless, the Contractor shall iminediately stop Work in the area affected and report the condition to the Owner, Construction Manager and Archhect in writing. The Work in the affected area shall not thereafter be resumed except by written agreement of thb Oivner and Contractor if in fact the material is asbestos or polychlorinated biphenyl (PCB) and has not been rendefedharmless. The Work in the affected area shall be resumed in the absence of asbestos or polychlorinated biphenyl-tpeB), or when it has been rendered harmless, by written agreement of the Owner and Contractor, or in accordan~e with final :' determination by the Architect on which arbitration has not been demanded, or by arbitratiqn under Article 4. ~ 10.1.3 The Contractor shall not be required pursuant to Article 7 to perform without consent ahy W ork r~lating to asbestos or polychlorinated biphenyl (PCB). :; ~ 10.1.4 To the fullest extent permitted by law, the Owner shall indemnify and hold harmle~s the Contractor. Construction Manager, Architect, their consultants, and agents and employees of any of them from and against claims, damages, losses and expenses, including but not limited to attomeys' fees, arising out of or resulting from performance of the Work in the affected area if in fact the material is asbestos or polychlorinated biphenyl (PC~) and has not been rendered harmless, provided that such claim, damage, loss or expense is attributable to bodily injury, sickness, disease or death, or to injury to or destruction of tangible property (other than the Work itself) including loss of use resulting therefrom, but only to the extent caused in whole or in part by negligent acts or omissions of the Owner, anyone directly or indirectly employed by the Owner or anyone for whOse acts the Owner may be liable, regardless of whether or not such claim, damage, loss or expense is caused iripart by a party , indemnified hereunder. Such obligation shall not be construed to negate, abridge or reduce other rights or obligations of indemnity which would otherwise exist as to a party or person described in this Section 10.1.4. ' ~ 10.1.5 If reasonable precautions will be inadequate to prevent foreseeable bodily injury or death to persons resulting from a material or substance encountered on the site by the Contractor, the Contractor shall;upon recognizing the condition, immediately stop Work in the affected area and report the condition to the Owner, Construction Manager and Architect in writing. The Owner, Contractor, Construction Manager iJ,nd Arcb,itect shall then proceed in the same manner described in Section 10.1.2. ' ' , ~ 10.1.6 The Owner shall be responsible for obtaining the services of a licensed laboratory tb v~rify a presence'-or absence of the material or substance reported by the Contractor and, in the event such mateHalbr substande isifound to be present, to verify that it has been rendered harmless. Unless otherwise required by the! Coh~~~ctJ::>o~~me~~~,the Owner shall furnish in writing to the Contractor, Construction Manager and Architect the ~mes and qualifications of persons or entities who are to perform tests verifying the presence or absence of such mdterial or substance or , who are to perform the task of removal or safe containment of such material or substance. The Contractor, the Construction Manager and the Architect will promptly reply to the Owner in writing stating whether,or-not'anyof them has reasonable objection to the persons or entities proposed by the Owner. If the Contraqpr,'Construction Manager or Architect has an objection to a person or entity proposed by the Owner, the Owner shall propose another to whom the Contractor, the Construction Manager and the Architect have no reasonable objection. ~ 10.2 SAFETY OF PERSONS AND PROPERTY ~ 10.2.1 The Contractor shall take reasonable precautions for safety of, and shall provide reasonable protection to prevent damage, injury or loss to: .1 employees on the Work and other persons who may be affected thereby; AlA DO~Uinent A201/CMa'DII ~ 1992. Copy:dght ~ 1992 by The American Institute of Architects. All rights re!;lerved. WARNING~ This AIA~ Document is P~Ot8Cted by U.S. Copyright La:w and lnt~rnation~l Treaties. Un;j,utnorized reproduction or distribution of this AIA~ Document, or any portion of it, may result in ~eVeLe civil and cri~nal penalties, and will be pLO$ecuted to the mdximum extent pOSSible und~r th~ law. Thit:; dr'aft Wi';I.:':; p:t'oduc:ed by AlA :5oftware a.t 10;J2:2g on 04/0g/20rn under Order No.10[)()/.~lC)/17..2_) whi.ch I::!xlJires on 9/18/2.007, anr:l is nnt: for resale. User Notes: (2424500166) I I I I I I I I I I I I I I I I I I' 36 I I I II I I I I I I I I I I I I I I I I .2 the Work and materials and equipment to be incorporated therein, whether in storage on or off the site, under care, custody or control of the Contractor or the Contractor's Subcontractors or Suh- subcontractors; other property at the site or adjacent thereto, such as trees, shrubs, lawns, walks, pavements, roadways, structures and utilities not designated for removal, relocation or replacement in the course of construction; and construction or operations by the Owner or other Contractors. .3 .4 910.2.2 The Contractor shall give notices and comply with applicable laws, ordinances, rul~s, r~gulations and lawful orders of public authorities bearing on safety of persons or property or their protection from damage;liijury-6i1oss. 9 10.2.3 The Contractor shall erect and maintain, as required by existing conditions and perforntance of the Contract, reasonable safeguards for safety and protection, including posting danger signs and other ~mfugs against hazards, ,. ' promulgating safety regulations and notifying owners and users of adjacent sites and utilitil(s: j 9 10.2.4 When use for storage of explosives or other hazardous materials or equipment or unUSUal methods are necessary for execution of the Work, the Contractor shall exercise utmost care and carry 01\ su~ activitiefunoer supervision of properly qualified personnel. ;' -, \ ,- 9 10.2.5 The Contractor shall promptly remedy damage and loss (other than damage or loss mS4red under property insurance required by the Contract Documents) to property referred to in Sections 10.2.1.2,: 10.f.1.3 and ~0.2;1.4 caused in whole or in part by the Contractor, a Subcontractor, a Sub-subcontractor, or anyone direcdyor"indirecdy employed by any of them, or by anyone for whose acts they may be liable and for which thLCQUW!,clQris.. ' responsible under Sections 10.2.1.2, 10.2.1.3 and 10.2.1A, except damage or loss attributable to acts or omissions of the Owner, Construction Manager or Architect or anyone directly or indirectly employed by any of them, or by anyone for whose acts any of them may be liable, and not attributable to the fault or negligence of the Contractor. The foregoing obligations of the Contractor are in addition to the Contractor's obligations under Section 3.-18: 9 10.2.6 The Contractor shall designate a responsible member of the Contractor's organization aithe_ site whose !duty shall be the prevention of accidents. This person shall be the Contractor's superintendent uQless-'6therwise designated by the Contractor in writing to the Owner, Construction Manager and Architect... . 9 10.2.7 The Contractor shall not load or permit any part of the construction or site to be loaded so as to endangerits safety. 910.3 EMERGENCIES -,,~~""", " 9 10.3.1 In an emergency affecting safety or persons or property, the Contractor shall act, at the- Contractor's. discretion, to prevent threatened damage, injury or loss. Additional compensation or extensibn oj1fme'cl;;tim~d by ,- the Contractor on account of an emergency shall be determined as provided in Section 4. 71nd frticle 7. \' , 11 ARTICLE 11 INSURANCE AND BONDS : j \, 911.1 CONTRACTOR'S LIABILITY INSURANCE 1 i ! I 911.1.1 The Contractor shall purchase from and maintain in a company or companies lawf~lly ~l!th2_riz,,~l:iJo ~-- business in the jurisdiction in which the Project is located such insurance as will protect th~ Contractor from claims set forth below which may arise out of or result from the Contractor's operations under the Contract and forwhich .. the Contractor may be legally liable, whether such operations be by the Contractor or by a Subcontractor or by anyone directly or indirectly employed by any of them, or by anyone for whose acts any of them m,!y..be.liable!--." .1 claims u.nder workers compensation, disability benefit and other similar emplory:e'bene~t ~~!~~hi~h are apphcable to the Work to be performed; - - ", .2 claims for damages because of bodily injury, occupational sickness or diseasi, or/death of the Contractor's employees; f .3 claims for damages because of bodily injury, sickness or disease, or death of any person other than the Contractor's employees; , .4 claims for damages insured by usual personal injury liability coverage which are sustained (1) by a person as a result of an offense directly or indirectly related to employment of such pe'rscin by the Contractor, or (2) by another person; AJ.A Document A20l/01a- - 1992. COPYri9ht CI 1992 by l'I:H;! Anlerican l:nstitute of J1,.rchitects. All right.s reserV'ed. HARN1NG: This A1.A~ Document. is protected by U.S. copyright 1.aw l!I.nd Int~rn<;l.tioni!.l Tr.atiel!i. Unauthorized reproduction or dil!;ltribution of this AIA~ Document, or any portion of it, ~y result in S8v~re civil and criminal penaltie~, i!.nd will be prosecuted to the ~x~mum 8xt~nt pOSSible under the law_ Ttlls draft was produced by AlA 5oftwal@ at 10:32;29 on 04/09/2007 under Order No.l000259422_1 which expires on 9/18/200"7, and is not for resa1.e. tJs~r NOt9S: (2424500166) 37 .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; .6 claims for damages because of bodily injury, death of a person or property damage arising out of ownership, maintenance or use of a motor vehicle; and .7 claims involving contractual liability insurance applicable to the Contractor's obligations under Section 3.18. ~ 11.1.2 The insurance required by Section 11.1.1 shall be written for not less than limits oniability specitled in the Contract Documents or required by law, whichever coverage is greater. Coverages, whethet written on an occurrence or claims-made basis, shall be maintained without interruption from date of c011)meiicemeiifofthe Wark until date of tlnal payment and termination of any coverage required to be maintained afteritln~lpayment. ~ 11.1.3 Certitlcates of insurance acceptable to the Owner shall be submitted to the Constru9tio~ Manager for transmittal to the Owner with a copy to the Architect prior to commencement of the Work. !The~e certitlcates and the insurance policies required by this Section 11.1 shall contain a provision that coverages aff6rd~d under the policies will not be canceled or allowed to expire until at least 30 days' prior written notice has beel1 lPyen to the Owner. If any of the foregoing insurance coverages are required to remain in force after final paymen~ and are reasojiabJy available, an additional certificate evidencing continuation of such coverage shall be submiHed' with the final j Application for Payment as required by Section 9.10.2. Information concerning reduction df coVerage shall be furnished by the Contractor with reasonable promptness in accordance with the Contractor's information ~nd belief. ~ 11.2 OWNER'S LIABILITY INSURANCE ~ 11.2.1 The Owner shall be responsible for purchasing and maintaining the Owner's usualliabil.ityiD'sllTance. Optionally, the Owner may purchase and maintain other insurance for self.protection against claims which may arise from operations under the Contract The Contractor shall not be responsible for purchasing and maintaining this optional Owner's liability insurance unless specitlcally required by the Contract Documents. ~ 11.3 PROPERTY INSURANCE ~ 11.3.1 Unless otherwise provided, the Owner shall purchase and maintain, in a company orcompapies la'wfully authorized to do business in the jurisdiction in which the Project is located, property insuratce itf~the amount of th~ initial Contract Sum as well as subsequent modifications thereto for the entire Work at the site-Qu a n~~placeme* cost basis without voluntary deductibles. Such property insurance shall be maintained, unless otherwi~e'provided in the Contract Documents or otherwise agreed in writing by all persons and entities who are beneficiaries of such-.... insurance, until fmal payment has been made as provided in Section 9.10 or until no person or entity other than the Owner has an insurable interest in the property required by this Section 11.3 to be covered, whichever is earlier. This insurance shall include interests of the Owner, the Contractor, Subcontractors and Sub-subqontractQrs in the Work. ... / ~ 11.3.1.1 Property insurance shall be on an "all-risk" policy form and shall insure against t1{e p~rils of fi~~;an~" extended coverage and physical loss or damage including, without duplication of coverage), theft, vandali~, ._'_ malicious mischief, collapse, falsework, temporary buildings and debris removal includingjdedolition ocqasiqned by enforcement of any applicable legal requirements, and shall cover reasonable compensationlfor Architqct'sj services and expenses required as a result of such insured loss. Coverage for other perils sh~ll tiot IJ(':,Ie:qui;'red \J_T\!.e:s.s.... otherwise provided in the Contract Documents. ~ 11.3.1.2 If the Owner does not intend to purchase such property insurance required by the Contract and with all of the coverages in the amount described above, the Owner shall so inform the Contractor in writing prior to " commencement of the Work. The Contractor may then effect insurance which will protect the inter~sts of the Contractor, Subcontractors and Sub.subcontractors in the Work, and by appropriate Change G'rder,.th€'Eo'st'then~iof shall be charged to the Owner. If the Contractor is damaged by the failure or neglect of the Owner: to purchase or maintain insurance as described above, without so notifying the Contractor, then the Owner shall bear all reasonable costs properly attributable thereto. ! ! ~ 11.3.1.3 Ifthe property insurance requires minimum deductibles and such deductibles are .dentitled in the Contract Documents, the Contractor shall pay costs not covered because of such deductibles. If the Owneroi"insurer increases the required minimum deductibles above the amounts so identified or if the Owner elects to purchase this AlA Document J\201/CMaDl: - 1992. Copyright. @ 1992 by The Am~rit:an Institutl::! of A("chitect::;. All rights reserved. WARNING: Th.:i.s AlAe Document is proteoted by U.S. copyright L.w and tn~ernation~l Treati~s. UnauthoLiz8d reproduction or distribution of this AIA~ Ooc~entl or any portion of it, may result in severa civil and criminal penalties, and will be prosecut~d to the maximum extent p08sicle unde~ the law. This draft wa~ produced by AIA software .?t 10:32:29 on 04/09/2007 tlHder- Order No.10U02:j')422 1 whi.c:h e~pi["es on 9/18/2007, and. is not for rcsd1~. -- US4iilIr Notes. (24245001Hi) I I I I I I I I I I I ,.'. I I I I I I I 38 I I I I I I I I I I I I I I I I I I I I insurance with voluntary deductible amounts, the Owner shall be responsible for payment of the additional costs not covered because of such increased or voluntary deductibles. ~ 11.3.1.4 Unless otherwise provided in the Contract Documents, this property insurance shall cover portions of the Work stored off the site after written approval of the Owner at the value established in the approval, and also portions of the Work in transit. ~ 11.3.1.5 The insurance required by this Section 11.3 is not intended to cover machinery, tools or equipment owned or rented by the Contractor which are utilized in the performance of the Work but not incorPor~ted into the permanent improvements. The Contractor shall, at the Contractor's own expense, provide iri-surance"'coveragefOr owned or rented machinery, tools or equipment which shall be subject to the provisions of fect~onll,.J,7. .'.- i \ ~ 11.3.2 Boiler and Machinery Insurance. The Owner shall purchase and maintain boiler arid mkchinery insurance . ! required by the Contract Documents or by law, which shall specifically cover such insured bbj~cts during installation and until final acceptance by the Owner; this insurance shall include interests otlb"e Owner, Construction Manager, Contractor, Subcontractors and Sub-subcontractors in the Work, and the Owner $d~ontractor shall be named insureds. 1 i ,m . " .ii ' ~ 11.3.3 Loss of Use Insurance. The Owner, at the Owner's option, may purchase and mainfain5uch insu~nc~ as will insure the Owner against loss of use of the Owner's property due to fire or other hazards, hpwever ca~sed. The Owner waives all rights of action against the Contractor for loss of use of the Owner's prop~rty; including : consequential losses due to fire or other hazards however caused. ,., ~ 11.3.4 If the Contractor requests in writing that insurance for risks other than those described herein or for other special hazards be included in the property insurance policy, the Owner shall, if possible, include such insurance, and the cost thereof shall be charged to the Contractor by appropriate Change Order. ~ 11.3.5 If during the Project construction period the Owner insures properties, real or personal or hoth; adjoiniJ?-g ~r adjacent to the site by property insurance under policies separate from those insuring the Project, orjfafter final j payment property insurance is to be provided on the completed Project through a policy or polic'iespther than thos~ insuring the Project during the construction period, the Owner shall waive all rights in accordanc,~ ~jth-the)~nns df Section 11.3.7 for damages caused by fire or other perils covered by this separate property insuranc~: All separate: policies shall provide this waiver of subrogation by endorsement or otherwise. ., ~ 11.3.6 Before an exposure to loss may occur, the Owner shall file with the Contractor a copy of each policy that includes insurance coverages required by this Section 11.3. Each policy shall contain all generaJJ}I,applicc.able conditions, definitions, exclusions and endorsements related to this Project. Each policy shaU.-contain a pr6vision," that the policy will not be canceled or allowed to expire until at least 30 days' prior written t,1btic,e'1Ws'b~n i\V7ll'to the Contractor. , f \; I I )/ ~ 11.3.7 Waivers of Subrogation. The Owner and Contractor waive all rights against each dthei and against th~ Construction Manager, Architect, Owner's other Contractors and own forces described in Article 6, if anYI and the j .' I subcontractors, sub-subcontractors, consultants, agents and employees of any of them, for qam~8.es5~~!!~.~4 bY1[rr.(l or, other perils to the extent covered by property insurance obtained pursuant to this Section 1 ~.3 or other property insurance applicable to the Work, except such rights as the Owner and Contractor may hav~"totheproceeds'ofsuch"- insurance held by the Owner as fiduciary. The Owner or Contractor, as appropriate, shall require of the Construction Manager, Construction Manager's consultants, Architect, Architect's consultants, Owner's separate 9ontractors' described in Article 6, if any, and the subcontractors, sub-subcontractors, agents and employeeg,of'any of th(lm, by appropriate agreements, written where legally required for validity, similar waivers each in fa-v'~r Qf(j1:1ie;-p~rties' enumerated herein. The policies shall provide such waivers of subrogation by endorsement 6r otherwise. A waiver of subrogation shall be effective as to a person or entity even though that person or entity w;oul~ otherwise have a duty of indemnification, contractual or otherwise, did not pay the insurance premium directly Of indirectly, and whether or not the person or entity had an insurable interest in the property damaged. ;'.1 ~ 11.3.8 A loss insured under Owner's property insurance shall be adjusted by the Owner as'fiduCiary and nil'ide payable to the Owner as fiduciary for the insureds, as their interests may appear, subject to requirementsofany applicable mortgagee clause and of Section 11.3.10. The Contractor shall pay Subcontractors their just shares of AlA Document A.201/CMa- - 1992. Copyright ~ 1992 hy The American Institute of Architects. All riliJ'hte ~eserved. WARNlNG; This AlAe DOCUMent i~ protected by u.s. Copyright Law and International Treaties. Unauthorized r~produotion or distribution of this AIA~ DOOtlment, or any portion of it, may re~ult in sever!:! civil and criminal panalti~s, and will be prosecuted to th~ maximum Ut.ent po~eible under thtit law. This draft was pI:"ndllc:ed hy AlA softwa.re at 10;]2:2~ on 04/09/2007 under order No.l0002594~:2 1 which ex.pir'~.s em 9/18/2007, and i.s not. for r@:>ale. - Us~t" Notes: (2424500U;6) 39 insurance proceeds received by the Contractor, and by appropriate agreements, written where legally required for validity, shall require Subcontractors to make payments to their Sub-subcontractors in similar manner. ~ 11.3.9 If required in writing by a party in interest, the Owner as fiduciary shall, upon occurrence of an insured loss, give bond for proper performance of the Owner's duties. The cost of required bonds shall be charged against proceeds received as fiduciary. The Owner shall deposit in a separate account proceeds so received, which the Owner shall distribute in accordance with such agreement as the parties in interest may reach, or in accordance with an arbitration award in which case the procedure shall be as provided in Section 4.9. If aftd sUGh loss no other special agreement is made, replacement of damaged property shall be covered by appropriate Change Order. ~ 11.3.10 The Owner as fiduciary shall have power to adjust and settle a loss with insurers u,nlessoneofthe parties in interest shall object in writing within five days after occurrence of loss to the Owner's exeroise pf this power; if such objection be made, arbitrators shall be chosen as provided in Section 4.9. The Owner as fidjIcia'ry shall, in that case, make settlement with insurers in accordance with directions of such arbitrators. If distribution qf insurance proceeds by arbitration is required, the arbitrators will direct such distribution. .. . ~ 11.3.11 Partial occupancy or use in accordance with Section 9.9 shall not commence untiLtheinsurance~OIripany or companies providing property insurance have consented to such partial occupancy or uSli byiendorsement or otherwise. The Owner and the Contractor shall take reasonable steps to obtain consent of tIle ir\surance company or companies and shall, without mutual written consent, take no action with respect to partial bccdpancy or use (hat would cause cancellation, lapse or reduction of insurance. . ~ 11.4 PERFORMANCE BOND AND PAYMENT BOND ~ 11.4.1 The Owner shall have the right to require the Contractor to furnish bonds covering faithful performance of the Contract and payment of obligations arising thereunder as stipulated in bidding requirements or specifically required in the Contract Documents on the date of execution of the Contract. ~ 11.4.2 Upon the request of any person or entity appearing to be a potential beneficiary of bonds covering payment of obligations arising under the Contract, the Contractor shall promptly furnish a copy of the bonds or shall permit a copy to be made. ARTICLE 12 UNCOVERING AND CORRECTION OF WORK ~ 12.1 UNCOVERING OF WORK ~ 12.1.1 If a portion of the Work is covered contrary to the Construction Manager's or Architect's request or to requirements specifically expressed in the Contract Documents, it must, if required in writing by either, be uncovered for their observation and be replaced at the Contractor's expense without change in theContral:lt Time. ~ 12.1.2 If a portion of the Work has been covered which the Construction Manager or Archjtecthas notlijJecificli.lly requested to observe prior to its being covered, the Construction Manager or Architect may!request to see'\suCh ~ork and it shall be uncovered by the Contractor. lfsuch Work is in accordance with the Contradt D~cuments, costsdf uncovering and replacement shall, by appropriate Change Order, be charged to the Owner. if s*ch Work is not' in accordance with the Contract Documents, the Contractor shall pay such costs unless the cobdidon was cadsed: by the Owner or one of the other Contractors in which event the Owner shall be responsible for p~ym~Ilt.()f s,ucl!lcosts. . ~ 12.2 CORRECTION OF WORK ~ 12.2.1 The Contractor shall promptly correct Work rejected by the Construction Manager or Architect or failing to conform to the requirements of the Contract Documents, whether observed before or after Substantial Completion and whether or not fabricated, installed or completed. The Contractor shall bear costs of correct;ingsuch rejecte~ Work, including additional testing and inspections and compensation for the Construction Manager's and Architect's .. services and expenses made necessary thereby. . ~ 12.2.2 If, within one year after the date of Substantial Completion of the Work or designated portion thereof, or after the date for commencement of warranties established under Section 9.9.1, or by terms of an applicable special warranty required by the Contract Documents, any of the Work is found to be not in accordance with the requirements of the Contract Documents, the Contractor shall correct it promptly after receipt of written notice from the Owner to do so unless the Owner has previously given the Contractor a written acceptance of such condition. This period of one year shall be extended with respect to portions of Work first performed after Substantial AlA Document A201!CMa'l:tl. - 1992. copyright e 1992 by The A.meriC<3n Itl$titute of Architect.:;:. All rights reserved_ WARNING: Thi~ AIAG Docum~nt is protectlild by U_S. copyright Law and Internation.al 'l'raaties. Unauthoriz.~ reproduction or di$tribution of this AlA. DOGUInent, or any po:t'tion of it, may result in seVere civil and criminal p8n4l1ti4is. and will ~ pros&ClJted to the m;j.J(;imum ext8n.t possible under the law. This draft was p:r:uduced by AlA softwarE:! at. lO:'32;;?9 on 04/09/2007 under Order No.l0002'5942:? 1 which expir'L:s on 9/18/1007, al:H:I. i::; hot for ~e~ale. - User Notes: (24245001661 I I I I I I I I I I I I I I I I I I 40 I I I I I I I I I I I I I I I I I I I I Completion by the period oftime between Substantial Completion and the actual performance of the Work. This obligation under this Section 12.2.2 shall survive acceptance of the Work under the Contract and termination of the Contract. The Owner shall give such notice promptly after discovery of the condition. ~ 12.2.3 The Contractor shall remove from the site portions of the Work which are not in accordance with the requirements of the Contract Documents and are neither corrected by the Contractor nor ac\,ept~d by the Owner. ~ 12.2.4 If the Contractor fails to correct nonconforming Work within a reasonable time, th~ O~er may correct it in accordance with Section 2.4. If the Contractor does not proceed with correction of such nOIlConIorming Work within a reasonable time fixed by written notice from the Architect issued through the Constructio~ M~nag'er:'theUWrier ... may remove it and store the salvable materials or equipment at the Contractor's expense. IfJhe Contractor. does not pay costs of such removal and storage within ten days after written notice, the Owner may ~pon ten additional days' written notice sell such materials and equipment at auction or at private sale and shall accodnt JPr the proceeds thereof, after deducting costs and damages that should have been borne by the Contractor, including compensation for the Construction Manager's and Architect's services and expenses made necessary theretry:'if such proceeds of sale do not cover costs which the Contractor should have borne, the Contract Sum shall be redqced by the deficiency. Ifpayments then or thereafter due the Contractor are not sufficient to cover such amount, the Co'ritractor shall pay the difference to the Owner. I' . ( ~ ~ i ~ ~ 12.2.5 The Contractor shall bear the cost of correcting destroyed or damaged construction; w~ther comp let~d or partially completed, of the Owner or other Contractors caused by the Contractor's correctiop or:removal ofWprk which is not in accordance with the requirements of the Contract Documents. . . . ~ 12.2.6 Nothing contained in this Section 12.2 shall be construed to establish a period oflimitation with respect to other obligations which the Contractor might have under the Contract Documents. Establishment of the time period of one year as described in Section 12.2.2 relates only to the specific obligation of the Contractor to correct the Work, and has no relationship to the time within which the obligation to comply with the Contract Docu!llents may be sought to be enforced, nor to the time within which proceedings may be commenced to establish the Contractorjs liability with respect to the Contractor's obligations other than specifically to correct the Work:' . " ~ 12.3 ACCEPTANCE OF NONCONFORMING WORK . .... ~ 12.3.1 If the Owner prefers to accept Work which is not in accordance with the requirements oftheContrad Documents, the Owner may do so instead of requiring its removal and correction, in which case the Contract Sll.Q1 will be reduced as appropriate and equitable. Such adjustment shall be effected whether or not final payment has' been made. /'i ARTICLE 13 MISCELLANEOUS PROVISIONS ~ 13.1 GOVERNING LAW l ~ 13.1.1 The Contract shall be governed by the law of the place where the Project is located! ,,! { i ./" ~ 13.2 SUCCESSORS AND ASSIGNS !! i i ~ 13.2.1 The Owner and Contractor respectively bind themselves, their partners, successors,l aSsfgns and le~al i representatives to the other party hereto and to partners, successors, assigns and legal repre$en*.!!Y~~_2.r~~ch ~!hc;:! ... party in respect to covenants, agreements and obligations contained in the Contract Documfnts. Neither party to the Contract shall assign the Contract as a whole without written consent of the other. If either party attempts to make such an assignment without such consent, that party shall nevertheless remain legally responsible for all obligations under the Contract. " " ~ 13.3 WRITTEN NOTICE ,- ~ 13.3.1 Written notice shall be deemed to have been duly served if delivered in person to thf imlividual or a member of the firm or entity or to an officer of the corporation for which it was intended, or if delivered/at or sent by registered or certified mail to the last business address known to the party giving notice. ' ! ~ 13.4 RIGHTS AND REMEDIES ~ 13.4.1 Duties and obligations imposed by the Contract Documents and rights and remedie" available thereunder shall be in addition to and not a limitation of duties, obligations, rights and remedies othe~iseimposed or available bylaw. AlA Document A201/CMa"'" - 1992. Copyri9'ht e 1992 by The American Institute of Architects. All rig'hts reservad. WARNlNG~ This AIA* Document i~ protected by U.S. Copyright Law and Int~rnational 1'r~atiel!i.. Unauthori~&d. rlillp:roduction 0:'; distribution of this A1AWr. DocUIDent, or :any portion of it, may rlillsult in l!iev~re civil ahd criminal pitnalties} and will ba prosecuted to th~ Jnaximum ~xtent possible undti:!r the l~w. This draft was produced by AlA software at 10;32:29 on 04/09/~007 und~r ordar No.1000259422 1 which e~pites on 9/18/2007, and is not fOI:' resale. ,,- User Notlj:s= (2424=..0016f.i) 41 I ~ 13.4.2 No action or failure to act by the Owner, Construction Manager, Architect or Contractor shall constitute a waiver of a right or duty afforded them under the Contract, nor shall such action or failure to act constitute approval of or acquiescence in a breach thereunder, except as may be specifically agreed in writing. I ~ 13.5 TESTS AND INSPECTIONS ~ 13.5.1 Tests, inspections and approvals of portions of the Work required by the Contract Documents or by laws, ordinances, rules, regulations or orders of public authorities having jurisdiction shall be made at an appropriate time. Unless otherwise provided, the Contractor shall make arrangements for such tests, inspections and approvals with an independent testing laboratory or entity acceptable to the Owner, or with the appropriate public-authority, anCfsli'iilf bear all related costs of tests, inspections and approvals. The Contractor shall give the ConStructionManagerand., Architect timely notice of when and where tests and inspections are to be made so the Construdtion Manager and Architect may observe such procedures. The Owner shall bear costs of tests, inspections or!apptovals which do not become requirements until after bids are received or negotiations concluded. I I I ~ 13.5.2 If the Construction Manager, Architect, Owner or public authorities having jurisdiqtio~ determine that portions of the Work require additional testing, inspection or approval not included under ~ection 13.5.I,jilie" Construction Manager and Architect will, upon written authorization from the Owner, instruct the Contrattor!to make arrangements for such additional testing, inspection or approval by an entity accepta~le t6 the Owner, abd the Contractor shall give timely notice to the Construction Manager and Architect of when and:wh~re tests arid : inspections are to be made so the Construction Manager and Architect may observe such procetIures. The: OWner shall bear such costs except as provided in Section 13.5.3. I I I ~ 13.5.3 If such procedures for testing, inspection or approval under Sections 13.5.1 and 13.5.2 reveal failure of the portions of the Work to comply with requirements established by the Contract Documents, the Contractor shall bear all costs made necessary by such failure including those of repeated procedures and compensation for the Construction Manager's and Architect's services and expenses. I ~ 13.5.4 Required certificates of testing, inspection or approval shall, unless otherwise required by th,eContract Documents, be secured by the Contractor and promptly delivered to the Construction Managerfoi: 'transmittal to the Architect.' I ~ 13.5.5 If the Construction Manager or Architect is to observe tests, inspections or approvals required by the.." Contract Documents, the Construction Manager or Architect will do so promptly and, where practicable, at the normal place of testing. I ,; '", ~ 13.5.6 Tests or inspections conducted pursuant to the Contract Documents shall be made promptly to avoid unreasonable delay in the Work. - h,' / I ,.: ~ 13.6 INTEREST / ~ 13.6.1 Payments due and unpaid under the Contract Documents shall bear interest from the d~te paymen~ is Que at such rate as the parties may agree upon in writing or, in the absence thereof, at the legal rat6 pr~vailing frdm tlme to time at the place where the Project is located. ! i i I ~ 13.7 COMMENCEMENT OF STATUTORY LIMITATION PERIOD ~ 13.7.1 As between the Owner and Contractor: .1 Before Substantial Completion. As to acts or failures to act occurring prior to the rel,yvantdate.oL, Substantial Completion, any applicable statute of limitations shall commence to .run and any alleged cause of action shall be deemed to have accrued in any and all events not latee.than .suchdateT of'" , Substantial Completion; , .2 Between Substantial Completion and Final Certificate for Payment. As to acts t;ir failures to act occurring subsequent to the relevant date of Substantial Completion and prior toiissuance of the final Certificate for Payment, any applicable statute of limitations shall commence to run and any alleged cause of action shall be deemed to have accrued in any and all events not later than the date of issuance of the final Certificate for Payment; and .3 After Final Certificate for Payment. As to acts or failures to act occurring after the relevant date of issuance of the final Certificate for Payment, any applicable statute of limitations shall commence to I I I I I AlA Doc1,llIl~nt A.201/CMaDl - 1992. Copyright ~ 1992 by The A1ne:ri<;:cU'1 In~tittlt_e of Atchi.tecls. All right.!;i re;S,erv~d. WARNING: Thi~ A.!A.~ Document is protected by U.S. Copyright Law and Intern&tional Treaties. UnauthQ~i~ed r&production or dis~ribution of this AlA. Document, Or any portion of it, may result in severe eivil and cri~nal pehalti~e, ~nd will be prosecut~d to th~ maximum ~xt~nt possible under the law. This draft was produc~d by AlA SUfr.W,;HE:! at 10:37.:7.9 on CJ4!llg/200.' under Or.der No.10007~g422 1 which expi.t'P-s on 9/18/2007, and is not for res~l~_ - Ustir t-Iotes: (24L4500166) 42 I I I I I I I I I I I I I I I I I I I I run and any alleged cause of action shall be deemed to have accrued in any and all events not later than the date of any act or failure to act by the Contractor pursuant to any warranty provided under Section 3.5, the date of any correction of the Work or failure to correct the Work by the Contractor under Section 12.2, or the date of actual commission of any other act or failure to perform any duty or obligation by the Contractor or Owner, whichever occurs last. ARTICLE 14 TERMINATION OR SUSPENSION OF THE CONTRACT ~ 14.1 TERMINATION BY THE CONTRACTOR ~ 14.1.1 The Contract may terminate the Contract if the Work is stopped for a period of 30 days'through no act or fault of the Contractor or a Subcontractor, Sub-subcontractor or their agents or employees or any'oinerperso'ni"""" performing portions of the Work under contract with the Contractor, for any of the followiqg reasons: .1 issuance of an order of a court or other public authority having jurisdiction;: ; .2 an act of government, such as a declaration of national emergency, making matepal unavailable; .3 because the Construction Manager or Architect has not issued a Certificate fpr Ppyment and has not notified the Contractor of the reason for withholding certification as provideaifi'Section 904.2, or because the Owner has not made payment on a Certificate for Payment withtt'n~e time stated in the Contract Documents; ., 1 t..., .4 if repeated suspensions, delays or interruptions by the Owner as described id Sedtion 14.3 ~orultitute ": :' Ii in the aggregate more than 100 percent of the total number of days scheduled fot completion, or 120 days in any 365-day period, whichever is less; or ';: ; .5 the Owner has failed to furnish to the Contractor promptly, upon the Contractor'$ request, ieasonable evidence as required by Section 2.2.1. ' " ~ 14.1.2 If one of the above reasons exists, the Contractor may, upon seven additional days' written notice to the Owner, Construction Manager and Architect, terminate the Contract and recover from the Owner payment for Work executed and for proven loss with respect to materials, equipment, tools, and construction equipment and machinery, including reasonable overhead, profit and damages. . ~ 14.1.3 If the Work is stopped for a period of 60 days through no act or fault of the Contractot -or a Subcontractor 9r their agents or employees or any other persons performing portions of the Work under contract with the Contractor because the Owner has persistently failed to fulfill the Owner's obligations under the Contr~ct-D9,~umehts w!th respect to matters important to the progress of the Work, the Contractor may, upon seven additional days' writtbn notice to the Owner, Construction Manager and Architect, terminate the Contract and recover from the OWnera~ provided in Section 14.1.2. ' ~ 14.2 TERMINATION BY THE OWNER FOR CAUSE "...<-.. '__ ~ 14.2.1 The Owner may terminate the Contract if the Contractor: " .1 persistently or repeatedly refuses or fails to supply enough properly skilled wbrkyr!fo[:ptQper' , materials' !,' '.:/.' .2 fails to m'ake payment to Subcontractors for materials or labor in accordancJ witb the respe\:tive// . agreements between the Contractor and the Subcontractors; ::; ( .3 persistently disregards laws, ordinances, or rules, regulations or orders of a public authority haying jurisdiction; or \ '. \ .4 otherwise is guilty of substantial breach of a provision of the Contract Docu~ents. ~ 14.2.2 When any of the above reasons exist, the Owner, after consultation with the Construction Manager, and upon certification by the Architect that sufficient cause exists to justify such action, may without P~lijudice to"any..._. other rights or remedies of the Owner and after giving the Contractor and the Contractor's surery(if anY'"s,~Y~!l days' written notice, terminate employment of the Contractor and may, subject to any prior rights qfthe .surety: .1 take possession of the site and of all materials, equipment, tools, and construdtio~equipment and machinery thereon owned by the Contractor; .2 accept assignment of subcontracts pursuant to Section 5 A; and .3 finish the Work by whatever reasonable method the Owner may deem expedient. ~ 14.2.3 When the Owner terminates the Contract for one of the reasons stated in Section 14.2.1, the ContraCtor'sna:Il not be entitled to receive further payment until the Work is finished. AlA Document. A201/CMa~ - 1992_ Copyric;rht. @ 1992 by The Ame:r-ic..:an In:stit.\lte of Architects. All rights r~.e:erved+ WARNING: This AlA. Oocum~nt is protected by U.S. copyriqht Law and l.nternationa.l Treaties. UnCi.uthorized. reproduction or dist.ribution of this AIAltJ Document, or ahY portion Of it, may re~ult in ~evere civil and criminal penalti8s1 and will ~ prosecuted to the ~ximum ext.ent possibl~ under the law. This draft was produced by AlA software at 10:32:29 on 04/09/2007 under O~de~ No.l000259422_1 which expires on 9/18/2007, ~nd is not fOL" :t:e~Hd.E!. User Notes: (2424500166) 43 I ~ 14.2.4 If the unpaid balance of the Contract Sum exceeds costs of finishing the Work, including compensation for the Construction Manager's and Architect's services and expenses made necessary thereby, such excess shall be paid to the Contractor. If such costs exceed the unpaid balance, the Contractor shall pay the difference to the Owner. The amount to be paid to the Contractor or Owner, as the case may be, shall, upon application, be certified by the Architect after consultation with the Construction Manager, and this obligation for payment shall survive termination of the Contract. I I ~ 14.3 SUSPENSION BY THE OWNER FOR CONVENIENCE ~ 14.3.1 The Owner may, without cause, order the Contractor in writing to suspend, delay or interrupt the Work in whole or in part for such period of time as the Owner may determine. . I ~ 14.3.2 An adjustment shall be made for increases in the cost of performance of the Contra~t, i~cluding profit on the increased cost of performance, caused by suspension, delay or interruption. No adjustment shall be made to the extent: I .1 I that performance is, was or would have been so suspended, delayed or interrUpted by another cause for which the Contractor is responsible; or ;.-. that an equitable adjustment is made or denied under another provision ofthts Contract. ~ 14.3.3 Adjustments made in the cost of performance may have a mutually agreed fixed orper~entage fe~. .2 I I I I I .-::.' . I ~", ,..~' ,,' I i.., I I I I I AlA. Pocurnent A.201/CMaDl - 1992. Copyright e 1992 by The American Insti tute of Arr:h i tects. All rights reserved. WARNING = Thi,s AlA. DOCUJIHjot is prot!:!oted by U.S. Copyri.ght Lilw ~nd Interna.tional Treaties. tJna.ut.hori.t.lil:d reproduct.:i.on or distJ::t.butiQn of this AlAN Docum~nt, or any portiOh Qf it, may result in severe civil and cri~inal penalties; ~nd will be prosecuted to the maximum ext~nt possible under thQ law. This draft was p:t'CJdllced by AlA .software at 10:32:29 on 04/09/2007 under QrdeJ:" NQ.lo002Sg(j2Z_1 which expires on 9/18/20Cn, and is not for r~:;;1ii le. User 'Notes: U1!4~l00166) 44 I I I I I I I I I I I I I I I I I I I I APRIL 2007 BOZEMAN INTERMODAL FACILITY BOZEMAN, MT SUPPLEMENTAL CONDITIONS The following supplemental conditions modify, change, delete from, or add to the "General Conditions of the Contract for Construction," AlA Document A201, 1997 Edition. Where an Article of the General Conditions is modified or a Paragraph, Subparagraph, or Clause thereof is modified or deleted by these supplements, the unaltered provisions of that Article, Paragraph, Subparagraph, or Clause shall remain in effect. These Supplemental Conditions are designed to further define and clarify the relationship between Owner and Construction Manager (CM) and the duties of the CM, and are subordinate to the Agreement A121 / CMc entered into between the Parties and to further define and clarify the relationship between the CM and the Trade Contractors and are subordinate to the Agreement A401 entered into between the CM and Trade Contractors. Article 1: General Provisions 1.1.8 Miscellaneous Definitions: 1. The term "product" as used herein includes materials, systems, and equipment. 2. The term "supplier" as used herein, includes a firm or organization furnishing or delivering products directly to the job site, and because of such direct delivery, could be construed under the lien laws of the State in which the work is being performed as having lien rights against the funds due the CM. Suppliers of material and equipment, delivering to CM or Subcontractors on an open account basis and not having lien rights on the Work, will not be considered suppliers within the meaning of the Contract Documents. 3. A bidder selected to enter into a Contract with the CM for Work included under the bidder's proposal is termed as "Awardees" until such time as he is awarded a Contract and becomes the Contractor, Subcontractor, Supplier and/or Trade Contractor, all of which shall be referred to in this Addendum as the "Trade Contractor" 4. Where "request", "approval", "satisfactory", and similar words appear, it is the request, approval, or satisfaction of the ArchitecUEngineer that is intended. 5. Where "complete" is used, it shall mean "complete with connections, supports, attachments, and incidental items necessary for a finished and properly operating assembly or installation." 6. Where "drawing" is used, it shall mean plans and detail drawings, both large and small scale, furnished by the ArchitecUEngineer for the purpose of showing the work to be done. 7. The term "furnish" shall mean to supply (only) to another party for their use of installation, including cost of delivery at the job site. 8. The term "install" shall mean to unload, distribute, uncrate, assemble, and fix into the intended final positions, the installer to provide all miscellaneous hardware and supplies required to anchor and support securely, clean up, and dispose of rubbish. 9. The term "connect" shall mean to bring service(s) to point of installation and make final connections to the service(s) to the installed equipment, and to provide miscellaneous auxiliary appurtenances necessary to make operable for its intended use. 10. The term "provide" shall mean furnish, install, and connect complete. 11. Bonds as covered by the Instructions to Bidders shall be considered to be a part of the Contract Documents. SUPPLEMENTAL CONDITIONS SC-1 SUPPLEMENTAL CONDITIONS SC-2 I I I I I I I I I I I I I I I I I I I APRIL 2007 BOZEMAN INTERMODAL FACILITY BOZEMAN, MT 1.2 Correlation and Intent of the Contract Documents 1.2.2 Add the sentence: The CM shall determine the division of the Work into bid packages to be awarded in cooperation with the Owner and The Architect. 1.2.4 If there should be a conflict between two or more of the Contract Documents, the following order of interpretation shall apply: 1 . The terms and conditions as set forth in the Bidding Requirements, including legal advertisement thereof, shall have full force and effect until such time as the contracts are entered into between the CM and the Subcontractors and Suppliers, herein called "Trade Contracts." 2. Where there is a conflict between the Bidding Requirements and the Contract Documents, the Contract Documents shall govern. 3. Where requirements specifically set forth in the Trade Contracts are in conflict with other Contract Documents, the Trade Contracts shall govern. 4. Where there is a conflict between the requirements of the General Conditions of the Contract and the Supplementary Conditions, the requirements of the Supplementary Conditions shall govern. 5. Where there is conflict between the Drawings and Specifications, a conflict within the Drawings or within the Specifications, the conflict shall be resolved by the CM and the Owner. 1.2.5 It is the intent of the Contract Documents to accomplish a complete and first class installation in which there shall be installed new products of the latest and best design and manufacture and workmanship shall be thoroughly first class, executed by competent and experienced workman. 1. Details of preparation, construction, installation, and finishing encompassed by the Contract Documents shall conform to the best practices of the respective trades, and that workmanship and construction methods, shall be of first class quality so as to accomplish a neat and first class finished job. 2. Where specific recognized standards are mentioned in the Specifications, it shall be interpreted that such requirements shall be complied with. Article 2: Owner 2.1 General 2.1.1 Delete the second sentence and replace it with ''The Owner shall designate a representative and the extent of the representative's authority to bind the Owner." 2.1.2 Delete this subparagraph in its entirety and replace with the following: In no event shall the Owner have control over, charge of, or any responsibility for construction means, methods, techniques, sequences or procedures or for safety precautions and programs in connection with the Work, notwithstanding any of the rights and authority granted the Owner in the Contract Documents. 2.2 Information and Services Required of the Owner 2.2.2 Add the following to the sentence: " including those charges and costs related to zoning changes and environmental impact statements." I I I I I I I I I I I I I I I I I I I APRIL 2007 BOZEMAN INTERMODAL FACILITY BOZEMAN, MT 2.2.4 Delete and replace with the following: "Upon receipt of a written request from the CM, information or services under the Owner's control shall be furnished by the Owner with reasonable promptness to avoid delay in the orderly progress of the Work." Article 3: Contractor 3.1.1 References to "the Contractor" shall be read as referring to the CM for purposes of the General and Supplemental Conditions. Likewise it may also refer to the relationship between the CM and Trade Contractor where the Trade Contractor is construed to be the "the Contractor". 3.2.4 CM shall be cognizant of the Architect's duty to provide services and shall cooperate with the Architect to insure his presence at the appropriate times. 3.5 Warranty 3.5.2 The CM and Trade Contractors agrees to assign to the Owner, at the time of final completion of the Work, any and all manufacturer's warranties relating to material and labor used in the Work and further agrees to perform the Work in such manner so as to preserve any and all such manufacturer's warranties. 3.6 Taxes 3.6.2 The CM and Trade Contractors shall pay all state and federal taxes levied on his business, income, or property, and he shall make all contributions for Social Security and other wage or payroll taxes. The CM and Trade Contractors shall be solely responsible for such payments, and shall indemnify Owner and hold Owner harmless for any assessment and payment of same. The gross receipts tax will be deducted from the CM's application payment and submitted to the Department of Revenue by the Owner. 3.13 Use of Site Add the following paragraphs to the end of 3.13: 3.13.2 Only materials and equipment which are to be used directly in the Work shall be brought to and stored on the Project site by the CM or Trade Contractor. After equipment is no longer required for the Work, it shall be promptly removed from the Project site. Protection of construction materials and equipment stored at the Project site from weather, theft, damage and other adversity is solely the responsibility of the Trade Contractor. 3.18 Indemnification 4.2 Architect's Administration of the Contract 4.2.4 Add the following: "All written communication between the Contractor and the Architect or its consultants shall be simultaneously copied to the Owner." 4.3.7 Add to this paragraph: The CM shall not knowingly (as "knowingly" is defined in the Federal False Claims Act, 31 USC Section 3729 et seq.) present or cause to be presented a false or fraudulent claim. As a condition precedent to making a Claim, the claim shall be accompanied by an affidavit sworn to before a notary public or other person authorized to administer oaths in the State of, Montana and executed by an authorized representative of the CM or Subcontractor, which states that: The Claim, which is submitted herewith, complies with the Supplementary General Conditions, which provides that the CM or Trade Contractors shall not knowingly present or cause to be presented, a false or fraudulent claim. SUPPLEMENTAL CONDITIONS SC-3 APRIL 2007 BOZEMAN INTERMODAL FACILITY BOZEMAN, MT Article 5: Subcontractors 5.2 Award of Subcontracts and Other Contracts for Portions of the Work. 5.2.1 Delete in its entirety. All Trade Contracts will be Publicly Bid. 5.2.4 Delete in its entirety and replace with: "The CM shall not change a Trade Contractor previously selected without consent of the Owner and the Architect." 5.2.4 Delete and replace with: "The CM shall notify the Owner and the Architect of any proposed substitution of a Trade Contractor a minimum of 10 days prior to the proposed change. The Owner may require the CM to change a Trade Contractor previously approved, and, if at such time the CM is not in default under this Agreement, the contract sum shall be increased or decreased by the difference in the cost resulting from the change." Article 8: Time 8.1 Definitions 8.1.2 Delete in its entirety and replace with the following: "The date of commencement of the Work is the effective date established in the Notice to Proceed given by the Owner." 8.2 Progress and Completion 8.2.2.1 Work shall be started on or before a date set forth by the Owner in a written "Notice to Proceed." Article 9: Payments and Comoletion 9.1 Contract Sum 9.1.1 Delete lines 2 and 3 in their entirety and replace with "the aggregate total of all Subcontracts and supply contracts (Trade Contracts) competitively solicited and awarded in connection with this Project." 9.2.1 In the first line, delete the words "Before the first Application for Payment" and substitute "Upon full execution of the Agreement and at the Pre Award meeting." Delete the last sentence and replace with the following sentence: This schedule, upon acceptance by the Architect and the Owner. shall be used as a basis for reviewing the CM's application for payment. 9.3 Applications for Payment 9.3.1 Delete this subparagraph, and substitute the following: Applications for payment shall be made at approximately 30 day intervals. The CM shall submit to the Architect, an itemized Application for Payment, supported by such data substantiating the CM's right to payment as the Owner or the Architect may require. The form of Application for Payment shall be AlA Document G702/CMa (1992) - Application and Certification for Payment, supported by AlA Document G703 (1992) - Continuation Sheet. No other forms of Application for Payment will be acceptable. Continuation Sheet (G703) shall be prepared the same as in the Schedule of Values submitted by the CM. Such applications may include requests for payment on account of changes in the work which have been properly authorized by Construction Change Directives but not yet included in Change Orders. 9.3.4 Until final payment, the Owner will pay 95 percent of the amount(s) submitted by the CM on his monthly application for payment and as approved by the Architect, for labor performed and work properly in place, and for materials delivered to the site of the Work or in an approved storage site (5 percent remainder is retainage). SUPPLEMENTAL CONDITIONS SC-4 I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I APRIL 2007 BOZEMAN INTERMODAL FACILITY BOZEMAN,MT 9.6 Progress Payments 9.6.8 A one percent (1 %) Montana Contractors License tax will be withheld from all payments to the Contractor, and Owner will transmit such moneys to the Department of Revenue. This amount is understood to be in addition to the five percent (5%) retainage authorized. 9.11 Each "Public Contractor," which includes all Trade Contractors with contracts greater than Five Thousand Dollars ($5,000) each, shall include one percent (1%) in their bid to the CM. The CM will withhold said one percent (1 %) from payments made to Trade Contractors. Article 10: Protection of Persons and ProDertv 10.1 Safety and Precautions and Programs 10.1.1 No known hazardous materials will be used in the project or its fixtures, including but not limited to friable asbestos materials or products, polychlorinated biphenyl (PCB), or materials known to be hazardous to potable water. 10.1.2 The Trade Contractors will provide a material safety data sheet on all chemicals and potentially hazardous materials brought on site by the Trade Contractors or any subcontractor, supplier, or employee or agent of a subcontractor or supplier, including but not limited to paints, thinners, glues, mastics and solvents. The safety data sheets will be provided to the CM at the Jobsite and made available to the Owner and Architect. Article 11: Insurance and Bonds 11.1.1 Add the following: "Liability insurance shall be provided under an ISO Commercial General Liability Form or its equivalent with no coverage removed by exclusionary endorsement. 11.5 Performance and Payment Bond. 11.5.1 Delete in its entirety and replace with the following: "The Contractor shall furnish a Performance Bond and Labor and Material Payment Bond meeting all statutory requirements of the FT A Contractual Requirements, in form and substances satisfactory to the Owner and, without limitation, complying with the following specific requirements: 1. Except as otherwise required by statute, the form and substance of such bond(s) shall be satisfactory to the Owner in the Owner's sole judgment; 2. Bond(s) shall be executed by a responsible surety licensed in Montana and listed in the latest U.S. Dept. of Treasury Circular #570, with a Bests rating of no less than AlXII. Said bonds shall remain in effect through the warranty period, and until all of the CM's obligations to the Owner are fulfilled; 3. The Performance Bond and the Labor and Material Payment Bond shall be in an amount equal to or exceeding one hundred percent (100%) of the Contract Sum; 4. The Contractor shall require the attorney in fact who executes the required bond(s) on behalf of the surety to affix thereto a certified and current copy of his power of attorney indicating the monetary limit of such power; 5. Every Bond under this Paragraph 11.4.1 must display the Suretys Bond Number. A rider including the following provision shall be attached to each Bond: SUPPLEMENTAL CONDITIONS SC-5 APRIL 2007 BOZEMAN INTERMODAL FACILITY BOZEMAN, MT (1) Surety agrees that it is obligated under the bond(s) to any successor, grantee or assignee of the Owner. 6. The Owner and Contractor shall be named as obligees on the bonds. 11.5.3 The Contractor shall keep the surety informed of the progress of the Work, and, where necessary, obtain the suretys consent to, or waiver of: (1) notice of changes in the Work; (2) request for reduction or release of retention; (3) request for final payment; and (4) any other material required by the surety. The Owner shall be notified by the Contractor, in writing, of all communications with the surety. The Owner may, in the Owner's sole discretion, inform surety of the progress of the Work and obtain consents as necessary to protect the Owner's rights, interest, privileges and benefits under and pursuant to any bond issued in connection with the Work. Article 13: Miscellaneous Provisions 13.5.3 The Trade Contractor also agrees that the cost of testing services required for the convenience of the Trade Contractor in his scheduling and performance of the Work, and the cost of testing services related to remedial operations performed to correct deficiencies in the Work shall be borne by the Trade Contractor. Article 15: Equal Opportunity 15.1 The CM shall maintain policies of employment as follows: 15.1.1 The CM and its Trade Contractors shall not discriminate against any employees or applicant for employment because of race, religion, color, sex, national origin or age. The Contractor shall take affirmative action to insure that applicants are employed, and that employees are treated during employment without regard to their race, religion, color, sex, national origin or age. Such action shall include, but not be limited to the following: employment, upgrading, demotion or transfer; recruitment or recruitment advertising; layoff or termination; rates of payor other forms of compensation; and selection for training, including apprenticeship. The Contractor agrees to post in conspicuous places, available to employees and applicants for employment, notices setting forth the policies of non-discrimination. 15.1.2 The CM and all its Trade Contractors shall, in all solicitations or advertisements for employees placed by them or on their behalf, state that all qualified applicants will receive consideration for employment without regard to race, religion, color, sex, national origin or age. Article 16: Assianments 16.1 The CM shall not assign the whole or any part of this contract or any monies due or to become due, hereunder, without written consent of the Owner. In case the CM assigns all or any part of any monies due or to become due under this contract, the instrument of assignment shall contain a clause substantially to the effect that it is agreed that the right of the assignee in and to any monies due or to become due to the CM shall be subject to prior claims of all persons, firms, and corporations for services rendered or materials supplied for the performance of the work called for in this contract. END OF SUPPLEMENTAL CONDITIONS SUPPLEMENTAL CONDITIONS SC-6 I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I I APRIL 2007 BOZEMAN INTERMODAL FACILITY BOZEMAN, MT DAVIS - BACON WAGE RATES GENERAL DECISION: MT20070034 02/09/2007 MT34 Date: February 9. 2007 General Decision Number: MT20070034 02/09/2007 Superseded General Decision Number: MT20030034 State: Montana Construction Type: Building County: Gallatin County in Montana. BUILD CONSTRUCTION PROJECTS (Does not include residential construction consisting of single family homes and apartments up to and including 4 stories) Modification Number Publication Date o 02/09/2007 ELEC0532-004 12/01/2005 Rates Fringes Electrician (Excluding Fiber Optics and HV AC Control Wiring)........................$ 23.44 4.25%+8.00 * PLUM0041-005 07/01/2006 Rates Fringes Plumber/Pipefitter (Including HVAC Piping, and Set unit).....$ 25.15 10.10 SUMT1999-006 02/23/1999 Rates Fringes Carpenter (Acoustical Ceilings only).................$ 15.00 3.50 Carpenter (Carpenter including Drywall Hanging and Form Work; Excluding Acoustical Ceilings And Cabinets)..................$ 12.90 3.37 Ironworker, Reinforcing........$ 16.01 6.14 Laborer, General...............$ 10.91 3.10 Painter........................$ 14.00 Power Equipment Operator Loader......................$ 16.07 4.07 DAVIS - BACON WAGES DBW - 1 APRIL 2007 BOZEMAN INTERMODAL FACILITY Truck Driver Tandem Dump.................$ 16.13 3.87 WELDERS - Receive rate prescribed for craft performing operation to which welding is incidental. ---------------------------------------------------------------- ---------------------------------------------------------------- Unlisted classifications needed for work not included within the scope of the classifications listed may be added after award only as provided in the labor standards contract clauses (29CFR 5.5 (a) (1) (U)). In the listing above, the "SU" designation means that rates listed under the identifier do not reflect collectively bargained wage and fringe benefit rates. Other designations indicate unions whose rates have been determined to be prevailing. WAGE DETERMINATION APPEALS PROCESS 1.) Has there been an initial decision in the matter? This can be: * an existing published wage determination * a survey underlying a wage determination * a Wage and Hour Division letter setting forth a position on a wage determination matter * a conformance (additional classification and rate) ruling On survey related matters, initial contact, including requests for summaries of surveys, should be with the Wage and Hour Regional Office for the area in which the survey was conducted because those Regional Offices have responsibility for the Davis~Bacon survey program. If the response from this initial contact is not satisfactory, then the process described in 2.) and 3.) should be followed. With regard to any other matter not yet ripe for the formal process described here, initial contact should be with the Branch of Construction Wage Determinations. Write to: Branch of Construction Wage Determinations Wage and Hour Division U.S. Department of Labor 200 Constitution Avenue, N.W. Washington, DC 20210 2.) If the answer to the question in 1.) is yes, then an interested party (those affected by the action) can request review and reconsideration from the Wage and Hour Administrator DAVIS - BACON WAGES BOZEMAN, MT I I I I I I I I I I I I I I I I I I I DBW - 2 I I I I I I I I I I I I I I I I I I I APRil 2007 BOZEMAN INTERMODAl FACILITY (See 29 CFR Part 1.8 and 29 CFR Part 7). Write to: Wage and Hour Administrator U.S. Department of labor 200 Constitution Avenue, N.W. Washington, DC 20210 The request should be accompanied by a full statement of the interested party's position and by any information (wage payment data, project description, area practice material. etc.) that the requestor considers relevant to the issue. 3.) If the decision of the Administrator is not favorable, an interested party may appeal directly to the Administrative Review Board (formerly the Wage Appeals Board). Write to: Administrative Review Board U.S. Department of Labor 200 Constitution Avenue, N.W. Washington, DC 20210 4.) All decisions by the Administrative Review Board are final. ---------------------------------------------------------------- ---------------------------------------------------------------- END OF DAVIS-BACON WAGES DAVIS - BACON WAGES BOZEMAN,MT DBW - 3